Fyndr Business Terms & Conditions

Effective date March 24th, 2024

A Business is an establishment, Non-Profit or For Profit that participates in tracking customer interaction based on customer disclosures (with or without knowing the customer identity) and/or Offers services & products for consideration or purchase with or without money transaction and/or Presents the Terms of Service to the customers / consumers in order to obtain their electronic consent. Referred collectively as “Business” in the contract.

These Business Terms and Conditions (“Terms and Conditions”) govern and are incorporated into the Fyndr Business Agreement between Fyndr and Business (collectively, the “Agreement”). Fyndr, subject to the provisions of this paragraph, may amend the Terms and Conditions in its sole discretion and at any time. The most recent version of the Terms and Conditions (as may be amended by Fyndr from time to time) will be available: (i) in Fyndr’s Business Center, and/or (ii) as part of the Fyndr website. Business agrees that either or both of these notification methods constitute adequate notice to inform Business of any amendments to the Agreement and Business further agrees to be bound by any such amendments to the Agreement upon such notification.

Definitions

“BUSINESS OFFER” means the goods and/or services to be provided by the Business, stated on the campaign as presented by Fyndr website, mobile app or platform. Value of the offers are determined by Business.

“PURCHASE AMOUNT” means the amount a purchaser pays for each offer.

“DISCOUNT AMOUNT” means the amount which the customer typically saves by purchasing the offer.

“RETAIL AMOUNT” means the Purchase amount plus Discount amount.

“PROMOTIONAL VALUE EXPIRATION DATE” means the date stated on the Offers when the Promotional Value expires.

“REMITTANCE AMOUNT” means the amount Fyndr shall remit to Business for each offer, subject to the payment terms.

“OFFER FINE PRINT” means the conditions and restrictions concerning Offers redemption and purchase determined by the business and published on Fyndr platform.

“BUSINESS TERMS OF SERVICE” means the “Business Terms” concerning use of specific Offering, Services, Property, Experience and/or Access to facility wherein the electronic consent of the consumer/customer/individual intending to avail such business offering are presented through the Fyndr Website and / or mobile app.

  1. Business Offer Program

    1. Business will have the following two options to promote their business offering

      1. By publishing offers on Fyndr platform but selling & fulfilling it through their own website or digital medium.

      2. By publishing & selling the offers on Fyndr platform wherein the purchase amount is collected by Fyndr. Business then fulfills the offers once the sale is completed on Fyndr platform.

    2. For both options listed as part of section 1.1 Business is solely responsible for creating, pricing & publishing the offers on the Fyndr platform. Fyndr website and mobile app is only a medium where these offers are presented. The primary responsibility to fulfill & honor the offers will be sole responsibility of the business.

    3. Fyndr is authorized to promote and sell Offers on Business’s behalf subject to the terms of this Agreement. The Business Offering will be sent to the customers electronically. The customer will then choose to purchase through Fyndr App, Website OR directed to the business website. Business is the issuer of the Offers and seller of the Business Offering. If there is a conflict between this Agreement and the Terms of Sale, the Agreement controls.

    4. Fyndr is authorized to promote and sell Offers on Business’s behalf through any platform, including its feature deal-of-the-day, affiliates, business partner network, marketplace, or referral network. The Offers can be offered to all or part of Fyndr’s subscriber base or its affiliate subscriber base or referral network and segmented by various variables including gender, age, location, and consumer preferences based on the criteria selected and opted by Business. The features may be offered through a variety of distribution channels, including, the Internet, the Website, affiliate websites, business partner network, email, mobile applications, other types of electronic offerings and other platforms or distribution channels owned, controlled, or operated by Fyndr, its affiliates or business partners. In addition, in connection with Fyndr’s promotion of a Business Offering, Business authorizes Fyndr to shorten or extend the Promotional Value Expiration Date.

    5. Business shall promptly notify Fyndr any time it receives a complaint related to potentially criminal conduct, including allegations of sexual assault, allegedly engaged in by any of its employees, agents or independent contractors, regardless of whether a Fyndr customer makes the complaint.

