Terms & Conditions

Special Provisions Regarding Copyright Infringement.

We are pleased to provide you with Voolay Voo Service.  By using VoolayVoo, you agree not to share or use others’ copyrighted content, such as video, music, photographic images without proper authorization from the content creator.

VOOLAY-VOO Terms and Conditions

 
VOOLAY-VOO Terms and Conditions
 
VOOLAY-VOO IS AN ONLINE SOCIAL MARKETING PLATFORM CREATED BY SAM AND ELLA ENTERPRISES, LLC.

VOOLAY-VOO IS PROVIDED TO YOU BY SAM AND ELLA ENTERPRISES, LLC. BY USING THE VOOLAY-VOO APPLICATION, WEBSITE, AND PLATFORM, YOU ACKNOWLEDGE AND AGREE THAT YOUR INFORMATION WILL BE SUBJECT TO THE VOOLAY-VOO TERMS AND CONDITIONS, INCLUDING THE ARBITRATION AGREEMENT, ALSO APPLY FULLY TO YOUR USE OF THE VOOLAY-VOO APPLICATION, WEBSITE, AND PLATFORM. THE ARBITRATION AGREEMENT WILL, WITH LIMITED EXCEPTIONS, REQUIRE DISPUTES BETWEEN YOU AND SAM AND ELLA ENTERPRISES, LLC TO BE SUBMITTED TO BINDING AND FINAL ARBITRATION. 

UNLESS YOU OPT OUT OF THE ARBITRATION AGREEMENT: 
(1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AND SEEK RELIEF AGAINST VOOLAY-VOO ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING; AND 
(2) YOU ARE WAIVING YOUR RIGHT TO SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL ON YOUR CLAIMS. THE ARBITRATION AGREEMENT COULD AFFECT YOUR RIGHT TO PARTICIPATE IN PENDING PROPOSED CLASS ACTION LITIGATION.

Effective Date: May 12, 2023

Welcome to VOOLAY-VOO, a application, website, and platform provided by SAM AND ELLA ENTERPRISES, LLC, (“SAM AND ELLA ENTERPRISES, LLC”) (“Company,” “we,” “us,” or “our”).  The application, website, and platform, any of the content on the application, website, and platform and infrastructure used are proprietary to us, our affiliates, Businesses, Promoters, and other content providers.  By using the. application,  website, and platform and accepting these Terms and Conditions: (Company grants you a limited, personal, non transferable, non exclusive, revocable license to use the application, website, and platform pursuant to these. Terms and Conditions and to any additional terms and policies set forth by Company; and (b) you agree not to reproduce, distribute, create derivative works from, publicly display, publicly perform,, license, sell, or re-sell any content, software, products, or services obtained from or through the application, website, and platform without the express permission of Company.

By accessing the VOOLAY-VOO application, website, and platform, you, your heirs, assigns, and successors (collectively, “you” or “your”) hereby represent and warrant that: 
(1) you have read, understand, and agree to be bound by these Terms and Conditions (the “Terms”);
(2) you are of legal majority age in the jurisdiction in which you reside to form a binding contract with
Company; and 
(3) you have the authority to enter into the Terms personally and, if applicable, on behalf of any organization on whose behalf you have created an account and to bind such organization to the Terms;
(4) you are not barred from receiving products or services under applicable law;
(5) you will not attempt to use the application, website, and platform with crawlers, robots, data mining, or extraction tools or any other functionality;
(6) your use of the application, website, and platform will at all times comply with these Terms;
(7) you will only make legitimate purchases that comply with the letter and spirit of the terms of the respective offers;
(8) you will only make purchases on the application, website, and platform for your own use and enjoyment or as a gift for another person;
You have the right to provide any and all information you submit to the application, website, and platform, and all such information is accurate, true, current, and complete;
(9) you will update and correct information you have submitted to the application, website, and platform, including all account information, and ensure that it is accurate at all times (out-of-date information will invalidate your account); and,
(10) you will only purchase a Business and Promoter Offering, Product, or participate in other available programs through the application, website, and platform by creating an account on the application, website, and platform, and any purchase will be subject to the applicable Terms of Sale set forth in these Terms.

Except as otherwise provided in these Terms, if you do not agree to be bound by the Terms, you may not access or use the VOOLAY-VOO application, website, and platform.

