Become A Mastermind

Terms

Important Legal Information 

Welcome to the website of SpendSmart Networks, Inc. ("SpendSmart"). SpendSmart owns this website and all affiliated websites including without limitation offdaytrainer.com and smsmasterminds.com and your access to this website is subject to these Terms of Use and all applicable laws, rules and regulations.

  • The materials contained in this website and correspondence received from this website (together, the "Website Materials") are presented for information purposes only.
  • This website contains information that was believed current as of the date of inclusion in this website. While we may periodically update or correct information in this website, we make no representation or warranty as to its accuracy, and we disclaim any obligation to update this information.

SpendSmart provides the content in this website, subject to the following Terms of Use, which may be updated by SpendSmart from time to time without notice to you. You are bound by any such revisions and therefore should review these Terms of Use each time you visit this website for changes. Your use of this website is subject to, and constitutes acceptance of, the then-current Terms of Use. If you do not agree to these Terms of Use, you may not access or use this website.

1. Forward-Looking Statements

This website contains "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. Such statements are identified by the use of words such as "anticipate," "estimate," "expect," "project," "intend," "plan," "believe," "will," "may," "future," "continue" and other words and terms of similar meaning and the use of future dates. Forward-looking statements by their nature address matters that are, to different degrees, uncertain. Uncertainties and risks may cause SpendSmart's actual results to be materially different than those expressed in or implied by such forward-looking statements. Particular uncertainties and risks include, among others, uncertainties regarding SpendSmart's ability to grow its licensee network, subscriber network and merchant network, license out its existing and license in additional products and technologies and the terms of such licenses; uncertainties involved in technology development, regulatory review and other approvals and achieving market acceptance and other risks and uncertainties described in SpendSmart's filings with the Securities and Exchange Commission, including its most recent annual report on Form 10-K/A, subsequent quarterly reports on Form 10-Q. All forward-looking statements in this website speak only as of the date the information was posted on this website and are based on SpendSmart's then current beliefs and expectations. SpendSmart undertakes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as otherwise required by law.

2. SpendSmart Privacy Policy

All personal data provided by you to SpendSmart, whether via one of this website's forms or otherwise, is subject to our Privacy Policy, which is incorporated into these Terms of Use by reference. You can view our full Privacy Policy, which is also accessible via this website's home page by clicking on the words "Privacy Policy."

SpendSmart will only collect personal data you voluntarily provide to us, including "sensitive" personal data. In particular, you consent to the disclosure of such personal data to third parties in order to enable us to provide information to you that you have requested. SpendSmart will use the personal data you provide for the specific limited purposes about which we inform you when we ask for such information. SpendSmart keeps your data only for as long as is reasonably needed for such purposes and in accordance with any applicable legal or ethical reporting or documentation retention requirements.

You agree to inform us promptly should you become aware that any personal data held by us about you is inaccurate and/or out of date. Accordingly, we do not accept liability for any loss, costs, damages, or distress caused to any person arising out of our reasonable reliance upon the accuracy of personal data that you provide to us. If you have submitted personal information through this website and wish us to cease using it for the purposes submitted, please contact us.

Unless we agree otherwise in writing, we require you to use any personal information that we supply to you about members of our staff and/or third parties only for the purposes for which such information is disclosed to you.

3. Warranties

You hereby warrant that you will not use this website to:

  • upload, post, email, or otherwise transmit any information, data, software, sound, text, photographs, graphics, video, messages, and any other material ("Content") that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically, or otherwise objectionable;
  • upload, post, email, or otherwise transmit personal data about anyone other than yourself without that person's consent;
  • upload, post, email, or otherwise transmit any Content that infringes any patent, trademark, trade secret, copyright, or other proprietary rights of any party;
  • violate any applicable law or regulation in relation to your use of this website including, but not limited to, regulations promulgated by any securities exchange;
  • collect or store personal data about other users;
  • harvest or collect email addresses or other contact information of other users by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications; or
  • impersonate any person or entity, or falsely state or otherwise misrepresent yourself, your age, or your affiliation with any person or entity.

4. Indemnity

You hereby agree to indemnify SpendSmart for any loss or damage of any kind incurred as a result of your breach of any of the warranties described in section 3, above.

