Effective from April 10, 2022
PLEASE READ THESE TERMS CAREFULLY BEFORE USING THE SERVICES. THESE TERMS INCLUDE A BINDING ARBITRATION PROVISION THAT INCLUDES A JURY TRIAL WAIVER AND CLASS ACTION WAIVER, AND A CLAUSE THAT GOVERNS THE JURISDICTION AND VENUE FOR ANY DISPUTES.
BY USING THE SERVICES, YOU ARE AGREEING TO THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, YOU MAY NOT USE THE SERVICES.
QUOTIENT RESERVES THE RIGHT, AT ITS SOLE DISCRETION, TO CHANGE, MODIFY, ADD OR REMOVE PORTIONS OF THESE TERMS, AT ANY TIME, BY POSTING CHANGES TO THIS PAGE. YOUR CONTINUED USE OF THE SERVICES FOLLOWING THE POSTING OF CHANGES MEANS THAT YOU ACCEPT AND AGREE TO ALL SUCH CHANGES.
Certain Services may be subject to additional terms, which will be posted with such Services, such as terms governing a referral program. If you choose to use such Services, you agree that the additional terms apply.
To use the Services, you must be, and hereby represent that you are, an individual 16 years or older who can form legally binding contracts. Any use of the Services by anyone under the age of 16 is strictly prohibited. If you are a minor in your jurisdiction of residence, you must have the consent of your parent or legal guardian to enter the Terms and use the Service. If you have previously been suspended from the Services, or if we have previously suspended or deactivated your User Account (defined below), you are prohibited from use of the Services. Users must be human; no machines, scripts, or automated services may be used to accumulate any financial benefits derived from the use of the Service.
3. ACCOUNTS AND AUTHORIZED BROWSERS OR DEVICES
To use certain Services, you may be required to create an account and associated password or authorize a browser or device through SMS verification or other means (“User Account”). You agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the Services, and (b) maintain and promptly update information about yourself to keep it true, accurate, current and complete. You further agree that you will not create a User Account using any email address, phone number, or other personally identifying information that is not yours.
You are responsible for maintaining the confidentiality of your password(s) and User Account information, and you are responsible for all activities that occur using your password or User Account or as a result of your use or access to the Services. You agree to notify Quotient immediately of any unauthorized use of your password or User Account using this form. You agree that Quotient will not be liable for any loss that you may incur as a result of someone else using your password or User Account, either with or without your knowledge. You may use only one User Account. Any duplicate User Accounts will be subject to cancellation. You may not use anyone else’s User Account at any time.
4. RETAILER ACCOUNT LINKING
5. OWNERSHIP OF CONTENT
Except for User Content (defined below), all coupons, offers, data, text, images, logos, photographs, advertisements, graphics, press releases, audio, video, documents, and other information and content available on or through the Services (“Content”), is the property of Quotient or its licensors. The Content is protected by copyright, trademark, and/or other intellectual property laws and you acknowledge and agree that we retain all right, title and interest in and to the Content.
Except as expressly stated in these Terms, you may not sell, transfer, alter, reproduce, distribute, republish, download, display, post, or transmit any Content, in whole or in part, by any means.
A. You agree to comply with the terms and conditions associated with any offers, coupons, coupon codes, and other promotions available on or through the Services.
B. You may only redeem each coupon once.
C. If you print coupons using any of our print technologies, you agree that we may install or store certain authentication and print control technologies on your devices. You agree not to interfere with or circumvent such technologies.
D. You agree to comply with campaign and user limits and only print or activate coupons for your own personal and non-commercial use.