1.    Modfications

Company reserves the right to modify these Terms or any policies related to the VOOLAY-VOO
application, website, and platform at any time, effective upon posting of an updated version of these Terms through the VOOLAY-VOO application, website, and platform. You should regularly review these Terms, as your continued use of the VOOLAY-VOO application, website, and platform after any such changes constitutes your agreement to such changes.

2.    Your Account
You may only create and hold one account on the application, website, and platform for your personal use and must register using a valid credit card. You are responsible for updating and correcting information you have submitted to create or maintain your account. As part of your account settings, you have the option to: (a) save, edit, or delete your personal information, including, without limitation, a valid credit card; and (b) opt-out of persistent login. You understand and agree that Company shall have no responsibility for any incident arising out of, or related to, your account settings. You must safeguard your password and supervise the use of your account. You are solely responsible for maintaining the security of your account and maintaining settings that reflect your preferences. We will assume that anyone using the application, website, and platform or transacting through your account is you. You agree that you are solely responsible for any activity that occurs under your account.

Your account is non-transferrable. You cannot sell, combine, or otherwise share it with any other person. Any violation of these Terms, including, without limitation, failure to maintain updated and correct information about your account (e.g., valid credit card information) will cause your account to fall out of good standing and we may cancel your account in our sole discretion. If your account is cancelled, you may forfeit any pending, current, or future account credits , if any, and any other forms of unredeemed value in your account without notice. Upon termination, the provisions of these Terms that are, by their nature, intended to survive termination (e.g., any disclaimers, all limitations of liability, and all indemnities) shall survive. We also reserve the right to change or discontinue any aspect or feature of our services or the application, website, and platform, including, without limitation, requirements for use.

2.    Additional Terms and Policies

By using the VOOLAY-VOO application, website, and platform, you agree to be bound by these Terms and acknowledge and agree to the collection, use, and disclosure of your personal information in accordance with Company’s Privacy Policy which is incorporated in these Terms by reference. Certain features of the VOOLAY-VOO application, website, and platform may be subject to additional terms and conditions, which are incorporated herein by reference.

3.    Rules and Prohibitions

Without limiting other rules and prohibitions in this Agreement, by using the VOOLAY-VOO application, website, and platform, you agree that: 
(a) you will only use the VOOLAY-VOO application, website, and platform for lawful purposes; 
(b) you will not engage in conduct that harms Company, our employees, or our users; 
(c) you will only use the VOOLAY-VOO application, website, and platform in accordance with all applicable laws; 
(d) you will not use another user’s account, impersonate any person or entity, or forge or manipulate headers or identifiers to disguise the origin of any content transmitted through the VOOLAY-VOO application, website, and platform; 
(e) you will not use the VOOLAY-VOO application, website, and platform to cause nuisance, annoyance or inconvenience; 
(f) you will not copy or distribute any content displayed through the VOOLAY-VOO application, website, and platform, including our menu content, for republication in any format or media; 
(g) you will not deep-link to the VOOLAY-VOO site or access our site manually or with any robot, spider, web crawler, extraction software, automated process and/or device to scrape, copy, index, frame, or monitor any portion of our site or any content on our site; and 
(h) you will not attempt to undertake any of the foregoing.

4.    Your Conduct
All interactions on the application, website, and platform must comply with these Term. To the extent your conduct, in our sole discretion, restricts or inhibits any other user from using or enjoying any part of the application, website, and platform, we may limit or terminate your privileges on the application, website, and platform and seek other remedies, including, without limitation, cancellation of your account or forfeiture of any forms of unredeemed value in your account.

The following activities are  prohibited  on the application, website, and platform and constitute violations of these Terms:

