Acceptance of Terms
This website, located at https://authorization.sharkninja.com
(“Website”), is owned and operated by UPPmarket, Inc. (“Site
Operator”) as an authorized agent of SharkNinja Operating LLC (“SharkNinja”).
This Website provides users with access to information and materials
about SharkNinja and its dealers and distributors. These materials
may include information related to certain products and services
("Products and Services") offered by
SharkNinja. The Website also contains text, pictures, graphics,
logos, button items, images, works of authorship, and other content
(collectively, with all information and material about SharkNinja,
Products and Services, shall be referred to as "Content").
This Website is intended for use only by users who are at least 18
years of age.
PLEASE NOTE: Your access to and use of this Website are subject to
these terms of use (“Terms of Use”), as well as
all applicable laws and regulations. Please read these Terms of Use
carefully. If you do not accept and agree to be bound by any of these
Terms of Use, you are not authorized to access or otherwise use this
Website or any information, Content or Products and Services
contained on this Website. Your access to and use of this Website
constitutes your acceptance of and agreement to abide by each of
these terms and conditions set forth below. These Terms of Use may be
changed, modified, supplemented or updated by SharkNinja from time to
time without advance notice by posting here and you will be bound by
any such changed, modified, supplemented or updated Terms of Use if
you continue to use this Website after such changes are posted.
Unless otherwise indicated, any new Content, Products and Services
added to this Website will also be subject to these Terms of Use
effective upon the date of any such addition. You are encouraged to
review the Website and these Terms of Use periodically for updates
and changes.
If you have any questions about these Terms of
Use, please contact SharkNinja as indicated in the "Contacting
SharkNinja" section of this Policy.
Authorized Access Only; Confidentiality
Obligations –
For those individuals who are employees or agents of a User, by
accessing the Portal, you represent and warrant to SharkNinja that
you are authorized by the User to access the Portal, and are
entrusted by the User to provide information about the User. You
agree to take all reasonable precautions to safeguard the
confidentiality of the Content and all information accessed on the
Portal (collectively, the "Portal Protected
Information"), exercising at least a degree of care
suitable for the sensitivity of such information. You agree to
immediately notify SharkNinja of any unauthorized use or disclosure
of the Portal Protected Information, and to take all necessary
actions to prevent use or disclosure of the Portal Protected
Information in breach of these Terms of Use or applicable law.
Password Accounts,
Passwords, and Security – When accessing the Portal, you are
entirely responsible for maintaining the confidentiality of your
password and account and for any and all activities that occur under
your account. You agree to (a) immediately notify SharkNinja of any
unauthorized use of your account or any other breach of security of
which you become aware, and (b) exit completely from your account at
the end of each online session. SharkNinja will not be liable for any
loss that you or your employer may incur as a result of someone else
using your password or account, either with or without your
knowledge. However, you could be held liable for losses incurred by
SharkNinja or another party due to someone else using your account or
password. You may not use anyone else's account at any time, without
the permission of the account holder.
Limited License and Site Access; All Rights Reserved – SharkNinja
hereby grants you a limited license to access and make personal use
of this Website and the Content, but not to download (other than page
caching) or modify it, or any portion of it, except with express
written consent of SharkNinja (e.g., downloading of PDF forms,
applications, dealer agreements, etc.). This license does not include
any resale or commercial use of this Website or the Content; any
derivative use of this Website or the Content; or any use of data
mining, robots, or similar data gathering and extraction tools. This
Website or any portion of this Website may not be reproduced,
duplicated, copied, sold, resold, visited, or otherwise exploited for
any commercial purpose without the express written consent of
SharkNinja. You may not frame or utilize framing techniques to
enclose any trademark, logo, or other proprietary information
(including images, text, page layout, or form) of SharkNinja without
SharkNinja express written consent. You may not use any meta-tags or
any other "hidden text" utilizing any of SharkNinja name(s)
or service marks without the express written consent of their owners.
The Site Operator or SharkNinja (and/or its direct and indirect
(through one or more intermediaries) parent entities, subsidiary
entities and/or affiliated entities and/or the respective third party
owners of Content) retains all right, title, and interest in this
Website and any Content, features, Products and Services offered on
this Website, including any and all intellectual property rights.
SharkNinja (or the respective third party owners of Content) reserves
all rights not expressly granted. Any unauthorized use terminates the
permission or license granted by SharkNinja
Copyright – ©2019
SharkNinja All rights reserved.
