TERMS AND CONDITIONS

MOGL Terms of Use

Welcome, and thank you for your interest in our web site located at www.mogl.com (the "MOGL Site"), provided to you by MOGL.COM. We are pleased to offer you access to the MOGL Site and the features and services offered by MOGL.COM through the MOGL Site (the "MOGL Service") conditioned on your acceptance without modification of the following Terms of Use (the "Terms").

PLEASE READ THE FOLLOWING TERMS OF USE CAREFULLY, AS THEY CONSTITUTE A BINDING LEGAL AGREEMENT BETWEEN YOU AND MOGL.COM. BY ACCESSING AND BROWSING THE MOGL SITE AND/OR OTHERWISE USING THE MOGL SERVICE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THE FOLLOWING TERMS, INCLUDING THE OBLIGATION TO USE ONLY FOR LAWFUL PURPOSES, THE PRIVACY POLICY AND OTHER GUIDELINES (AS DEFINED BELOW). IF YOU DO NOT AGREE TO THESE TERMS, THEN PLEASE DO NOT USE THE MOGL SITE OR THE MOGL SERVICE.

1. Eligibility; Registration Information and Password; MOGL Service Access.

THE MOGL SERVICE IS NOT AVAILABLE TO PERSONS UNDER THE AGE OF 13 OR TO ANY USERS SUSPENDED OR REMOVED FROM THE MOGL SERVICE. BY USING THE MOGL SERVICE, YOU REPRESENT THAT YOU ARE AT LEAST 13 YEARS OF AGE AND HAVE NOT BEEN PREVIOUSLY SUSPENDED OR REMOVED FROM THE MOGL SERVICE.

SUBJECT TO YOUR COMPLIANCE WITH THESE TERMS AND ALL APPLICABLE LAWS, MOGL.COM grants you permission to access and use the MOGL Service solely for your personal use, at the level for which you have registered, as set forth in these Terms and consistent with the intended features of the MOGL Service.

2. Registration.

In order to use the MOGL Service, you will need to register for an account (such users referred to herein as "Registered Users"). You agree that the information you provide to MOGL.COM on registration and at all other times, will be true, accurate, current, and complete, and that you will keep this information accurate and up-to-date at all times.

3. Compliance with Law.

Intellectual property laws of all jurisdictions prohibit the reproduction and distribution of protected works without authorization. You are responsible for determining what laws apply to your use of the MOGL Service, and for applying the laws in the relevant jurisdiction when using MOGL Service. You may not use MOGL Service in violation of these or any other laws.

4. Privacy and other Policies.

1. Privacy Policy. Your privacy is important to MOGL.COM. The MOGL Service Privacy Policy is hereby incorporated into these Terms by reference. Please read this policy carefully for information relating to our collection, use, and disclosure of your personally identifiable information, and the personally identifiable information of others that you may include in your User Submissions (as defined below). By using the MOGL Service, you represent and warrant that you have read and agree to the practices described in the Privacy Policy, and that you have the right to authorize MOGL.COM to use and disclose the personally identifiable information of others that you may include in your User Submissions in the manner described in the Privacy Policy. The practices described in the MOGL Service Privacy Policy apply only to our use of information supplied by you to MOGL.COM through the MOGL Service.
2. Guidelines. When using the MOGL Service, you will be subject to any additional posted guidelines or rules applicable to specific services and features which may be posted from time to time (the "Guidelines"). All such Guidelines are hereby incorporated by reference into the Terms.

5. Prohibited Conduct

All rights and licenses granted to you hereunder are conditioned upon your compliance with the following restrictions. You shall not do or attempt to do any of the following:

1. Access or attempt to access content or features of the MOGL Service for which you have not registered;
2. Rent, lease, loan, sell, resell, sublicense, distribute or otherwise transfer your access to the MOGL Service, or any of the permissions granted herein.
3. Use the MOGL Service on behalf of any third party, or in connection with any type of "service bureau" activity;
4. Impersonate another person or entity, or access another user's account without that user's permission;
5. Share MOGL.COM passwords with any third party or encourage any other user to do so;
6. Use any bot, spider, or other automated program or process to access the MOGL Service, except for the sole purpose of crawling the MOGL Service in connection with legitimate indexing services of commercially available general purpose search engines; or
7. Use the MOGL Service for any illegal, unethical, fraudulent, misleading, or objectionable purpose or in breach of any law, regulation, or agreement.

