itZat Composite EULA/Privacy/ToS Document

The following terms and conditions (this “Agreement”) governs your (“Your” or “You”) use of the “Itzat” software (“Itzat” or “Software”) provided by Austin Social Innovation, LLC (“We,” “Us," “Our” or the “Company”) designed to operate on Your iPhone, iTouch or iPad device. This Agreement governs only that Software which may operate on an iPhone, iTouch or iPad device, or other computing device marketed or manufactured by Apple, Inc. (your “Apple Computing Device”). For purposes of this document, Austin Social Innovation, LLC is Doing Business As itzat.

BY USING THE SOFTWARE YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT AND WILL BE BOUND BY IT. YOU FURTHER ACKNOWLEDGE THAT THIS AGREEMENT REPRESENTS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN THE COMPANY AND YOU AND THAT IT SUPERSEDES ANY PROPOSAL OR PRIOR AGREEMENT ORAL OR WRITTEN, AND ANY OTHER COMMUNICATIONS BETWEEN THE COMPANY AND YOU RELATING TO THE SUBJECT MATTER OF THIS AGREEMENT.

1. End-User License Agreement:

Your use of the Software constitutes Your acceptance of the terms of this Agreement, which may be amended from time to time by the Company. The most recent version of this Agreement shall always be available on the Internet at http://www.itzat.com and the most recent version shall supersede any and all other versions of this Agreement. The Company reserves the right to change or modify this Agreement or any other Company policies related to use of the Software at any time and at its sole discretion by posting revisions on the Internet at http://www.itzat.com. Continued use of the Software following the posting of these changes or modifications will constitute acceptance of such changes or modifications. This Agreement may not be otherwise amended except in a writing signed by You and the Company.

1. Acknowledgement.The Company and You, the end‐user of the Software, acknowledge that the Agreement is entered into by and between the Company and You and not with Apple, Inc. Notwithstanding the foregoing, You acknowledge that Apple, Inc. and its subsidiaries are third‐party beneficiaries of this Agreement and that Apple, Inc. has the right (and is deemed to have accepted the right) to enforce this Agreement. The Company is solely responsible for the Software and any content contained therein. You acknowledge that Apple, Inc. has no obligation whatsoever to furnish any maintenance and support services with respect to the Software. You acknowledge that You have reviewed the App Store Terms and Conditions (located online at http://www.apple.com/legal/itunes/us/terms.html#APPS). You represent and warrant that (i) You are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) You are not listed on any U.S. Government “watch list” of prohibited or restricted parties, including the Specially Designated Nationals list published by the Office of Foreign Assets Control of the U.S. Treasury or the Denied Persons List published by the U.S. Department of Commerce.


2. Incorporation of Apple, Inc.'s Licensed Application End User License Agreement.This Agreement incorporates by reference the Licensed Application End User License Agreement (the “LAEULA”) published by Apple, Inc. (located online at http://www.apple.com/legal/itunes/appstore/dev/stdeula/). For purposes of this Agreement, the “Software” is considered the “Licensed Application” as defined in the LAEULA and “Company” is considered the “Application Provider” as defined in the LAEULA. If any terms of this Agreement conflict with the terms of the LAEULA, the terms of this Agreement shall control.


3. Allowable Uses of the Software.Any use of the Software in any manner not allowed under this Agreement or the LAEULA, including, without limitation, resale, transfer, modification or distribution of the Software or copying or distribution of text, pictures, music, barcodes, video, data, hyperlinks, displays and other content provided by the Software is prohibited. This Agreement does not entitle You to receive and does not obligate the Company to provide hard‐copy documentation, support, telephone assistance, or enhancements or updates to the Software.