    6. The expense for business offering will be presented and charged to business at the time of creating the offers. Fyndr is authorized to promote and sell the offers beyond the Maximum Number of customers at its own expense. 

    7. Fyndr reserves the continuing right to reject, revise, or discontinue any Business Offering, at any time and for any reason in Fyndr’s sole discretion, and to terminate the Business Offering and to remove all references to the Business Offering and Offers from the Website, Mobile app or Fyndr platform; and redirect or delete any URL used in connection with the Business Offering.

    8. Business shall honor the Offers for the Business Offering through the Promotional Value Expiration Date. After the Promotional Value Expiration Date, Business must always allow the purchaser to redeem the Offers toward any goods or services then offered by the Business equivalent to at least the Amount Paid.

    9. Partial redemptions: If applicable, and if a purchaser redeems a Offers for less than the Amount Paid, the Business is responsible for handling any unredeemed value as required by applicable law.

    10. Business agrees that in providing the Business Offering, Business will not inflate prices or impose any additional fees, charges, conditions or restrictions that contradict or are inconsistent with the terms stated on the Offers, including the Terms & Conditions. Unless disclosed in the Terms & Conditions, Business further agrees not to impose different terms or a different cancellation policy than what is imposed on its non-Fyndr customers.

    11. Business agrees that so long as an appointment or reservation is made to redeem a Offers, or purchaser has made an attempt to make an appointment, before the Offers’s Promotional Value Expiration Date, the Offers will be honored for the Full Offer Value without restriction, even though the services may be provided after the Promotional Value Expiration Date.

    12. Business is responsible for all customer service in connection with the Business Offering and for supplying all goods and services stated in the Business Offering. Business is also responsible for any customer loyalty programs associated with the Business Offering.

    13. Business agrees to accept returns of the Business Offering in compliance with applicable laws and the Terms & Conditions, but in any event: (i) will accept returns of a defective Business Offering or nonconforming items in or a part of any Business Offering at all times and pay (or reimburse a purchaser for) any and all costs associated with the return of such Business Offering; and (ii) will not impose a more restrictive return policy on purchasers than Business’s regular return policy as applied to Business’s purchaser in the ordinary course of Business’s business.

  2. Payment

    1. Fyndr requires a business to provide their credit/debit card or bank account to ensure promotional campaign fees when opted into additional services outside of what is included in your free registration, including but not limited to the optional Featured Business partnership, as well as the optional email & push notification system to users within a designated radius.

    2. Fyndr will have the right to withhold amounts pertaining to specific campaigns wherein the business chooses the Fyndr platform to sell the product directly on their behalf.

    3. Taxes Generally. It is Business’s responsibility to determine what, if any, taxes apply to the payments Business makes or receives, and it is Business’s responsibility to collect, report and remit the correct tax to the appropriate tax authority. Fyndr is not responsible for determining whether taxes apply to Business’s transaction with either purchasers or Fyndr, or for collecting, reporting or remitting any taxes arising from any transaction with or by Business and purchaser. Business may be asked to provide Fyndr with a valid Tax Identification Number for tax reporting purposes. An IRS Form 1099 may be issued in Business’s name for the value of payments made. Notwithstanding anything else in this Agreement, Business shall be, and will remain, registered for sales, use and other similar tax collection purposes in all states and localities in which Business is required to be so registered in connection with the Business Offering and pursuant to the terms and redemption of the Offers, and shall be responsible for paying any and all sales, use or any other taxes related to the Business Offering or the goods and services.

    4. Transaction Taxes. Business bears sole financial responsibility for any and all sales, use, excise, general, GST, or other similar taxes, including any interest penalties and additions related thereto, imposed on or arising from the transactions contemplated by this Agreement between Fyndr and Business (“Transaction Taxes”), if any. Fyndr shall apply the applicable Transaction Tax to the amounts it retains and/or other fees remitted to Fyndr pursuant this Agreement. Transaction Taxes are calculated using the Business’s billing address and will be included on invoices. Tax rates are subject to change. If applied, Transaction Taxes will be calculated at the time of each payment using the rates in effect under current law.

