Terms of Service ("Terms")

1. Acceptance of Terms; General Information

By using the Site and any of its features, including any user registration or subscription for information (if any), or any otherwise interaction with the Site, User expressly agrees to be bound by these Terms and represents that User is authorized to agree to the Terms and transact and interact as provided for herein. These Terms represent a legal document and govern the rights and obligations between Price Fighter and User as well as the relationship with other relevant parties notably vendors. Price Fighter reserves the right to refuse the use of the Site with or without reason and is not responsible if User accesses the Site or uses the Services in any manner that violates applicable laws and regulations or these Terms.

Access to this Site and use of its services are for User's own use only. The Site is offered and made available only to users which are 16 years of age or older. By using the Site, You represent and warrant that You are of the required legal age and of legal capacity to enter into these Terms with Price Fighter and meet all further eligibility requirements, if any. If you are a legal entity, You represent that you are duly represented. If You do not meet all of these requirements for whatsoever reason, You must not access or use the Site. Price Fighter does not knowingly collect or maintain personal information from persons lacking legal capacity. Access to the Site and its services are for User's own and personal use only, and User may not provide them in any way to anyone else or use them for commercial purposes save only for vendors to ascertain or assess competitive pricing for their products.

Definitions

Unless otherwise provided for herein, defined terms shall have the following meaning ascribed to them.

“Consumer” means a User interacting with the Site with the intent of participating in the Price Fighter platform or surfaces to search for offers of goods and products by advertisers and vendors.

“Fair Use” has the meaning provided for in Clause 5.ix.

“Personnel” means any officer, employee, contractor or consultant of Price Fighter.

“Site” means the Price Fighter website made available or operated by Price Fighter for the purpose of enabling a search of offers (“Offers”) of goods and products and using the links (“Links”) displayed to navigate to the online stores of the relevant vendors of such goods and products.

“Supplier” means a third party provider of services to Price Fighter for the purpose of operating the Site, its services or any aspect connected thereto.

“Vendor” means a user interacting with the Site and its services with the intent to ascertain or assess competitive pricing for their products or promoting goods through the Price Fighter platform or surface and soliciting Consumer interest.

2. Scope of the Terms

i. In addition to the provisions contained in these Terms, the privacy policies, cookie policy and other relevant policies announced by Price Fighter on the Site from time to time constitute the content of the Terms, which shall be incorporated by reference and have the same effect as these Terms. Where such policies and rules for use are incompatible with these Terms, the more specific provisions, and absent that the more recent provisions, shall have pre-eminence.

ii. If You do not agree to be bound by any of these Terms, You shall not use the Site or its services in any way.

3. Changes to Terms

i. Based on various factors such as, inter alia, compliance, legal and regulatory environment, security, streamlining, enhancement of User experience, or industry practice, Price Fighter may in its sole discretion at any time unilaterally make changes to the Site, its services, its features or functionalities, entity to operate the Site and its services, or adjust or change the content of these Terms without consent of, or any liability to, the User, even though these changes may affect Your user experience or otherwise the Site's services.

ii. Any adjustment of or change to the Terms, and any applicable policy or privacy statement or rules of use will become effective upon its publication on the Site. Where User has elected to register to receive any notifications or information, Price Fighter is not obligated to notify User of any changes to the Terms. If User does not agree to an adjustment of or change to the Terms, User shall immediately cease using the Site or its services. If User continues to use the Site, User shall be deemed to have agreed to the Terms then in effect.

iii. All changes provided for in this Clause 3 shall remain subject to mandatory applicable laws and regulations. Where laws and regulations are mandatory for a specific geographic region, service or user, they shall apply to such area, service or user only.

4. Interaction with Participating Users and Third-Party Terms

In access and use of the Site, User may be subject to additional terms, rules, policies, and conditions. By using any part of the Site and its services, User allows Price Fighter to collect and share relevant information about User, if any, with our participating Price Fighter platform or surface partners and service providers for purposes of operating the Site and its services and general Price Fighter platform or surface marketing and advertising only regardless of User's actual interaction with the Offer Links provided.