4. Limitation of Liability.TO THE FULLEST EXTENT ALLOWABLE UNDER APPLICABLE LAW, (A) IN NO EVENT SHALL THE COMPANY BE LIABLE TO YOU WITH RESPECT TO USE OF THE SOFTWARE; AND (B) IN NO EVENT SHALL THE COMPANY BE LIABLE TO YOU FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES ARISING OUT OF OR IN ANY WAY RELATING TO THIS AGREEMENT OR THE USE OF OR INABILITY TO USE THE SOFTWARE, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOSS OR CORRUPTION OF DATA OR FAILURE OR MALFUNCTION OF YOUR APPLE COMPUTING DEVICE, SERVICE INTERRUPTIONS OR THE COST OF PROCUREMENT OF SUBSTITUTE SERVICES. YOUR SOLE REMEDY UNDER THIS AGREEMENT IS TO CEASE USE OF THE SOFTWARE. The foregoing limitations will apply even if the above stated remedy fails of its essential purpose.


5. Your Information.The Software may require transmission of information provided by You including usernames/passwords, Your name, address, e‐mail addresses and financial information (collectively, “Your Information”). You consent to the transmission of Your Information to the Company and its agents, including any payment processor, to process Your Information as may be necessary for the Software to perform its functions. You acknowledge that Your Information will be stored by the Software in Your Apple Computing Device in an encrypted format. The Company makes no warranty that a third party cannot decrypt Your Information should a third party come into possession of Your Apple Computing Device. The Company suggests and requests that You use all security features of Your Apple Computing Device, including the “Passcode Lock” function, to protect Your Apple Computing Device and the confidentiality of Your Information. You agree that the Company may rely on Your Information as accurate, current and completed. For further information on how the Company protects Your Information, read the Privacy Statement, which is incorporated into this Agreement by reference. The current version of the Privacy Statement is available on the Company’s website at http://www.itzat.com.


6. Acceptable Use.Use of the Software and any of Your Information transmitted in connection with the Software is limited to the functionality of the Software. In no event may the Software be used in a manner that (a) harasses, abuses, threatens, defames or otherwise infringes or violates the rights of any other party; (b) is unlawful, fraudulent or deceptive; (c) uses technology or other means to access the Company’s proprietary information that is not authorized by the Company; (d) uses or launches any automated system to access the Company’s website or computer systems; (e) attempts to introduce viruses or any other malicious computer code that interrupts, destroys or limits the functionality of any computer software, hardware or telecommunications equipment; (f) attempts to gain unauthorized access to the Company’s computer network or user accounts; (g) encourages conduct that would constitute a criminal offense, or would give rise to civil liability; or (h) violates this Agreement. By using the Software, You represent and warrant the following: (i) You are at least 21 years old; (ii) You have never been charged with or convicted of a sexual crime; and (iii) You have the right, authority and capacity to enter into this Agreement and to abide by the terms and conditions set forth herein. The Company reserves the right, in its sole discretion, to terminate this Agreement and/or request that You remove the Software from Your Apple Computing Device for any reason, including but not limited to the Company’s reasonable conclusion that You have violated this Agreement.


7. Indemnification. You agree to defend, indemnify, and hold harmless the Company and its employees, members, managers, contractors, officers, and directors from any and all claims, suits, damages, costs, lawsuits, fines, penalties, liabilities, expenses (including attorney's fees) that arise from or are related to Your use or misuse of the Software, violation of this Agreement or violation of any rights of a third party. The Company reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by You, in which event You will cooperate in asserting any available defenses.


8. Intellectual Property Rights. You and the Company acknowledge that, in the event of any third party claim that the Software or Your use of the Software infringes any third party’s intellectual property rights, the Company, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim. Should the Software be found to infringe any intellectual property rights of a third party, Your sole remedy shall be either to cease using the Software or to use a non-infringing version of the Software should the Company choose to provide You with such a non‐infringing version.


9. Product Claims. You acknowledge that the Company, not Apple, Inc., is responsible for addressing any claims of the end‐user or any third party relating to the Software or Your possession and/or use of the Software, including, but not limited to: (i) product liability claims; (ii) any claim that the Software fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.


