ACCEPTING THESE TERMS AND CONDITIONS (THE “TERMS”), INCLUDING THE ACCOMPANYING PAWSLEY PRIVACY POLICY, AFFECTS YOUR LEGAL RIGHTS AND ENTERS YOU INTO A LEGAL AND BINDING AGREEMENT WITH PAWSLEY, LLC. PLEASE READ THESE TERMS AND CONDITIONS AND THE ACCOMPANYING PRIVACY POLICY VERY CAREFULLY. ACCESSING AND USING THIS WEBSITE INDICATES THAT YOU ACCEPT THESE TERMS OF SERVICE. IF YOU DO NOT ACCEPT THESE TERMS OF SERVICE, DO NOT USE THIS WEBSITE.

Overview

The website http://pawsley.com, including all sub-domains (collectively, the “Site”) is owned and operated by Pawsley, LLC (“Pawsley” or “we”, “our” or “us”), a New York limited liability company. We offer an online community that connects dog owners and dog enthusiasts (collectively, “Members”) through networks of friends and common interests, as well as a service (collectively, the “Services”) that allows Members to act as buyers of services and goods (“Buyers”) and connect with sellers of services and goods (“Merchants”). Merchants provide us with certain promotional offers (each an “Offer”), usually offering a discount if enough Buyers, inclusive of Pawsley, are willing to commit, in aggregate, to a certain quantity of a service or good within a certain time period. We make these Offers available to all Members through the Site. When Members act as Buyers, and thus agree to purchase the good or service promoted in the Offer, the Merchant is bound to fulfill it. Pawsley oversees collection of payment on behalf of the Merchant from the Buyer. In cases where Pawsley has purchased a pre-determined quantity of an Offer in advance, Pawsley will act as the Merchant and oversee collection of payment for our own account. Upon confirmation of payment, Pawsley, again on behalf of the Merchant, issues the Buyer a voucher (“Voucher”) redeemable for the applicable service or good.

Whether you are a Member, Buyer, or Merchant (collectively, “Users”), these Terms apply to you. Where the Terms are only applicable to one subset of Users or another, we have so indicated. These Terms incorporate the Privacy Policy and details in the FAQ, all of which taken together describe the rules that must be followed by any person who establishes a connection for access to and use of the Site. You may not use or access the Site or Services if you do not agree to these Terms.

Term

Because we are constantly innovating in order to provide a better experience for our Users, we reserve the right to modify or discontinue any feature or aspect of the Site or Services at any time. We must also, therefore, reserve the right to change the Terms governing any User’s use of the Site and Services at any time. Any change in the Terms will be effective upon posting the changes to this Terms of Service page. Any use by you subsequent to these changes will constitute your acceptance of such changes. Therefore, we suggest that you check this page often to be sure you are always familiar with the current Terms. As a sole exception to this, for any Merchant where we have countersigned an Offer Agreement, the Terms will not be deemed changed as to that Offer.

Non-Commercial Use by Members

Except for those sections explicitly used by Pawsley to feature Merchant Offers, the Site is for the personal use of individual Members only. The Site and Services may not be used in connection with any commercial endeavors, unless we provide written consent. Companies and/or businesses may not become Members and should not use the Site for any purpose. Companies and/or businesses cannot use registered Members to solicit and/or promote that said company and/or business. Illegal and/or unauthorized uses of the Site, including collecting email addresses of Members by electronic or other means for the purpose of sending unsolicited email and unauthorized framing of or linking to the Site will be investigated, and appropriate legal action will be taken, including without limitation, civil, criminal and injunctive redress.

Pawsley Accounts

To access certain features of the Site, you will have to create a Pawsley account, including a unique password. When setting up this account, you must provide true and accurate information. You are solely responsible for keeping your password secure and for any activity that occurs on the Site using your password. You must notify Pawsley immediately via email at support@pawsley.com of any breach of security or unauthorized use of your account. You must never use another User's account without his or her authorization. You will be liable for the losses of Pawsley or others due to any unauthorized use of your password or account.

Pawsley will generally communicate with its Users by electronic means, such as email. As a User, you give consent that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

You understand that Pawsley will be acting in reliance upon your grant of rights, representations, warranties and indemnities in these Terms of Service and may incur substantial expense in reliance upon such grant of rights, representations, warranties and indemnities.

Minors

Pawsley does not knowingly collect any information from persons under the age of 13. If we determine that someone under the age of 13 has uploaded any content to the Site, such content will be removed. If you are between the ages of 13 and 18, please ask your parent’s or guardian’s permission before using the Site and Services.