You also hereby agree to indemnify and hold harmless SpendSmart, its parents, subsidiaries, affiliates, stockholders, directors, officers, employees, representatives and agents, from and against any and all claims, charges, demands, damages, liabilities, losses, expenses and liabilities of whatever nature and howsoever arising (including any legal or other professional fees and the costs of defending or prosecuting any claim and any loss of profit, goodwill and any other direct or consequential loss) incurred or suffered by SpendSmart directly or indirectly by reason of (i) your use of or access to this website; (ii) your violation of these Terms of Use; (iii) any activity related to your Internet account (including negligent or wrongful conduct) by you or any other person accessing this website using your Internet account; (iv) from any transaction you conduct as a result of the contact facilitated by this website; (v) from your property posted on this website; or (vi) from your infringement of any intellectual property rights in any posting to or transmission via this website.

5. Links

This website may provide, or third parties may provide, links to other websites or resources. Because SpendSmart does not have control over such websites and resources, you acknowledge and agree that SpendSmart is not responsible for the availability of such external websites or resources, and does not endorse and is not responsible or liable for any content, advertising, services, products, or other materials on or available from such websites or resources. You further acknowledge and agree that SpendSmart shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods, or services available on or through any such site or resource. These Terms of Use do not apply to your use of third-party websites; your use of such websites is subject to the terms and policies of the owner of such websites.

You are hereby granted a non-exclusive, limited and revocable license to link to this website. SpendSmart reserves the right to revoke this license generally, or your right to use specific links, at any time. If SpendSmart revokes this license, you agree to remove and disable any and all of your links to this website immediately.

You agree not to present the link to this website in such a way that this website is associated with advertising or appears to be an endorsement of any organization, product or service. You agree that the link will not appear on a website that a reasonable person may consider obscene, defamatory, harassing, grossly offensive or malicious. Under no circumstances may you "frame" this website or any of its content or copy portions of this website to a server.

6. Proprietary Rights

Ownership of this website. You acknowledge and agree that the Website Materials and any information presented to you through this website contain proprietary information that is protected by copyrights, trademarks, service marks or other proprietary rights and laws, applicable intellectual property, and other laws. All Website Materials and any information presented to you through this website and intellectual property rights therein are the property of SpendSmart or of third parties who have licensed their rights to SpendSmart.

Except as otherwise provided herein, none of the Website Materials and any information presented to you through this website may be used, copied, reproduced, distributed, republished, downloaded, modified, displayed, posted or transmitted in any form or by any means, including, but not limited to, electronic, mechanical, photocopying, recording or otherwise, without the express prior written permission of SpendSmart. In addition, except as expressly authorized by SpendSmart or relevant third parties, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on the Website Materials in whole or in part.

Copyrights. Without prejudicing the generality of the foregoing, you further acknowledge and agree that all responses received in response to queries sent through the "contact us email form" are copyrighted and proprietary and may not be copied or reproduced for any commercial purpose. As between you and SpendSmart, SpendSmart and its licensors own and reserve the copyrights in this website, including all of the Website Materials.

Copyright License. We hereby grant you a limited license to access and use this website and to download and print copies of any Website Materials to which you have properly gained access, but only for your own personal, non-commercial use, and only if you do not remove, modify or obscure any copyright, trademark or other proprietary notices from such Website Materials. The foregoing license is subject to these Terms of Use and does not include use of any data mining, robots or similar data gathering or extraction methods. This license is revocable at any time without notice and with or without cause. You agree not to use, display, reproduce, retransmit, modify, distribute, disseminate, sell, publish, broadcast, circulate, display or in any way exploit any Website Materials, in whole or in part, by any means, except as expressly set forth in these Terms of Use, unless you first obtain the written permission of SpendSmart.

Trademarks. All trade names, trademarks and service marks displayed on this website are the registered or unregistered trademarks of SpendSmart, or its licensors, or other third parties (collectively, the "Trademarks") and are protected by U.S. and international trademark laws and treaties. You may not use any Trademarks displayed on this website without the prior express written permission of SpendSmart or the trademark owner.

Your Feedback. SpendSmart welcomes your comments, feedback, suggestions and other communications regarding this website and the information, products and services SpendSmart make available through this website (collectively, "Feedback"). By submitting Feedback, however, please note that you represent and warrant that any ideas or information you include in your Feedback are not confidential or proprietary in any way and that you have the legal right to disclose the ideas and information. Please also note that the Feedback you provide to SpendSmart through this website will be and remain the exclusive property of SpendSmart. Your submission of Feedback will constitute an assignment to SpendSmart of all worldwide rights, title and interests in your Feedback, including all copyrights and other intellectual property rights in your Feedback. SpendSmart will be entitled to reduce to practice, exploit, make, use, copy, disclose, display or perform publicly, distribute, improve and modify any Feedback you submit for any purpose whatsoever, without restriction and without compensating you in any way. For this reason, we ask that you not send SpendSmart any Feedback that you do not wish to assign to SpendSmart.

