Purchasing Power Plus
Terms of Service Agreement
Thank you for reviewing our Terms of Service Agreement (hereinafter the “Agreement”) for Purchasing Power Plus, the premier healthcare gift shop network, and the PurchasingPowerPlus.com website. This business and our website are owned and operated by Purchasing Power Plus LLC (hereinafter “PPP,” “We,” or “Us”). This Agreement applies to persons and organizations who visit, register with, become a Member with, or otherwise use the Purchasing Power Plus network and the PurchasingPowerPlus.com website (“Members”). If you do not agree to be bound by the terms and conditions of this Agreement, do not use or access PPP services (“Services”) or the PurchasingPowerPlus.com website (hereinafter referred to collectively as “PurchasingPowerPlus.com” or “the Site”).
2. About Purchasing Power Plus.
Purchasing Power Plus is the premier healthcare gift shop network that brings its Members a unique buying group with support, retail education, and significant product discounts from industry leading vendors (“Vendors”) through the Site and through our Network News monthly publication, regular networking opportunities, and other exclusive events. Members may view, select and purchase wholesale products from our Vendor partners, gaining access to exclusive discounts.
3. Availability and Eligibility.
Our Site and Services are available only to, and may only be used by, individuals and organizations who can form legally binding contracts under applicable law. Without limiting the foregoing, our services are not available to children (persons under the age of 18). This Services and Site are not intended for distribution to, or use by, any person or entity in any jurisdiction or country where such distribution or use would be contrary to applicable law or regulation. By offering this Site and Services no distribution or solicitation is made by PPP to any person to use the Site or Services in jurisdictions where the provision of such site or services is prohibited by law. Competitors are not authorized to access or use our website without express, written permission from us in advance of such access. If you do not qualify, please do not use our Site. Further, your PPP Retail Member ID (Number) and password may not be transferred, loaned, given or sold to another party.
Purchasing Power Plus and the PurchasingPowerPlus website provide you with the opportunity to view our exclusive content, interact with other Retail Members and to view and purchase wholesale products from our network of Vendors with pre-negotiated discounts, which may vary from time to time. In order to access these features and services, you must become a paying member of the Service. As further discussed below, you acknowledge and agree that PPP does not warrant or guarantee the accuracy, reliability, completeness, timeliness, or other qualities relating to the products or services provided by Vendors on the Site, any specific results from the Site, or the timeliness or receipt of emails or other communications, regardless of method of delivery, that you elect to send or receive.
5. Subscriptions; Billing.
When you become a Member of PPP, you will be charged using your chosen payment method at the time of joining. Near the end of the membership term we will notify you of the need to renew, which may be paid online or via mail. PPP reserves the right to change its fees or billing methods at any time. We will provide timely notice to the affected Members of any such changes. PPP does not offer refunds or pro-rated fees under any circumstances.
6. Member’s Responsibilities and Acknowledgements.
7. Restricted Activities.
You are prohibited from any use of the Site or its contents that would constitute a violation of any applicable law, regulation, rule or ordinance of any nationality, state, or locality or of any international law or treaty, or that could give rise to any civil or criminal liability. Your membership with PPP is for one single physical location and may not be used for purchases on behalf of multiple geographic locations. You may not share your account with anyone outside your specific single gift shop location or allow purchases from our Vendors by anyone other than your specific single gift shop even if your business owns multiple gift shops. Your information and activities on the Site shall not: (a) be false, inaccurate or misleading; (b) be fraudulent; (c) infringe any third party’s copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy; (d) violate any law, statute, ordinance or regulation; (e) be defamatory, trade libelous, unlawfully threatening or unlawfully harassing; (f) contain any viruses, Trojan horses, or the like, or other computer programming routines that may damage or interfere with the Site; and (g) create liability for us or cause us to lose (in whole or in part) the services of our ISPs or other suppliers. You may not copy, reproduce, modify, create derivative works from, distribute or publicly display any Site content or Member or Vendor information without the prior expressed written permission of PPP and the appropriate third party, as applicable. You may not consummate any transaction on the Site, or that was initiated using our Service, that could cause us to violate any applicable law, statute, ordinance or regulation.
Without limiting other remedies, we may limit your activity, issue a warning, temporarily suspend, indefinitely suspend or terminate your membership and refuse to provide our services to you if, within our sole and independent judgment: (a) you breach, or we anticipate that you are about to breach, this Agreement or the documents it incorporates by reference; (b) we are unable to verify or authenticate any information you provide to us; or (c) we believe in our sole opinion that your actions may cause financial loss or legal liability for you, our Members or us. We can also terminate this Agreement at any time, with or without cause.
