Universal Catalog Participant Terms and Conditions

  1. Introduction:

1.1 Welcome to the Universal Catalog Program (the “Program”). These Terms and Conditions of Use (the “Agreement“) govern your use of the Internet-based rewards and recognition website service (“Service“) operated by or on behalf of One10 LLC or its affiliate (“One10”). The Service may consist of computing and information services and software, information, interactive forums and other content provided by One10 and its affiliates.
1.2 Your participation in the Service is conditioned upon your acceptance of this Agreement. Please carefully read this Agreement and indicate your acceptance by clicking the ACCEPT TERMS button or completing registration or using the Service. One10 reserves the right, in its discretion, to change all or any part of this Agreement at any time. Such changes shall be effective immediately upon publication of the modified Agreement on the Service. Your continued use of the Service following any changes constitutes your binding acceptance of these terms and conditions including any such changes.
If at any time any part of this Agreement is no longer acceptable to you, you should immediately terminate your use of this Service. You may contact us by email at privacyofficer@one10marketing.com  to have your status updated to “Inactive” and initiate closure of your Service and participant account.
This Agreement is the entire agreement relating to your participation in the Program. Unless expressed in a formal written contract, signed by all relevant parties, this Agreement supersedes any (i) prior proposal related to this subject matter; (ii) any prior proposal or agreement related to the incentive program or rewards program previously sponsored by your current or former employer or other affiliated third party (the “Prior Program”); and (iii) any representation or understanding between you and One10.
You agree (i) that any points or other incentive media (“Points”) made available to you in connection with the Program are made available by you on a limited, ex gratia, temporary basis (ii) you neither provided nor paid any money or consideration or other thing of value in exchange for access to the Points; and (iii) to the fullest extent not otherwise prohibited by applicable law, you have no personal property or other ownership interest in the Points.  The Points have no monetary value and are not redeemable for cash, unless required by law. The Points are only redeemable for the services or merchandise offered through the Program catalog.
YOUR POINT BALANCE WILL BE SUBJECT TO A TWENTY POINT DEDUCTION EACH MONTH.  IF AT ANY POINT YOU HAVE TWENTY OR FEWER POINTS AVAILABLE, YOUR BALANCE WILL BE CLOSED OUT WITHOUT ANY COMPENSATION TO YOU.  YOUR ACCESS TO THE POINTS WILL END UPON THE EARLIER OF THEIR REDEMPTION OR THE DATE THAT IS THIRTY-SIX (36) MONTHS FOLLOWING YOUR ENTRY INTO THE PROGRAM.
Depending on applicable federal, state, and local tax laws, your participation in the Program may be subject to taxes. You will be solely responsible for any and all tax liability arising out of the Program.
You may redeem the Points for the services or merchandise listed in the website while supplies last. The website will list the corresponding Point value required for redemption for each item. You may select any item still available and in stock for which you have sufficient Points. All points redemptions are final. One10 reserves the right to modify or limit the items available through the awards catalogue and/or the point values of the items at any time and for any reason in our sole discretion.

  1. Grant of License:

One10 grants you, as a registered participant, the right, with a standard web browsing program not supplied by One10 (“Browser“) to use the Service and the information, software, photographs, audio and video clips, graphics and other material contained on the Service (collectively, the “Content“) solely for your own individual (non-commercial) use on one personal computer or other device capable of displaying the Content. You may not share your access nor distribute any Content from the Service to others without the prior written permission of One10.

  1. Use of Service Content:

3.1 You may not modify, publish, transmit, transfer or sell, reproduce, create derivative works from, distribute, perform, display, or in any way exploit, any of the Content, in whole or in part, except as expressly permitted in this Agreement. Content consisting of or containing downloadable software may not be reverse engineered unless specifically authorized by its proprietor.
3.2 You may download or copy the Content only for your own individual use, provided that you maintain all copyright and other notices contained in such Content. You shall not store electronically any portion of any Content, except as may be temporarily stored by your Browser in its ordinary operation. Except as may be expressly permitted by U.S. copyright laws, no copying, storage, redistribution or publication of any Content is permitted without the express prior written permission of the owners of such Content.
3.3 You grant to One10 the right to edit, copy, publish, distribute, translate and otherwise use any Content that you place on the Service, in any medium. You represent and warrant that you are authorized to grant all rights set forth in the preceding sentence.