• Submitting any content to the application, website, and platform that:
    ◦ Violates applicable laws (including, without limitation, intellectual property laws, laws relating to rights of privacy and rights of publicity, and laws related to defamation);
    ◦ Contains personal information, except when we expressly ask you to provide such information;
    ◦ Contains viruses or malware;
    ◦ Offers unauthorized downloads of any copyrighted, confidential, or private information;
    ◦ Has the effect of impersonating others;
    ◦ Contains messages by non-spokesperson employees of Company purporting to speak on behalf of Company or provides confidential information concerning Company;
    ◦ Contains chain letters of any kind;
    ◦ Is purposely inaccurate, commits fraud, or falsifies information in connection with your VOOLAY-VOO account or to create multiple VOOLAY-VOO accounts; or
    ◦ Is protected by copyright, trademark, or other proprietary right without the express permission of the owner of the copyright, trademark or other proprietary right.
• Attempting to do or actually doing any of the following:
    ◦ Accessing data not intended for you, such as logging into a server or an account which you are not authorized to access;
    ◦ Scanning or monitoring the application, website, and platform for data gathering purposes in an effort to track sales, usage, aggregate offering information, pricing information, or similar data;
    ◦ Scanning or testing the security or configuration of the application, website, and platform or breaching security or authentication measures; or
    ◦ Interfering with service to any user in any manner, including, without limitation, by means of submitting a virus to the application, website, and platform or attempting to overload, “flood,” “spam,” “mail bomb,” or “crash” the application, website, and platform.
• Using any of the following:
    ◦ Frames, framing techniques, or framing technology to enclose any content included on the application, website,, and platform without our express written permission;
    ◦ Any application, website, and platform content, including, without limitation, User Content (defined below), in any meta tags or any other “hidden text” techniques or technologies without our express written permission;
    ◦ The application, website, and platform or any of its contents to advertise or solicit, for any commercial, political, or religious purpose or to compete, directly or indirectly, with Company; or
    ◦ The application, website, and platform or any of its resources to solicit consumers, Businesses and Promoters, or other third-parties to become users or partners of other online or offline services directly or indirectly competitive or potentially competitive with Company, including, without limitation, aggregating current or previously offered deals.
• Collecting any of the following:
    ◦ Content from the application, website, and platform, including, without limitation, in connection with current or previously offered deals, and featuring such content to consumers in any manner that diverts traffic from the application, website, and platform without our express written permission; or
    ◦ Personal Information (defined in our Privacy Statement), User Content, or content of any consumers or Businesses and Promoters.
• Engaging in any of the following:
    ◦ Tampering or interfering with the proper functioning of any part, page, or area of the application, website, and platform or any functions or services provided by Company;
    ◦ Taking any action that places excessive demand on our services or imposes, or may impose, an unreasonable or disproportionately large load on our servers or other portion of our infrastructure (as determined in our sole discretion);
    ◦ Reselling or repurposing your access to the application, website, and platform or any purchases made through the Site;
    ◦ Exceeding or attempting to exceed quantity limits when purchasing Businesses and. Promoters Offerings or Products, or otherwise using any VOOLAY-VOO account to purchase Businesses and Promoters Offerings or Products for resale or for speculative, false, fraudulent, or any other purpose not expressly permitted by these Terms of Use and the terms of a specific offer on the application, website, and platform;
    ◦ Accessing, monitoring, or copying any content from the application, website, and platform using any “robot,” “spider,” “scraper,” or other automated means or any manual process for any purpose without our express written permission;
    ◦ Violating the restrictions in any robot exclusion headers on the application, website, and platform or bypassing or circumventing other measures employed to prevent or limit access to the application, website, and platform;
    ◦ Aggregating any current or previously-offered deals or content or other information from the application, website, and platform (whether using links or other technical means or physical records associated with purchases made through the application, website, and platform) with material from other sites or on a secondary site without our express written permission;
    ◦ Deep-linking to any portion of the application, website, and platform (including, without limitation, the purchase path for any VOOPON) without our express written permission;
    ◦ Hyperlinking to the application, website,, and platform from any other website without our initial and ongoing consent; or
    ◦ Acting illegally or maliciously against the business interests or reputation of Company, our Businesses and Promoters, or our services.

5.    Copyright and Trademarks

The application, website, and platform contains copyrighted material, trademarks, and other proprietary information, including, without limitation, text, software, photos, video, graphics, music, and sound, and the entire contents of the application, website, and platform are protected by copyright, trademark, and other intellectual property laws of the United States. Company owns a copyright in the selection, coordination, arrangement, and enhancement of such content, as well as in the content original to it. You may not modify, distribute, publish, transmit, publicly display, publicly perform, participate in the transfer or sale, create derivative works, or in any way exploit any of the content, in whole or in part. Except as otherwise expressly stated under copyright law, no downloading, copying, redistribution, retransmission, publication, or commercial exploitation of the content without the express permission of Company or the copyright owner is permitted. If downloading, copying, redistribution, retransmission, or publication of copyrighted material is permitted, you will make independent attribution and/or make no changes in or deletion of any author attribution, trademark legend, or copyright notice. You acknowledge that you do not acquire any ownership rights by downloading copyrighted material. Any violation of these restrictions may result in a copyright, trademark, or other intellectual property right infringement that may subject you to civil and/or criminal penalties.