7. Disclaimers

Your use of this website is at your sole risk. SpendSmart has used reasonable efforts to make this website as timely and accurate as possible, but because errors may occur, this website is provided on an "as is" and "as available" basis.

SPENDSMART MAKES NO REPRESENTATIONS OR WARRANTIES WHATSOEVER WITH RESPECT TO THIS WEBSITE, ANY CONTENT ON THIS WEBSITE, OR ANY PRODUCT OR SERVICE PROMOTED THROUGH THIS WEBSITE. THIS WEBSITE AND ALL OF ITS CONTENT ARE PROVIDED "AS IS" AND ON AN "AS AVAILABLE" BASIS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, SPENDSMART DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, ARISING BY STATUTE, CUSTOM OR COURSE OF DEALING, COURSE OF PERFORMANCE OR IN ANY OTHER WAY, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF TITLE, NON-NFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, SPENDSMART DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES AS TO THE ACCURACY, CORRECTNESS, RELIABILITY, COMPLETENESS OR USEFULNESS OF ANY CONTENT APPEARING ON THIS WEBSITE. SPENDSMART DOES NOT ENDORSE ANY OPINION, ADVICE, COMMENT OR STATEMENT MADE ON THIS WEBSITE BY USERS, AND SUCH STATEMENTS DO NOT IN ANY WAY REFLECT THE OPINION, ADVICE OR STATEMENT OF SPENDSMART.

SPENDSMART MAKES NO WARRANTY OR REPRESENTATION THAT (I) THIS WEBSITE WILL MEET YOUR REQUIREMENTS, (II) THIS WEBSITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE RESULTS THAT MAY BE OBTAINED FROM THIS WEBSITE WILL BE ACCURATE OR RELIABLE, AND (IV) THE QUALITY OF ANY INFORMATION, OR OTHER MATERIAL OBTAINED BY YOU THROUGH THIS WEBSITE WILL MEET YOUR EXPECTATIONS.

Without limiting the foregoing, certain products promoted through this website may be covered by a product warranty, and the limitations and disclaimers set forth herein will not limit or restrict any manufacturers' warranty applicable to the products promoted through this website.

Nothing in these Terms of Use will affect any statutory rights to which you may be entitled as a consumer to the extent your ability to alter or waive such rights by contract is limited by applicable law.

8. Limitations of Liability

UNDER NO CIRCUMSTANCES, SHALL SPENDSMART, OR ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS, LICENSORS AND SERVICE PROVIDERS, OR ANY OF ITS OR THEIR RESPECTIVE SHAREHOLDERS, DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS (COLLECTIVELY, THE "RELEASED PARTIES"), BE LIABLE TO YOU OR ANY THIRD PARTY CLAIMING THROUGH YOU FOR ANY LOSSES OR DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS WEBSITE, ITS CONTENT, OR YOUR USE OF OR INABILITY TO USE THIS WEBSITE, INCLUDING ANY LOSS OR DAMAGE DUE TO VIRUSES THAT MAY AFFECT YOUR COMPUTER EQUIPMENT, SOFTWARE, DATA OR OTHER PROPERTY ON ACCOUNT OF YOUR USE OF THIS WEBSITE OR YOUR DOWNLOADING OF ANY MATERIAL FROM THIS WEBSITE.

THIS IS A COMPREHENSIVE LIMITATION OF LIABILITY THAT APPLIES TO ALL LOSSES AND DAMAGES OF ANY KIND (WHETHER DIRECT, INDIRECT, GENERAL, SPECIAL, CONSEQUENTIAL, INCIDENTAL, EXEMPLARY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, LOSS OF DATA, INCOME OR PROFITS), WHETHER THE CLAIM IS BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR ANY OTHER LEGAL THEORY, EVEN IF AN AUTHORIZED REPRESENTATIVE OF SPENDSMART OR ANOTHER RELEASED PARTY HAS BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, AND WITHOUT REGARD TO THE SUCCESS OR EFFECTIVENESS OF OTHER REMEDIES.