User Submissions

As a Pawsley account holder, you may submit content, including, but not limited to, audio, videos, pictures, other images, comments and text (collectively, "User Submissions”). You retain full ownership over User Submissions and information you post on Pawsley, and you can control how it is shared through your privacy settings. In addition, you hereby acknowledge and agree that:

1. For User Submissions covered by intellectual property rights, like photos and videos ("IP Content"), you specifically give us the following permission, subject to your privacy settings: you grant us a non-exclusive, transferable, sub-licensable, royalty-free, worldwide license to use any IP Content that you post on or in connection with Pawsley ("IP License"). This IP License ends when you delete your IP Content or your account unless your content has been shared with others, and they have not deleted it;
2. When you delete IP Content, it is deleted in a manner similar to emptying the recycle bin on a computer. However, you understand that removed content may persist in backup copies for a reasonable period of time (but will not be available to other Users);
3. When you publish content or information using the "everyone" privacy setting, it means that you are allowing everyone, including people outside of Pawsley, to access and use that information, and to associate it with you (e.g., your name and profile picture);
4. You have kept a copy of any User Submissions for your own use and that Pawsley will not return any User Submissions provided by you;
5. Pawsley shall have the right to retain, delete, or destroy any User Submissions at its sole discretion, and you hereby release Pawsley from any claims related thereto;
6. Pawsley shall have the right to arrange, organize, classify and categorize any User Submissions and any modifications thereof or derivative works based thereon in any way it desires in our sole discretion;
7. Pawsley shall have the right to publish or display commentary or criticism submitted by other Users regarding or relating to any User Submission in our sole discretion, and you waive any claims against Pawsley based upon any such commentary or criticism, including, without limitation, any claims of defamation; and,
8. Upon notice from Pawsley, you will immediately disable and remove any link to the Site or any part thereof, including, without limitation, any User Submissions on any part of the Site.

User Conduct

As a Pawsley account holder, you are solely responsible for your User Submissions, the consequences of posting or publishing your User Submissions, and any material or information that you transmit to other Users of the Site. In addition, you represent and warrant that:

1. You have the full power and authority to enter into these Terms, to grant the rights herein and to perform all of your obligations set forth in these Terms;
2. You are the author of your User Submissions and each and every element of the User Submissions is an original work created by you;
3. You are the sole and exclusive owner of your User Submissions and all of the trademarks, copyrights and other intellectual property contained therein;
4. Your User Submissions do not violate the privacy or publicity rights of any person or include or reveal any trade secrets or other confidential information;
5. Your User Submissions do not contain, depict, or promote any: (i) pornography or sexually explicit or suggestive content; (ii) obscene or offensive content, including any content that disparages any persons based upon race, color, religion, gender, national origin, sexual orientation, transgender status, handicap, or age; (iii) other content that would be inappropriate for or potentially harmful to minors; (iv) content that libels, slanders, or defames, or that would tend to harm, embarrass, or reveal private facts about, any person or entity; (v) criminal or illegal acts; (vi) violent or dangerous acts; or (vii) viruses, "Trojan horses," spyware, or other malicious or surreptitious code of any type or nature; and,
6. Your User Submissions do not constitute or contain an advertisement or solicitation of business of any kind.

Terms Applicable Only to Buyers

Offers often come with limitations. Buyers need to read the applicable terms of the relevant Offer. Offers for goods or services purchased at discount prices are often also subject to time limits or other restrictions that may require the Buyer to complete the transaction within a certain timeframe or in a certain manner in order to receive the benefit of the Offer. We will use reasonable efforts to make any limitations known to you when we post the Offer. You will not be able to redeem any Voucher in violation of the restrictions governing the Offer, and funds paid for such a Voucher will be non-refundable.

Unless expressly stated otherwise in the Offer, (i) there is a limit of one Voucher per person per Offer and (ii) Vouchers are not redeemable in partial amounts. To the extent allowed by law, Vouchers may be gifted or sold. However, Users purchasing multiple Vouchers for the purpose of reselling may have their accounts frozen and may be banned from participating in future Offers. Each Voucher authentication number is only usable once. You are responsible for keeping your Voucher number secure. Neither the Merchant nor Pawsley will be liable if your Voucher is lost or stolen.