5. Usage; Security

i. At no times shall User employ any bots or otherwise aggregation or scraping mechanisms when accessing the Site and its services. Price Fighter may at its discretion conduct detailed or cursory user good faith verification either directly with its own resources or through third party services. User authorizes Price Fighter to conduct such verification enquiries and communicate information to such third party providers for this purpose.

ii. Subject to the Terms and all applicable rules, laws and regulations, Price Fighter grants User a limited, revocable, non-transferable and non-exclusive license to access, use or display the Site content (excluding software or otherwise source codes or similar), only for User's good faith and fair use and related only to the due and good faith use of the Site and its services. User shall not access, use, reproduce, redistribute, copy, adapt, modify, license, sell, transfer, publicly display, publicly execute, transmit, broadcast or otherwise develop derivative works of the Site, its services or their content, or links to third party sites contained or displayed therein, or otherwise use such content to compete with, or further third parties' competition with, the Site and its services. If User downloads or prints a copy of the content of the Site or Services for permitted use, Price Fighter shall retain the exclusive copyright and other proprietary notice prompts related to the downloaded or printed content. User or anyone accessing the Site may in no case reverse engineer, deconstruct, use any part for machine learning or AI, scrape, crawl or otherwise use spiders, bots, software or other devices to collect any content, user information, or part thereof, other than expressly provided for in these Terms.

iii. If User has any indication, suspects or finds that there may have been any form of illegal access through its infrastructure or that there is any abnormal situation that could adversely affect the security of the Site, its services or their security of use, User shall notify Price Fighter immediately and cease any related action or connection. Price Fighter may immediately suspend in whole or in part access, activity and subsequent processing of any communication or similar. Price Fighter shall in no case be liable to compensate User, Consumers, Vendors or any third party in connection with the management, maintenance, operation or security of the Site or its services, User access or use thereof, or in case any User data or details are used, accessed or compromised by a third party.

iv. User agrees to use the Site in good faith, reasonably, and with due regard to the interests of Price Fighter as well as all other participants and users to maintain Price Fighter operational as a safe and efficient environment (“Fair Use”).

6. Contents of this Site

i. All Price Fighter or third party content, including without limitation, any descriptions and images of, and references to, third-party goods and products, prices, Offer terms, Offers, Links, or portions of the Site available in connection therewith, reviews or recommendation or opinion, promotion, and market review or information, or opinion pieces are provided on or through the Site or its services are for informational purposes only, and, where produced or aggregated or reproduced from third party sources, should not be construed to indicate that any such content is endorsed by Price Fighter in any form, nor is there any representation or warranty by Price Fighter that such content is reliable, accurate, timely, complete, free from omissions, effective, or safe for User's use to base commercial or other transactional or purchase relevant decisions on or to replace User's own careful due diligence. All third party content, including without limitation, any descriptions, images, references, features, content, specifications, and services and values, or promotion featured through the Services are subject to change at any time without notice.

ii. The Site or its services may contain testimonials, reviews or statements collected and aggregated by Price fighter from various sources and information employing Price Fighter's proprietary processes and mechanisms. Such content is displayed on the Site on an aggregated basis and Price Fighter does not control nor independently verify such content. If you have objections or otherwise wish to notify Price Fighter of any comments or queries in relation to such testimonials, reviews or statements, you may do so without delay to legal@pricefighter.com and include ‘Submission and Content Review' in the subject line; without such designation, Price Fighter will not be able to attempt timely review. Irrespective of such notification and actual review, in no case shall Price Fighter be held liable for any action or omission or lack of action or timeliness in respect thereof and these shall remain entirely in Price Fighter's discretion. At no time shall Price Fighter be liable to User, any Vendor, Consumer or any third party in connection with such content and its decision to, at its discretion, conduct a review or suspending or removing such content.

iii. If you at any time find that any content, Offer or Link may be in contravention of the Terms or above circumstances, please immediately contact: legal@pricefighter.com with 'contravention' in the subject line and an in-detail description of the relevant circumstances including screenshots where possible; without such designation, Price Fighter will not be able to attempt timely review. Price Fighter may in its sole discretion determine whether and, if so, how to reply to such notification or provide any further information of its review process. Irrespective of receipt of such notification and actual review, Price Fighter shall in no case be held liable for any action or omission or lack of action or timeliness in respect thereof and these shall remain entirely in Price Fighter's discretion.