Company owns trademarks, registered and unregistered, the VOOLAY-VOO logos and variations thereof found on the application, website, and platform are trademarks owned by Company or its related entities and all use of these marks inures to the benefit of Company.

Other marks on the application, website, and platform not owned by Company may be under license from the trademark owner thereof, in which case such license is for the exclusive benefit and use of Company unless otherwise stated, or may be the property of their respective owners. You may not use Company’s name, logos, trademarks or brands, or trademarks or brands of others on the application, website, and platform without Company's express permission.

6.    Online Purchase

To purchase VOOPONS, Tickets, or other items through the VOOLAY-VOO application, website, and platform, you must provide valid payment card and billing information. Such information will be collected by Company and VOOLAY-VOO, or their payment providers. When you purchase items through the VOOLAY-VOO application, website, and platform, prices will be displayed during the order process. You agree to pay the price that is stated at the time of your order, as well as any applicable taxes. You also agree to have your payment card billed for the total amount displayed at checkout.

Company takes steps to maintain accuracy of the information contained on the VOOLAY-VOO application, website, and platform. However, errors may sometimes occur. Therefore, to the fullest extent permissible pursuant to the applicable law, Company makes no representations about the reliability of the features of the VOOLAY-VOO application, website, and platform, or the content on the VOOLAY-VOO application, website, and platform, including the availability of menu items or other products. You acknowledge that any reliance on such material and/or systems will be at your own risk.

7.    Third-Party Links

The VOOLAY-VOO application, website, and platform may contain links to third-party websites, offers, or other events/activities not owned or controlled by Company. We do not endorse or assume any responsibility for any such links, and if you access them, you do so at your own risk.

8.    Websites of Others

The application, website, and platform contains links to websites maintained by other parties. These links are provided solely as a convenience to you and not because we endorse or have an opinion about the contents on such websites. We expressly disclaim any representations regarding the content or accuracy of materials on such websites or the privacy practices of those websites. If you decide to access websites maintained by other parties, you do so at your own risk. We are not responsible or liable, directly or indirectly, for any damage, loss, or liability caused or alleged to be caused by or in connection with any use of or reliance on any content, Products, or services available on or through any such linked site or resource.

9.    Proprietary Rights

The VOOLAY-VOO PLATFORM contain many valuable trademarks owned and used by Company. These trademarks are used to distinguish Company’s products and PLATFORM. Company’s marks are protected from reproduction and simulation under national and international laws and, except where otherwise noted, is not to be copied, distributed, displayed, reproduced, or transmitted in any form, by any means, without the prior express written consent of Company.

10.    User Content
The application, website, and platform may provide registered users and visitors various opportunities to submit or post reviews, opinions, advice, ratings, discussions, comments, messages, survey responses, and other communications, as well as files, images, photographs, video, sound recordings, musical works, and any other content or material submitted or posted to the application, website, and platform (collectively, " User Content ") through forums, bulletin boards, discussion groups, chat rooms, surveys, blogs, or other communication facilities that may be offered on, through, or in connection with the application, website, and platform from time to time. You may be required to have a VOOLAY-VOO account to submit User Content.

If you contribute any User Content, you will not upload, post, or otherwise make available on the application, website, and platform any material protected by copyright, trademark, or other proprietary right without the express permission of the owner of the copyright, trademark, or other proprietary right. Company does not have any express burden or responsibility to provide you with indications, markings, or anything else that may aid you in determining whether the material in question is copyrighted or trademarked. You will be solely liable for any damage resulting from any infringement of copyrights, trademarks, proprietary rights, or any other harm resulting from such a submission. In addition, if you contribute any User Content, you represent and warrant that: (a) you are the creator of the User Content; or (b) if you are acting on behalf of the creator, that you have (i) express, advance authority from the creator to submit or post the User Content, and that they have waived any moral rights in such User Content, and (ii) all rights necessary to grant the licenses and grants in these Terms. You further represent and warrant (or, if you are acting on behalf of the creator of the User Content, you have ensured that the creator represents and warrants) that the use and sharing of the User Content for the purposes you have selected will not violate or infringe any copyrights, trademarks, or any other intellectual property rights or rights of third parties, including, without limitation, the rights of publicity or privacy. You represent and warrant that you will not upload, post, transmit, or otherwise make available User Content that is unlawful, harmful, tortious, threatening, abusive, harassing, hateful, racist, infringing, pornographic, obscene, violent, misleading, defamatory or libelous, invasive of the privacy of another person, or violative of any third-party rights; and that you will not upload, post, transmit, or otherwise make available User Content that contains any material that harbors viruses or any other computer codes, files, or programs designed to intercept, misappropriate, interrupt, destroy or limit the functionality of any software or computer equipment.