10. Contact Information. Should You wish to contact the Company with any questions, complaints or claims with respect to the Software, You should visit the Company’s website at www.itzat.com or email info@itzat.com.


11. Proprietary Nature of Software and Marks. The Company owns the Software and any and all trademarks, service marks and other content included in the Software. The Software may use trademarks, service marks or other content in connection with the services it provides and such trademarks, service marks or other content remains at all times the property of its respective owner. You have no right or license with respect to any trademarks, service marks and other content owned by the Company or any third party that is visible on or provided to You through the Software. The word mark “ITZAT” is registered with the U.S. Patent & Trademark Office under registration number 85784348. You hereby acknowledge that all rights, titles and interests, including but not limited to the Company’s proprietary and intellectual property rights, in and to the site and Software, belong to the Company and that You will not acquire any right, title, or interest in or to the Software except as expressly set forth in this Agreement. You will not modify, adapt, translate, prepare derivative works from, decompile, reverse engineer, disassemble or otherwise attempt to derive source code from any of Our services, software, or documentation, or create or attempt to create a substitute or similar service or product through use of or access to the Software or proprietary information related thereto.


12. “Opt‐In” For Push Messaging. The Company may send You “push messages” or “push notifications” (collectively “Push Communications”) if Your Apple Computing Device supports Push Communications. By installing the Software, You agree to accept Push Communications and “opt‐in” to receive them. Should You wish to cease receiving Push Communications from the Company, You may turn off Push Communications for the Software by opening the “Settings” on Your Apple Computing Device, selecting the “Notifications” tab and selecting the “Itzat” button.


13. Delivery Standards. All services offered by Itzat are delivered through the mobile application or online portal. Delivery will be based on Your unique phone number and therefore our products will be delivered to You and only You. If You do not have Your mobile device with You, You will not be able to use Our products. The Company will use commercially reasonable efforts to timely deliver any packages, coupons, or VIP/Loyalty services purchased. We will always work as fast as We can to make sure You receive confirmation of Your purchase immediately, but with factors like cell service and Wi-Fi connectivity coming into play, We cannot make any guarantees on the delivery time. As it should be instantaneous, We can only guarantee Our efforts to try and make sure that You receive Your service.


14. Confidentiality. You agree not to disclose information You obtain from Us and or from Our clients, advertisers and suppliers. All information submitted to by an end-user customer pursuant to Itzat is proprietary information of the Company. Such customer information is confidential and may not be disclosed. Publisher agrees not to reproduce, disseminate, sell, distribute or commercially exploit any such proprietary information in any manner.


15. Disclaimer. THE COMPANY, ITS SUBSIDIARIES, AFFILIATES, OFFICERS, MANAGERS, MEMBERS, DIRECTORS, EMPLOYEES AND SUPPLIERS PROVIDE THE SOFTWARE ON AN “AS IS” BASIS AND WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED OR STATUTORY. THE COMPANY, ITS SUBSIDIARIES, AFFILIATES, OFFICERS, MANAGERS, MEMBERS, DIRECTORS, EMPLOYEES AND SUPPLIERS SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE 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. The Company does not warrant that Your use of the Software will be secure, uninterrupted, always available, or error-free, or will meet Your requirements, or that any defects in the Software will be corrected. THE COMPANY DISCLAIMS LIABILITY FOR, AND NO WARRANTY IS MADE WITH RESPECT TO, CONNECTIVITY AND AVAILABILITY.