iv. Price fighter provides all goods and product search, Offer and Link content in good faith, for fair use but does not suggest any form of association, approval, verification or endorsement on our part. You may use these features solely as they are provided by us, solely with respect to the content they are displayed with, and otherwise in accordance with these Terms. We may disable all or any social media features and any links at any time without notice in our discretion. However, we cannot, and do not undertake to, review all material before it is posted on the Site, and cannot ensure prompt removal of objectionable material after it has been posted. Further, we cannot take responsibility that Offer and Lins information displayed has not been superseded since collected and displayed by us. Accordingly, we assume no liability or responsibility to anyone for the accuracy or the prices and purchase terms displayed, completeness of search results, the accuracy of the Offers and Links displayed.

7. User prohibited conduct

User recognizes that the following actions and conduct are specifically prohibited:

• Using false information or using others' data or information;
• Transfer, lease, or lend the User access data or infrastructure to others for their use;
• Conduct that is capable or designed to disrupt the purpose of the Site or good faith use by other users or third parties;
• Using the Site or its services in a 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, UK, EU, or other countries);
• Impersonating or attempting to impersonate Price Fighter, a Price Fighter employee, another user, or any other person or entity (including, without limitation, by using email addresses or user access infrastructure or IP associated with any of the foregoing);
• Engaging in any other conduct that, as determined by us, may harm Price Fighter, third party suppliers or users of the Site, or expose them to liability;
• Using any search assets or Link in a manner that is capable or designed to damage the personal or business reputation or business and property interests of Price Fighter or other users or third parties;
• Linking to, from, or publishing on the Site, in whole or in part, in a manner that is not compatible with personal Fair Use or in connection with content the nature of which is, in whole or in part, obscene, pornographic, promoting or enabling substance abuse or the trading of illegal substances, supporting gambling, violence, terror, or abetting hate or crime, fraudulent, or false and untrue, insulting, slanderous, threatening or violating third parties' privacy;
• Accessing the Site or its services through expert systems, electronic agents, spiders, scrape, “bot” or other automated means;
• Using scripts, hidden or disguised code, or disguised redirects to derive financial or other undue benefit from Price Fighter, the Site or its services; and
• Obtaining, deleting, altering, or interfering with the electromagnetic records of computers or related equipment of Price Fighter, the Site or its services or others by way or data manipulation, phishing, computer programs or other direct or indirect physical, electromagnetic or other actions or means.

8. Breach of Terms; Price Fighter Remedies

i. In case of an actual or alleged violation of the Terms by User, or attributable to User, Price Fighter has the right to take such actions it reasonably deems appropriate, including but not limited to, deleting, suspending, hiding, modifying, or removing content or otherwise material from the Site, suspending or terminating User's use or access, banning User from access or use of all or part of the Site or its services, and has the right to take appropriate legal action against User; Price Fighter may at its discretion, cooperate with authorities or public offices or third parties in any investigations of misconduct or breach including the provision of records of User access details, investigating User origins and details, or User access origin or activities or access history. Price Fighter shall in no case be liable to any User or any third party for any disruption, inconvenience or damage that may arise from the actions set forth above. Price Fighter shall not be required to provide copies or statements of deleted or restricted or otherwise investigative account activity to User. Price Fighter may privately or publicly communicate, and contract, such actions to third parties as Price Fighter deems fit.

ii. All content, software programs, picture arrangements, images, text compositions, brands, trademark/identifications, service names and intellectual property rights of the Site and its services, other than express references to established third party brands or trademarks, or expressly referenced as aggregated or referenced from third party sources, are owned or licensed by Price Fighter, and shall not be used, copied, reproduced or otherwise processed without written authorization by Price Fighter.

iii. User confirms that User or anyone in violation or otherwise unlawfully – as provided for herein or by laws or regulation - interfering with, those rights of Price Fighter or its licensors shall bear all legal liability and Price Fighter may claim direct and indirect damages resulting in whole or in part from such violation or interference including reasonable legal or enforcement costs and expenses. In case that User breaches the Terms and such breach in whole or in part results in direct or indirect damages to Price Fighter or the Site, Price Fighter may claim damages from User for each infraction.