Except as otherwise expressly stated, all Content
appearing on this Website is the copyrighted work of SharkNinja or
its third party content suppliers and is protected by U.S. and
international copyright laws. The compilation (meaning the
collection, arrangement and assembly) of all Content is also the
exclusive property of SharkNinja and is protected by U.S. and
international copyright laws. SharkNinja shall not be liable for any
damages or claims arising out of or related to your use of the
Content.
You may download information
from this Website and print out a hard copy for your personal use
provided that you keep intact and do not remove or alter any
copyright or other notice (e.g., trademark, patent, etc.) contained
in the information. Except as otherwise expressly stated herein, you
may not alter, modify, copy, distribute (for compensation or
otherwise), transmit, display, perform, reproduce, reuse, post,
publish, license, frame, download, store for subsequent use, create
derivative works from, transfer, or sell any information or Content
obtained from this Website, in whole or in part, including any text,
images, audio, and video in any manner, without the prior written
authorization of SharkNinja or any applicable third party suppliers.
The use of Content, including images, by you, or anyone else
authorized by you, is prohibited unless specifically permitted by
SharkNinja. Any unauthorized use of text or images may violate
copyright laws, trademark laws, the laws of privacy and publicity,
and applicable regulations and statutes. SharkNinja does not warrant
or represent that your use of Content, Products and Services or any
other materials displayed on this Website will not infringe rights of
third parties. Your use of any of the Content beyond the scope of
personal use may require a license from the owner of the rights to
the data with respect to the use of portrait right, trademark,
copyright, design right, right of utilization or any other rights of
the persons, products or landscape portrayed in the provided Content.
SharkNinja is not responsible for any claims of ownership rights to
any images or data against you. Any applicable license fee for such
rights is not included in the purchase price of the Service. You will
indemnify, defend and hold harmless SharkNinja from and against any
losses or claims, by an owner of data or image rights or any third
party resulting from any violation of these Terms of Use.
If you believe that any Content on this Website
violates or infringes upon your intellectual property rights pursuant
to Title 17, United States Code, Section 512(c)(2), please notify
SharkNinja immediately by contacting us as indicated in the
"Contacting SharkNinja" section of this Policy with all
specifics necessary for SharkNinja to consider and respond to your
complaint. You may be asked to provide additional information and
follow additional procedures for SharkNinja to act on your complaint.
Trademarks and Service Marks
– Certain trademarks are the service marks and trademarks of
SharkNinja or one of its affiliates. The domain name for this
Website, all page headers, custom graphics, and button icons are
service marks, trademarks, logos, and/or trade dress of SharkNinja.
All other trademarks, service marks, trade dress, product names,
company names or logos, whether registered or not, on the Website are
the property of their respective owners. In addition to complying
with all applicable laws, you agree that you will not use any such
trademarks, service marks, trade dress, or other logos from this
Website without the prior written authorization of SharkNinja.
Ownership
of information submitted via this Website – Any information you
transmit to SharkNinja via this Website, whether by direct entry,
submission, e-mail or otherwise, including data, questions, comments,
or suggestions, will become the property of SharkNinja. Any such
information may be used for any purpose, including, without
limitation, aggregation, reporting, reproduction, solicitations,
disclosure, transmission, publication, broadcast, and posting,
subject to the terms of SharkNinja Privacy Policy with respect to
your personal and confidential business information. Subject to the
terms of SharkNinja Privacy Policy, SharkNinja shall be free to use
any ideas, concepts, know-how, or techniques contained in any
communication you send to SharkNinja via this Website or by any other
means for any purpose whatsoever, including, without limitation,
developing and marketing products using such information.
Connection Requirements –
You are responsible for providing and maintaining, at your own risk,
option and expense, any hardware, software and communication lines
required to access and use this Website, and SharkNinja reserves the
right to change the access configuration of this Website at any time
without prior notice.
Prohibited
Use – Any use or attempted use of this Website (i) for any
unlawful, unauthorized, fraudulent or malicious purpose, or (ii) that
could damage, disable, overburden, or impair any server, or the
network(s) connected to any server, or (iii) interfere with any other
party's use and enjoyment of the Website, or (iv) to gain
unauthorized access to any other accounts, computer systems or
networks connected to any server or systems through hacking, password
mining or any other means, or (v) to access systems, data or
information not intended by SharkNinja to be made accessible to a
user, or (vi) attempt to obtain any materials or information through
any means not intentionally made available by SharkNinja, or (vii)
any use other than the business purpose for which it was intended, is
prohibited.
