Viv’s Deals Terms and Conditions

Viv’s Deals, LLC (“Viv’s Deals”) is pleased to have you participate as a sponsor on our website
(www.VivsDeals.com) and mobile app (Viv’s Deals) with regard to our consumer services,
(hereinafter the “Website”). Please read the following Agreement in its entirety, which outlines
our respective responsibilities, terms, and conditions required to participate as a sponsor.
Please indicate your agreement by acknowledging that you agree to these terms and conditions
via the Viv’s Deal sign up page. We thank you for your participation and support.

TERMS

I agree to be bound unconditionally by the Viv’s Deals Terms and Conditions below. I
understand and agree to abide this Agreement in advance of any advertising on the website
and mobile app.

This Agreement, by and between the “Client”, and Viv’s Deals, New York Limited Liability
Company, which owns and runs a website and mobile app focused on featuring local deals,
coupons and offers for its consumers.

This Agreement between the below listed sponsor (hereinafter “Sponsor”) and Viv’s Deals,
govern the terms and conditions of the respective parties’ relationship and represent the entire
Agreement (“Agreement”) of the Parties.

The Parties agree as follows:

1. Viv’s Deals shall feature online customized offers for the Sponsor (“Offers”), which shall be
designed by either the Sponsor or Viv’s Deals, upon express agreement, and hosted on the
website and mobile app, subject to Sponsor’s specifications and approval. Such offers shall be
redeemable by our consumers via Viv’s Deals mobile app.

2. All approved Offers developed for the Sponsor and hosted on the website shall be hosted
publically and shall be available to any users or members who have signed up to the mobile
app, subject to Viv’s Deals Terms of Use, Privacy Policy and any other publicly posted policies
included on the website.

3. The Offer(s) shall include the following:

a. Sponsor’s Content: Words of text, logos, graphics, video, sound recordings, photographs
or other digital content (“Sponsor’s Content”) will be supplied by the Sponsor and for
the purposes of branding and customization of the website, where applicable and as
requested by Viv’s Deals. The Sponsor grants Viv’s Deals a nonexclusive worldwide
license to such Content for the purpose and duration of the Term of this Agreement for
all commercial purposes related to the website.

b. Links: Any website pages developed for the Offers may contain links to external website pages,
including but not limited to pages on the Sponsor’s website or pages which are
required for the Offer’s functionality.

c. E-Commerce: The Project may include various elements of e-commerce, which Viv’s
Deals may direct to the Sponsor’s website or a third party website or provider. Viv’s
Deals will not take any commission on any such revenue generated as a direct result of
the Offer, which has been measured by direct consumer purchases after visiting the
Project’s platform, however, Sponsor agrees to supply Viv’s Deals with any analytic
reports relating to traffic generated for the Sponsor, when requested by Viv’s Deals.
d. Additional Sponsorship: Viv’s Deals sells or may sell portions of its website for
advertising which are separate and apart from the Offer.

e. Other Revenue: Other revenue shall be agreed to between the parties in writing.

f. Fee for Offer: Each registered business shall receive 1 Free business listing for each
location where they can promote discounts that range from 10-50% off to our app users

g. Cancellation Policy: “Client” may cancel their listing by submitting a written request via
mail, email or fax and listing will be removed.

4. Term: The term of this Agreement shall begin as of the date of the signing of this
Agreement (“Effective Date”) according to the following schedule. The Offer shall be
outlined. Your Offer may change monthly.

5. Additional Offers: Publishing of additional simultaneous Offers for Sponsor shall be offered
at $9.99 per month per listing (optional), under the same Terms and Conditions and
outlined below:

a. Featured Sponsorship rates are available on a monthly feature basis for $299.00 per
month (optional) to be featured on the website home page for increased visibility.
Such featured content shall not be featured with any more than 6 other offers at any
one time. Featured Sponsorships shall be agreed to by the parties in advance and
subject to the Agreement’s advance payment options.

6. Redemption by consumers: Sponsor agrees to honor all Offers advertised on the website
and App according to the Terms of the Offer, which shall be redeemed once per visit using
the members authorized cards or via mobile device. Sponsors have no obligation to
redeem or honor any offers, which have explicitly expired.

7. Confidentiality: Sponsor agrees not to disclose proprietary information belonging to Viv’s
Deals and acknowledges that all information disclosed to Sponsor related to Viv’s Deals
shall be kept in strict confidence. Sponsor will not publish or disclose to any outside third
party any information relating to the Offer or Viv’s Deals without the express written consent
of Viv’s Deals, unless such disclosed information is publicly available.

8. Covenant not to Compete: Sponsor agrees not to use any of the information disclosed by
Viv’s Deals relating to the website or any work developed in furtherance of the Offer for
purposes of competing, or assisting others to compete with the Offer in the production
and commercial exploitation of the Offer or a similar digital interactive entertainment
platform.

9. Promotion: Viv’s Deals reserves the right to use any and all of the content developed for
the Offer for promotional purposes in perpetuity, including any of the Sponsor’s Content.

10. Indemnification: You agree to indemnify, defend and hold harmless Viv’s Deals, its officers,
managers, owners, employees, agents, designees, users, successors, assigns, service
providers and suppliers from and against all losses, liabilities, expenses, damages, claims,
demands and costs, including reasonable attorneys’ fees and court costs due to or arising
from: (a) any violation of this Agreement by you relating to an Offer; (b) the inaccurate or
untruthful information provided you to us, or that you transmit, or otherwise make
available on our website or mobile app, (c) any intentional or willful violation of any rights
of another or harm You may have caused to another.