  3. Customer Data Restrictions

    1. “Customer Data” means all identifiable information about purchasers generated or collected by Fyndr or Business, including, but not limited to, purchasers’ name, shipping addresses, email addresses, phone numbers, purchaser preferences and tendencies, and financial transaction data.

    2. Business shall use Customer Data only to fulfill its redemption obligations in connection with the Business Offering as authorized by this Agreement. Business expressly agrees that any Customer Data shall be used only for this purpose (including, but not limited to, the redemption of Offers and provision of goods and services to purchasers), and not to enhance a file or list owned by Business, or any third party. Business represents, warrants and covenants that it will not resell, broker or otherwise disclose any Customer Data to any third party, in whole or in part, for any purpose, unless required by applicable law. If Business engages any third party to facilitate its redemption obligations hereunder, Business shall ensure that such third party implements and complies with reasonable security measures in handling any Customer Data. If any Customer Data is collected directly by Business or a third party engaged by Business to facilitate its redemption obligations hereunder, Business shall ensure that it or such third party adopts, posts and processes the Customer Data in conformity with its posted privacy policy and all applicable laws.

    3. As long as Business uses Customer Data in compliance with applicable law and Business’s posted privacy policy, restrictions stated in this Agreement on Business’s use of Customer Data do not apply to: (i) data from any purchaser who is already a customer of Business before the Effective Date, if such data was provided to Business by such purchaser independent of this Agreement or any transaction hereunder; or (ii) data supplied by a purchaser directly to Business who becomes a customer of Business in connection with such purchaser explicitly opting in to receive communications from Business.

    4. Business shall immediately notify Fyndr if Business becomes aware of or suspects any unauthorized access to or use of Customer Data or any confidential information of Fyndr, and shall cooperate with Fyndr in the investigation of such breach and the mitigation of any damages. Business will bear all associated expenses incurred by Fyndr to comply with applicable laws (including, but not limited to, any data breach laws) or arising from any unauthorized access or acquisition of Customer Data while such data is in Business’s reasonable possession or control. Upon termination or expiration of this Agreement, Business shall, as directed by Fyndr, destroy or return to Fyndr all the Customer Data in Business’s or any agent of Business’s possession.

  4. Business Service Terms & Waiver – The business may choose to present “Terms of Service & Waiver” (“Business Terms”) to the individuals & consumers of their services through the Fyndr platform.Fyndr is a mere technology platform that enables the presentment of the Business terms. The content of the Business Terms are directly managed and controlled by the business. Business may choose to provide service or decline at their own discretion depending on customer’s willingness to sign the consent or otherwise.


  5. Term and Termination


    6. This Agreement will continue in effect until terminated by either party in accordance with this Section (“Term”). Fyndr is authorized to terminate this Agreement, at any time for any reason, upon written notice to Business. Business is authorized to terminate this Agreement upon seven (7) business days prior written notice to Fyndr. Termination of this Agreement will not in any way affect Business’s obligation to redeem any Offers according to the terms of this Agreement, including the obligation to honor the Offers for the Amount Paid after the Promotional Value Expiration Date. Provisions in this Agreement that are intended to survive termination will continue in full force and effect after the Term.


  6. Marketing


    7. Fyndr and its business partners may communicate with Business with regard to products, promotions, and other services that may be of interest to Business. This may include email or other communications. Fyndr may also solicit Business’s opinion for market research purposes.


  7. Intellectual Property Rights

    1. Business grants to Fyndr a non-exclusive, worldwide, royalty free, paid-up, perpetual, irrevocable, transferable and sub-licensable license and right to use, modify, reproduce, sublicense, publicly display, distribute, broadcast, transmit, stream, publish and publicly perform: (a) Business’s name, logos, trademarks, service marks, domain names, and any audiovisual content, video recordings, audio recordings, photographs, graphics, artwork, text and any other content provided, specified, recommended, directed, authorized or approved to use by Business (collectively, “Business IP”); and (b) any third party’s name, logos, trademarks, service marks, domain names, audiovisual recordings, video recordings, audio recordings, photographs, graphics, artwork, text and any other content provided, specified, recommended, directed, authorized or approved for use by Business (collectively, “Third Party IP”), in each case in connection with the promotion, sale/resale (as may be applicable) or distribution of the Business Offering in all media or formats now known or hereinafter developed (“License”). Any use of the Business IP or Third Party IP as contemplated in this Agreement is within Fyndr’s sole discretion.

