Terms of Service

USER AGREEMENT

Welcome to Seashells, a service of Seashells Technologies Inc. ("Seashells", "we", "us", "our") and our website and mobile applications ("Site"). Please read this document carefully because this User Agreement and Website Terms of Use (collectively, "Terms") describe the legally binding agreement between you and Seashells, on which we offer you access to the Site and our Services, including the services provided by our payment processing company(s), an independent third party, e.g., GroupGifting.com, Inc. d/b/a eGifter (collectively, the "Service").

The Terms, including our Privacy Policy are a contract between you ("you", "your") and Seashells. If you use the Service, you represent that you are at least 18 years old, reside in the United States and have read, understood, and agree to be bound by the Terms, regardless of the device or platform by which you access the Site. If you are between the ages of 13 and 18 (or the age of legal majority under applicable law), you may only use the Services under the supervision of a parent or legal guardian who registers for an account with Seashells and thereby agrees to be bound by these Terms. If you don't agree to the Terms or are under the age of 13, do not use the Site or the Service.

We may modify the Terms (including our Privacy Policy) at any time in our sole discretion, by posting amended Terms to the Site or by sending you an email. If you thereafter use the Site or Service, you will be deemed to have accepted the revised Terms. If you see the word "including" in the Terms, it means "including but not limited to".

YOUR ACCOUNT

By using the Service, you agree to the following; When you register and create an account, make a purchase, or redeem rewards you agree: (a) to submit your own valid e-mail address, Facebook, or Google credential, (b) to create a password (if signing up via e-mail); (c) that all information that you submit will be accurate and not misleading; (d) to keep confidential, all aspects of your account; (e) that you are responsible for any and all uses of your account, whether or not you've authorized such use; (f) to keep confidential all aspects of other Users' account information that you may have access to; (g) to immediately notify us of any unauthorized use of your account; and (h) that you will not use the Site or Service for any unlawful or otherwise prohibited activity.

SEASHELLS SERVICE

By using the Site and/or Mobile Application, you can participate in the savings and rewards program we provide. We are always working on new ways to improve our Services. We reserve the right to modify or change our Site, the Application or any of the Services, temporarily or permanently, with or without notice to you, and we are not obligated to support or update the Site, the Application or any Services. You acknowledge and agree that we shall not be liable to you or any third party in the event that we exercise our right to modify, change or discontinue the Site, the Application or any Services. IF YOU DECIDE TO OPEN AN ACCOUNT IN THE PROGRAM, YOU ARE AGREEING TO ALLOWS US TO CHARGE YOUR ASSOCIATED PAYMENT ACCOUNT AT SPECIFIED TIMES OR FOR SPECIFIED AMOUNTS.

To use the service you need to register an account with Seashells. Registration on the Site, and use of our Service is free of charge. However, Seashells reserves the right to assess a fee or fees at any time in our sole discretion. To make a purchase, you must use a valid MasterCard, VISA, American Express, Discover, PayPal, or any other payment method accepted as displayed on the Site.

Access to the Service is provided based on the option chosen when you register, and you should not authorize any other person or entity to use your unique account. You are responsible for preventing such unauthorized use. If you become aware of any unauthorized activity please notify us ASAP at support@getseashells.com.

Although the Service enables you to track your credit and debit card purchases, earn rewards, and redeem a gift card to another brand (retailer), the only transaction that you will have with Seashells is for the transfer of your accumulated round ups into your Seashells account. We do not have any control over the Brand, other partners or vendors, or any other Users of the Service, nor do we have any control over any of the Retailers. Consequently, we are not and will not be liable for any loss or damage that you may incur as a result of your interactions and transactions with any Users, or Retailers, including any loss or damage resulting from: (i) transferring money from your Payment Account to your Seashells account, (ii) late or failed redemption of any product or service, including Gift Cards, (iii) any defect or other quality aspect of any product or service, or (iv) breach of any Retailer warranty, express or implied whatsoever. The dealings between you, and any Users or Retailers are solely between you and the applicable User, or Retailer (Brand) as the case may be. We are not responsible for changes in any Brand's redemption terms; including any price change that may occur after you redeem a Gift Card but prior to use for the applicable product or service. You understand that we do not issue Gift Cards through the Service. The issuers of all Gift Cards are the applicable Retailers and the respective Retailer has the liability for the Redemption of the Gift Card. We have no obligation to resolve any dispute between you and any other User or Retailer. Users may resolve a dispute directly with the applicable Retailer. If you have or participate in any dispute or its resolution, you expressly agree to indemnify and hold harmless Seashells and its officers, employees, members, managers, affiliates, subsidiaries, agents, representatives, and successors from and against all third party claims, costs, losses, liabilities and expenses (including damage awards, settlement amounts, and reasonable attorneys' fees and costs, whether incurred as the result of a third party claim or a claim to enforce this Term), and other damages of any kind, known or unknown, suspected or unsuspected, disclosed or undisclosed, liquidated or otherwise (collectively, "Losses") related to such dispute.