Company shall have the sole and absolute right, but not the obligation, to review, edit, post, refuse to post, remove, monitor the User Content, and disclose the User Content and the circumstances surrounding its transmission to any third-party, at any time, for any reason, including, without limitation, to determine compliance with these Terms and any operating rules established by Company, as well as to satisfy any applicable law, regulation, or authorized government request. Without limiting the foregoing, Company shall have the right to remove any material from the application, website, and platform or any other Company controlled sites, in its sole discretion. Company assumes no liability for any User Content or other information that appears or is removed from the application, website, and platform or elsewhere. Company has no obligation to use User Content and may not use it at all.

11.    Indemnification

You agree to indemnify and hold harmless Company and its officers, directors, employees, agents and affiliates (each, an “Indemnified Party”), from and against any losses, claims, actions, costs, damages, penalties, fines and expenses, including without limitation attorneys’ fees and expenses, that may be incurred by an Indemnified Party arising out of, relating to or resulting from 
(a) your content; 
(b) your misuse of the VOOLAY-VOO PLATFORM; 
(c) your breach of these Terms or any representation, warranty or covenant in these Terms; or 
(d) your violation of any applicable laws, rules or regulations through or related to the use of the VOOLAY-VOO PLATFORM. In the event of any claim, allegation, suit or proceeding alleging any matter potentially covered by the agreements in this section, you agree to pay for the defense of the Indemnified Party, including reasonable costs and attorneys’ fees incurred by the Indemnified Party. Company reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Company in asserting any available defenses. This provision does not require you to indemnify any Indemnified Party for any unconscionable commercial practice by such party, or for such party’s negligence, fraud, deception, false promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the VOOLAY-VOO PLATFORM. You agree that the provisions in this section will survive any termination of your account, these Terms, or your access to the VOOLAY-VOO PLATFORM.

12.    Disclaimer of Warranties

YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE FULLEST EXTENT OF LAW, YOUR
USE OF THE VOOLAY-VOO PLATFORM IS ENTIRELY AT YOUR OWN RISK. CHANGES ARE
PERIODICALLY MADE TO THE VOOLAY-VOO PLATFORM AND MAY BE MADE AT ANY TIME
WITHOUT NOTICE TO YOU. THE VOOLAY-VOO PLATFORM ARE PROVIDED ON AN “AS IS”
BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING,
BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR
PURPOSE AND NON-INFRINGEMENT. COMPANY MAKES NO WARRANTIES OR
REPRESENTATIONS ABOUT THE ACCURACY, RELIABILITY, COMPLETENESS OR
TIMELINESS OF THE CONTENT MADE AVAILABLE THROUGH THE VOOLAY-VOO PLATFORM.
COMPANY DOES NOT WARRANT THAT THE VOOLAY-VOO PLATFORM WILL OPERATE
ERROR-FREE OR THAT THE VOOLAY-VOO PLATFORM ARE FREE OF COMPUTER VIRUSES
AND OTHER HARMFUL MALWARE. IF YOUR USE OF THE VOOLAY-VOO PLATFORM RESULTS IN THE NEED FOR SERVICING OR REPLACING EQUIPMENT OR DATA, COMPANY SHALL NOT BE RESPONSIBLE FOR THOSE ECONOMIC COSTS.

