Scrubly

1. Introduction
Welcome to Scrubly, an application created by BluCapp, Inc. that automatically cleans up your Address Book by removing duplicates, merging similarly matching contacts and resolving conflicts. This service is accessible at www.Scrubly.com (the "Site"). Please read through the following Terms of Use carefully, since it contains important information about your legal rights, obligations and remedies. The Terms of Use also contain limitations and exclusions and a dispute resolution clause that governs how disputes shall be resolved.

Together with Scrubly's Privacy Policy, these Terms of Use govern your access to and use of the Site by Scrubly. This is a legal agreement between you and Scrubly. By accessing or using the Site, you (the "User") indicate that you have read, understand and agree to be bound by these Terms of Use. If you do not accept these Terms of Use in their entirety, please stop accessing or using the Site.

2. Modification of the Site or Terms of Use
Scrubly reserves the right at its sole discretion to modify, discontinue or terminate the Site, or to change, add to or remove portions of these Terms of Use at any time without further notice. If Scrubly does this, it will post the revised Terms of Use on this page and it will indicate the date that these terms were last revised at the top of this page. The revised Terms of Use shall be effective immediately after they are posted on the Site (unless a longer notice period is required by law). After any such change, your continued use of the Site implies your acceptance of the new Terms of Use. If you do not agree to these or any future Terms of Use, please do not continue to use or access the Site. It is your responsibility to regularly check the Site to determine if there have been changes to these Terms of Use and to review such changes.

3. Registration
To access certain features of the Site, upload User Data, and to post certain User Content, you will have to create a Scrubly account to become a "Registered User". You must be 13 years of age or older. When you register, you will be asked to choose a password. You are responsible for safeguarding your password and agree not to disclose your password to any third party. You agree that you are solely responsible for any activities taken under your password, whether or not you have authorized such activities. You shall immediately notify Scrubly of any unauthorized use of your password. You agree that the information that you provide to Scrubly upon registration, and at all other times will be true, accurate, current and complete.

a. Content
You may access and use the Site and Content for your own personal non-commercial use. You will not remove, alter or conceal any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Site, Content, User Content without prior written permission. Scrubly and its licensors own all right, title and interest, including all worldwide intellectual property rights in the Site, Content and the trademarks, service marks and logos contained therein other than your User Content.

b. User Content

You are solely responsible for the content that you submit to the Site, or transmit to other Users. You agree that Scrubly may, but is not obligated to, review the Site and may delete or remove (without notice) any Content or User Content in its sole discretion, for any reason or no reason, including without limitation User Content that in the sole judgment of the Scrubly violates this Terms of Use, or which might be offensive, illegal, or that might violate the rights, harm, or threaten the safety of Users or others. You are solely responsible at your sole cost and expense for creating backup copies and replacing any User Content you post or store on the Site.
(i) License Grant. Scrubly does not claim ownership rights in your User Content. However, by posting User Content to any part of the Site, you grant to Scrubly an irrevocable, perpetual, non-exclusive, transferable, fully paid, worldwide license (with the right to sublicense) to use, reproduce, publicly perform, publicly display, reformat, translate, excerpt (in whole or in part) and distribute such User Content for any purpose on or in connection with the Site or the promotion thereof, to prepare derivative works of, or incorporate into other works, such User Content, and to grant and authorize sublicenses of the foregoing. You represent and warrant that you own or have the necessary licenses, rights, consents, and permissions to grant the foregoing licenses to Scrubly. Scrubly shall own all right, title and interest in and to all derivative works and compilations of User Content that are created by Scrubly, including all worldwide intellectual property rights therein. You agree to execute and deliver such documents and provide all assistance reasonably requested by Scrubly to give to Scrubly the full benefit of the rights granted to Scrubly by you.
You may remove your User Content from the Site at any time. If you choose to remove your User Content, the license granted above will automatically expire, however you acknowledge that the Scrubly may retain backups of your User Content.
(ii) Limitations. You acknowledge and agree that Scrubly may, at its option, establish limits concerning User Content, including without limitation the maximum size of text or any other information that may be entered or uploaded to the Site. Scrubly shall have no responsibility or liability and you are solely responsible for creating back-ups of your User Content.
(iii) Disclaimer. Scrubly has no ability to control the User Content that are uploaded, posted or otherwise transmitted using the Site and does not have any obligation to monitor such User Content for any purpose. Scrubly does not endorse any User Content or any opinion, recommendation, or advice expressed therein and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Scrubly with respect thereto.