16. Choice of Law; Exclusive Jurisdiction; Venue. THE LAWS OF THE STATE OF TEXAS WILL GOVERN YOUR USE OF THE SOFTWARE, THE VALIDITY OF THIS AGREEMENT, THE CONSTRUCTION OF ITS TERMS, AND THE INTERPRETATION OF THE RIGHTS AND DUTIES OF THE PARTIES WITHOUT GIVING EFFECT TO ANY CHOICE OR CONFLICT OF LAW PROVISIONS THAT DIRECT THE APPLICATION OF LAWS OF A DIFFERENT STATE. IN ANY DISPUTE ARISING FROM OR RELATED TO THIS AGREEMENT OR YOUR USE OF THE SOFTWARE, THE PARTIES MUTUALLY CONSENT TO THE EXCLUSIVE (i) PERSONAL JURISDICTION, (ii) SUBJECT MATTER JURISDICTION AND (iii) VENUE OF THE STATE COURTS LOCATED IN TRAVIS COUNTY, TEXAS. THE PARTIES WAIVE ANY OBJECTION TO (i) PERSONAL JURISDICTION OF, (ii) SUBJECT MATTER JURISDICTION OF, (iii) VENUE AT, AND (iv) SERVICE OF PROCESS OF ANY STATE COURT LOCATED IN TRAVIS COUNTY, TEXAS WITH RESPECT TO ANY COURT PROCEEDING.


17. Miscellaneous. The entire agreement between the parties with respect to the subject matter hereof is embodied in this Agreement and no other agreement relative hereto shall bind either party herein. Your rights of whatever nature cannot be assigned nor transferred to anybody, and any such attempt may result in termination of this Agreement, without liability to Us. However, We may assign this Agreement to any person at any time without notice. In the event that any provision of this Agreement is found invalid or unenforceable pursuant to any judicial decree or decision, such provision shall be deemed to apply only to the maximum extent permitted by law, and the remainder of this Agreement shall remain valid and enforceable according to its terms.


2. Privacy Agreement

Basic Information

If You have any questions or concerns about Our privacy policy, please comment on our website or mobile application.

Scope. This privacy policy covers all of Itzat. It does not, however, apply to entities that Itzat does not own or control, such as applications and websites linked to Itzat. By using or accessing Itzat, You agree to Our privacy practices outline here.

No information from persons under 21. If You are under age 21, please do not attempt to register for Itzat or provide any personal information about Yourself to Us. If We learn that We have collected information from a person under age 21, We will delete that information as quickly as possible. If You believe that We might have any information from a person under age 21, please contact Us.

Safety

We do Our best to keep Itzat safe, but We cannot guarantee it. We need Your help to maximize safety, which includes the following commitments:

- You will not use Itzat if You are under 21 years old.

- You will not use Itzat if You are a convicted sex offender.

- You will not send or otherwise post unauthorized commercial communications (such as spam) on Itzat.

- You will not collect users' content or information, or otherwise access Itzat, using automated means (such as harvesting bots, robots, spiders, crawlers or scrapers) without Our permission.

- You will not engage in unlawful multi-level marketing, such as a pyramid scheme, on Itzat.

- You will not upload viruses or other malicious code.

- You will not solicit login information or access an account belonging to someone else.

- You will not bully, intimidate, stalk or harass any user.

- You will not post content that: is hateful, threatening, or pornographic; incites violence; or contains nudity or graphic or gratuitous violence.

- You will not offer any contest, giveaway, or sweepstakes ("promotion") on Itzat without Our prior written consent. If We consent, You take full responsibility. Venues should refer to Our Venue Participation Policy for further details about posting advertisements for their venue, such as daily drink or meal specials, bar coupons ("Deals"), or other venue-specific advertising.

- You will not use Itzat to do anything unlawful, misleading, malicious, or discriminatory.

- You will not do anything that could disable, overburden, or impair the proper working of Itzat, such as a denial of service attack.

- You will not facilitate or encourage any violations of the Agreement.

The Company does not control, is not responsible for and makes no representations or warranties with respect to any user of the Software or their conduct. You are solely responsible for Your interaction with or reliance on any user of the Software or their conduct. You must perform any necessary, appropriate, prudent or judicious investigation, inquiry, research and due diligence with respect to any user of the Software or their conduct. You are also responsible for Your own conduct and activities on, through or related to the Software.