13.    Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW COMPANY’S AGGREGATE LIABILITY SHALL NOT EXCEED THE GREATER OF AMOUNTS ACTUALLY PAID BY AND/OR DUE FROM YOU TO COMPANY IN THE SIX (6) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM.
TO THE FULLEST EXTENT OF LAW COMPANY SHALL NOT BE LIABLE TO YOU OR ANYONE
ELSE FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL,
CONSEQUENTIAL OR OTHER DAMAGES OF ANY TYPE OR KIND (INCLUDING PERSONAL INJURY, LOST PROFITS, PAIN AND SUFFERING, EMOTIONAL DISTRESS, AND LOSS OF DATA, REVENUE, USE AND ECONOMIC ADVANTAGE).

14.    Electronic Communications

When you use the application, website, and platform or send emails to VOOLAY-VOO, you are communicating with us electronically and consent to receive electronic communications related to your use of the application, website, and platform. Company will communicate with you by email or by posting notices on the application, website and platform. You agree that all agreements, notices, disclosures, and other communications that are provided to you electronically satisfy any legal requirement that such communications be in writing. Notices from Company will be considered delivered to you and effective when sent to the email address you provide on the application, website, and platform or from which you otherwise email us

15.    Infringement Reporting Procedures and Digital Millennium Copyright Act (DMCA) Procedures

Infringement Reporting Procedures.  If you own copyright, trademark, patent, or other intellectual property rights (“ IP Rights Owner ”), or if you are an agent authorized to act on the IP Rights Owner’s behalf (“ Authorized Agent ”), and you have a good faith belief that material or products on the application, website, and platform infringe the IP Rights Owner’s copyright, trademark, or other intellectual property right, and you would like to bring it to SAM AND ELLA ENTERPRISES’s attention, you can report your concern(s) by submitting your Infringement complaint.

DMCA Procedures.  SAM AND ELLA ENTERPRISES, LLC reserves the right to terminate your, or any third-party’s, right to use the application, website, and platform if such use infringes the copyrights of another. Company may, under appropriate circumstances and at its sole discretion, terminate your, or any third-party’s, right to access to the application, website, and platform, if Company determines that you are, or a third-party is, a repeat infringer. If you believe that any material has been posted via the application, website, and platform by any third-party in a way that constitutes copyright infringement, and you would like to bring it to Company’s attention, you must provide Company’s DMCA Agent identified below with the following information: (a) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyrighted work; (b) an identification of the copyrighted work and the location on the application, website, and platform of the allegedly infringing work; (c) a written statement that you have a good faith belief that the disputed use is not authorized by the owner, its agent, or the law; (d) your name and contact information, including, without limitation, telephone number and email address; and (e) a statement by you that the above information in your notice is accurate and, under penalty of perjury, that you are the copyright owner or authorized to act on the copyright owner’s behalf. 

The contact information for Company’s DMCA Agent for notice of claims of copyright infringement is: SAM AND ELLA ENTERPRISES, LLC Attn: Copyright Agent, 380 KNOLLWOOD ST., WINSTON SALEM, NC 27103, email:  dmca@voolayvooapp.com .

16.    Termination

If you violate these Terms, Company may respond based on a number of factors including, but not limited to, the egregiousness of your actions and whether a pattern of harmful behavior exists.
In addition, at its sole discretion, Company may discontinue the VOOLAY-VOO PLATFORM, or may modify, suspend or terminate your access to the VOOLAY-VOO PLATFORM, for any reason, with or without notice to you and without liability to you or any third party. In addition to suspending or terminating your access to the VOOLAY-VOO PLATFORM, Company reserves the right to take appropriate legal action, including without limitation pursuing civil, criminal or injunctive redress. Even after your right to use the VOOLAY-VOO PLATFORM is terminated, these Terms will remain enforceable against you. All provisions which by their nature should survive to give effect to those provisions shall survive the termination of these Terms.

17.    General

Severability. Except as otherwise provided in these Terms, if any provision of these Terms is found to be invalid, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms, which shall remain in full force and effect.

Entire Agreement. These Terms are the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter. You and Company agree that no partnership is formed and neither you nor Company has the power or the authority to obligate or bind the other.
Waiver. The failure of Company to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is found by a court of competent jurisdiction to be invalid or unenforceable, the parties nevertheless agree that the court should endeavor to give effect to the parties’ original intentions as reflected in the provision, and the other provisions of the Terms shall remain in full force and effect.

18.    Contact Us

You may contact us at: +1 (336) 462-9189 

If you are a California resident, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N-112, Sacramento, California 95834, or by telephone at (800) 952-5210.