c. User Data
Scrubly does not claim intellectual property rights over the User Data including contacts and address book data and other data you upload to the Service. Your User Data uploaded remains yours. Scrubly will not re-distribute, publish or disclose publicly any uploaded User Data unless required by law.

Scrubly does not automatically review all User Data uploaded, but has the right (but not the obligation) in their sole discretion to refuse or remove any User Data that is available via the Service.

5. Technical Support
Technical support is only provided to paid subscribers and is only available via email.

6. Termination and Cancellation
Scrubly may terminate or suspend your access to the Site and remove any material (including User Content and User Data) from the Site or our servers, for any reason, or no reason, at any time in its sole discretion without notice to you. Further, if Scrubly believes, in its sole discretion, that a violation of the Terms of Use has occurred, Scrubly may take other corrective actions as deemed appropriate. Scrubly reserves the right to investigate suspected violations of these Terms of Use, including without limitation any violation arising from any User Content or User Data. Scrubly may gather information from Users, Registered or otherwise, who are suspected of violating these Terms of Use. You agree to provide us with such information. Scrubly will fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity of anyone posting publishing or otherwise making available any User Content or other materials that are believed to violate these Terms of Use.

You may terminate your Scrubly account at any time and for any reason by navigating to the Account page and clicking Cancel Account. An email or phone call to Scrubly does not constitute a valid and accepted form of cancellation. Upon Cancellation, all of your User Data will be deleted from Scrubly servers and cannot be recovered.

Any termination or suspension shall not affect your obligations to Scrubly under these Terms of Use (including but not limited to ownership, indemnification and limitation of liability), which shall survive termination or suspension.

7. Currency of the Site
Scrubly updates the information on the Site regularly. However, Scrubly cannot guarantee or accept any responsibility or liability for the accuracy, currency or completeness of the information on the Site. Scrubly may revise, supplement or delete information, services and/or the resources contained in the Site and reserves the right to make such changes without prior notification to past, current or prospective visitors.

8. Internet software or computer viruses
Due to technical difficulties with the Internet, Internet software or transmission problems could produce inaccurate or incomplete copies of information contained on the Site. Computer viruses or other destructive programs may also be inadvertently downloaded from the Site.

Scrubly shall not be responsible or liable for any software, computer viruses or other destructive, harmful or disruptive files or programs that may infect or otherwise impact your use of your computer equipment or other property on account of your access to, use of, or browsing on the Site or your downloading of any of the Materials from the Web Site. Scrubly recommends that you install appropriate anti-virus or other protective software.

9. User Conduct

Scrubly wants to promote an environment where Users can safely interact with each other. You agree not to do any of the following while accessing or using the Site:

  • register for more than one User account, or register for a User account on behalf of another individual;
  • falsely represent yourself, impersonate another person or entity, or create a false identity on the Site;
  • use or try to use another User's account (without written permission from Scrubly);
  • collect other Users' email addresses or other contact information from the Site using electronic or other means for sending unsolicited emails or communications;
  • submit or transmit any unsolicited or unauthorized promotional materials, advertising, solicitations, "junk mail," "spam," "chain letters," 'pyramid schemes," or any other form of solicitation;
  • circumvent, disable or otherwise interfere with security related features of the Site or features that prevent or restrict use or copying of any Content
  • intimidate or harass other Users;
  • upload, email, or otherwise transmit (i) any User Content or User Data to which you do not have the lawful right to copy, transmit and display (including any User Content or User Data that would violate any confidentiality obligations that you might have with respect to the User Content); (ii) any User Content or User Data for which you do not have the consent or permission of each identifiable person in the User Content or User Data to use the name of each person (to the extent each is implicated by the User Content or User Data) and such consent or permission in necessary; or (iii) any User Submission that infringes the intellectual property rights or violates the privacy rights of any third party (including without limitation copyright, trademark, patent, trade secret, or other intellectual property right, or moral right or right of publicity);
  • submit or transfer content, in the sole judgment of Scrubly, which is objectionable or inhibits another User from effectively using the Site, or which may expose Scrubly or its Users to harm or liability;
  • submit or store any content that Scrubly deems to be harmful, threatening, unlawful, defamatory, infringing, abusive, inflammatory, harassing, vulgar, obscene, fraudulent, invasive of privacy or publicity rights, hateful, or racially, ethnically or otherwise objectionable;
  • submit or transfer User Content or User Data that constitutes, encourages or provide instructions for a criminal offense, violates the rights of any entity, or create liabilities or violates any local, state, national or international laws;
  • use the Site in any unlawful manner or in any other manner that could damage, disable, overburden or impair the Site;
  • attempt to probe, scan or test the vulnerability of the Site or impair and breach any security or authentication measures protecting the Site;
  • attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Site.

10. Third Party Links

The Site may provide links to other web sites ("Third Party Sites") or other resources from the Site. Information on Third Party Sites are not investigated, monitored or checked for accuracy, offensiveness, opinions, reliability, privacy practices or other policies, and Scrubly is not responsible for any Third Party Sites accessed through the Site. Inclusion of or linking to the use of any Third Party Site does not imply approval or endorsement by Scrubly. You take sole responsibility for and assume all risk arising from your use of any such websites or resources. If you decide to leave the Site and access Third Party Sites, you do so at your own risk and you are aware that our terms and policies no longer govern. You should review the applicable terms and policies of any site to which you navigate, including privacy and data gathering practices.

11. Arbitration

You and Scrubly agree that except as otherwise stated, the sole and exclusive forum and remedy for any dispute and claim relating to or arising out of these Terms of Use, the Site shall be final and binding arbitration. To the extent that either of us has in any manner infringed upon or violated the other party's patent, copyright, trademark or trade secret rights, or you have otherwise violated any of the user conduct rules set forth, then the parties acknowledge that arbitration is not an adequate remedy and that injunctive or other appropriate relief may be sought.

Arbitration under this Terms of Use shall be conducted by the American Arbitration Association (the "AAA") under its Commercial Arbitration Rules and, in the case of consumer disputes, the AAA's Supplementary Procedures for Consumer Related Disputes ( the "AAA Consumer Rules") (collectively the "AAA Rules"). The location of the arbitration and the allocation of costs and fees for such arbitration shall be determined in accordance with AAA Rules and shall be subject to the limitations provided for in the AAA Consumer Rules (for consumer disputes). If such costs are determined to be excessive in a consumer dispute, Scrubly will be responsible for paying all arbitration fees and arbitrator compensation in excess of what is deemed reasonable. The arbitrator's award shall be binding and may be entered as a judgment in any court of competent jurisdiction.

To the fullest extent permitted by applicable law, NO ARBITRATION OR CLAIM UNDER THESE TERMS OF USE SHALL BE JOINED WITH ANY OTHER ARBITRATION OR CLAIM, INCLUDING ANY ARBITRATION OR CLAIM INVOLVING ANY OTHER CURRENT OR FORMER USER OF THE SITE, AND NO CLASS ARBITRATION PROCEEDINGS SHALL BE PERMITTED. In no event shall any claim, action or proceeding by you related in any way to the Site and/or the Service (including your visit to or use of the Site and/or the Service) be instituted more than three (3) years after the cause of action arose.