By using Seashells Service, User grants Seashells the right, power and authority to (acting on behalf of such User) access and transmit the User's personal and financial information (such as from third party banks) as reasonably necessary for Seashells to provide the Service to such End User.

You provide information and other content to the Site and the Service ("Content"). We do not control, endorse or verify any Content. You understand that we may use your Content to provide the Service and for statistical, analytical, reporting and other purposes (see our Privacy Policy).

We reserve the right to cancel a User account at any time for any reason in our sole discretion. User accounts may be cancelled for several reasons, including but not limited to:

  • Submitting any unlawful, harassing, libelous, abusive, threatening, harmful, bigoted, racially offensive, obscene, or otherwise objectionable Content
  • Any sexually explicit Content
  • Language or User conduct that could constitute a criminal offense, give rise to civil liability, or otherwise violate any applicable local, state, national, or international law or regulation
  • Posting any unsolicited or unauthorized advertising, "spam," or junk mail, including "chain letters" and "pyramid schemes"
  • Submitting any Content that is alleged to infringe any patent, trademark, trade secret, copyright, or other proprietary right
  • Uploading a virus or Content designed to disrupt, limit, or damage any functionality of any computer software or hardware
  • Posting Content originally posted by another User without permission or attribution
  • If we in our judgment and sole discretion deem it appropriate.

If there is content that is objectionable for any of the above reasons or otherwise, please let us know by clicking on the Contact Us link at the bottom of any page on the Site and then send us an email to support@getseashells.com. We will review your concerns, but we have the right in our sole discretion to make the final judgment on whether any Term has been violated and to determine what, if any, action should be taken.

Seashells PROCESSES PAYMENT TRANSACTIONS ON YOUR BEHALF EACH TIME YOUR ACCUMULATED ROUND UPS REACH A SPECIFIED LEVEL. ALL CONTRIBUTIONS ARE APPLIED TO A GIFT CARD STORED IN OUR APPLICATION AND CAN BE USED TO CONTRIBUTE TO A PURCHASE AFTER YOUR SEASHELLS BALANCE HAS BEEN REDEEMED FOR A GIFT CARD. SEASHELLS IS NOT A BANKING INSTITUTION OR OTHER CHARTERED DEPOSITORY INSTITUTION AND DOES NOT REPRESENT ITSELF AS SUCH. SEASHELLS MERELY PROVIDES USERS WITH A PLATFORM TO SAVE AND EARN REWARDS THEY CAN USE TO PURCHASE GIFT CARDS. SEASHELLS IS NOT THE ISSUER OF ANY OF THE GIFT CARDS AVAILABLE THROUGH THE SERVICE OR ON THE SITE. THE ISSUER IS THE RETAILER FOR THE APPLICABLE GIFT CARD.

GIFT CARDS TERMS OF SALE

Seashells provides consumers with opportunities to purchase Gift Cards to be used at third party Retailers. From time to time, Seashells may have offers that are conditional to a time limited promotion. We reserve the right to interpret these rules in our sole discretion, and you hereby agree to our interpretation.

Both Seashells and our participating Retailers may offer Seashells' Users the opportunity to send targeted free Gift Cards ("Promotional Gift Cards") to be used for products and services at select Retailers stores and on their websites. Both Seashells and our partner Retailers can choose our target groups based on gender, location, age, etc. and may at their sole discretion issue a limited amount of free Gift Cards to be sent to the respective target group. Promotional Gift Cards expire based on the Retailer instructions.

By redeeming a given Gift Card, you agree to purchase the Gift Card you have selected on the Retailer terms, restrictions and conditions associated with the Gift Card. Once you've placed your order, your Gift Card will appear in your Seashells account. You are required to register an account with Seashells in order to redeem any Gift Card. An account is required to ensure the authenticity of your Gift Card redemption and also to collect your payment information and provide you with easy access to your friends list or contacts as applicable, view your past purchases, and modify your personal preferences.

Unless otherwise stated by the applicable Retailer, the Gift Card is not redeemable for cash (except in regions where this is required by law). The expiration date for a Gift Card (if any) is as printed or displayed on the Gift Card. If the expiration of the Gift Card as of the date printed on the Gift Card is prohibited under the law of the jurisdiction in which the Retailer is located, then the Gift Card shall expire according to the applicable law. The Retailer is obligated to honor the Gift Card in compliance with law.