10. Links to Third Party Sites.
There are links established between this Site and other sites on the Internet that are not under the control of, or maintained by, PPP. Such links do not necessarily constitute an endorsement by PPP of those sites. PPP undertakes no obligation to monitor such sites, and you agree that PPP is not responsible for the content of such sites or any technical or other problems associated with any such third-party Sites, Links or usage.
11. Intellectual Property.
The Site contains intellectual property that is protected by the laws of the United States as well as international law. You may not publish, re-transmit, distribute, or otherwise make unauthorized use of the material on the Site except as permitted under the applicable laws.
12. DMCA Policy
PPP takes claims of copyright infringement very seriously. Our policy for handling claims of infringement is to have our designated agent review and respond to notices of infringement when a DMCA compliant notice is provided to us. In accordance with the Digital Millennium Copyright Act (“DMCA”), PPP has designated an agent to receive notification of alleged copyright infringement occurring on the Site. If you believe that your copyrighted work is being infringed, notify the designated agent specified below:
The Digital Millennium Copyright Act requires that all infringement claims must be in writing and must include the following information:
A description of the copyrighted work claimed to have been infringed;
A description of the infringing material and information reasonably sufficient to permit PPP to locate the material;
Your contact information, including your mailing address, telephone number, and email address;
A statement that you have a good faith belief that the use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law;
A statement, under penalty of perjury, that the information in the notification is accurate and that you are authorized to act on behalf of the copyright owner; and
A physical or electronic signature of the copyright owner or the person authorized to act on its behalf.
13. Email Policy.
Please be advised that if you provide us with your email address, you have expressly granted us the right to contact you via email and to share your email address with our participating Vendors. In addition, if you initiate a purchase from a Vendor through our Site or our marketplace then your Member contact information will be shared with such Vendor.
14. Disclaimer of Warranties.
WE, OUR MEMBERS, MANAGERS, AGENTS, EMPLOYEES, CONTRACTORS AND SUPPLIERS PROVIDE OUR WEBSITE AND SERVICE “AS IS” AND WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED OR STATUTORY. WE, OUR MEMBERS, MANAGERS, AGENTS, EMPLOYEES, CONTRACTORS AND SUPPLIERS SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. Some states do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you. This warranty gives you specific legal rights and you may also have other legal rights that vary from state to state.
IN ADDITION, WE SPECIFICALLY DISCLAIM ALL WARRANTIES THAT THE SITE OR THE SERVICES WILL MEET YOUR REQUIREMENTS, WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE OR OPERATE WITHOUT ERROR; WILL BE ACCURATE, ADEQUATE, RELIABLE, COMPLETE, AND WE DISCLAIM THE USEFULNESS OF ANY OF THE CONTENT. WE DISCLAIM LIABILITY FOR ERRORS OR OMISSIONS IN THE CONTENT; ANY IMPLIED WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE; AND ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY IN TORT, WHETHER OR NOT ARISING FROM THE NEGLIGENCE OF PPP. ADDITIONALLY, THERE ARE NO WARRANTIES AS TO THE RESULTS OF YOUR USE OF THE CONTENT OR SERVICES. TO THE FULL EXTENT PERMISSIBLE UNDER APPLICABLE LAW, PPP DISCLAIMS ANY AND ALL SUCH WARRANTIES.
15. General Release.
IF A DISPUTE ARISES BETWEEN ONE OR MORE MEMBERS OR VENDORS, EACH OF YOU AGREE TO RELEASE PPP, OUR MEMBERS, MANAGERS, AGENTS, EMPLOYEES, CONTRACTORS AND SUPPLIERS FROM CLAIMS, DEMANDS AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES. YOU WAIVE THE PROTECTIONS AFFORDED BY CALIFORNIA CIVIL CODE § 1542, WHICH SAYS: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.” YOU ACKNOWLEDGE AND AGREE THAT THIS WAIVER IS AN ESSENTIAL AND MATERIAL TERM OF THIS AGREEMENT, AND THAT WITHOUT SUCH WAIVER, THIS AGREEMENT WOULD NOT HAVE BEEN ENTERED INTO BY PPP.