For more information about personal safety online, check out these resources: http://getsafeonline.org and http://wiredsafety.org

Information We Receive

Information You Provide to Us:

Information about Yourself. When You optionally sign up for Itzat You provide Us with Your email address, a username, and a password. You will also be permitted to create a personal profile, including Your picture, gender, birth date, location, and more. When You create an account with Itzat You will receive an email containing Your account information. You may change saved account information at anytime. Simply load the app and login using Your ID and password, click on the settings link, and then update Your new information. We will not sell, share, or rent this information to others in ways different from what is disclosed in this Agreement.

Content. One of the primary reasons people use Itzat is to share content with others. Examples include when You create Your profile, make a comment about a venue, share a link, contact another Itzat user, or write a note. If You do not want Us to store metadata associated with content You share on Itzat (such as photos), please remove the metadata before uploading the content.

Transactional Information. We may retain details of transactions or payments You make on Itzat.

Use of Information. Itzat uses its user information to examine trends, administer the site, track user movement, and gather broad demographic information for aggregate use. The names, credit card information, billings addresses, and email addresses of its user with not be shared, sold, or rented.

Information We Collect When You Interact with Itzat

Site activity information. We keep track of some of the actions You take on Itzat, such as contacts You make with other users, coupons that You share with other users, and links that You upload. In some cases You are also taking an action when You provide information or content to Us. For example, if You share a video, in addition to storing the actual content You uploaded, We might track the fact that You shared it.

Access Device and Browser Information. When You access Itzat from a computer, mobile phone, or other device, We may collect information from that device about Your browser type, location, and IP address, as well as the pages You visit.

Cookie Information. We use "cookies" (small pieces of data We store for an extended period of time on Your computer, mobile phone, or other device) to make Itzat easier to use, to make Our advertising better, and to protect both You and Itzat. For example, We use them to store Your login ID to make it easier for You to login whenever You come back to Itzat. We also use them to confirm that You are logged into Itzat, and to know when You are interacting with Itzat applications and websites, as well as advertisements. You can remove or block cookies using the settings in Your browser, but in some cases that may impact Your ability to use Itzat.

Information We Receive From Third Parties

Information from other websites. We may institute programs with advertising partners and other websites in which they share information with Us.

We may ask advertisers to tell Us how Our users respond to the ads We showed them (and for comparison purposes, how other users who didn't see the adds acted on their site). This data sharing, commonly known as "conversion tracking" helps Us measure Our advertising effectiveness and improve the quality of the advertisements You see.

We may receive information about whether or not You've seen or interacted with certain ads on other sites in order to measure the effectiveness of those ads.

If in any of these cases We receive data that We do not already have, We will anonymize it within 180 days, meaning We will stop associating the information with any particular user. If We institute these programs, We will only use the information in the ways We explain in the "How We Use Your Information" section below.

Information from other users. We may collect information about You from other Itzat users.

Special Cases in which We Share Personal and Financial Information.
Your personal information or financial information may be passed on to a third party in the event of a transfer of ownership or assets, or a bankruptcy. We may also disclose personal information or financial information when We determine that such disclosure is necessary to comply with applicable law, to cooperate with law enforcement or to protect the interests or safety of Company or other users of the Software. We also may disclose Your personal information or financial information to Our subsidiary and parent companies and businesses, and other affiliated legal entities and businesses with whom We are under common corporate control. Whenever personal information or financial information is disclosed under this paragraph, We may also disclose Your demographic information along with it, on a non-anonymous basis. All of Our parent, subsidiary and affiliated legal entities and businesses that receive Your personal information, financial information, or non-anonymous demographic information from Us will comply with the terms of this privacy policy with respect to their use and disclosure of such information.