Unless otherwise stated at the time a Gift Card is purchased, the Gift Card price does not include sales taxes, value added taxes or any other taxes which may be charged to you separately by the Retailer at the time you redeem the Gift Card.

Seashells is not the issuer of the Retailer Gift Cards. They are issued by the Applicable Retailer and as such the Retailer shall be fully responsible for any and all injuries, illnesses, damages, claims, liabilities and costs suffered by or in respect of a customer, caused in whole or in part by the Retailer or its products and services, as well as for any unclaimed property liability arising from unredeemed or partially redeemed Gift Cards. By purchasing a Gift Card from Seashells, a User acquires the right to redeem a Gift Card issued by the participating Retailer and to use the Gift Card subject to the Retailers terms and conditions and the Terms of this Agreement. Whether the User chooses to redeem the Gift Card prior to its expiration date (If any) is within the user's sole control and at the user's sole discretion.

All risk of loss and title for the Gift Card will pass to the Purchaser, Organizer or Recipient (as applicable) upon electronic transmission to such individual. Seashells is not responsible if a Gift Card is lost, stolen, destroyed, or used without permission. Seashells is not responsible if any Gift Card is rendered unsuitable for redemption through no fault of Seashells. If you have lost or misplaced your Gift Card and the balance has not been spent or changed from the original amount, please contact us at support@getseashells.com, and we will email you a replacement provided we can confirm the balance is unused. If your Gift Card order is incorrect, you must notify Seashells within 30 days and provided the balance on the Gift Card has not been spent and has not changed from the original amount, we will make our best reasonable efforts to correct the error. If Seashells is not notified of any error within 30 days of the date of electronic transmission of the Gift Card, the Gift Card will be deemed to be satisfactory. Some Gift Cards may not be redeemable outside the US. It is your responsibility to confirm if a Retailer's card can be redeemed internationally. Participating Retailers' Gift Cards must be redeemed at the applicable Retailer's website or physical retail store, subject to the Retailer's then current terms and conditions.

All U.S. gift cards sold on Seashells are only available in the United States. No single User may purchase more than $2,000 on any single Gift Card sold on Seashells on any single day, and no User may purchase an aggregate of Gift Cards on Seashells in an amount greater than $10,000 in any single day in one or more transactions.

Retailers Gift Cards offered at Seashells are subject to change, and availability of Gift Cards for any Retailer cannot be guaranteed. Seashells does not assume responsibility or liability for the actions, products, locations or content of any current, former, or future Retailers on the site.

All Retailer Gift Cards purchased at Seashells may be redeemed at the store or website of such merchant (where applicable), subject to that Retailers terms and conditions. Retailers and available denominations of the Retailer Gift Cards and locations of the Retailers are also subject to change.

Redemption of Retailer gift cards is subject to the limitations and rules set by the respective Retailers and such Retailer Gift Cards may not be available for use and redemption by individuals located outside the United States. See Retailer terms and conditions located at the Retailer site for more details.

REDEMPTION

Users of Seashells may redeem Gift Cards. To redeem you just click on the redeem button in the app to retrieve your Gift Card. At this point no additional contributions can be made.

SALES TAX

Unless otherwise stated at the time a Gift Card is purchased, the Gift Card price does not include sales taxes, which may be charged to you separately by the Retailer at the time you redeem the Gift Card.

SHIPPING POLICY

The Retailer who will fulfill your order will ship your product according to its customary shipping policy. Standard ground delivery is typically between 4-7 business days, but Seashells is not responsible and has no control of the actual delivery date or performance of the Retailer where the Gift Card is redeemed. Seashells does not ship any products.

REFUND, RETURN/EXCHANGE POLICY

Except as expressly defined herein, all sales are final and there are no cancellations, refunds or exchanges permitted. Seashells is not responsible for the refund and returns of any products purchased from Retailers. Your only recourse for refunds, returns and exchanges is with the applicable Retailer. Although we believe the applicable Retailer will grant refunds and/or accept returns according to its customary refund policy, we cannot guarantee this because we do not control any Retailer.

SEASHELLS BONUS MONEY TERMS AND CONDITIONS

Seashells reserves the right to limit Seashells bonus money enrollment at any time.

The person earning the bonus money from Seashells agrees not to abuse Seashells bonus money privileges by conduct which is detrimental to the interests of Seashells, including without limitation attempting to accrue bonus money or spend bonus money in a manner inconsistent with the rules of Seashells or intent of this Agreement, having multiple accounts, attempting to earn bonus money through other than legitimate channels, participating in purchasing or redemption fraud, etc.

