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TERMS OF USE

LAST UPDATED February 6, 2024

Effective date: February 6, 2024

Welcome to Sellozo!  Sellozo provides services that optimizes online marketing, spend, and sales-related features for users selling on Amazon websites and provides analytics for users to better understand their Amazon seller business.  These Terms of Use are between Ad-Ventures 1, Inc. dba Sellozo.  (“Company,” “Sellozo,” “we,” “us,” or “our”), and you.  The following terms and conditions (these “Terms of Use”), together with any documents they expressly incorporate by reference, govern your access to and use of the websites www.sellozo.com or www.my.sellozo.com (our “Website”), including any content, functionality, and services offered on or through the Website, whether as a guest or a registered user (collectively, our “Services”).

Please read these Terms of Use carefully before you start to use the Website or subscribe to our Services.  By using our Website, subscribing to our Services, or by clicking to accept or agree to these Terms of Use when this option is made available to you, you accept and agree to be bound and abide by these Terms of Use and our Privacy Policy, found at https://sellozo.com/privacy-policy/, incorporated herein by reference.  If you do not want to agree to these Terms of Use or the Privacy Policy, you must not access or use the Website or our Services.

Our Services are offered and available to users who are 18 years of age or older.  By using this Website, you represent and warrant that you are 18 years of age or older and have the full authority, right, and capacity to agree to these Terms of Use as a binding contract.  If you do not meet these requirements, or otherwise cannot abide by these Terms of Use, you must not access or use the Website or otherwise engage with our Services in any way.

Term

These Terms of Use remain in full force and effect until terminated by either party.  We may terminate your account at any time and for any reason, and we may refund you a prorated portion of any plan prepayment, at our sole discretion.  Certain subscription plans may only be terminated by you after a certain length of time (see Pricing page for details).  All provisions of these Terms that should, by their nature, survive termination or expiration of these Terms shall survive termination or expiration, including, without limitation, ownership provisions, warranty disclaimers, indemnity, limitations of liability, and governing law.

Changes to the Terms of Use

We may revise and update these Terms of Use from time to time in our sole discretion.  All changes are effective immediately when we post them and apply to all access to and use of the Website and our Services thereafter.  Your continued use of the Website and/or our Services following the posting of revised Terms of Use means that you accept and agree to the changes.  You are expected to check this page periodically so you are aware of any changes, as they are binding on you.

Accessing the WEBSITE, OUR SERVICES, and Account Security

We reserve the right to withdraw, suspend, or amend our Website and/or our Services, and any service or material we provide, in our sole discretion without notice.  We will not be liable if for any reason all or any part of the Website and/or Services are unavailable at any time or for any period.  From time to time, we may restrict access to some parts of the Website and/or Services, or the entire Website and/or Services.

To access our Services, you may be asked to provide certain registration details or other information.  It is a condition of your use of the Website and/or Services that all the information you provide to us is correct, current, and complete.  You agree that all information you provide is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.

If you choose, or are provided with, a user name, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity.  You also acknowledge that your account is personal to you and agree not to provide any other person with access our Services.  You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security.  You also agree to ensure that you exit from your account at the end of each session.  You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.

We have the right to disable any user name, password, or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Use.

Interactions with Amazon

The Services depend on our ability to review your current or planned marketing strategy, spend, and sales on Amazon’s website.  Therefore, in order to use the Services you are required to sign in to your Amazon seller’s account through our website, and by doing so, you grant us permission to access your account data, including, but not limited to, all sales transactions, and view and make changes to your marketing strategy and spend.  We are not responsible for Amazon’s website, payment portal, or your Amazon account, which are governed by Amazon’s own terms and policies.