16. Limitation of Liability.
IN NO EVENT SHALL WE, OUR MEMBERS, MANAGERS, AGENTS, EMPLOYEES, CONTRACTORS AND SUPPLIERS, BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES HOWEVER ARISING, INCLUDING NEGLIGENCE, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, THE ACTS OF ANY MEMBER OR VENDOR, AND/OR YOUR USE OF THE WEBSITE. OUR LIABILITY TO YOU OR ANY THIRD PARTY IN ANY CIRCUMSTANCE IS LIMITED TO THE LESSER OF A) THE AMOUNT OF FEES YOU PAY TO US IN ANY ONE YEAR OR B) $100. IF THE FOREGOING LIMITATION IS FOUND TO BE INVALID, YOU AGREE THAT PPP’S TOTAL LIABILITY FOR ALL DAMAGES, LOSSES, OR CAUSES OF ACTION OF ANY KIND OR NATURE SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW.
You agree to indemnify and hold us and our officers, directors, agents, employees, contractors and suppliers, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party, including but not limited to any intellectual property claim, arising out of (i) materials and content you submit to, post to or transmit through the Site, or (ii) your violation of this Agreement or your use of the Site in violation of this Agreement or in violation of any applicable law. You further agree that you will cooperate fully in the defense of any such claims. PPP reserves the right but not the obligation, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and you shall not in any event settle any such claim or matter without the written consent of PPP. You further agree to indemnify and hold harmless PPP from any claim arising from a third party’s use of information or materials of any kind that you post to the Site.
18. Dispute Resolution.
You agree that any controversy or claim arising out of or relating to this Agreement and/or your use of the website, except for matters exclusively between Members and Vendors and not involving PPP, shall be settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. Any such controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. The arbitration shall be conducted exclusively in Lake Mary, Florida USA and participation at such arbitration may be by telephone conference. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. Either you or PPP may seek any interim or preliminary relief exclusively from a court of competent jurisdiction in Lake Mary, Florida USA necessary to protect the rights or property of you or PPP pending the completion of arbitration.
19. Grant of Licenses.
PPP grants a limited license to each participant to make personal use only of the Site in accordance with this Agreement. This license expressly excludes, without limitation, any reproduction, duplication, sale, resale or other commercial use of the Site and the Services, making any derivative of the Site or the Services, the collection and use of Member or Vendor email addresses or other Member or Vendor information or listings, or any data extraction or data mining whatsoever. You agree that you will not compile, reproduce, republish or resell for any commercial purpose any information on our Site and not use any device, software or routine that may interfere with the operation of the Site. By posting information or content to any area of the Site, you automatically grant, and you represent and warrant that you have the right to grant, to PPP, an irrevocable, perpetual, non-exclusive, fully-paid (and royalty free), worldwide license to use, reproduce, communicate, publicly perform, publicly display and distribute such information and content, and to prepare derivative works of, or incorporate into other works, such information and content, and to grant and authorize sub-licenses of the foregoing. You further waive any moral rights you may have in any such information or content.
Failure by PPP to enforce any of its rights under this Agreement shall not be construed as a waiver of those rights or any other rights in any way whatsoever.
21. Right to Change this Agreement.
PPP reserves the right to change any of the terms and conditions contained in this Agreement or any policies or guidelines governing the Site or Services, at any time and in its sole and independent discretion. Any changes will be effective upon the posting of the changes on the Site. You are responsible for reviewing the changes. Changes to referenced policies and guidelines may be posted without notice to you. Your continued use of this Site and the Services following PPP’s posting of any changes will constitute your acceptance of such changes or modifications. If you do not agree to any changes to this Agreement, do not continue to use the Services or this Site.
22. General Provisions.
This is the entire Agreement governing the use of the Purchasing Power Plus program and Purchasing Power Plus Site. No delay by either party shall waive rights under this Agreement. This Agreement is governed by, and to be construed in accordance with, the laws of the State of Florida, USA, without regard to that state’s conflict of laws provisions. By using the Site you expressly agree that personal jurisdiction and venue are proper exclusively in the state and federal courts located in the State of Florida. No waiver of any breach of this Agreement shall be a waiver of any other provision of this Agreement, and no waiver shall be valid unless in writing signed by the parties. If any provision of this Agreement is held invalid, such provision shall be restated to reflect, as nearly as possible, the original intention of PPP in accordance with applicable law and the remainder of the Agreement shall remain in full force.
23. Contact PPP.
Except as explicitly stated otherwise, any notices to PPP shall be given by email to [email protected] (in the case of PPP). You agree that you will notify PPP in writing of any claim or dispute concerning or relating to the Site and the information or services provided through it and give PPP a reasonable period of time to address it before bringing any arbitration or legal action.