User understands and agrees that termination of membership will result in the cancellation of all of User's bonus money.

Seashells reserves the right to adjust your bonus money balance with award reversals for items returned or transactions not completed or cancelled. A pattern of placing orders followed by cancellations may result in the termination of your account.

Bonus money is earned after once your money is transferred from your Payment Account into your Seashells account. The applicable bonus amount is then applied.

Bonus money is not transferable by the User (i) upon death, (ii) as part of a domestic relations matter, or (iii) otherwise.

Accrued bonus money does not constitute property of the User. Bonus money accrued by a User is for the User's benefit only and may not be transferred to anyone. Any bonus money which Seashells deems at its sole discretion to have been used in violation of the Seashells Terms and Conditions may be confiscated or cancelled.

Amount of bonus money awarded to Users is subject to change at any time without notice and the number of bonus money required to redeem a reward are subject to change at any time without notice.

Bonus money will be subtracted from User's account once the redemption order is placed by the User and captured by the Seashells system.

Seashells reserves the right to expire unredeemed bonus money in accounts that have been canceled or disabled due to 12 consecutive months of inactivity or any other reason in our sole discretion.

User shall comply with all laws, rules, and regulations that are applicable to the User including the Seashells Terms. User acknowledges that User may only participate in Seashells if and to the extent that such participation is permitted by such laws, rules, and regulations.

Seashells reserves the right to interpret and apply the policies and procedures communicated in these terms and conditions. All determinations by Seashells shall be final and conclusive in each case.

User expressly agrees that use of Seashells is at User's sole risk.

All Gift Cards are subject to the terms and conditions of the specific retailer

Seashells and all services offered therein are provided on a strictly "as is" and "as available" basis. Seashells is not responsible for damages or losses that result from participating or inability to participate in Seashells.

LINKS TO THIRD PARTY SITES

The Site contains links to other third-party websites that are not owned or controlled by us. Please be aware that we are not responsible for the privacy or other practices of such websites. Accordingly, we cannot and shall not be responsible for any issues, including offensive or malicious content, usability, or other problems with or related to those websites. You are solely responsible for reading and understanding the policies and terms of use or service of any other website that you visit.

INTELLECTUAL PROPERTY

Any trademark, service mark, logo, icon, content or other work of authorship, and other intellectual property (collectively, "IP") displayed on the Site are either our property or the property of our licensors, co-branders, or other third parties and may not be used by you without the prior written consent of the owner of such IP. All rights to third party IP are reserved to such third-parties. You may not post, distribute, reproduce, or sell in any way, any third-party IP without legal authorization. You will indemnify and hold harmless Seashells and its affiliates, subsidiaries, members, managers, officers, employees, agents, representatives, and applicable third parties (e.g., relevant Users, co-branders and other commercial partners, licensors, licensees, consultants, and contractors) (collectively "Indemnified Parties") from and against all Losses related to any unauthorized use of any third party IP

Seashells, the Seashells logo, and the other names, logos, icons and marks identifying Seashells and its products and services are IP owned by us and may not be used without our prior written consent, which we may grant or withhold in our sole and absolute discretion. We reserve all rights not expressly granted under the Terms. By using the Service, you expressly agree that any information you provide via uploading or posting will be at your sole risk and we shall not be responsible to you or any third party in any way under any circumstance for any such information or other Content you provide to Seashells. You may not post, distribute, reproduce, or sell in any way, any Seashells IP without legal authorization. You shall indemnify the Indemnified Parties against all Losses related to your unauthorized use of any Seashells IP and/or the Service. You may not copy, sell, resell, or otherwise exploit any aspect of the Service for any commercial purpose. We retain and reserve all right, title, and interest to all IP and other material on the Site (except for IP belonging to third parties), including all software and other computer code. None of the material on the Site may be reverse-engineered, disassembled, decompiled, transcribed, resold, or redistributed without our prior written consent, which we may grant or withhold in our sole and absolute discretion. You may use one copy of the material on the Site for your personal, non-commercial viewing and use only. You acknowledge that you do not acquire any ownership right or other interest by downloading any IP from the Site. Without limiting the generality of the foregoing, you agree that any text, photo, graphic, audio, and/or video on the Site shall not be broadcast, rewritten for broadcast or publication, or redistributed directly or indirectly in any media nor stored in a computer except for your personal non-commercial use.