Pawsley often acts as an intermediary and sells promotional Vouchers on behalf of a Merchant. In such instances, if the Buyer has problems with the Voucher or the goods and services, we will use reasonable efforts to assist the Buyer in dealing with the Merchant. However, we cannot and will not guarantee any issuance of refunds or credits. Buyers will have to obtain those from the Merchant, if applicable.

Pawsley will determine Buyers’ compliance with these Terms in its sole discretion. Pawsley reserves the right to restrict, suspend, deny, or terminate access to all or part of the Site or Services by any Buyer and to deny access to any Buyer in its sole discretion without notice or liability of any kind.

Certain state or federal laws may limit the ability of a Merchant to set expiry dates or charge fees against a Voucher. To the extent that you are purchasing a Voucher in a jurisdiction that so limits the rights of the Merchant, the Voucher will be limited to the maximum extent permitted by applicable law, but no more. The value of each Voucher is the cash amount the Buyer actually paid for it. It is not the promotional value stated on the face of the Voucher. While the expiration date on the Voucher dictates the last date that the Buyer can use the Voucher at the Merchant for the promotional value stated on the face of the Voucher, certain laws may provide that the Merchant is responsible for honoring the cash value paid by the Buyer beyond the expiration date stated on the Voucher. If applicable, these laws pertain to the Merchant, and it is the Merchant’s sole responsibility (and not the responsibility of Pawsley) to meet the obligations imposed by law upon the Merchant. Amounts paid are non-refundable except to the extent to which may be required by applicable law.

Unless expressly specified in the Offer, your purchase of a Voucher does not include sales tax that may be due on the services or goods you receive hereunder. Your Voucher also does not include any applicable gratuities (e.g, gratuities typically given to groomers and dog walkers) - please remember this and tip accordingly!

Account Termination

Violations of the Terms of Service governing the Site and Services may result in termination of your account and deletion from our website of your postings or submissions. Pawsley may, at any time and in its sole discretion, terminate your use of or access to the Site and Services with or without notice, including, without limitation, by cancelling your account and disabling your password. Further, Pawsley’s policy is to terminate Members and their accounts that have, or that Pawsley believes have, repeatedly posted infringing materials to the Site or otherwise violated these Terms of Service.

Third-Party Services, Links to Other Websites

The Site may contain links (posted by Pawsley or others) to websites and services provided by third parties. Any Personal Information you provide on third-party sites or services is provided directly to that third party and is subject to that third party's policies governing privacy and security. We are not responsible for the content or privacy and security practices and policies of third-party sites or services.

Intellectual Property

All content and software on the Site is the property of Pawsley, affiliated companies, partners, or content suppliers. This includes, but is not limited to, all text, images, graphics, logos and software code. You may not modify, rent, lease, loan, sell, distribute, or create derivative works based on this content (either in whole or in part) unless you receive specific permission to do so in a separate written agreement from Pawsley or the owners of the content. Unauthorized use of any content displayed by Pawsley is a violation of United States and international copyright laws.

Limited Warranty

THE SITE, INCLUDING, WITHOUT LIMITATION, THE SERVICES, ALL CONTENT, USER SUBMISSIONS AND THE OFFERS AND VOUCHERS MADE AVAILABLE ON OR ACCESSED THROUGH THE SITE, ARE PROVIDED “AS IS,” “AS AVAILABLE” AND “WITH ALL FAULTS.” TO THE FULLEST EXTENT PERMISSIBLE BY LAW, PAWSLEY AND ITS SUBSIDIARIES AND AFFILIATES MAKE NO REPRESENTATIONS OR WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER (EXPRESS OR IMPLIED) WITH RESPECT TO: (A) THE SITE; (B) THE SERVICES; (C) THE OFFERS OR VOUCHERS MADE AVAILABLE ON OR ACCESSED THROUGH THE SITE; (D) THE LEGALITY, ACCURACY, QUALITY OR AUTHENTICITY OF CONTENT, USER SUBMISSIONS, INFORMATION, ADVERTISEMENTS, SERVICES OR PRODUCTS PROVIDED BY ANY PARTY; (E) THE TREATMENT OF ANY INFORMATION, CONTENT, MATERIAL, OR DATA TRANSMITTED BY USERS TO THE SITE; OR (F) THE SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION THROUGH THE SITE OR ANY LINKED SITE. PAWSLEY DOES NOT WARRANT THAT THE SITE OR SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE OR THE SERVERS THAT MAKE THE SITE AVAILABLE WILL ALWAYS BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