E. You agree not to sell, barter or transfer any coupon, or any electronic or hard copy of a coupon, to any third party.
7. CASH BACK OFFERS
The following terms apply to all offers where you are eligible to earn cash back, rebate, or other rewards specified by the advertiser, excluding discounts or other price reductions taken at the time of sale, (each, a “Reward”) by submitting in-store receipts or by using a Linked Account to provide purchase transaction information to Quotient (all herein “Cash Back Offers”):
A. You must link a payment account (e.g. PayPal account) to your User Account in order to earn Rewards from Cash Back Offers. IF, WITHIN 3 MONTHS OF SUBMITTING A REDEMPTION REQUEST, YOU DO NOT VERIFY YOUR PAYMENT ACCOUNT AND VERIFY YOUR BROWSER OR DEVICE THROUGH SMS VERIFICATION OR OTHER MEANS, YOU ARE NOT ELIGIBLE TO EARN ANY REWARDS, AND ALL REWARDS SHALL REMAIN THE SOLE PROPERTY OF QUOTIENT.
C. If you are redeeming a Reward for any Cash Back Offer that was initiated by i) texting a keyword from a phone or device to the short code 76666 or ii) providing your phone number to receive a Cash Back Offer via a text message, you further agree to the Quotient SMS Terms and Conditions.
D. Some Cash Back Offers are store-specific and require that the product be purchased from a particular store(s) identified in the details of the offer.
E. To earn Rewards by submitting a receipt, the purchase must be made at a store whose receipt, e-receipt, or computerized receipt provides at least the following information: store name, location, date and time of purchase, total amount of receipt, and, for the product(s) that relate to the offer, the quantity, price paid, and product name and description.
F. To earn Rewards by using a Linked Account, you must first link your online retailer or loyalty card account, if available, to your User Account. After linking your Linked Account, the qualifying purchase must be made using your Linked Account Information so that the purchases are listed in your Linked Account purchase history or otherwise associated with your Linked Account (e.g. by providing your loyalty card ID, phone number, or an associated payment method at checkout in-store, or by logging into your account when making online purchases). Rewards on purchases made prior to linking a Linked Account cannot be redeemed using a Linked Account. To redeem Rewards for purchases made prior to linking your Linked Account, Rewards should be redeemed by submitting a copy of the receipt before attempting to link a retailer loyalty card program or retailer online account to your User Account. After requesting to link a retailer loyalty account or retailer online account to your User Account, receipt submissions can no longer be made for that retailer.
G. Cash Back Offers may not be combined with other manufacturer coupons or rebates for the same product in the same purchase. We may reject any Reward requests for products purchased using other manufacturer coupons or rebates. We may limit access to Cash Back Offers to a single redemption, such that when a Cash Back Offer is used at one retailer, the Cash Back Offer cannot be used again at any retailer.
H. Any receipts you submit must be for your own purchases, and you may not modify the receipt you receive from the applicable retailer in any way. The entire receipt must be submitted in order to earn Rewards. You may not submit any purchase receipt that has already been uploaded by you or another user in an attempt to request multiple Rewards for the same purchase or any products you did not actually purchase.
I. Unless otherwise stated in the offer terms, you must “clip,” or activate, the Cash Back Offer from your User Account on our website or mobile app prior to purchase, and, if requesting a Reward by submitting your purchase receipt, submit your purchase receipt within seven (7) days of the expiration of the Cash Back Offer.
J. You must comply with all applicable offers terms to be eligible for a Reward. We have sole discretion to determine whether you have complied with all applicable offer terms, including the Terms herein and any terms provided with a specific Cash Back Offer, and are eligible for a Reward. We reserve the right to request additional information in order to verify the identity of the purchaser or the validity of the proof of purchase (including, without limitation, a copy of the packaging of the product along with barcode and/or the original receipt).
L. You must not use a payment account associated with another User Account. A single payment account cannot be connected to multiple User Accounts.
M. You are solely responsible for any tax liability arising from your receipt of Rewards.
N. You may not submit a purchase receipt for a product that you have returned, or intend to return, to the applicable retailer. If you return or exchange any products for which you received a Reward, you must notify Quotient via email at email@example.com within twenty-four (24) hours after the return or exchange. In such an event, or in the event that we discover a return or exchange of which we were not notified, we may, in our sole discretion, (a) request a return of the value of the relevant Reward; (b) terminate the User Account; or (c) both.