How We Protect Your Information

The Itzat product meets the PCI Security Standards Compliance. The Software takes every reasonable and necessary precaution to protect Our users' information. When users submit sensitive information via the application, all information is protected both online and offline.
When users are prompted to enter sensitive information (such as a credit card number), that information is encrypted and is protected with some of the best encryption software in the industry. While on a secure page, such as Our order form, the lock icon will appear in the address bar, or status bar of Your web browser software. While We use encryption to protect sensitive information online, We also do everything in Our power to protect user-information offline. All of Our users' information, not just the sensitive information mentioned above, is restricted in the Company's offices. Only employees who need the information to perform a specific job (for example, Our billing clerk) are granted access to personally identifiable information. Finally, the servers where We store personally identifiable information are protected by industry standard technologies, including password protection and firewalls.

3. Venue and User Participation Policy

Venue Philosophy. Itzat seeks to provide the best service possible to each of the venues that have agreed to participate on its network. This policy explains Itzat’s expectations for how its venues will conduct themselves on the network to ensure the highest possible quality of service for the network’s users and, in turn, the venues.

Venue Advertisements. Venues may, from time to time, seek to promote their venue by placing advertisements on Itzat. These advertisements shall be governed by the Itzat Advertising Policy, just as any non-venue’s advertisements would be.

Data Protection and Privacy. Venues may receive customer data through Itzat. Venues agree that this data provided by Itzat shall be governed by Itzat’s Privacy Policy.

Customer Analytics. Itzat strives to provide venues with data such as traffic flow and demographic statistics that can help the venue better manage its business. For example, a venue may use this information to measure the effectiveness of its marketing and advertising. Nevertheless, due to hardware limitations, software limitations, and other special situations, the data provided by Itzat to the venues may not always accurately reflect the actual underlying customer data. Itzat does not warrant that such data will always be reliable.

Compliance with the Law. Venues who utilize Itzat must comply with all local, state, and federal laws regarding the sale and promotion of alcohol. Venues that use Itzat to help sell or promote the sale of alcohol agree that: The venue shall be solely responsible for ensuring that any of its sales, advertisements, or promotions of its venue complies with such laws. The venue shall hold Itzat harmless and indemnify and defend Itzat against any and all fees, fines, penalties and the like arising from the venue’s failure to comply with local, state, or federal laws in using Itzat.

Disputes. Any disputes between Itzat and a venue shall be resolved under the Agreement.

4. Description of Goods Sold and Return Policy

Austin Social Innovation LLC (ASI) sells monthly subscriptions to nightlife businesses for access to the itzat marketing platform.

Business Subscription Fees

- Sign-Up Fee: All businesses that would like to be featured on itzat will have to pay a onetime sign-up fee of $100

- Bar Membership Fee: In addition to the Sign-Up Fee, businesses will pay graduated monthly fees based on their level of membership. As levels get higher, itzat businesses will have greater access to our product suite and user base, thus creating a more effective marketing tool.

Level 1 Membership Free with sign-up. Business will be featured on itzat app.

Level 2 Membership $100 (plus sign-up fee). Business featured on itzat app. Business can access the itzat portal to manage account and programs.

Level 3 Membership $200 (plus sign-up fee). Business featured on app, access to itzat portal and monthly analytics reports.

Once the sign-up fee is paid by a business, they will receive instant access to the itzat portal through a unique username and password.

Accounts will be charged on the 1st of the month.

Returns and Cancellations

All sales of itzat memberships are final.

Refunds will only occur in the event of a demonstrable technology failure on behalf of itzat or any of our partner businesses. All claims should be sent to info@itzat.com and will be reviewed.

If a business would like to cancel their membership for any reason, they must inform an itzat staff member at info@itzat.com and the membership will be canceled on the 1st of the following month.

The sign-up fee will not be refunded.

If you have any issues, needs, or questions please email us at info@itzat.com

itzat

Copyright © 2012 Austin Social Innovation LLC

Produced by: Austin Social Innovation LLC

Concept and Design: Austin Social Innovation LLC and NAKA Media Inc.

Developed by: NAKA Media Inc. and CELLC