IF ANY PART OF THIS LIMITATION OF LIABILITY IS FOUND TO BE INVALID, ILLEGAL OR UNENFORCEABLE FOR ANY REASON, THEN THE AGGREGATE LIABILITY OF SPENDSMART, ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS, LICENSORS AND SERVICE PROVIDERS, AND ITS AND THEIR RESPECTIVE SHAREHOLDERS, DIRECTORS, OFFICERS, EMPLOYEES AND AGENTS, UNDER SUCH CIRCUMSTANCES TO YOU OR ANY PERSON OR ENTITY CLAIMING THROUGH YOU FOR LIABILITIES THAT OTHERWISE WOULD HAVE BEEN LIMITED SHALL NOT EXCEED ONE HUNDRED DOLLARS ($100.00).

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES. ACCORDINGLY, SOME OF THE THESE LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU.

NOTHING IN THESE TERMS OF USE SHALL LIMIT OR EXCLUDE LIABILITY FOR LOSSES OR DAMAGES WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW.

The information provided on this website is not tailored to your specific factual circumstances. You are responsible for verifying that the general information provided is appropriate for your specific factual situation before relying on it.

SpendSmart is not responsible for any errors or omissions in or for the results obtained from the use of this information.

Use of this website and the materials available on this website is at your sole risk. Some portions of this website are hosted by third-party service providers. SpendSmart cannot be held responsible for any loss arising from the transmission, use of data, or inaccurate data provided by these service providers. You are responsible for taking all necessary precautions to ensure that any material you may obtain from this website is free of viruses or other harmful components.

9. Removal of Content

If you would like SpendSmart to remove any information or content from this website for any reason, please notify SpendSmart by e-mail. While SpendSmart does not have any obligation to remove information or content merely because of a removal request, SpendSmart will review all such requests and will remove information or content that SpendSmart determines should be removed, in its sole discretion and in accordance with these Terms of Use (including the Privacy Policy) and applicable law.

10. Right to Modify or Discontinue this Website

SpendSmart reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, this website (or any part thereof) with or without notice. SpendSmart shall not be liable to you or to any third party for any modification, suspension or discontinuance of this website.

11. Children Under the Age of Thirteen

SpendSmart is proud of its website and strives to ensure that it does not offend people of any age. However, this website is not intended for children or minors under the age of thirteen years without the permission of a parent or guardian. If you believe that a child has submitted personal information on or through this website without the consent and supervision of a parent or guardian, please contact SpendSmart by e-mail so that we can take appropriate action.

12. Choice of Law, Jurisdiction and Venue

These Terms of Use, along with the Privacy Policy, shall be governed by and construed in accordance with the federal laws of the United States of America and the internal laws of the State of California, U.S.A., excluding conflict of law provisions that would indicate the application of the laws of any other jurisdiction. ANY LEGAL ACTION OR PROCEEDING RELATING TO YOUR ACCESS TO, OR USE OF, THIS WEBSITE OR THESE TERMS OF USE SHALL BE INSTITUTED ONLY IN A STATE OR FEDERAL COURT LOCATED IN SAN LUIS OBISPO COUNTY, CALIFORNIA, U.S.A. YOU AND SPENDSMART IRREVOCABLY AGREE TO SUBMIT TO THE JURISDICTION OF SUCH COURTS. You expressly waive any claim of improper venue and any claim that such courts are an inconvenient forum. If the courts of the country in which you reside should determine that the provisions of this section are not enforceable, then you agree to submit to binding arbitration.

13. Local Laws; Export Control

SpendSmart controls and operates this website from its headquarters in the United States of America and the content may not be appropriate or available for use in other locations. If you use this website outside the United States, you are responsible for following applicable local laws.

14. Statute of Limitations

You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of this website or these Terms of Use must be filed within one (1) year after such claim or cause of action arose or be forever barred.

15. General Information

These Terms of Use (including the guides and rules referred to herein) constitute the entire agreement between you and SpendSmart and govern your use of this website, superseding any prior agreements between you and SpendSmart on the subject matter hereof.

Any failure by SpendSmart to exercise or enforce any right or provision of these Terms of Use shall not constitute a waiver of such right or provision. If any provision of these Terms of Use is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of these Terms of Use remain in full force and effect.

16. Advertising

Our Websites may contain advertisements, product offers and discounts, promotions, and/or sponsorships. The advertisers and/or sponsors that provide these advertisements and sponsorships are solely responsible for ensuring that the materials submitted for inclusion on the Websites are accurate and comply with all applicable laws. We are not responsible for the acts or omissions of any advertiser or sponsor, nor are we responsible for the goods or services provided by any advertiser or sponsor.

17. Violations

We recommend users who find inappropriate content to contact us immediately. In addition, we reserve the right to remove all material that we consider inappropriate. This includes pornographic, offensive, defamatory, undocumented, illegal material(s) that is/are in any way contrary to accepted morality and behavior.

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