iv. In case of any actual or suspected malware, ransomware, or otherwise deemed malicious attack, phishing attack, denial of service attack, data theft, or similar actions, where such actions are perpetrated by, or with the active or tacit aid of, or through the access infrastructure, or otherwise hardware or software programs of User or generally utilizing in whole or in part User's infrastructure or access data or as a result thereof by a third party utilizing any part of Site functionality or software vulnerability, the relevant User and third party (if any) jointly and severally accept liability for any and all direct and indirect damages caused in whole or in part, including inter alia, loss of reputation, of Price Fighter and liquidated damages for each incident and each user adversely effected. USER AND ANY RELEVANT THIRD PARTY, WHETHER IT WAS AN ACTIVE OR PASSIVE PARTICIPANT AND IRRESPECTIVE OF WHETHER SUCH PARTY HAS ACTUAL KNOWLEDGE, CONSENTS AND AGREES THAT PRICE FIGHTER MAY USE ANY AND ALL ACTIONS AND MECHANISMS OR SOFTWARE PROGRAMS, COOKIES, TRACKERS, INTRUSIVE OR PASSIVE, INCLUDING ACTIVE MEASURES SUCH AS, E.G., TRACKER BEACONS, HIDDEN OR OVERT, TO INVESTIGATE AND PURSUE AND ENFORCE ITS INTERESTS TO THE MAXIMUM EXTENT PERMITTED BY LAW; THE PARTY IN BREACH OR SUSPECTED TO BE IN BREACH, OR THE THIRD PARTY, SPECIFICALLY CONSENTS TO THE USE OF SUCH TOOLS BY PRICE FIGHTER OR THIRD PARTIES CONTRACTED BY PRICE FIGHTER AND WAIVES ALL RIGHTS (IF ANY) IN CONNECTION THEREWITH.

9. Access Restriction; Termination

i. Price Fighter may at any time unilaterally decide to restrict, block, suspend, disable, or cancel all or part of User's usage of the Site or its services.

ii. User can at any time terminate the use of the Site or its services or request Price Fighter to delete accreditation for the receipt of notices or marketing materials (if any). If User requests deletion of accreditation, Price Fighter may following deletion retain certain pseudonymized User data and use history for a period of six months, or for such other period as is in Price Fighter's determination required by any relevant policies, including inter alia Price Fighter data retention policy, auditing requirements, or applicable laws and regulations, unless otherwise provided for in the relevant policies from time to time.

iii. Cessation of use or accreditation shall not affect any accrued rights or obligations. Clauses that by their nature are designed to create ongoing effect, such as, inter alia, confidentiality, non-disparagement, protection of intellectual property, use of information or past access to unduly interfere with Price Fighter's platform, prohibited use, data retention, compliance, indemnifications, or data processing by third parties, and those related to dispute resolution, shall survive expiry or termination of User's access to the Site or its services for a period of three years or such other period as is required to enable Price Fighter to comply with its contractual, legal or compliance obligations or best practice; Price Fighter may amend such periods from time to time.

10. Intellectual Property Rights; Links

i. The ownership of the User access date on the Site belongs to Price Fighter. Text, graphics, editing contents, proprietary search functionality, proprietary Offer and Links aggregations, charts, designs, photos, images, logos, fonts, and other contents on the Site are owned or licensed by Price Fighter and protected by, inter alia, all applicable laws and regulations or, where applicable, of jurisdictions of the respective licensor of Price Fighter. User shall not engage in any act in violation of the laws and regulations governing intellectual property rights.

ii. Where the Site contains links or redirects to third party content, whether or not licensed by Price Fighter, User recognises that Price Fighter does not control such third party content or sites and agrees that Price Fighter shall in no way be responsible for the availability or content of such sites, does not endorse them or make any representations in connection therewith. User shall observe all terms and conditions related to such link or redirect and not take any action in breach of the intellectual property of such third party content or services or otherwise interfere with the good faith use, or terms of licensing, of such third party content or services and hold Price Fighter harmless against any legal claims or demands or any direct or indirect damages Price Fighter may suffer from such actions.

11. Confidentiality

User who in connection with their use of the Site or its services obtains or utilises information provided by Price Fighter, the Site or by service providers that has not been publicly disclosed in good faith shall keep such information safe, confidential, only use it in accordance with the Terms and not disclose such information without the prior written consent of Price Fighter or the relevant third party other than to comply with mandatory laws, rules and regulations.