The provisions of these Terms and Conditions apply equally to, and are for the benefit of, SAM AND ELLA ENTERPRISES, LLC, its subsidiaries, affiliates, Businesses and Promoters, and its third-party content providers and licensors, and each shall have the right to assert and enforce such provisions directly.

Terms Of Sale

By purchasing any Business and Promoter Offerings and Voopons or participating in other available programs via the application, website, and platform, you agree to the Terms and Conditions, including, without limitation, the Terms of Sale specified below.

(a) In General

Descriptions of the Business and Promoter Offerings and Voopons advertised on the application, website, and platform are provided by the Business and Promoter or other referenced third parties. Company does not investigate or vet Businesses and Promoters. Company is not responsible for any claims associated with the description of the Business and Promoter Offerings or Voopons. Pricing relating to certain Business and Promoter Offerings or Voopons, and other available programs on the application, website, and platform may change at any time in Company’s sole discretion without notice.

A Business and Promoter may advertise goods, services or experiences (“ Offerings “) on the application, website, and platform, You should make whatever investigation you deem necessary or appropriate before purchasing any Business and Promoter Offering to determine whether: (i) Business and Promoter is qualified to provide the advertised good or perform the advertised service; or (ii) the Product is of the care and quality required. Business and Promoter is solely responsible for the care and quality of the goods and services being provided or the care and quality of the Offerings.

Company is not a health or wellness provider and does not, will not, and cannot refer, recommend, or endorse any specific professional services, products, or procedures that are or may be advertised on the application, website, and platform. The application, website, and platform is not a substitute for professional advice, including, without limitation, medical advice, diagnosis or treatment. Always seek the advice of your physician or other qualified health provider with any questions you may have regarding a health condition. Never neglect to seek out or delay or disregard professional advice relating to your health because of something you have read on the application, website, and platform.

Company may, in its sole discretion, verify a user’s identity prior to processing a purchase. Company may also refuse to process a purchase, may cancel a purchase, or may limit quantities, as reasonably deemed necessary, to comply with applicable law or to respond to a case of misrepresentation, fraud or known or potential violations of the law or these Terms and Conditions. 

If an offer becomes unavailable between ordering and processing, Company will either cancel or not process the order and will notify you by email.

Company does not guarantee that it offers best available rates or prices and does not guarantee against pricing errors. Company reserves the right, in its sole discretion, to not process or to cancel any orders placed, including, without limitation, if the price was incorrectly posted on the application, website, and platform. If this occurs, Company will attempt to notify you by email. In addition, Company reserves the right, in its sole discretion, to correct any error in the stated retail price of the Business and Promoter Offering.

(b) Business and Promoter Offerings

Voopons

Voopons are offered by Businesses and Promoters to consumers throughout the application, website, and platform, including, without limitation, a portion of the application, website, and platform dedicated to Voopons.  Voopons are subject to the terms and conditions as specified by the Business and Promoter. By obtaining or purchasing a Voopon through the application, website, and platform, you acquire the right to redeem the Voopon with the Business and Promoter. Any service fee retained by Company from the sale of a Voopon, if applicable, is compensation to Company for marketing, promoting, advertising, and distributing the Voopon on behalf of the Business and Promoter. As the issuer of the Voopon, the Business and Promoter shall be fully responsible for any and all Liabilities, caused in whole or in part by the Business and Promoter, as well as for any Liabilities arising from any regulatory action. Voopons have no cash or residual value. Company does not make any warranty in relation to the Voopons, including, without limitation, their validity and/or value. Company is not a party to any transaction that the Business and Promoter and you may enter into as a result of you purchasing any Voopon.

By purchasing, viewing a mobile version, printing, accepting, using or attempting to use any Voopon, you agree specifically to the terms on the Voucher and any additional deal-specific terms advertised in connection with and on the Voopon at the time of purchase, the Terms and Conditions and these Terms of Sale. These rules apply to all Voopons that we make available, unless otherwise disclosed in connection with the purchase of a particular Voopon, and except as otherwise required by law. In the event of a conflict between these rules and the terms advertised in connection with and on the Voopon at the time of purchase, the terms advertised in connection with and on the Voopon at the time of purchase will control. Any attempt to redeem a Voopon in violation of these Terms and Conditions (including, without limitation, the Terms of Sale) will render the Voopon void.