6. User Submissions

1. General. The MOGL Service may include certain features enabling users submit input in connection with their use of the MOGL Service ("User Submissions"), and provides for the aggregation, reproduction, distribution, transmission, public performance, and public display of such User Submissions. You understand that all User Submissions are the sole responsibility of the person from whom such User Submission originated. This means that you, and not MOGL.COM, are entirely responsible for all User Submissions that you make available through the MOGL Service.
2. No Obligation to Publish. MOGL.COM makes no representations that it will publish or make available on the MOGL Service any User Submissions (or that if made available on the MOGL Service, that any User Submission will remain available on the MOGL Service), and reserves the right, in its sole discretion, to refuse to allow any User Submissions on the MOGL Service. Without limiting the generality of the preceding sentence, MOGL.COM complies with the Digital Millennium Copyright Act, and will remove User Submissions upon receipt of a compliant takedown notice (see "Digital Millennium Copyright Act" below), or if MOGL.COM becomes aware that the preparation, use, or distribution of any such User Submission violates any law or regulation.
3. License Grant by You to MOGL.COM. By submitting User Submissions to MOGL.COM, you hereby grant MOGL.COM and its affiliates and other users of the MOGL Service (the "MOGL.COM Licensees") a worldwide, non-exclusive, fully paid-up, royalty-free, perpetual, irrevocable, sublicensable, and transferable license to use, reproduce, distribute, transmit, publicly display, modify, and publicly perform your User Submissions and adaptations thereof, solely in connection with the development, operation, maintenance, enhancement, and promotion of the MOGL Service, and to collect, combine, aggregate, and analyze, data related to your User Submissions and derivatives thereof. You also agree to irrevocably waive (and cause to be waived) any claims and assertions of so-called "moral rights" or attribution with respect to your User Submissions.
4. User Submissions Representations and Warranties. You are solely responsible for your own User Submissions and the consequences of posting or publishing them. You affirm, represent, and warrant that i) you own, or have the necessary licenses, rights, consents, and permissions to use and authorize MOGL.COM to use your User Submissions in the manner contemplated by these Terms, and to grant the rights and license set forth above, and ii) our use of such User Submissions, and our exercise of the license rights set forth above, do not and will not: (x) infringe, violate, or misappropriate any third party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (y) slander, defame, libel, or invade the right of privacy, publicity or other property rights of any other person; or (z) violate any applicable law or regulation.

7. Modification of the Terms.

From time to time, MOGL.COM may change, modify, add, or remove portions of the Terms, and reserves the right to do so in its sole discretion. If we modify the Terms, we will make them available through the MOGL Service, and indicate the date of the latest revision. We encourage users to review the Terms periodically for changes. In the event that the modifications materially alter your rights or obligations hereunder we will make reasonable efforts to notify you of the change. For example, we may send a message to your email address, if we have one on file, or generate a pop-up or similar notification when you access the MOGL Service for the first time after such material changes are made. All amended Terms automatically take effect 30 days after they made available through the MOGL Service, except that (i) disputes between you and MOGL.COM will be governed by the version of the Terms that was in effect on the date the dispute arose and (ii) if you do not agree with any changes to the Terms, you may terminate these Terms by ceasing use of the MOGL Service. Your continued use of the MOGL Service after revised Terms have become effective indicates that you have read, understood and agreed to the current version of the Terms.

8. Prohibited Uses.

1. Access to the MOGL Service from territories where its contents are illegal is prohibited. The MOGL Service is designed for customers in the United States. Those who choose to access the MOGL Service from other locations do at their own initiative and are responsible for compliance with all local rules including, without limitation, rules about the internet, data, email, or privacy. You also agree and understand that your data may be transferred to other jurisdictions for processing.
2. You may not use the MOGL Service in any manner that in our sole discretion could damage, disable, overburden, or impair it or interfere with any other party's use and enjoyment of the MOGL Service. You may not attempt to gain unauthorized access to the MOGL Service, or any part of it, other accounts, computer systems or networks connected to the MOGL Service, or any part of them, through hacking, password mining or any other means or interfere or attempt to interfere with the proper working of the MOGL Service or any activities conducted on the MOGL Service. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available through the MOGL Service. You may not modify the MOGL Service in any manner or form, nor use modified versions of the MOGL Service.
3. The MOGL Service may contain robot exclusion files. You agree that you will not use any robot, spider, scraper, or other automated means to access the MOGL Service for any purpose without our express written permission, or bypass our robot exclusion files or other measures we may use to prevent or restrict access to the MOGL Service.

9. Feedback.

You may provide MOGL.COM with information and feedback regarding the features and performance of the MOGL Service, and information regarding any and all failures, errors, or other malfunctions in the Service along with any associated error messages (the "Feedback"). You hereby grant MOGL.COM a perpetual, irrevocable, worldwide, royalty-free, fully paid, unrestricted right and license to use any and all such Feedback, information, and materials for any purpose.