The Services

We perform our Services by using proprietary software.  You agree that by signing up for our optional Services, we may make changes to your Amazon website based on your selection of our Services, including, but not limited to, your advertising campaigns, your product price, or otherwise, until you cancel your subscription to our Services.  We cannot and do not make any guarantees about the effects or usefulness of our Services, including but not limited to, whether our changes to your online marketing, spend, or sales will be successful or generate additional revenue for you.  Your use of our Services is entirely at your own risk.  We have no control over your Amazon sales, which are determined by the effectiveness of your product and Amazon listing.  You are solely responsible for all fees charged by Amazon and for all campaign funding related to advertising or selling on your Amazon website.  Additionally, to use our Services, you must provide a valid credit card that will be processed through a third party.

Fees and Payments

The Services are offered pursuant to a subscription plan.  Sellozo reserves the right to change the terms of your subscription, including price, from time to time, effective as of the beginning of your next billing period following the date of the change.  If Sellozo changes the subscription fee or other charges for your subscription, we will give you advance notice of these changes.  However, we will not be able to notify you of changes in any applicable taxes.  Payments for the subscription are due prior to the start of the new term.  You must cancel your subscription at least 24 hours prior to the start of the new term by contacting Customer Support at support@sellozo.com, or you may be charged for the next term.  Refunds will not be given once payment has been made, except at our sole discretion.

As long as you are subscribing to our Services or have an outstanding balance with us, you must provide us with a valid payment source that you are authorized to use and you authorize us to deduct the due charges against that payment source including, without limitation, any applicable taxes.  If for some reason, we are unable to process your payment, we will try to contact you by email so you may provide us with an alternate payment source.  Failure to perform payment will be a material breach of these Terms of Use, and we may cancel your subscription immediately.

If the Services include us funding a campaign on your behalf, instead of you funding it yourself, we will bill you for such funding, and you agree to pay such invoices per their terms.

Intellectual Property Rights

The Website and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video and audio, and the design, selection, and arrangement thereof), are owned by the Company, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.  You must not delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from our Website.

If the Services include the creation of content for you (the “Finished Work”), you own all right, title, and interest in and to the Finished Work, subject to the restrictions below on Third-Party Materials (defined below), after it is transferred to you.  You shall be the sole and exclusive owner of the Finished Work and all copyrights and other intellectual property rights in the Finished Work.  You hereby grant us a perpetual, non-exclusive, royalty-free, non-transferable right and license to use the Finished Work solely in connection with: (1) the sale of the products on the applicable marketplaces; (2) promotional use on our social media accounts or on any website we operate; (3) case studies; and (4) our performance of our Services.

The Finished Work may include or operate in conjunction with materials and information, in any form or medium, including any audio, video, data, or other content that are not proprietary to the Company (“Third-Party Materials”).  The Company will identify to you all Third-Party Materials it includes in or that are required for use with any Finished Work on or prior to delivery of the relevant Finished Work and provide to you: (a) a copy of all documentation and third-party license agreements relating to such Third-Party Materials as are available to the Company; or (b) website or other information specifying where you can access such documentation and third-party license agreements.  All Third-Party Materials are provided pursuant to the terms and conditions of the applicable third-party license agreement.  You shall comply with all such third-party license agreements and any breach by you thereof will be deemed a material breach of these Terms of Use. 

Except in connection with Services you subscribe to, including any Finished Work, you shall not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Website, except as follows:

  • Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.

  • You may store files that are automatically cached by your web browser for display enhancement purposes.

  • You may print or download one copy of a reasonable number of pages of the Website for your own personal, non-commercial use and not for further reproduction, publication, or distribution.

Unless your subscription to our Services allow, you shall not modify copies of any materials from our Website.  Any use of the Website not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark, and other laws.

Trademarks

The Company name and logo, and all related names, logos, product and service names, designs, and slogans are the property of the Company or its affiliates or licensors.  You shall not use such marks without the prior written permission of the Company.  All other names, logos, product and service names, designs, and slogans used on the Website or in connection with our Services are the trademarks of their respective owners.

Prohibited Uses

You may use the Services only for lawful purposes and in accordance with these Terms of Use. You agree not to use the Website or our Services:

  • In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).

  • For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise.