12. Disclaimers
Your use of the Site, Content, User Content and processing of User Data is at your sole discretion and risk. The Site, Content, User Content and the processing of User Data, and all materials, information, products and services included therein, are provided on an "AS IS" and "AS AVAILABLE" basis without warranties of any kind. SCRUBLY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, RELATING TO THE SITE, CONTENT, USER CONTENT AND USER DATA, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF PROPRIETARY RIGHTS, COURSE OF DEALING OR COURSE OF PERFORMANCE. Scrubly disclaims any warranties: (i) regarding the security, accuracy, reliability, timeliness and performance of the Site; or (ii) that the Site, Content, User Content and User Data will be error-free or that any errors will be corrected. No advice or information, whether oral or written, obtained by you from Scrubly, shall create any warranty not expressly stated in this Agreement. Some states or jurisdictions do not allow the exclusion of certain warranties. Accordingly, some of the above exclusions may not apply to you.

13. Indemnification and Limitation of Liability

You agree to defend, indemnify, and hold Scrubly and BluCapp, Inc., its officers, directors, employees and agents, subsidiaries and affiliates, and each of their officers, directors, employees and agents, harmless from and against any loss, liability, claim, demand, damages, costs and expenses, including, without limitation, reasonable attorney's fees, arising out of or in any way connected with (i) your access to or use of the Site, Content, User Content and processing of User Data; (ii) your violation of these Terms of Use; (iii) your violation of any third party right, including without limitation any intellectual property right, property, or privacy right; or (iv) any claim that one of your User Content caused damage to a third party.

You acknowledge that Scrubly's entire liability and your exclusive remedy with respect to service warranty shall be Scrubly using commercially reasonable efforts to correct non-conformities. EXCEPT FOR THE ABOVE EXPRESS LIMITED WARRANTY, SCRUBLY MAKES AND YOU RECEIVE NO WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, AND SCRUBLY SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO THE SCRUBLY OFFERING. SCRUBLY DOES NOT WARRANT THAT THE SCRUBLY OFFERINGS WILL MEET YOUR REQUIREMENTS OR THAT THE SCRUBLY OFFERINGS WILL BE ERROR FREE. This limitation or exclusion of warranties may be subject to exceptions in local jurisdictions.

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, and you may have additional rights.

14. Applicable law

The Site is controlled, operated and administered by Scrubly from within the State of Washington, in the United States. The Site can be accessed from all states and territories of the United States, as well as from other countries around the world. As each of these jurisdictions has laws that may differ from those of Washington State, by accessing the Site, you acknowledge and agree that all matters relating to access to, or use of the Site shall be governed by the laws of the State of Washington and the federal laws of the United States applicable therein (without reference to conflicts of laws principles).

You also agree that any claims or disputes whatsoever arising from your use of the Site or the enforcement of these Terms of Use shall be submitted to the exclusive jurisdiction and venue of the courts of the County of King, State of Washington, within the United States and acknowledge that you do so voluntarily.

15. Other

These Terms of Use constitute the entire agreement between you and Scrubly concerning the use of the Site, and supersedes any prior agreement between you and Scrubly relating to your use of the Site. Scrubly's failure to exercise or enforce any right or provision of these Terms of Use shall not constitute a waiver of this right or provision in this or any other instance. If any provision of this Terms of Use is held to be invalid, the remainder of this Agreement shall continue in full force and effect. If any provision of these Terms of Use shall be deemed unlawful, void or unenforceable, that provision shall be deemed severable from these Terms of Use but shall not affect the validity and enforceability of the remaining provisions.

16. Feedback

Scrubly welcomes your feedback. You may submit feedback by emailing us at service@Scrubly.com. You acknowledge and agree that any questions, comments, suggestions, ideas, or other information about the Site ("Feedback") provided by you to Scrubly or any of its employees or representatives are non-confidential. Scrubly shall own a non-exclusive license to the unlimited use of the Feedback, including without limitation the right to reformat and translate it, for commercial or other purposes and its dissemination without acknowledgment or compensation to you.

17. Questions

If you have questions about these Terms of Use or about the Services, please contact Scrubly at service@Scrubly.com.

Email: service@Scrubly.com