10. Ownership; Proprietary Rights.

The MOGL Service is owned and operated by MOGL.COM, Inc. The visual interfaces, graphics, design, compilation, information, computer code, products, software, services, MOGL.COM name and logos and all other elements of the Apps and other aspects of the MOGL Service provided by MOGL.COM ("Materials") are protected by United States copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. Except for your User Submissions, all Materials, including all intellectual property rights therein, belong to MOGL.COM or its affiliates and/or third party licensors. All trademarks, service marks, and trade names are proprietary to MOGL.COM or its affiliates, except that trademarks, service marks and trade names relating to Third Party Materials (as defined below) are property of their respective owners. Except as expressly authorized by MOGL.COM, you agree not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Materials.

11. Payment Card Encryption; Processing and Use of Transaction Information. (11/2012)

Mogl partners with certain third party service providers and participating merchants to provide you with certain discounts, promotions and benefits. You authorize the third party service providers retained by Mogl to capture and encrypt your credit or debit card ("payment card") number and use your encrypted payment card number to track and view transactions you’ve made with Mogl’s participating merchants. You agree that Mogl may view your future transactions, as well as up to eighteen months of historical transactions, made by you with participating merchants. In this connection, you authorize the sharing, exchange and processing of your transaction history by and among Mogl, Mogl’s third party service provider, participating merchants and the payment processor for your transactions.

12. Third Party Sites, Products and Services; Links.

The MOGL Service includes links or content relating to third party web sites, products or services, solely as a convenience to users ("Third Party Materials"). MOGL.COM does not endorse any such Third Party Materials or the information, material, products or services referenced in the Third Party Materials. Furthermore, MOGL.COM makes no express or implied warranties with regard to the information, material, products, or services that are contained on or accessible through Third Party Materials. YOUR USE OF THE INFORMATION, MATERIAL, PRODUCTS, AND SERVICES REFERENCED IN THE THIRD PARTY MATERIALS IS SOLELY AT YOUR OWN RISK.

Your correspondence or business or other dealings with advertisers or other third party service providers encountered on or through the MOGL Service is solely between you and such third party. YOU AGREE THAT MOGL.COM WILL NOT BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGE OF ANY SORT INCURRED AS THE RESULT OF ANY SUCH DEALINGS OR AS THE RESULT OF THE PRESENCE OF SUCH THIRD PARTIES ON THE MOGL SERVICE.

13. Disputes with Third Parties

If you have a dispute with another user of the MOGL Service, or the provider of any linked third party site, or any other third party arising in connection with your use of the MOGL Service, you release us (and our officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. If you are a California resident, you waive California Civil Code §1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor."

14. Notice.

Except as explicitly stated otherwise, legal notices will be served on MOGL.COM at 437 S. Hwy 101 Suite 110, Solana Beach, CA 92075. Legal notices will be served on you at either the email or physical address you provide to MOGL.COM during the registration process. Notice by email will be deemed given 24 hours after email is sent, unless the sending party is notified that the email address is invalid. Notice given by either party by mail will be deemed given three days after the date of mailing.

15. Termination.

1. By MOGL.COM. You agree that MOGL.COM, in its sole discretion and for any or no reason, may terminate any account (or any part thereof) you may have with MOGL.COM or use of the MOGL Service and remove and discard all or any part of your account or any content uploaded by you, at any time. MOGL.COM may also in its sole discretion and at any time discontinue providing access to the MOGL Service, or any part thereof, with or without notice. You agree that any termination of your access to the MOGL Service or any account you may have or portion thereof may be affected without prior notice, and you agree that MOGL.COM will not be liable to you or any third party for any such termination. Any suspected fraudulent, abusive, or illegal activity that may be grounds for termination of your use of the MOGL Service may be referred to appropriate law enforcement authorities. These remedies are in addition to any other remedies MOGL.COM may have at law or in equity.
2. By You. You may terminate your account, this Agreement and your right to use the MOGL Service at any time and for any reason or no reason, by contacting MOGL.COM customer support at support@MOGL.com, and immediately discontinuing all use of the MOGL Service.
3. Effect of Termination. Upon any termination of your account, any cash back rewards earned by you through the use of the MOGL Service will be delivered via the payment method designated by you upon sign-up in accordance with MOGL.COM's regular payment cycle.
4. Survival. Sections 4, 6, and 9 through 19 will survive any termination of these Terms.