DISCLAIMER OF WARRANTIES

USE OF THE SEASHELLS SERVICE IS AT YOUR SOLE RISK AND YOU ARE SOLELY RESPONSIBLE FOR ANY LOSS THAT RESULTS FROM SUCH USE. THE SERVICE IS PROVIDED ON AN "AS IS" BASIS. SEASHELLS AND ITS LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTY AS TO THE PERFORMANCE OF ANY THIRD PARTY, INCLUDING ANY RETAILER, WHO MIGHT FULFILL ANY GIFT CARD OR SHIP ANY PRODUCT OR PROVIDE ANY SERVICE PURCHASED WITH A GIFT CARD. NEITHER SEASHELLS NOR ANY OF ITS LICENSORS MAKES ANY WARRANTY THAT THE SERVICE WILL MEET YOUR REQUIREMENTS OR THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE. NEITHER SEASHELLS NOR ANY OF ITS LICENSORS MAKES ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE, AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE SERVICE, OR THAT DEFECTS IN THE SERVICE IN WHOLE OR IN PART, INCLUDING SOFTWARE, WILL BE CORRECTED. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

LIMITATION OF LIABILITY

IN NO EVENT SHALL SEASHELLS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES RESULTING FROM THE USE OR THE INABILITY TO USE THE SERVICE, INCLUDING DAMAGES FOR LOST PROFITS, EVEN IF SEASHELLS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, SEASHELLS SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY THIRD PARTY CONTENT UPLOADED ONTO OR DOWNLOADED FROM THE SERVICE. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN ANY EVENT, THE MAXIMUM LIABILITY OF SEASHELLS TO YOU SHALL NOT EXCEED THE NET AMOUNT OF FEES PAID BY YOU DURING THE THREE-MONTH PERIOD IMMEDIATELY PRECEDING THE DATE OF YOUR CLAIM.

YOUR INDEMNITY

You shall indemnify and hold harmless the Indemnified Parties from and against any and all Losses incurred by any Indemnified Party arising out of or related to: (i) your use of the Service; (ii) any breach or non-compliance with respect to any Term or any of our policies by you or anyone under your direction and control; (iii) any act or omission of yours or anyone under your direction or control; and/or (iv) your violation or alleged violation of any law or right of any third-party.

EQUITABLE RELIEF

By using the Seashells Service, you acknowledge that damages may be an inadequate remedy if you or anyone under your direction or control breaches or threatens to breach any Term and that any such breach may cause Seashells significant and irreparable injury and damage. Accordingly, you acknowledge that Seashells shall be entitled, without waiving any additional rights or remedies otherwise available to it at law or in equity or by statute, to seek injunctive relief in such event.

GENERAL TERMS

The Terms and this User Agreement are governed in all respects by the laws of the New York, notwithstanding any provision of law or choice of law rule which may require otherwise. If you and we have any dispute which cannot be amicably settled, it shall be settled by submission to the state and federal courts in New York, Nassau County, and you hereby consent to the exclusive personal jurisdiction of such courts ("Jurisdiction").

If any provision of any Term is held to be invalid or unenforceable, such provision shall be struck and the remaining Terms shall be enforced, with the invalid or unenforceable provision deemed modified to the least extent necessary to make it valid and enforceable while encompassing the intent of the Terms. Any failure to act on our part with respect to a breach of any Term does not waive our right to act with respect to a continuing, subsequent, or similar breach.

You may not assign or transfer your rights under the Terms, and any attempt to the contrary shall be void and of no effect.

The Terms shall inure to the benefit of and be binding upon your and our respective successors and assigns.

Users of the Service agree may not involve Seashells or any other Indemnified Party in any dispute, including litigation, arising out of or related to any transaction, agreement, or arrangement you may have with any other User, Retailer, or other third party arising out of or in any way related to the Service ("Dispute"). If you attempt to do so you shall: (i) pay all costs and reasonable attorneys' fees incurred in connection therewith by us, any of our affiliates, or any of their respective employees, and you shall indemnify and hold harmless the Indemnified Parties from all Losses incurred by any of them as a result, and (ii) the jurisdiction for any such Dispute shall be limited to the Jurisdiction set forth above.

Any notice required or given to you under the Terms may be delivered by electronic mail at the e-mail address you provide during registration on the Site.

This agreement constitutes The Terms and this User Agreement constitute the complete and exclusive understanding and agreement between you and us relating to the subject matter hereof and supersede all prior understandings, proposals, agreements, negotiations, and discussions between the parties, whether written or oral.

If you have any questions or problems with any order placed by you in connection with the Service, please contact us via email at support@getseashells.com. For prompt service, please include the email associated with your account and the specific problem.