    2. Business acknowledges and agrees that, as between the parties, Fyndr owns all interest in and to the Website, Customer Data, Fyndr trade names, logos, trademarks, service marks, domain names, social media identifiers, all data collected through or from the Website, all audiovisual content, video recordings, audio recordings, photographs, graphics, artwork, text or any other content created by Fyndr or at Fyndr’s direction, or assigned to Fyndr, and any materials, software, technology or tools used or provided by Fyndr to promote, sell/resell (as may be applicable) or distribute the Business Offering and conduct its business in connection therewith (collectively “Fyndr IP”). Business shall not use, sell, rent, lease, sublicense, distribute, broadcast, transmit, stream, place shift, transfer, copy, reproduce, download, time shift, display, perform, modify or timeshare the Fyndr IP or any portion thereof, or use such Fyndr IP as a component of or a base for products or services prepared for commercial use, sale, sublicense, lease, access or distribution, except that Fyndr grants Business a limited, non-exclusive, revocable, non-transferable, non-sub licensable license during the Term to use one copy of Fyndr’s mobile Business software application on a single mobile computer, tablet computer, or other device, solely for the purposes permitted by that software, and to make one copy of the software for back-up purposes. Business shall keep the Fyndr IP confidential, and shall not prepare any derivative work based on the Fyndr IP or translate, reverse engineer, decompile or disassemble the Fyndr IP. Business shall not take any action to challenge or object to the validity of Fyndr’s rights in the Fyndr IP or Fyndr’s ownership or registration thereof. Except as specifically provided in this Agreement, Business and any third party assisting Business with its obligations in this Agreement, are not authorized to use Fyndr IP in any medium without prior written approval from an authorized representative of Fyndr. Business shall not include any trade name, trademark, service mark, domain name, social media identifier, of Fyndr or its affiliates, or any variant or misspelling thereof, in any trademark, domain name, email address, social network identifier, metadata or search engine keyword. Business shall not use or display any Fyndr IP in a manner that could reasonably imply an endorsement, relationship, affiliation with, or sponsorship between Business or a third party and Fyndr. All rights to the Fyndr IP not expressly granted in this Agreement are reserved by Fyndr.

    3. If Business provides Fyndr or any of its affiliates with feedback, suggestions, reviews, modifications, data, images, text, or other information or content about a Fyndr product or service or otherwise in connection with this Agreement, any Fyndr IP, or Business’s participation in the Business Offering or Offers, (collectively, “Feedback”), Business irrevocably assigns to Fyndr all right, title, and interest in and to Feedback. In the event your assignment to Fyndr is invalid for any reason, you hereby irrevocably grant Fyndr and its affiliates a perpetual, paid-up, royalty-free, nonexclusive, worldwide, irrevocable, freely transferable right and license to (i) use, reproduce, perform, display, and distribute Feedback; (ii) adapt, modify, re-format, and create derivative works of Feedback for any purpose and sublicense the foregoing rights to any other person or entity. Business warrants that: (A) Feedback is Business’s original work, or Business obtained Feedback in a lawful manner; and (B) Fyndr and its sublicensees’ exercise of rights under the license above will not violate any person’s or entity’s rights, including any copyright rights. Business agrees to provide Fyndr such assistance as Fyndr might require to document, perfect, or maintain Fyndr’s rights in and to Feedback.