  1. Participant Qualifications:

4.1 As part of the registration process, you were given an access key or a user id and a temporary password. You will be required to create a new password and security challenge questions as part of the registration process. You may be required to fill in certain information about yourself. You must provide accurate, complete, and current registration information and you agree to provide One10 with any updates to that information promptly after such changes occur.
4.2 Participation and access to the Service are available only to persons who are at least 18 years of age. Your right to use the Service is personal to you and cannot be transferred to any other person.
4.3 You are responsible for all use of your account under any password by any person, whether or not authorized by you, and for ensuring that all use of your account complies with this Agreement.
4.4 You shall be responsible for obtaining communication services, computer equipment and other products or services necessary to access and use the Service. You shall be responsible for all charges associated with accessing and maintaining a connection to the Service including, but not limited to, charges imposed by an Internet service provider, or your local telephone company.

  1. Subscriber Information Privacy:

Your participation in the Service is subject to our Privacy Notice.

  1. Service and System Availability:

One10 uses reasonable efforts to maximize system availability. One10 shall make a reasonable effort to correct any technical difficulties which may arise with the Service, however, One10 is not responsible for any Service down time. One10 is not responsible for any technical difficulties resulting from the World Wide Web, internet access, computer hardware or software.

  1. Indemnity:

You hereby agree to indemnify, defend and hold One10 and its affiliates, and  all of the officers, directors, employees, owners, agents, information providers, affiliates and licensors of the foregoing (collectively, “Representatives“) harmless from and against any and all liability, losses, costs and expenses (including attorneys’ fees) incurred by One10 or any Representative in connection with any claim arising out of any use or alleged use of your account or password by any person, whether or not authorized by you. The indemnified parties reserve the right, at its/their own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with the defense of such claim.

  1. Termination of Service:

8.1 One10 reserves the right, in its sole discretion, to restrict, suspend or terminate your access to all or any part of the Service at any time for any reason without prior notice or liability.
8.2 One10 may change, suspend or discontinue all or any aspect of the Service at any time, including the availability of any Service feature, database, or content, without prior notice or liability.

  1. Disclaimer of Warranties; Limitation of Liability; Disputes:

9.1 THE SERVICE AND THE CONTENT ARE DISTRIBUTED ON AN “AS IS, AS AVAILABLE” BASIS. NONE OF ONE10 OR ITS REPRESENTATIVES MAKE ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE SERVICE, ANY CONTENT OR ANY PRODUCTS OR SERVICES SOLD THROUGH THE SERVICE. YOU EXPRESSLY AGREE THAT THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SERVICE AND THE ACCURACY OR COMPLETENESS OF THE CONTENT IS ASSUMED SOLELY BY YOU. NONE OF ONE10 OR ITS REPRESENTATIVES WARRANTS THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE; NOR DOES ONE10 OR ITS REPRESENTATIVES MAKE ANY WARRANTY AS TO THE RESULTS TO BE OBTAINED FROM USE OF THE SERVICE OR THE CONTENT.
9.2 NONE OF ONE10 OR ITS REPRESENTATIVES SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE SERVICE, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
9.3 SOME STATES DO NOT ALLOW EXCLUSION OF IMPLIED WARRANTIES OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. IN SUCH STATES, THE LIABILITY OF ONE10 AND ITS REPRESENTATIVES SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
9.4 In the event of any dispute between the parties, such dispute must be resolved in small claims court. If the dispute cannot be filed in small claims court for any reason, then you must seek resolution of your dispute in arbitration. Regardless of the forum, you may not pursue the resolution of any dispute in a representative, private attorney general, or class action, and you may not be a named or unnamed class member in any such action. If you seek resolution of your dispute in arbitration, the arbitration hearing will be held at a location of your choice within your home state with a nationally recognized provider of arbitration services. The rules of the arbitration provider will apply. This dispute resolution agreement does not alter any substantive rights that you may have under State or Federal law. This dispute resolution agreement is your and our exclusive procedure for resolving any dispute. You may unilaterally opt out of this dispute resolution by informing us in writing of your intention to opt out within 30 days of receipt of your Points for the Program. We may not opt out unless you first opt out.

  1. Miscellaneous:

This Agreement and all matters related to your participation in the Program shall be governed by and construed in accordance with the laws of the State of Ohio.