O. If you attempt, as determined by Quotient at its sole discretion, to redeem Rewards (i) attributable to purchases that are not your own (for example, use your Customer ID in connection with purchases by non-family members), (ii) multiple times for a single purchase, (iii) by engaging in any Prohibited Conduct (see Prohibited Conduct section below) or (iv) by engaging in other abusive or fraudulent behavior, we may, at our sole discretion, (a) recover any such losses directly from you; or (b) withdraw, and you expressly authorize Quotient to withdraw, any such Rewards from your User Account, including any third party accounts to which the Rewards were transferred or otherwise credited. Additionally, we may terminate your User Account.
8. PROHIBITED CONDUCT
In addition to the other restrictions explicitly set forth in these Terms, you agree not to:
A. use any software, script, code, device, crawler, robot or other means not provided by us to access the Services, any Quotient system, or Content, including coupons;
B. circumvent, disable or otherwise interfere with security-related features on the Services;
C. access or use the Services in any manner that may damage, disable, unduly burden, or impair any Quotient networks or systems;
D. create multiple User Accounts to circumvent any limitations on offers provided by the Services;
E. engage in any fraudulent, deceptive or otherwise improper actions when using the Services;
F. gain or attempt to gain unauthorized access to any areas of the Services, or any Quotient networks or systems, or to interfere or attempt to interfere with any Quotient networks or systems;
G. interfere or attempt to interfere with Services provided to any user, host or network, including, without limitation, via means of submitting a virus to the Services, spamming, crashing, or otherwise;
H. engage in commercial use or distribution of any Services or the Content (including any coupons, offers, rebates, promotions), or copy or create any derivative work of any Services or Content; and
I. use your User Account or the Services for the benefit of any third party.
9. USE OF THE SERVICES
Subject to your compliance with these Terms, Quotient grants you a limited, non-exclusive, non-transferable, non-sublicensable license to access and make personal and non-commercial use of the Services. All rights not expressly granted to you in these Terms are reserved and retained by Quotient or its licensors, suppliers, publishers, rights-holders, or other content providers. The licenses granted by Quotient herein terminate if you do not comply with these Terms.
10. USE OF SOFTWARE
Your use of any software provided by Quotient (“Software”) is subject to these Terms and all agreements including all license agreements and end user agreements that accompany or are included with the Software, and other terms and conditions that apply (collectively, “EULA Terms”). In the event that Software is provided on or through the Services or any other authorized digital distribution platform, and is not licensed for your use through any EULA Terms, we hereby grant you a personal, non-sublicensable, non-transferable, revocable-at-will license in the United States to use the Software, which license is conditioned upon your continuing compliance with these Terms, including all of the following: (a) the Software may be used solely for your personal and noncommercial purposes; (b) you may not attempt to, or authorize any third party to, decompile, reverse engineer or otherwise attempt to gain access to the Software source code (except to the extent permitted by law notwithstanding this restriction); (c) you may not attempt to, or authorize any third party to, disable or circumvent the intended operation of the Software, including but not limited to any authentication and print control technologies, or disclose any such method or means to any third party; (d) you may not modify, alter, or create derivative works of the Software; and (e) you may not transfer, sublicense, assign, copy or redistribute any Software.
11. SERVICE AVAILABILITY
Quotient may change the Services at any time without notice. Quotient makes no representation that the Services will be available for use in your location.
12. USER CONTENT
Quotient may permit registered users to post content on or through the Services, including comments, recipes, reviews, photos, videos, and other materials (“User Content”). You understand and agree that Quotient does not review User Content prior to posting and is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to User Content. You acknowledge that you may see User Content on the Services that you find inaccurate, offensive, indecent, or objectionable; and you agree to, and hereby do, waive any legal or equitable claims, rights, or remedies you may have against Quotient arising from or relating to User Content.
If you choose to post User Content, please be aware that your User Content and your public account profile (e.g., your name and any photo submitted through the registration process) will be available to the public. If you register with us via a third party account such as Facebook or Google, your Quotient profile may link to your public profile at that account as well. You should therefore only post User Content you are comfortable sharing under these Terms.
You are solely responsible for your User Content and the consequences of posting your User Content to the Services. You represent and warrant that you own or have the necessary licenses, rights, consents, permissions, and releases to publish or perform User Content you post or submit and to grant Quotient the licenses and rights set forth in these Terms.