  • To transmit, or procure the sending of, any advertising or promotional material, including any “junk mail”, “chain letter,” “spam,” or any other similar solicitation.

  • In any way that infringes upon the rights of others, or in any way is illegal, threatening, fraudulent, or harmful, or in connection with any unlawful, illegal, fraudulent, or harmful purpose or activity.

  • To impersonate or attempt to impersonate the Company, a Company employee, another user, or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing).

  • To attempt to access proprietary information about the Company, its products, or its trade secrets.

  • For the purpose of exploiting, harming, or otherwise harassing the Company’s customer services representatives.

  • To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of our Website and/or Services, or which, as determined by us, may harm the Company or users of our Website and/or Services, or expose them to liability.

Additionally, you agree not to:

  • Use our Website or Services in any manner that could disable, overburden, damage, or impair our Website or Services or interfere with any other party’s use of such.

  • Use any robot, spider, or other automatic device, process, or means to access the Website or Services for any purpose, including monitoring or copying any of the material on the Website or Services.

  • Use any manual process to monitor or copy any of the material on our Website or Services or for any other unauthorized purpose without our prior written consent.

  • Use any device, software, or routine that interferes with the proper working of our Website or Services.

  • Introduce any viruses, Trojan horses, worms, logic bombs, or other material which is malicious or technologically harmful.

  • Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of our Website or Services, the server on which information is stored, or any server, computer, or database connected to the Website or Services.

  • Use our Website or Services to build a competitive product or service.

  • Disassemble, decompile, or otherwise reverse engineer any software or technology used to provide our Website or Services.

  • Take any action that may damage or falsify the Company, Website, or Services rating.

  • Otherwise attempt to interfere with the proper working of our Website or Services.

 

Copyright Infringement

If you believe content on our Website or Services violates your copyright, please follow the instructions below to send us a notice of copyright infringement.  It is our policy to terminate the user accounts of repeat infringers.

Reporting Claims of Copyright Infringement

We take claims of copyright infringement seriously.  We will respond to notices of alleged copyright infringement that comply with applicable law.  If you believe any materials accessible on or from this Website or provided through our Services infringe your copyright, you may request removal of those materials (or access to them) from our Website by submitting written notification to our copyright agent designated below (a “DMCA Notice”).  In accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (17 U.S.C. § 512) (“DMCA”), if you fail to comply with all of the requirements of Section 512(c)(3) of the DMCA, your DMCA Notice may not be effective.

Our designated copyright agent to receive DMCA Notices is:

Attn: Copyright Agent

Netrush LLC

17801 SE 6th Way, Suite 100, Vancouver, WA 98683

520-360-3393

jamie@netrush.com

Please be aware that if you knowingly materially misrepresent that material or activity on our Website or Services is infringing your copyright, you may be held liable for damages (including costs and attorneys’ fees) under Section 512(f) of the DMCA.

Counter Notification Procedures

If you believe that material you posted or uploaded through our Services was removed, or access to it was disabled by mistake or misidentification, you may file a counter notification with us (a “Counter Notice”) by submitting written notification to our copyright agent designated above.  The DMCA allows us to restore the removed content if the party filing the original DMCA Notice does not file a court action against you within ten business days of receiving the copy of your Counter Notice.

Please be aware that if you knowingly materially misrepresent that material or activity on our Website or Services was removed or disabled by mistake or misidentification, you may be held liable for damages (including costs and attorneys’ fees) under Section 512(f) of the DMCA.

Users Outside the U.S.

The Services is controlled and operated from the United States and is subject to its laws.  If you choose to access the Services outside of the United States, you do so at your own risk and are responsible for complying with all applicable laws, rules, and regulations.

CONTENT STANDARDS

The following standards (“Content Standards”) apply to your Amazon website (if you are a subscriber of our Services) and any websites that you link our Website to (see Linking to the Website).  In both circumstances, the websites must in their entirety comply with all applicable federal, state, local, and international laws and regulations.  Without limiting the foregoing, your Amazon or linked website must not:

  • Contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable.

  • Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age.

  • Infringe any patent, trademark, trade secret, copyright, or other intellectual property or other rights of any other person.

  • Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms of Use and our Privacy Policy.

  • Be likely to deceive any person.

  • Promote any illegal activity, or advocate, promote, or assist any unlawful act.

  • Impersonate any person, or misrepresent your identity or affiliation with any person or organization.

  • Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.

LINKING TO THE WEBSITE

You may link to our homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval, or endorsement on our part without our express written consent.

This Website may provide certain social media features that enable you to:

  • Link from your own or certain third-party websites to certain content on this Website.

  • Send emails or other communications with certain content, or links to certain content, on this Website.

  • Cause limited portions of content on this Website to be displayed or appear to be displayed on your own or certain third-party websites.

You may use these features solely as they are provided by us.  Subject to the foregoing, you must not:

  • Establish a link from any website that is not owned by you.

  • Cause the Website or portions of it to be displayed on, or appear to be displayed by, any other site, for example, framing, deep linking, or in-line linking.

  • Link to any part of the Website other than the homepage.

  • Otherwise take any action with respect to the materials on this Website that is inconsistent with any other provision of these Terms of Use.

The website from which you are linking, or on which you make certain content accessible, must comply in all respects with the Content Standards set out in these Terms of Use.

You agree to cooperate with us in causing any unauthorized framing or linking immediately to stop.  We reserve the right to withdraw linking permission without notice.

We may disable all or any social media features and any links at any time without notice in our discretion.

Disclaimer of Warranties

You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Website will be free of viruses or other destructive code.  You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data.  

 

TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT. 

YOUR USE OF THE WEBSITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE IS AT YOUR OWN RISK.  THE WEBSITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.  NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF OUR WEBSITE OR SERVICES.  WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE WEBSITE, ITS CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

TO THE FULLEST EXTENT PROVIDED BY LAW, THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Limitation on Liability

TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COMPANY, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SERVICES, INCLUDING ANY DIRECT, INDIRECT, COMPENSATORY, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS, OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.

IN NO EVENT WILL THE COLLECTIVE LIABILITY OF THE COMPANY AND ITS PARENT COMPANY, SUBSIDIARIES AND AFFILIATES, AND THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS, TO ANY PARTY (REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT OR OTHERWISE) EXCEED THE AMOUNT YOU HAVE PAID TO THE COMPANY FOR THE APPLICABLE SERVICES IN THE LAST SIX (6) MONTHS OUT OF WHICH LIABILITY AROSE.

THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Indemnification

You agree to defend, indemnify, and hold harmless the Company, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms of Use or your use of our Website or Services, including, but not limited to, any use of our content, services, and products other than as expressly authorized in these Terms of Use, or your use of any information obtained from our Website or Services.

Governing Law and Jurisdiction

All matters relating to the Services and these Terms shall be governed by the internal laws of the State of Delaware without giving effect to any choice or conflict of law provisions or rules.  Any litigation arising out of this Agreement will be brought solely and exclusively in the state or federal courts located in Vancouver, Washington.

Arbitration

At Company’s sole discretion, it may require you to submit any disputes arising from the use of these Terms or the Services, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association applying Delaware law.

Waiver and Severability

No waiver by the Company of any term or condition set out in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.

If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.

LIMITATION ON TIME TO FILE CLAIMS

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR OUR WEBSITE OR SERVICES MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.  EACH OF THE PARTIES ACKNOWLEDGES THAT THIS SECTION IS A MATERIAL INDUCEMENT FOR THE OTHER PARTY ENTERING INTO THE TERMS.

Entire Agreement

These Terms of Use and our Privacy Policy constitute the sole and entire agreement between you and Sellozo with respect to our Website and Services and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, with respect to our Website and Services.

Your Comments and Concerns

All feedback, comments, requests for technical support, and other communications relating to our Website or Services should be directed to: support@sellozo.com.

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