PAWSLEY DOES NOT WARRANT THAT YOUR ACTIVITIES IN CONNECTION WITH OR USE OF THE SITE OR SERVICES IS LAWFUL IN ANY PARTICULAR JURISDICTION AND, IN ANY EVENT, PAWSLEY SPECIFICALLY DISCLAIMS SUCH WARRANTIES TO THE FULLEST EXTENT PERMITTED BY LAW. BY USING THE SITE OR SERVICES, YOU ACT AT YOUR OWN RISK, AND YOU REPRESENT AND WARRANT THAT YOUR ACCESS, ACTIVITIES AND USER SUBMISSIONS ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE THE SITE OR SERVICES, OR THE OFFERS AND VOUCHERS MADE AVAILABLE ON OR ACCESSED THROUGH THE SITE. FURTHER, PAWSLEY AND ITS SUBSIDIARIES AND AFFILIATES DISCLAIM, TO THE FULLEST EXTENT PERMITTED BY LAW, ANY EXPRESS OR IMPLIED WARRANTIES INCLUDING, WITHOUT LIMITATION, NONINFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND TITLE, AS WELL AS IMPLIED WARRANTIES ARISING OUT OF THE COURSE OF DEALING OR PERFORMANCE.

WHERE ANY JURISDICTIONS LIMIT OR DO NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES AS SET FORTH ABOVE, THE DISCLAIMER WILL NOT APPLY TO THE EXTENT LIMITED BY THE APPLICABLE LAW OF SUCH JURISDICTION.

Limitation of Liability

WITHOUT LIMITATION OF ANYTHING ELSE SET FORTH IN THESE TERMS OF SERVICE, PAWSLEY FURTHER LIMITS ITS LIABILITY IN CONNECTION WITH YOUR USE OF THE SITE OR SERVICES AS SET FORTH BELOW:

UNDER NO CIRCUMSTANCES SHALL PAWSLEY, ITS SUBSIDIARIES OR AFFILIATES, OR THE DIRECTORS, OFFICERS, EMPLOYEES, OR OTHER REPRESENTATIVES OF EACH OF THEM (COLLECTIVELY, THE “PAWSLEY ENTITIES AND INDIVIDUALS”) BE LIABLE TO YOU FOR ANY INDIRECT LOSS OR DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, FOR ANY SPECIAL, INDIRECT, INCIDENTAL, EXEMPLARY, ECONOMIC, PUNITIVE, OR CONSEQUENTIAL DAMAGES THAT ARE DIRECTLY OR INDIRECTLY RELATED TO: (A) THE SITE OR SERVICES OR USER SUBMISSIONS OR ANY OFFER; (B) THE USE OF, INABILITY TO USE, OR PERFORMANCE OF ANY THIRD PARTY PRODUCTS OR SERVICES; (C) THE LEGALITY, ACCURACY, QUALITY OR AUTHENTICITY OF CONTENT, USER SUBMISSIONS, INFORMATION, ADVERTISEMENTS, SERVICES OR PRODUCTS PROVIDED BY ANY THIRD PARTY; OR (D) ANY ERRORS OR OMISSIONS IN THE TECHNICAL OPERATION OF THE SITE OR SERVICES, EVEN IF FORESEEABLE OR EVEN IF PAWSLEY ENTITIES AND INDIVIDUALS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE, OR STRICT LIABILITY. IN ADDITION, PAWSLEY’S LIABILITY TO YOU FOR DIRECT DAMAGES FOR ANY CLAIM RELATED TO ANY OF THE FOREGOING SHALL BE CAPPED AT THE AMOUNT WHICH YOU HAVE ACTUALLY PAID TO PAWSLEY IN CONJUNCTION WITH THE OFFER UNDER WHICH SUCH CLAIM FIRST AROSE.

PAWSLEY ENTITIES AND INDIVIDUALS ARE NOT RESPONSIBLE FOR ANY DAMAGE TO ANY USER’S COMPUTER, HARDWARE, COMPUTER SOFTWARE, OR OTHER EQUIPMENT OR TECHNOLOGY INCLUDING, WITHOUT LIMITATION, DAMAGE FROM ANY SECURITY BREACH OR FROM ANY VIRUS, BUGS, TAMPERING, FRAUD, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER LINE OR NETWORK FAILURE, OR ANY OTHER TECHNICAL OR OTHER MALFUNCTION.