You retain all rights in and to the User Content you post or submit to the Services. However, by posting or submitting User Content, you hereby grant Quotient a perpetual, nonexclusive, royalty-free, transferable, sublicenseable, irrevocable, worldwide right and license to reproduce, prepare derivative works of, distribute, publicly perform, publicly display, adapt, broadcast, communicate and otherwise use your User Content (including any copyright, trademark, publicity, or other proprietary rights therein and thereto) in whole or in part, for any purpose, including without limitation in connection with the Services and Quotient’s business, marketing or promotional purposes, and/or for syndicating User Content, promoting or redistributing part or all of the Services (and derivative works thereof) in any website, online application, mobile application, social media channel, or other medium now known or later developed. You also hereby grant Quotient a perpetual, nonexclusive, royalty-free, transferable, sublicenseable, irrevocable worldwide right and license to use your name, likeness, photograph, image, voice, content and statements in connection with your User Content and any derivative works thereof, including to promote or advertise the Services or the products and services of affiliates, advertisers and other third parties. This means, for example, that you permit a business or other entity to pay us to display your name and/or picture with your content or information, without any compensation to you. To the extent permitted by law, you hereby waive any moral rights you may have in or to your User Content.
You agree that you are not entitled to any compensation if your User Content, including without limitation, your name, likeness, photograph or image is adjacent to or included with advertisements, promotions, coupons, offers or other information, or otherwise used to promote the products and Services of Quotient or any other company or product that is addressed in your User Content.
You agree not to post any User Content that (each, a “Prohibited Content”):
- violates a third party’s copyrights, trade secrets, trademarks, privacy rights, publicity rights, or other intellectual or proprietary rights;
- you do not have the right to disclose under any law, contractual obligation, or fiduciary relationship;
- violates, or encourages conduct that violates, laws or regulations;
- is fraudulent, false, misleading, or deceptive;
- is sexually explicit, pornographic, obscene, defamatory, libelous, threatening, harassing, hateful, discriminatory, racially or ethnically offensive, abusive, violent, humiliating to or bullying of other people, or otherwise inappropriate, as deemed by Quotient in its sole discretion;
- may create a risk of harm, loss, emotional distress, or physical or mental injury to yourself, any other person, or any animal;
- is harmful to or exploitive of children, or that includes images or videos of children without first obtaining the consent of their parent or guardian;
- contains advertisements or solicitation of business (except with our prior express written approval);
- is or sends spam, surveys, unsolicited advertising or promotional materials, or chain letters;
- contains or links to any material that contains software viruses, corrupted files or any other similar software, files, or programs that may damage or adversely affect the operation of the Services, the Services, or the computer or systems of another user; or
- impersonates another person or entity.
Quotient reserves the right to remove any User Content without notice and for any reason or no reason.
All feedback, comments and suggestions for improvements to the Services, or new Services (collectively, “Feedback”), that you submit to Quotient shall be the sole and exclusive property of Quotient without any compensation or attribution to you. You hereby irrevocably assign, and agree to irrevocably assign, to Quotient all your right, title, and interest in and to all Feedback, including without limitation all worldwide patent, copyright, trade secret or other proprietary rights therein, and to the extent permitted by law waive any moral rights you may have in such Feedback. You agree to execute documents and take such further acts as Quotient may reasonably request of you to assist Quotient to acquire, perfect, maintain, and assert its intellectual property and other legal rights in the Feedback.
14. ELECTRONIC COMMUNICATIONS
All Content, including without limitation, any advice, recommendation or opinion, offer or coupon, or information about grocery or other product, service, retailer, recipe, drug, and health is provided on or through the Services for informational purposes only, and should not be construed to indicate that any such Content is endorsed by Quotient, nor is there any representation or warranty by Quotient that the Content is reliable, accurate, timely, complete, effective, or safe for your use. Always consult your medical professional regarding any health or medical condition and before using any medical product or any over-the-counter drug. YOU ACKNOWLEDGE THAT RELIANCE ON ANY INFORMATION PROVIDED ON OR THROUGH THE SERVICES IS SOLELY AT YOUR OWN RISK.