In addition, in connection
with your use of the Website, you agree you will not:
a) Upload or transmit any
message, information, data, text, software or images, or other
content ("Material") that is unlawful,
harmful, threatening, abusive, harassing, tortious, defamatory,
vulgar, obscene, libelous, or otherwise objectionable, or that may
invade another's right of privacy or publicity;
b) Create a false identity
for the purpose of misleading others or impersonate any person or
entity, including, without limitation, any SharkNinja representative,
or falsely state or otherwise misrepresent your affiliation with a
person or entity;
c) Upload or transmit any material that you do not have a right to
reproduce, display or transmit under any law or under contractual or
fiduciary relationships (such as nondisclosure agreements);
d) Upload files that contain
viruses, trojan horses, worms, time bombs, cancel-bots, corrupted
files, or any other similar software or programs that may damage the
operation of another's computer or property of another;
e) Delete any author
attributions, legal notices or proprietary designations or labels
that you upload to any communication feature;
f) Use the Website’s
communication features in a manner that adversely affects the
availability of its resources to other users (e.g., excessive
shouting, use of all caps, or flooding continuous posting of
repetitive text);
g) Upload or transmit any
unsolicited advertising, promotional materials, "junk mail,"
"spam," "chain letters," "pyramid schemes"
or any other form of solicitation, commercial or otherwise;
h) Violate any applicable
local, state, national or international law;
i) Upload or transmit any material that infringes any patent,
trademark, service mark, trade secret, copyright or other proprietary
rights of any party;
j) Delete or revise any material posted by any other person or
entity;
k) Manipulate or otherwise
display the Website by using framing, mirroring or similar
navigational technology or directly link to any portion of the
Website other than the main homepage in accordance with the Limited
License and Site Access outlined above;
l) Probe, scan, test the
vulnerability of or breach the authentication measures of, this
Website or any related networks or systems;
(m) Register, subscribe, attempt to register,
attempt to subscribe, unsubscribe, or attempt to unsubscribe, any
party for any Products and Services if you are not expressly
authorized by such party to do so;
(n) Harvest or otherwise
collect information about others, including e-mail addresses; or
(o) Use any robot, spider, scraper, or other
automated or manual means to access this Website, or copy any content
or information on this Website.
SharkNinja reserves the right to take whatever
lawful actions it may deem appropriate in response to actual or
suspected violations of the foregoing, including, without limitation,
the suspension or termination of the user's access and/or account.
SharkNinja may cooperate with legal authorities and/or third parties
in the investigation of any suspected or alleged crime or civil
wrong. Except as may be expressly limited by the Privacy Policy,
SharkNinja reserves the right at all times to disclose any
information as SharkNinja deems necessary to satisfy any applicable
law, regulation, legal process or governmental request, or to edit,
refuse to post or to remove any information or materials, in whole or
in part, in SharkNinja sole discretion.
Right to Monitor – SharkNinja neither actively monitors general use
of this Website under normal circumstances nor exercises editorial
control over the content of any third party's website, e-mail
transmission, news group, or other material created or accessible
over or through this Website. However, SharkNinja does reserve the
right to monitor such use at any time as it deems appropriate and to
remove any materials that, in SharkNinja sole discretion, may be
illegal, may subject SharkNinja to liability, may violate these Terms
of Use, or are, in the sole discretion of SharkNinja, inconsistent
with SharkNinja purpose for this Website.
No SharkNinja Editorial Control of Third Party Content; No Statement
as to Accuracy – To the extent that any of the Content included in
the Website is provided by third party content providers or Users,
SharkNinja has no editorial control or responsibility over such
Content. Therefore, any opinions, statements, products, services or
other information expressed or made available by third party
suppliers or Users on this Website are those of such third party
suppliers or Users, respectively. SharkNinja does not represent or
endorse the accuracy or reliability of any opinion, statement or
other information provided by any third party, or represent or
warrant that your use of the Content displayed on this Website or
referenced content or service providers will not infringe rights of
third parties not owned by or affiliated with SharkNinja.