12. Limitation of liability; Disclaimer; Indemnification

i. Neither Price Fighter nor any process provider or otherwise supplier shall be liable for any damages, direct or indirect, including consequential, User, any consumer, vendor or supplier or any third party may claim, allege or suffer in connection with the use of the Site or its services, or any third party site or service as a result of a link or redirect, including, inter alia, loss or theft of data, system or data security breaches, system failure or disruption of service, malware or hacking, phishing attacks, damage to electronic equipment, irrespective of whether these occur in whole or in part as a result of action by Price Fighter or third parties.

ii. Price Fighter and any third party provider of Price Fighter shall not be responsible or liable for any User or third party conduct on the platform, nor shall it be liable for any damage suffered by any person as a result of such User or third party conduct.

iii. To the extent Price Fighter and any third party provider of Price Fighter is by virtue of law, these Terms, or otherwise found to have any liability in connection with the Site, the Services, liability shall be limited to resupply of the Services and in case of any losses or damages (whether in contract, tort, or otherwise) not otherwise excluded by these Terms total liability will not exceed the total amount of the payments paid by User under the disputed transaction.

iv. Price Fighter uses only publicly information to process and aggregate the information, Offers and Links displayed on the Site and its services; in this context it applies its own proprietary processes. Price Fighter has no obligation to review content contained in any aggregated product or vendor reviews or in any news or otherwise data or information referenced, and is in no case responsible or liable for the content, authenticity and correctness of information provided or posted irrespective of whether it has conducted a content review in specific cases. Users shall in no case rely solely on an assumption of completeness of the search function provided, on the Offer information displayed, goods or product reviews or vendor reviews displayed and conduct its own due diligence.

v. Price Fighter only collects, arranges and displays the content through the Site in accordance with set protocols and procedures making it available for review by other users. We take reasonable steps to provide the Site and its services in a secure, timely, accurate and complete manner. However, it is possible that information provided through the Site or its services may be incorrect or not current. Further, the Internet has inherent risks, and neither we nor any service providers can guarantee that your access to and use of the Site will be uninterrupted or error free or that the Site or sites to which they may link, will be free from incorrect information, loss, corruption, attack, interference, hacking or other security intrusion. You understand that we cannot and do not guarantee or warrant that files linked to or available for downloading from the internet or the Site will be free of viruses or other destructive code.

vi. The Site, its services and any content provided are provided on an “as is” and “as available” basis. No warranty of any kind, implied, expressed, or statutory, including but not limited to the warranties of non-infringement of third party rights, title, fitness for a particular purpose or intended purchase, and freedom from computer virus, is given with respect thereto or any hyperlinks to other internet resources.

vii. The disclaimer of warranties, limitation of liability and indemnification provisions shall apply to the fullest extent permitted by law. Knowledge or unauthorized expression of opinion by any Personnel of any fact or circumstance that could give rise to liability of Price Fighter, criminal, regulatory or otherwise and in all case subject to these Terms, shall only be attributable to Price Fighter, if such fact or circumstance has been expressly identified and expressly brought to the attention of an officer or director of Price Fighter in writing and Price Fighter has not acted in its reasonable discretion despite a sufficient and reasonable lapse or time taking through investigation and legal or other assessment into account.

13. Governing Laws and Jurisdiction

i. Any interpretation of, dispute, claim or controversy arising out of or in connection with these Terms or the use of the Site or Services shall be governed by and construed in accordance with the laws of Texas, Eastern District, United States, including competence and principles of conflicts of law. The headings used in this Agreement are for convenience only and shall not be considered in the interpretation or construction of this Agreement.