  8. Representations and Warranties


    9. Business represents and warrants that: (a) Business has the right, power and authority to enter into this Agreement; (b) Business, if required by applicable law, is registered for sales and use tax collection purposes in all jurisdictions where Business’s goods and services will be provided; (c) the Offers, upon being delivered by Fyndr, will be available immediately for redemption and Business will have sufficient goods and/or services available for redemption through the Promotional Value Expiration Date (i.e., a number of goods and/or services sufficient to fulfill its redemption obligations in connection with the applicable Maximum Number of Offers); (d) the terms and conditions of the Offers, including any discounts or goods and services offered thereunder do not and will not violate any, local, state, provincial, territorial or federal law, statute, rule, regulation, or order, including but not limited to, any law or regulation governing the use, sale, and distribution of alcohol and any laws governing Offers, gift cards, coupons, and gift certificates; (e) the Business’s redemption of the Offers will result in the bona fide provision of goods and/or services by Business to the purchaser; (f) Business owns all interest in and to the Business IP and has licensing rights in (with the right to sublicense to Fyndr) the Third Party IP, and has the right to grant the License stated in this Agreement; (g) the Business IP and the Third Party IP, the Business Offering, Fyndr’s use and promotion thereof, and the results of such Business Offerings, will not infringe, dilute, misappropriate, or otherwise violate, anywhere in the world, any patent, copyright, logo, trademark, service mark, trade name, rights in designs, or other intellectual property right or right of privacy or publicity of any third party or any applicable law, and does not and will not result from the misappropriation of any trade secret or the breach of any confidentiality obligations to any person or entity; (h) the Business IP and Third Party IP does not include any material that is unlawful, threatening, abusive, defamatory, vulgar, obscene, profane or otherwise objectionable, or that encourages conduct that constitutes a criminal offense, gives rise to civil liability or otherwise violates any law; (i) the Offers and any advertising or promotion of Business’s goods and services relating thereto will not constitute false, deceptive or unfair advertising or disparagement under any applicable law; (j) Business and its employees, contractors and agents have had the proper education and training and hold all required and up-to-date regulatory authorization, licenses and certifications relating to any Business Offering to provide the goods or services described in this Agreement; (k) Business’s business information and direct deposit details as provided in this Agreement, indicating where payments should be forwarded are accurate and Business is the authorized entity to receive the funds forwarded by Fyndr; (l) Business is not authorized to resell, broker or otherwise disclose any Customer Data (as defined in this Agreement) to any third party, in whole or in part, for any purpose, and Business is not authorized to copy or otherwise reproduce any Customer Data other than for the purpose of redeeming or verifying the validity of Offers in connection with this Agreement and (m) the Business Offering is: (i) free from defects in workmanship, materials and design, (ii) Business-able and suitable for the purposes, if any, stated in the Agreement, and (iii) genuine, bona fide products, as described herein and does not violate the rights of any third party.


  9. Indemnification


    10. To the extent allowed under applicable law, Business agrees to defend, indemnify and hold Fyndr, its affiliated and related entities, and any of its respective officers, directors, agents and employees, harmless from and against any claims, lawsuits, investigations, penalties, damages, losses or expenses (including but not limited to reasonable attorneys’ fees and costs) arising out of or relating to any of the following: (a) any breach or alleged breach by Business of this Agreement, or the representations and warranties made in this Agreement; (b) any claim for state sales, use, or similar tax obligations of Business arising from the sale and redemption of a Offers; (c) any claim by any local, state, provincial, territorial or federal governmental entity for unredeemed Offers or unredeemed cash values of Offers or any other amounts under any applicable abandoned or unclaimed property or escheat law, including but not limited to any claims for penalties and interest; (d) any claim arising out of a violation of any law or regulation by Business or governing Business’s goods and/or services; (e) any claim arising out of Business’s violation of law or regulation governing the use, sale, and distribution of alcohol; (f) any claim by a purchaser or anyone else arising out of or relating to the goods and services provided by Business and/or pick up of the goods and services at the Redemption Site, including but not limited to, any claims for false advertising, product defects, personal injury, death, or property damages; (g) any claim by a purchaser for the Amount Paid; (h) any claim arising out of Business’s misuse of Customer Data, or any violation of an applicable data privacy or security law; and (i) any claim arising out of Business’s negligence, fraud or willful misconduct. Fyndr maintains the right to control its own defense and to choose and appoint its own defense counsel, regardless of the presence or absence of a conflict of interest between Fyndr and Business. Business’s duty to defend and indemnify Fyndr includes the duty to pay Fyndr’s reasonable attorneys’ fees and costs, including any expert fees.