Links to Third Party Websites
– This Website may contain hyperlinks to other sites owned and
operated by parties other than SharkNinja. Such hyperlinks are
provided only for ready reference and ease of use. SharkNinja does
not control such websites and cannot be held responsible for their
content or accuracy and does not endorse these sites unless
SharkNinja specifically so states. In the event this Website provides
hyperlinks to other websites that are not owned, operated or
maintained by SharkNinja, you acknowledge and agree that SharkNinja
is not responsible for and is not liable for the content, products,
services or other materials on or available from such websites.
SharkNinja accepts no liability for any information, products,
advertisements, content, services or software accessible through
these third party websites or for any action you may take as a result
of linking to any such website. Any such websites are likely to set
forth specific terms of use and privacy policies that you should
review. SharkNinja is under no obligation to maintain any link on
this Website and may remove a link at any time in its sole discretion
for any reason whatsoever. SharkNinja shall not be responsible or
liable, directly or indirectly, for any damages or losses caused or
alleged to be caused by or in connection with the use of or reliance
on such content, products, services or other materials available on
or through any such website. SharkNinja is not responsible for the
privacy practices of any other websites.
Disclaimer – Content and
other information contained on this Website has been prepared by
SharkNinja as a convenience to its Users and is not intended to
constitute advice or recommendations upon which a User may rely.
SharkNinja has used reasonable efforts in collecting, preparing and
providing quality information and material, but makes no warranty or
guarantee about the accuracy, completeness, or adequacy of the
Content or other information contained in or linked to this Website
or any other Website maintained by SharkNinja. Users relying on
Content or other information from this Website do so at their own
risk.
The information and
descriptions contained herein are not intended to be complete
descriptions of the terms, exclusions and conditions applicable to
the Products and Services, but are provided solely for general
informational purposes; please refer to the relevant agreement
between you and SharkNinja for complete terms and conditions. Should
you purchase a product or service from SharkNinja or a third party,
the terms and conditions applicable to that transaction will govern
such entry or purchase, as applicable, and your use of this Website
does not affect that purchase in any manner.
YOUR USE OF THIS WEBSITE IS AT YOUR SOLE RISK. ALL CONTENT, PRODUCTS
AND SERVICES ARE PROVIDED ON AN "AS IS" OR "AS
AVAILABLE" BASIS, AND SharkNinja AND THE SITE OPERATOR EXPRESSLY
DISCLAIM ALL WARRANTIES AND CONDITIONS OF ANY KIND WHETHER EXPRESS OR
IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT
AND SATISFACTORY QUALITY. NEITHER THE SITE OPERATOR NOR SharkNinja
MAKE ANY WARRANTY THAT THE CONTENT IS ACCURATE, TIMELY,
UNINTERRUPTED, VIRUS-FREE OR ERROR-FREE, OR THAT ANY SUCH PROBLEMS
WILL BE CORRECTED.
Limitation of Liability
YOU UNDERSTAND AND AGREE THAT NEITHER SharkNinja NOR THE SITE
OPERATOR WILL BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL,
SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, WITHOUT
LIMITATION, DAMAGES FOR LOSS OF PROFITS, USE, DATA OR OTHER
INTANGIBLE LOSSES, EVEN IF SharkNinja OR THE SITE OPERATOR HAS BEEN
ADVISED OF THE POSSIBILITIES OF THOSE DAMAGES, RESULTING FROM YOUR
USE OR INABILITY TO USE THE WEBSITE, PRODUCTS AND SERVICES OR
CONTENT, THE COST OF OBTAINING SUBSTITUTE PRODUCTS AND SERVICES
RESULTING FROM ANY LOSS OF DATA, INFORMATION, PRODUCTS AND SERVICES
OBTAINED FROM PURCHASES OR TRANSACTIONS, OR STATEMENTS OR CONDUCT OF
ANY THIRD PARTY, OR ANY OTHER MATTER RELATED TO THE WEBSITE, PRODUCTS
AND SERVICES OR CONTENT. YOU UNDERSTAND AND AGREE THAT YOUR USE OF
THE WEBSITE IS PREDICATED UPON YOUR WAIVER OF ANY RIGHT TO SUE THE
SITE OPERATOR, SharkNinja AND ITS AFFILIATES DIRECTLY OR TO
PARTICIPATE IN A CLASS ACTION SUIT FOR ANY LOSSES OR DAMAGES
RESULTING FROM YOUR USE OF THE WEBSITE.