ii. By using the Site or Services is site in any way, you unconditionally consent and agree that: (1) any claim, dispute, or controversy (whether in contract, tort, or otherwise) you may have against Price Fighter LLC and/or its parent, subsidiaries, affiliates and each of their respective current or former members, officers, directors and employees (all such individuals and entities collectively referred to herein as the “Price Fighter Entities”) arising out of, relating to, or connected in any way with the Terms, the Site or its services, determination of the scope or applicability of this agreement to arbitrate, including any competence matters, will be resolved exclusively by final and binding arbitration conducted in accordance with the JAMS Arbitration Rules. The Tribunal will consist of one arbitrator. The place of arbitration shall exclusively be Chicago, Illinois. Each of the Parties shall bear its own cost of preparing and presenting its case. The arbitrator shall not have the power to award punitive damages against You or any Price Fighter Entity. The costs of the arbitrator shall be shared equally between the Parties. Judgment upon any award rendered by the arbitrator(s) may be entered for enforcement in any court having jurisdiction thereof. With respect to any disputes or claims mandatorily not subject to arbitration, the Parties agree to submit to the exclusive jurisdiction of the courts in Texas, Eastern District. Notwithstanding the above provisions, either Party has the right to obtain timely injunctive or otherwise interim relief from any courts having jurisdiction for such limited or interim relief. Price Fighter may continue with the operations of the Site and the Services the existence of the dispute notwithstanding.

iii. You may not act as a class representative or private attorney general, nor participate as a member of a class of claimants, with respect to any claim in connection with the Site, services or Terms. Claims may not be arbitrated on a class or representative basis. You and Price Fighter hereby waive any right to a jury trial of any claim.

iv. DEPENDING ON THE RELEVANT JURISDICTION, THIS SECTION MAY LIMIT CERTAIN RIGHTS, INCLUDING THE RIGHT TO MAINTAIN A COURT ACTION, THE RIGHT TO A JURY TRIAL, THE RIGHT TO PARTICIPATE IN ANY FORM OF CLASS OR REPRESENTATIVE CLAIM, AND THE RIGHT TO CERTAIN REMEDIES AND FORMS OF RELIEF. OTHER RIGHTS THAT YOU OR CHACHING WOULD HAVE IN COURT ALSO MAY NOT BE AVAILABLE IN ARBITRATION.

14. Miscellaneous

i. If any provision of these Terms is finally found to be invalid or unenforceable by the competent courts, the remaining provisions of the Terms shall remain valid except that such provision shall be interpreted in a manner closest meeting the risk allocation originally intended and, only where such is not possible, be removed from the Terms.

ii. User may not transfer or assign any of the rights or obligations contained in these Terms as they pertain to User. Price Fighter may at any time assign or transfer all or part of the Site or services and Terms, including accounts connected thereto, to a third party without User's consent if Price Fighter in its sole discretion deems it desirable or necessary for its business.

iii. Any time allowed or indulgence or leeway given by Price Fighter in exercising any right, power or privilege in connection with these Terms shall not constitute a waiver hereunder, nor shall any single or partial exercise thereof preclude any further exercise of any right, power or privilege. Any cause of action or claim you may have arising out of or relating to these Terms or the Site must be commenced within six months after the cause of action accrues; otherwise, such cause of action or claim is permanently barred.

iv. Nothing in these Terms shall be interpreted to create any agency, appointment, employment, joint venture, or franchise. User confirms and agrees that there are no third parties that have an interest in these Terms.

v. Price Fighter may at any time operate the Site or its services from any location its deems desirable or employ third party service providers located in, or third party content generated in, third countries in which case Price Fighter may transfer data (in accordance with Price Fighter's privacy policies and privacy statement and other relevant policies) or receive and store User, Site or service data and operate processes in such countries including customer and other services.

vi. If you have any questions about these Terms or matters in connection therewith or related to Site use or personal data protection, please contact us at legal@pricefighter.com.

vii. If You access the Site and services from outside the United States from time to time, You shall carefully consult local laws and regulations to ensure the Terms and Your actions meet required standards of compliance, customs and legality of access to the Site and services, content and nature of offers or links in connection with Your general use of the Site and conduct in connection with the Price Fighter platform. If You have any reservations, queries or cannot positively establish full compliance and legality do not access or otherwise use or continue to use the Site until you have sought appropriate legal advice. Solicitation, trade, handling or otherwise promotion of certain goods and products may be legal in the United States but not in your jurisdiction and vice versa. In no case can Price Fighter be held liable or responsible for conducting such review or for any damages, fines or penalties resulting in connection therewith and User shall hold Price Fighter harmless from any damages, loss or liability in connection with such activities as further provided for in the Terms.

I have read and herewith ACCEPT these Terms of Service; by accessing the Site and continuing to access and use the Site I expressly confirm and represent my acceptance of these Terms.