The Business and Promoter is the sole issuer of the Voopon. Voopons are not redeemable for cash, unless required by law. Unauthorized or unlawful reproduction, resale, modification, or trade of Voopons is prohibited. Pricing relating to certain Business and Promoter Offerings and Products on the application, website, and platform may change at any time in Company’s discretion, without notice.

The value of a Voopon may not be combined with other offers and no portion of its value is intended to cover tax or gratuity.

Additional terms for Tickets and Admission Voopons

Tickets and Admission Voopons. Some Voopons are redeemable for a ticket for admission, or may be used as a ticket for admission, to a specific event at a named venue. Voopons have no value once the event date and time has passed. Tickets and Admission Vooponss are final sale and non-refundable, unless otherwise stated. Tickets and Admission Voopons do not include any applicable gratuity. Unless a specific exception is made, Tickets and Admission Voopons are not eligible for upgrades and are not transferable. Tickets and Admission Voopons obtained from unauthorized sources may be lost, stolen, or counterfeit, and if so are void.

Venues and Event

Opening acts, as well as individual performers, are subject to change or cancellation at any time without notice or recourse by you. Venues may search you as a condition of admission and ban or restrict certain items from being brought to the event and impose other rules on ticket-holders. You agree to all such rules and conditions and waive any related claims that may arise in conjunction with their imposition or execution. A ticket is a revocable license and admission may be refused for violation of the venue’s rules without refund, or for any or no reason upon refunding the amount paid. You voluntarily assume all risks and danger incidental to any event for which any Tickets and Admission Voopons are issued, whether occurring before, during or after the event, and you waive any claims for personal injury or death against Company, the venue, the issuer of the Tickets and Admission Voopons, and all of their respective affiliates, agents, officers, directors, owners, and employees on behalf of yourself and any accompanying minor. You agree not to record or transmit or aid in recording or transmitting, any description, account, picture or reproduction of any event for which you purchase Tickets and Admission Voopons. You agree that any event for which you purchase Tickets and Admission Voopons is a public event, that your appearance and actions inside and outside the venue where the event occurs are public in nature and that you have no expectation of privacy with regard to your actions or conduct at the event.

While we work to ensure that the description and information on the application, website, and platform is correct, we cannot guarantee that descriptions are accurate or complete. All information is provided for informational purposes only and we encourage you to read all information presented 

PROHIBITED PRODUCTS AND SERVICES

SAM AND ELLA ENTERPRISES, LLC, (“SAM AND ELLA ENTERPRISES, LLC”) (“Company,” “we,” “us,” or “our”) wants to ensure a safe and trustworthy platform with businesses and users. Certain categories/products are not permitted to be sold through our VOOLAY-VOO Platform. If you have any questions about the products you are listing, please Contact Us.

Prohibited Product and Services List
Below is a non-exhaustive list of products and services that Businesses and Promoters are not permitted to advertise on the VOOLAY-VOO Platform. Company retains discretion to prohibit the advertisement of any product on its platform and make changes to this list at any time:

• Seller of travel.  Businesses or Promoters shall not offer or sell any travel services
• Weapons and imitation weapons
• Guns (rifles, shotguns, handguns), blowguns, and gun accessories (e.g. laser scopes, ammo, gun cleaning kits)
• Products containing tobacco or nicotine
• Prescription drugs 
• Medical devices or other products requiring prescriptions
• Illegal drugs
• Pornographic magazines or videos
• Sex dolls
• Live animals, animal fur, or products made of ivory
• Certain perishable products
• Mail order brides
• Lottery tickets
• Recalled products
• Products presenting actual or potential intellectual property violations, including certain branded products
• Hazardous & dangerous items
• Hoverboards
• Human parts & burial artifacts

Do not assume that a product is permitted simply because it is not listed in our Prohibited Product List. Company policies are subject to change and we reserve the right to pull an event campaign and/or VOOPON at any time in our sole discretion.

If you sell a Prohibited Product, we may immediately suspend or terminate your VOOLAY-VOO Service and Subscription and issue customer refunds without business reimbursement. To report listings that violate company and VOOLAY-VOO Platform policies or applicable law use our contact Report It feature or contact company at +1 336-462-9189 or support@voolayvooapp.com.