YOUR ACCESS TO AND USE OF THE SITE AND SERVICES ARE AT YOUR OWN RISK. IF YOU ARE DISSATISFIED WITH THE SITE OR SERVICES, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE ACCESSING AND USING THE SITE AND SERVICES.

YOU RECOGNIZE AND CONFIRM THAT IF YOU INCUR ANY DAMAGES, LOSSES OR INJURIES THAT ARISE OUT OF PAWSLEY’S ACTS OR OMISSIONS, THE DAMAGES, IF ANY, CAUSED TO YOU ARE NOT IRREPARABLE OR SUFFICIENT TO ENTITLE YOU TO AN INJUNCTION, AND YOU WILL HAVE NO RIGHTS TO ENJOIN OR RESTRAIN THE DEVELOPMENT, PRODUCTION, DISTRIBUTION, ADVERTISING, EXHIBITION, OR EXPLOITATION OF THE SITE OR SERVICES.

Indemnification

Merchant agrees to indemnify, defend and hold harmless Pawsley and each of its officers, directors, owners, employees and agents from and against all third-party actions, suits, losses, liabilities, claims, expenses, damages and costs of every kind and description including reasonable legal fees (collectively, “Losses”) arising out of: (i) a material breach of any of its representations, warranties, or covenants set forth in these Terms; (ii) any claim resulting from injury or death as a result of services or goods offered by the Merchant; or (iii) any claim resulting from the Merchant’s breach of applicable law, negligence, or willful misconduct. This obligation survives the termination or expiration of all Offers.

You hereby release Pawsley, its subsidiaries, affiliates, sponsors and advertisers, and their respective owners, officers, managers, members, agents and employees from any liability in connection with, and shall indemnify, defend and hold all of them harmless with respect to, any and all costs, claims, demands, investigations, liabilities, losses, damages, judgments, settlements, costs and expenses, including attorneys’ fees arising out of or in connection with your violation of these Terms or any law, rule, or regulation. You will cooperate as fully and reasonably as required by Pawsley in the defense of any claim.

General

These Terms of Service have been entered into in the state of New York and the validity, interpretation and legal effect of these Terms shall be governed by the laws of New York, without regard to the principles of conflict of laws. You consent to the exclusive jurisdiction of the federal and/or state courts of New York County, New York in regard to any dispute arising out of these Terms of Service.

Any other rules, restrictions, guidelines and terms and conditions that may be posted or made available in connection with a particular feature on the Site or Services are incorporated by this reference into these Terms for all purposes.

You affirm that you are either over 18 years of age, or an emancipated minor, or possess legal parental or guardian consent, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations and warranties set forth in these Terms of Service, and to abide by and comply with these Terms. In any case, you affirm that you are over the age of 13, as the Site is not intended for children 13 years of age or younger.

You are solely responsible for compliance with applicable laws, rules and regulations in connection with your use of the Site and Services.

Pawsley has the right but not the obligation to review and remove from the Site any User Submissions at its sole discretion and without notice. However, Pawsley is not responsible for: (i) monitoring, filtering, or pre-screening User Submissions; (ii) modifying or removing inappropriate content; and (iii) the conduct of the User submitting any inappropriate content.

These Terms of Service, the Privacy Policy, the FAQ and, for Merchants only, any signed Offer Agreement contain the sole and entire agreement between the parties with respect to the Site and Services and supersedes any and all other prior written or oral agreements between them. In the event of the termination or expiration of the Terms, any obligation of a party, which must by its nature survive such expiration or termination in order to be given full effect, shall survive such expiration or termination.

If any provision of these Terms shall be held invalid or unenforceable by any court of competent jurisdiction, or as a result of future legislative action, such provision shall be deemed severable, and such holding or action shall be strictly construed and shall not affect the validity or effect of any other provision of these Terms.

No waiver on the part of Pawsley of any of these Terms will be of any force or effect unless made in writing and signed by a duly authorized officer of Pawsley.

Nothing in these Terms is intended to confer on any third party (whether referred to in the Terms by name, class, description or otherwise) any benefit or any right under any legislation in any country to enforce any provisions of these Terms. This means that Buyers may not sue Merchants directly for breach of these Terms and vice versa.

The headings contained in these Terms of Service are used for convenience only and are not to be used in interpreting these Terms of Service.

Contact Pawsley

If you have any questions or comments about these Terms of Service, please email us at support@pawsley.com or contact us at: Pawsley, LLC, 360 Central Park W, Suite 5D, New York, NY 10025, 347-842-0760