CERTAIN STATE LAWS DO NOT
ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR
LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR
ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT
APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
Indemnification – You agree
to defend, indemnify, and hold harmless the Site Operator,
SharkNinja, its direct and indirect (through one or more
intermediaries) parent entities, subsidiary entities and affiliated
entities, and their respective contractors, directors, officers,
employees, representatives, proprietors, partners, shareholders,
servants, principals, agents, predecessors, successors, assigns,
accountants, and attorneys from and against any and all suits,
actions, claims, proceedings, damages, settlements, judgments,
injuries, liabilities, obligations, losses, risks, costs, and
expenses (including, without limitation, attorneys’ fees and
litigation expenses) relating to or arising from this Website, your
use of this Website, your fraud, violation of law, or willful
misconduct, and any breach by you of these Terms of Use.
Notices – Any notices to you from SharkNinja or
the Site Operator regarding the Website or these Terms of Use will be
posted on this Website or made by e-mail or regular mail as
SharkNinja or the Site Operator determines, in its sole discretion.
Electronic Communications – When you visit this Website or send
e-mails to SharkNinja, you are communicating with SharkNinja
electronically. By using this Website, you consent to receive
communications from SharkNinja and its direct and indirect (through
one or more intermediaries) parent companies, subsidiary entities and
affiliated entities electronically. SharkNinja will communicate with
you by e-mail or by posting notices on this Website. You agree that
all agreements, notices, disclosures and other communications that
SharkNinja provides to you electronically satisfy any legal
requirement that such communications be in writing. You further agree
that any notices provided by SharkNinja electronically are deemed to
be given and received on the date SharkNinja transmits any such
electronic communication as described in these Terms of Use.
General Provisions
Entire Agreement – These Terms of Use, the Privacy Policy, and
other policies SharkNinja may post on this Website constitute the
entire agreement between SharkNinja and you in connection with your
use of this Website including, without limitation, the Portal, and
the Portal Protected Information, and supersedes any prior agreements
between SharkNinja and you regarding use of this Website, including
prior versions of these Terms of Use.
Governing
Law; Jurisdiction; Venue; Severability of Provisions – The Terms of
Use are governed by the laws of the State of California, USA and
controlling United States Federal Law without regard to any conflicts
of law provisions. Any legal proceedings arising from or relating to
this Agreement shall be brought exclusively in the State and Federal
Courts located in California and the parties hereby consent to the
personal jurisdiction and venue of such courts. All parts of these
Terms of Use apply to the maximum extent permitted by law. SharkNinja
and you both agree that if SharkNinja and you cannot enforce a part
of this contract as written, then that part will be replaced with
terms that most closely match the intent of the part SharkNinja and
you cannot enforce to the extent permitted by law. The invalidity of
part of these Terms of Use will not affect the validity and
enforceability of the remaining provisions. The section headings are
for convenience and do not have any force or effect.
No Agency Relationship – Neither these Terms of
Use, nor any Content, materials, features, or Products and Services
of this Website create any partnership, joint venture, employment, or
other agency relationship between SharkNinja and you or the Site
Operator and you. You may not enter into any contract on SharkNinja
or the Site Operator's behalf or bind SharkNinja or the Site
Operator's in any way.
Remedies – You agree that any violation, or
threatened violation, by you of these Terms of Use constitutes an
unlawful and unfair business practice that will cause SharkNinja or
the Site Operator irreparable and unquantifiable harm. You also agree
that monetary damages would be inadequate for such harm and consent
to SharkNinja or the Site Operator obtaining any injunctive or
equitable relief that SharkNinja or the Site Operator deems necessary
or appropriate. These remedies are in addition to any other remedies
SharkNinja or the Site Operator may have at law or in equity.
Restricted Rights – The information that is
downloaded from this Website for or on behalf of the government of
the United States of America and/or its agencies (the "U.S.
Government") is provided with Restricted Rights. Use,
duplication, or disclosure by the U.S. Government is subject to the
restrictions set forth in DFARS 252.227-7013 and FAR 52.227-14 and 48
CFR 52.227-19, as applicable.
Contacting SharkNinja
If you have any questions or concerns about these
Terms of Use, please contact SharkNinja at
resellerauthorization@authorization.sharkninja.com
or at the mailing address provided below. SharkNinja will attempt to
respond to your questions or concerns promptly after SharkNinja
receives them.
SharkNinja
89
A Street
Suite
100
Needham,
MA 02494
These Terms of Use were last updated and posted on
September 18, 2019.