11. Performance: No failure on the part of any party hereto to exercise, and no delay in
exercising any right or obligation hereunder, shall operate as a waiver thereof, nor shall
any single or partial exercise of any right hereunder preclude any other or further exercise
thereof or the exercise of any other right. The Parties agree that any disputes which
cannot be amicably resolved shall be sent to arbitration.

12. Disclaimer: OUR WEBSITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND
THAT Viv’s Deals ASSUMES NO RESPONSIBILITY OR LIABILITY FOR THE TIMELINESS,
DELETION OF CONTENT OR FAILURE BY THE SERVICE. Viv’s Deals EXPRESSLY DISCLAIMS ALL
WARRANTIES OF ANY KIND, WHETHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT
LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE AND NON-INFRINGEMENT OR ANY WARRANTY THAT (A) THE
SERVICE WILL MEET YOUR REQUIREMENTS, (B) THE SERVICE WILL BE UNINTERRUPTED,
TIMELY, SECURE OR ERROR-FREE, (C) THE RESULTS THAT MAY BE OBTAINED FROM THE
USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, (D) ANY CONTENT OR
INFORMATION YOU PROVIDE OR THAT Viv’s Deals COLLECTS WILL NOT BE DISCLOSED OR
(E) ANY ERRORS IN ANY SERVICE WILL BE CORRECTED. YOU AGREE THAT USE OF THE
SERVICE AND THE WEBSITE AND MOBILE APP IS AT YOUR OWN RISK.
In jurisdictions where disclaimers of implied warranties are not permitted, some of the
foregoing disclaimers may not apply to you as they relate to implied warranties.

13. LIMITATION OF LIABILITY: YOU EXPRESSLY UNDERSTAND AND AGREE THAT Viv’s Deals
WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE,
COMPENSATORY, CONSEQUENTIAL OR EXEMPLARY DAMAGES (EVEN IF Viv’s Deals HAS
BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES) (COLLECTIVELY, “DAMAGES”),
RESULTING FROM: (A) THE USE OR INABILITY TO USE OUR APP AND/OR WEBSITE; (B)
DISCLOSURE OF, UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR INFORMATION OR
CONTENT ON OUR APP AND/OR WEBSITE; (D) CONTENT YOU SUBMIT, RECEIVE, ACCESS,
TRANSMIT OR OTHERWISE CONVEY THROUGH OUR APP AND/OR WEBSITE; (E)
STATEMENTS OR CONDUCT OF ANY MEMBERS OF THIS IS NOW OR OTHER THIRD PARTY
THROUGH THE APP AND/OR WEBSITE; (F) ANY OTHER MATTER RELATING TO THE APP
AND/OR WEBSITE OR THE REDEMPTION OF AN OFFER; (G) ANY BREACH OF THIS
AGREEMENT BY Viv’s Deals OR THE FAILURE OF Viv’s Deals TO PROVIDE THE SERVICES
UNDER THIS AGREEMENT OR (H) ANY OTHER DEALINGS OR INTERACTIONS YOU HAVE
WITH ANY SERVICE PROVIDERS (OR ANY OF THEIR REPRESENTATIVES OR AGENTS). THESE
LIMITATIONS SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW.
TO THE EXTENT Viv’s Deals IS FOUND LIABLE FOR ANYTHING RELATED TO THIS
AGREEMENT OR THE USE OF THE SERVICE, Viv’s Deals LIABILITY FOR DAMAGES WILL NOT
EXCEED THE EQUIVALENT OF ONE YEAR OF SPONSORSHIP PAYMENTS.

14. Notices: Any notices required under this Agreement shall be delivered to:
Viv’s Deals
P.O. Box 442
Hewlett, NY 11557

15. Governing Law: This Agreement is governed by the laws of the State of New York,
notwithstanding the choice of law provisions of the venue where any action is brought,
where the violation occurred, where you may be located or any other jurisdiction.

16. Amendments: This Agreement may be amended only by mutual consent of the Sponsor
and Viv’s Deals, and this Agreement takes precedence over any and all previous written or
oral agreements between the Parties.

17. Assignment: This Agreement shall not be assignable unless the Parties mutually agree.

18. Severability: Each provision of this Agreement is intended to be severable, and, if any term
or provision of this Agreement is determined to be illegal or invalid for any reason
whatsoever, such illegality or invalidity shall not affect the validity or legality of the
remainder of this Agreement.

19. Counterparts: This Agreement may be signed in any number of counterparts, each of which
shall be an original and, when taken together, shall constitute one agreement.

20. Entire Agreement: This Agreement represents the complete and entire understanding
between the parties regarding the subject matter hereof and supersedes all prior
negotiations, representations, or agreements, either written or oral, regarding this subject
matter.

I HAVE READ THIS AGREEMENT IN ITS ENTIRETY; UNDERSTAND ITS CONTENTS AND CONSENT
TO THE TERMS OF THE AGREEMENT.

Contact

VIV'S DEALS

PO Box 442 Hewlett, NY 11557 | +1 866.630.4909 | hello@vivsdeals.com

 

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