  10. Confidentiality


    11. The terms for the Business Offering described in this Agreement are confidential, and Business agrees not to disclose the terms described in this Agreement to any party (other than to its employees, parent companies, shareholders, lawyers and accountants on a strict need-to-know basis or as required by applicable public records and other law, if Business has taken the necessary precautions of the kind generally taken with confidential information to preserve the confidentiality of the information made available to such parties). In the event of a breach, Fyndr is entitled to injunctive relief and a decree for specific performance, and any other relief allowed under applicable law (including monetary damages if appropriate).


  11. Limitation of Liability


    12. EXCEPT FOR BUSINESS’S INDEMNIFICATION OBLIGATIONS HEREUNDER, IN NO EVENT IS EITHER PARTY LIABLE OR OBLIGATED TO THE OTHER PARTY OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOST BUSINESS, SPECIAL, INCIDENTAL, EXEMPLARY, CONSEQUENTIAL, PUNITIVE, OR INDIRECT DAMAGES REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT OR OTHERWISE, EVEN IF INFORMED OF THE POSSIBILITY OF ANY SUCH DAMAGES IN ADVANCE. FYNDR’S SOLE AND COMPLETE LIABILITY TO BUSINESS FOR ANY CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT, OR ANY ERRORS, OMISSIONS OR MISPLACEMENTS OF ANY OFFERS IS LIMITED TO THE FEE BUSINESS PAID TO CREATE AND PUBLISH THE OFFER TO THE FYNDR APP AND/OR WEBSITE.THIS LIMITATION OF LIABILITY APPLIES TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW AND NOTWITHSTANDING THE FAILURE OF ANY LIMITED REMEDY. IN ADDITION, ANY CLAIM BY OR ON BEHALF OF A BUSINESS IN CONNECTION WITH ANY PAYMENT MADE BY FYNDR, INCLUDING, BUT NOT LIMITED TO, CLAIMS ALLEGING THAT A BUSINESS WAS UNDERPAID, MUST BE MADE IN WRITING TO FYNDR WITHIN NINETY (90) DAYS FROM THE DATE FYNDR REMITS THE PAYMENT AT ISSUE. ALL CLAIMS NOT MADE IN ACCORDANCE WITH THE FOREGOING SHALL BE DEEMED WAIVED, RELEASED AND DISCHARGED BY BUSINESS.


  12. Dispute Resolution


    13. All disputes arising out of, or relating in any way to this Agreement, shall be resolved pursuant to this Section 12 Dispute Resolution.


  13. Binding Arbitration


    14. EXCEPT AS SPECIFICALLY STATED HEREIN, ANY DISPUTE OR CLAIM BETWEEN BUSINESS AND FYNDR ARISING OUT OF, OR RELATING IN ANY WAY TO, THIS AGREEMENT (“DISPUTES”) SHALL BE RESOLVED EXCLUSIVELY BY FINAL, BINDING ARBITRATION. BY VIRTUE OF THE AGREEMENT IN THIS SECTION 14 TO ARBITRATE, BUSINESS AND FYNDR ARE EACH GIVING UP THE RIGHT TO GO TO COURT AND HAVE A DISPUTE HEARD BY A JUDGE OR JURY (EXCEPT AS OTHERWISE SET FORTH IN THIS SECTION 14). The provisions of this Section 14 shall constitute Business’s and Fyndr’s written agreement to arbitrate Disputes under the Federal Arbitration Act. The arbitration will be administered by the American Arbitration Association (“AAA”) and conducted before a single arbitrator pursuant to its applicable rules, including those applicable to Commercial Disputes, available at http://www.adr.org or by calling 800-778-7879. The arbitrator will apply and be bound by this Agreement, apply applicable law and the facts, and issue a reasoned award.