THE SERVICES AND ALL CONTENT ON OR AVAILABLE THROUGH THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. QUOTIENT EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. FURTHER, QUOTIENT MAKES NO WARRANTY THAT: (A) THE SERVICES, WILL MEET YOUR REQUIREMENTS; (B) THE SERVICES WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; (C) THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES WILL BE ACCURATE, TIMELY, OR RELIABLE; OR (D) THE QUALITY OF THE SERVICES WILL MEET YOUR EXPECTATIONS. YOU ASSUME TOTAL RESPONSIBILITY FOR YOUR USE OF THE SERVICES AND ANY THIRD PARTY SITE. QUOTIENT SHALL HAVE NO RESPONSIBILITY OR LIABILITY FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM YOUR USE OF THE SERVICES OR ANY THIRD PARTY SITE.
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES OR SOFTWARE IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR AND HEREBY WAIVE ANY AND ALL CLAIMS AND CAUSES OF ACTION WITH RESPECT TO ANY DAMAGE TO YOUR COMPUTER SYSTEM, INTERNET ACCESS, DOWNLOAD OR DISPLAY DEVICE, OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM QUOTIENT OR THROUGH OR FROM THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS. QUOTIENT SHALL NOT BE RESPONSIBLE OR LIABLE FOR THE ACCURACY, USEFULNESS OR AVAILABILITY OF ANY INFORMATION TRANSMITTED OR MADE AVAILABLE THROUGH THE SERVICES, AND SHALL NOT BE RESPONSIBLE OR LIABLE FOR ANY MEDICAL, TRADING, INVESTMENT OR OTHER DECISIONS BASED ON SUCH INFORMATION.
IF THE JURISDICTION YOU ARE IN DOES NOT ALLOW FOR THE EXCLUSION OF CERTAIN WARRANTIES, THEN SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU IN CERTAIN CIRCUMSTANCES.
16. LIMITATION OF LIABILITY
IN NO EVENT SHALL QUOTIENT AND ITS LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOSS OF PROFITS, REVENUE, DATA OR USE, INCURRED BY YOU OR ANY THIRD PARTY, WHETHER IN AN ACTION IN CONTRACT OR TORT, ARISING FROM YOUR ACCESS TO, OR USE OF, OR INABILITY TO USE THE SERVICES OR ANY CONTENT PROVIDED ON OR THROUGH THE SERVICES, EVEN IF QUOTIENT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. NOTWITHSTANDING THE FOREGOING, THE TOTAL LIABILITY OF QUOTIENT AND ITS LICENSORS, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE), PRODUCT LIABILITY, STRICT LIABILITY OR ANY OTHER THEORY, ASSOCIATED WITH ANY CLAIM ARISING OUT OF OR RELATING TO USE OF OR ACCESS TO THE SERVICES FOR ANY REASON WHATSOEVER SHALL BE LIMITED TO ONE HUNDRED DOLLARS ($100). IF THE JURISDICTION YOU ARE IN DOES NOT ALLOW FOR THE EXCLUSION OF CERTAIN TYPES OF DAMAGES, THEN SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU IN CERTAIN CIRCUMSTANCES.
You agree to defend, indemnify and hold Quotient and its officers, directors, employees, agents and affiliates harmless from any and all third-party claims, proceedings, damages, injuries, liabilities, losses, costs and expenses (including reasonable attorneys’ fees and litigation expenses), arising out of or relating to your use of the Services.
Quotient may, without notice to you: (a) disclose information from the Services to any third party, including law enforcement agencies, to protect its rights and property, or the rights and property of its clients, in response to legal process, or in a good faith belief that disclosure is justified or required, or in an emergency situation; (b) investigate any user or third party complaint, or potential violation of its policies; and (c) in its sole discretion and at any time, discontinue providing or limit your access to the Services, or any portion thereof.
19. ARBITRATION AND CLASS ACTION WAIVER
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.