16. Disclaimers; No Warranties.

TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, MOGL.COM AND ITS AFFILIATES, LICENSORS AND SUPPLIERS EXPRESSLY DISCLAIM ANY WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, AND NON-INFRINGEMENT. MOGL.COM DOES NOT WARRANT THE DATA, CONTENT, ANALYTICS, FEATURES, OR INFORMATION PROVIDED THROUGH THE MOGL SERVICE, INCLUDING WITHOUT LIMITATION USER SUBMISSIONS OR OTHER DATA PROVIDED BY OTHER USERS, TO BE UNINTERRUPTED, ACCURATE, USEFUL, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS. YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR EQUIPMENT, LOSS OF DATA, OR OTHER HARM THAT RESULTS FROM YOUR USE OF THE MOGL SERVICE.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER RIGHTS THAT VARY FROM STATE TO STATE AND JURISDICTION TO JURISDICTION.

17. Limitation of Liability and Damages.

UNDER NO CIRCUMSTANCES WILL MOGL.COM OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD PARTY PARTNERS OR SUPPLIERS BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OR RELATED TO THE MOGL SERVICE, EVEN IF MOGL.COM OR A MOGL.COM AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL MOGL.COM'S OR ITS AFFILIATES', CONTRACTORS', EMPLOYEES', AGENTS', OR THIRD PARTY PARTNERS' OR SUPPLIERS' TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE MOGL SERVICE (WHETHER IN CONTRACT, TORT INCLUDING NEGLIGENCE, WARRANTY, OR OTHERWISE) EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THE MOGL SERVICE DURING THE TWELVE (12) MONTHS PRECEDING YOUR CLAIM.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.

18. Indemnification.

You (and your Subscribing Organization, if applicable) agree to indemnify, defend, and hold MOGL.COM, its affiliates, contractors, employees, agents and its affiliates, suppliers, licensors, and partners harmless from any claims, losses, damages, liabilities, including legal fees and expenses, arising out of your use or misuse of the MOGL Service, your violation of these Terms or any law or regulation, or any breach of the representations, warranties, and covenants made by you in these Terms. MOGL.COM reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify MOGL.COM, and you agree to cooperate with our defense of these claims. MOGL.COM will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.

19. Digital Millennium Copyright Act Compliance.

MOGL.COM respects the intellectual property rights of others and does not permit copyright infringing activities on the MOGL Service. If you are a copyright owner or an agent thereof, and you believe that any content hosted on the MOGL Service infringes your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by providing our Designated Copyright Agent with the following information in writing (see 17 U.S.C. § 512(c)(3) for further detail):

1. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
2. Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works on the MOGL Service are covered by a single notification, a representative list of such works at the MOGL Service;
3. Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit MOGL.COM to locate the material;
4. Information reasonably sufficient to permit MOGL.COM to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted;
5. A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
6. A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

The MOGL.COM Designated Copyright Agent to receive notifications of claimed infringement can be reached as follows: Copyright Agent at MOGL.COM, 437 S. Hwy 101 Suite 110, Solana Beach, CA, 92075, or by email at copyright@MOGL.com. For clarity, only DMCA notices should go to the MOGL.COM Designated Copyright Agent. Any other feedback, comments, requests for technical support or other communications should be directed to MOGL.COM customer service through info@MOGL.com. You acknowledge that if you fail to comply with all of these requirements, your DMCA notice may not be valid.

20. Miscellaneous.

These Terms shall be governed in all respects by the laws of the State of California as they apply to agreements entered into and to be performed entirely within California between California residents, without regard to conflict of law provisions. You agree that any claim or dispute you may have against MOGL.COM must be resolved by a court located in the Southern District of California, unless agreed in writing otherwise by the parties. If any provision of these Terms shall be unlawful, void, or for any reason unenforceable, then that provision will be reformed to the minimum extent necessary to make it valid and enforceable, or, if not capable of reformation, will be deemed severable from these Terms, and will not affect the validity and enforceability of any remaining provisions. The Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you, including by operation of law or otherwise, but may be assigned by MOGL.COM without restriction. The heading references herein are for convenience only, do not constitute a part of these Terms, and will not be deemed to limit or affect any of the provisions hereof. These Terms (including the Privacy Policy, and any and all Guidelines) is the entire agreement between you and MOGL.COM relating to the subject matter herein and will not be modified except in writing, signed by both parties, or by a change to the Terms or Guidelines made by MOGL.COM as set forth above. Failure by MOGL.COM at any time to require performance of any provision of these Terms will in no manner affect our right to enforce the same at a later time.

The services hereunder are offered by MOGL.COM, Inc., located at 437 S. Hwy 101 Suite 110, Solana Beach, CA, 92075; MOGL.COM may be contacted by email at info@MOGL.com. If you are a California resident, you may have this same information emailed to you by sending a letter to the foregoing address with your email address and a request for this information.