    To begin an arbitration proceeding, Business or Fyndr must comply with the limitations provision set forth in Section 13 and submit the Dispute by making a demand for arbitration as detailed at http://www.adr.org. If Fyndr demands arbitration, it shall simultaneously send a copy of the completed demand to the Business’s address of record. Payment of all filing, administration and arbitrator fees will be governed by the AAA’s rules. Fyndr will reimburse those fees for Disputes totaling less than $3,000 if Business is the prevailing party in such arbitration. Fyndr will not seek attorneys’ fees and costs in arbitration unless the arbitrator determines that a Business Dispute is frivolous. The arbitration will be conducted based upon written submissions unless Business requests and/or the arbitrator determines that a telephone or in-person hearing is necessary. If the arbitrator grants the request or determines an in-person hearing is necessary, the hearing will proceed in Phoenix, AZ, unless the arbitrator determines, or we agree that the matter should proceed in the county of Business’s principal place of business.


  14. Class Action Waiver


    15. WE EACH AGREE THAT WE SHALL BRING ANY DISPUTE AGAINST THE OTHER IN OUR RESPECTIVE INDIVIDUAL CAPACITIES AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, REPRESENTATIVE PROCEEDING OR AS AN ASSOCIATION. IN ADDITION, WE EACH AGREE THAT DISPUTES SHALL BE ARBITRATED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION. THE ARBITRATOR DOES NOT HAVE THE POWER TO VARY THESE PROVISIONS.


  15. Choice of Law/No Jury Trial


    16. If for any reason a Dispute proceeds in court: (i) Business and Fyndr agree that any such Dispute may only be instituted in a state or federal court in Maricopa County, Arizona; (ii) Business and Fyndr irrevocably consent and submit to the exclusive personal jurisdiction and venue of such courts for resolution of such Disputes; (iii) Business and Fyndr agree that the Federal Arbitration Act, the AAA rules, applicable federal law and the laws of the State of Arizona, without regard to principles of conflicts of law, will govern this Agreement and any Disputes; and (iv) BUSINESS AND FYNDR AGREE TO WAIVE ANY RIGHT TO A TRIAL BY JURY.


  16. Injunctive Relief/Attorneys’ Fees


    17. Notwithstanding anything to the contrary in this Agreement, either party may bring suit in court seeking an injunction or other equitable relief arising out of or relating to claims that the other party’s conduct may cause the other irreparable injury.

    In the event Fyndr is the prevailing party in any Dispute, subject to any exceptions in this Section 12, Business shall pay to Fyndr all reasonable attorneys’ fees and costs incurred by Fyndr in connection with any Dispute.


  17. Other

    1. The parties are independent contractors. Nothing in this Agreement is to be construed to create a joint venture, partnership, franchise, or an agency relationship between the parties. Neither party has the authority, without the other party’s prior written approval, to bind or commit the other in any way.

    2. This Agreement constitutes the entire agreement between the parties relating to its subject matter and supersedes all prior or contemporaneous oral or written agreements concerning such subject matter.

    3. Business is not authorized to transfer or assign its rights or obligations under this Agreement, whether by operation of law or otherwise, without Fyndr’s prior written consent. Any waiver must be in writing and signed by an authorized signatory of Fyndr. Fyndr is authorized to transfer or assign this Agreement to a present or future affiliate or pursuant to a merger, consolidation, reorganization or sale of all or substantially all of the assets or business, or by operation of law, without notice to Business.

    4. If any provision of this Agreement should be held to be invalid or unenforceable, the validity and enforceability of the remaining provisions of this Agreement are not affected.

    5. EXCEPT AS EXPRESSLY STATED IN THIS AGREEMENT, NEITHER PARTY MAKES ANY REPRESENTATIONS OR WARRANTIES, EXPRESS NOR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTY OF BUSINESSABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. FYNDR DOES NOT WARRANT OR GUARANTEE THAT THE SERVICES OFFERED ON OR THROUGH THE WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT THE OFFERS ARE ERROR-FREE, OR THAT ANY BUSINESS OFFERING WILL RESULT IN ANY REVENUE OR PROFIT FOR BUSINESS.