You and Quotient agree that these Terms affect interstate commerce and that the Federal Arbitration Act governs the interpretation and enforcement of these arbitration provisions.
This Arbitration and Class Action Waiver section is intended to be interpreted broadly and governs any and all disputes between us, including but not limited to claims arising out of or relating to any aspect of the relationship between us, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory; claims that arose before these Terms or any prior agreement; and claims that may arise after the termination of these Terms. The only disputes excluded from this broad prohibition are the litigation of certain intellectual property and small court claims, as provided below.
A. Initial Dispute Resolution. We are available by email at firstname.lastname@example.org to discuss any concerns you may have regarding your use of the Services. Most concerns may be quickly resolved in this manner. The parties shall use their best efforts to settle any dispute, claim, question, or disagreement directly through consultation and good faith negotiations which shall be a precondition to either party initiating a lawsuit or arbitration.
B. Binding Arbitration Agreement. If the parties do not reach an agreed upon solution within a period of thirty (30) days from the time informal dispute resolution is pursued pursuant to section 17A above, then either party may initiate binding arbitration. Unless you have opted out as set forth below, all claims arising out of or relating to these Terms (including its formation, performance and breach), the parties’ relationship with each other and/or your use of the Services shall be finally settled by binding arbitration administered by the American Arbitration Association (the “AAA”) in accordance with the provisions of its Commercial Consumer Arbitration Rules and the supplementary procedures for consumer related disputes of the AAA, excluding any rules or procedures governing or permitting class actions. The arbitrator, and not any federal, state or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability or formation of these Terms, including, but not limited to any claim that all or any part of these Terms is void or voidable. The arbitrator shall be empowered to grant whatever relief would be available in a court under law or in equity. The arbitrator’s award shall be binding on the parties and may be entered as a judgment in any court of competent jurisdiction. The procedures and rules of the Federal Arbitration Act shall exclusively govern the interpretation and enforcement of this arbitration provision.
The AAA’s rules governing the arbitration may be accessed at www.adr.org. To the extent the filing fee for the arbitration exceeds the cost of filing a lawsuit, we will pay the additional cost. A request for payment of filing fees should be submitted to AAA along with your form for initiating the arbitration, and we will make arrangements to pay all necessary filing fees directly to AAA. If the arbitrator finds the arbitration to be non-frivolous, we will pay all of the actual filing and arbitrator fees for the arbitration, provided your claim does not exceed $75,000. The arbitration rules also permit you to recover attorney’s fees in certain cases.
C. JURY TRIAL WAIVER. The parties understand that, absent this mandatory provision, they would have the right to sue in court. YOU AND QUOTIENT EACH AGREE TO WAIVE ANY RIGHT TO A JURY TRIAL FOR ANY ACTION AT LAW OR IN EQUITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES. The parties further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court.
If you are a resident of the United States, arbitration may take place in the county where you reside at the time of filing. For individuals residing outside the United States, arbitration shall be initiated in the State of California, United States of America. You and Quotient further agree to submit to the personal jurisdiction of any federal or state court in Santa Clara County, California in order to compel arbitration, to stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator.
D. Class Action Waiver. The parties further agree that any arbitration shall be conducted in their individual capacities only and not as a class action or other representative action, and the parties expressly waive their right to file a class action or seek relief on a class basis. If any court or arbitrator determines that the class action waiver set forth in this paragraph is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provision set forth above shall be deemed null and void in its entirety and the parties shall be deemed to have not agreed to arbitrate disputes.
E. 30 Day Right to Opt-Out. You have the right to opt-out and not be bound by the arbitration and class action waiver provisions set forth in the preceding paragraphs by sending written notice of your decision to opt-out to the following address:
Quotient Technology, 1260 E. Stringham, Suite 600, Salt Lake City, UT 84106, Attn: General Counsel
The notice must be sent within thirty (30) days of the date these Terms became effective or your first use of the Services, whichever comes later, otherwise you shall be bound to arbitrate disputes in accordance with the terms of those paragraphs. If you opt-out of these arbitration provisions, Quotient also will not be bound by them.
F. Exception - Litigation of Intellectual Property and Small Claims Court Claims. Notwithstanding the parties' decision to resolve all disputes through arbitration, either party may bring enforcement actions, validity determinations or claims arising from or relating to theft, piracy or unauthorized use of intellectual property in state or federal court or in the U.S. Patent and Trademark Office to protect its intellectual property rights (“intellectual property rights” means patents, copyrights, moral rights, trademarks, and trade secrets, but not privacy or publicity rights). Either party may also seek relief in a small claims court for disputes or claims within the scope of that court's jurisdiction.
G. Exclusive Venue for Litigation. Solely to the extent the arbitration provisions set forth above do not apply, or for purposes of either party seeking injunctive relief or for enforcing an award granted to it pursuant to arbitration, the parties agree that any litigation between them shall be filed exclusively in the federal district court for the Northern District of California, or, if federal subject matter jurisdiction is lacking, then in the state courts located in Santa Clara County, California. The parties expressly hereby consent to exclusive jurisdiction in the aforesaid courts for any litigation, hereby also consent to personal jurisdiction in said courts for any litigation and waive, for all purposes, their right to challenge the lack of personal jurisdiction said courts over any litigation arising in connection with, out of, or as a result of (a) these Terms or the Services, and (b) any acts or omissions of the Company in connection with these Terms or the Services.
H. Any claim or cause of action you may have arising out of or relating to these Terms or the Services must be commenced within one (1) year after the cause of action accrues, otherwise, such cause of action or claim is permanently barred.
I. The parties specifically exclude from application to these Terms the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act. If you reside outside the United States, nothing in these Terms shall, to the extent required by applicable law that cannot be excluded by agreement, affect any rights you may have under existing consumer protection laws, unfair competition laws or other applicable laws of the country in which you reside, including any right you have to bring a claim in the courts of your home country.
J. Changes to This Section – Quotient will provide thirty (30) days’ notice of any changes affecting the substance of this Arbitration and Class Action section by posting on our website, sending you a message, or otherwise notifying you. Amendments will become effective thirty (30) days after they are posted on the website or sent to you.
Changes to this section will otherwise apply prospectively only to claims arising after the thirtieth (30th) day. If a court or arbitrator decides that this subsection on “Changes to This Section” is not enforceable or valid, then this subsection shall be severed from the section entitled “Arbitration and Class Action Waiver,” and the court or arbitrator shall apply the first Arbitration and Class Action Waiver section in existence after you enrolled in Coupons.com Texts.
K. Survival - This Arbitration and Class Action Waiver section shall survive any termination of these Terms, your use of the Services or your account.
20. COMPLIANCE WITH LAWS
You agree not to use the Services in violation of any applicable law, rule, or regulation or any third party right (including but not limited to intellectual property rights). You agree to comply with all export laws, restrictions, and regulations of the United States or your country of residence.
These Terms and any other electronic policies and guidelines referenced and thereby incorporated herein will be deemed to be in compliance with applicable statutory, contractual, and other legal requirements for writing and be legally enforceable as a signed writing as against the parties, and deemed an “original” and “in writing” when printed from electronic records established and maintained in the ordinary course of business. If any portion of these Terms is held invalid, you agree that such invalidity will not affect the validity of the remaining portions of these Terms. No waiver by Quotient of any breach or default of these Terms will constitute a continuing waiver of such breach or default or be deemed to be a waiver of any preceding or subsequent breach or default. These Terms represent the complete agreement between Quotient and you regarding the subject matter set forth herein and supersedes all prior agreements and representations between Quotient and you.
22. COPYRIGHT & TRADEMARK INFRINGEMENT REPORTING PROCEDURES
Quotient will respond to allegations of copyright infringement in accordance with the Digital Millennium Copyright Act and allegations of trademark infringement in accordance with our trademark policy. For more information, please read our Copyright and Trademark Policies.
23. CONTACT INFORMATION
If you have any questions regarding these Terms, please contact us using this form or by mail at:
Quotient Technology Inc.
Attn: Legal Dept.
1260 E. Stringham, Suite 600
Salt Lake City, UT 84106