Red Carpet Alliance

TERMS OF SERVICE

Welcome to this website, and the other websites owned or controlled by 7G Loyalty, (we shall refer to these websites collectively as the “Site”). 7G Loyalty (“7G” or “we”) provides the Site and the information and services offered on the Site to you, subject to the following Terms of Use (the “TOU”). By using the Site, you agree to be bound by the TOU. 7G may modify the TOU at any time by posting the modified TOU on the Site along with a notice that the TOU have been modified on the homepage of each website comprising the Site. By continuing to access and use the Site after the modified TOU have been posted, you are agreeing to such modifications. If you continue to browse and use this website you are agreeing to comply with and be bound by the following terms and conditions of use, which together with our privacy policy govern 7G's relationship with you in relation to this website.
The use of this website is subject to the following terms of use:

  •   The content of the pages of this website is for your general information and use only. It is subject to change without notice.
  •   Neither we nor any third parties provide any warranty or guarantee as to the accuracy, timeliness, performance, completeness or suitability of the information and materials found or offered on this website for any particular purpose. You acknowledge that such information and materials may contain inaccuracies or errors and we expressly exclude liability for any such inaccuracies or errors to the fullest extent permitted by law.
  •   Your use of any information or materials on this website is entirely at your own risk, for which we shall not be liable. It shall be your own responsibility to ensure that any products, services or information available through this website meet your specific requirements.
  •   This website contains material which is owned by or licensed to us. This material includes, but is not limited to, the design, layout, look, appearance and graphics. Reproduction is prohibited other than in accordance with the copyright notice, which forms part of these terms and conditions.
  •   Unauthorized use of this website may give rise to a claim for damages and/or be a criminal offence.
  •   You may not create a link to this website from another website or document without 7G's prior written consent.
  •   Your use of this website and any dispute arising out of such use of the website is subject to the laws of California.

DESCRIPTION OF SERVICE
Our Site offers information and services relating to customer loyalty, marketing and sales generation. On our Site you may read articles written by 7G executives, subscribe to our service or other features and services available on or through the Site may be referred to herein collectively as the “Service”.    

THIRD PARTY WEB SITES
The Service may provide links to websites or resources outside of the Site. Because 7G has no control over external sites and resources, you acknowledge and agree that 7G is not responsible for the availability of such sites or resources, and does not endorse and is not responsible or liable for any Content, advertising, goods, services or other materials on, available through or provided by such sites or resources. Your correspondence or business dealings with, or participation in promotions of, any websites that you find or link to through the Service, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such websites. You agree that 7G shall 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 links to such websites on the Service. Unless explicitly stated otherwise, any new features or services that augment or enhance the Service in the future shall be considered part of the Service and subject to the TOU.

REGISTRATION

You may be required to register for an account on the Site to access certain information, products or services offered on the Site. As part of the registration process, we will ask you to provide us with certain information about yourself, and you may be required to select a username and password. You are solely responsible for maintaining the confidentiality of your password and for all usage or activity on your account, including the use of your account by any person using your password. In addition, to obtain information, products or services through the Site for which we require a membership, subscription or other fee or charge, you may be required to provide credit card information.
If you choose to register on the Site or otherwise provide personal or payment information on the Site, you agree to (a) provide true, accurate, current and complete information about yourself as prompted by the Site’s registration form, order form or other areas of the Site, and (b) maintain and promptly update such information to keep it true, accurate, current and complete. If you provide any information to 7G that is untrue, inaccurate, not current or incomplete, or if 7G has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, 7G has the right to suspend or terminate your account and refuse any and all current or future use of the Service (or any portion thereof). Any personal and other information you provide to 7G is subject to our Privacy Policy.

INFORMATIONAL PURPOSES ONLY

The Service is provided for informational purposes only. 7G shall not be responsible or liable for the accuracy, completeness, usefulness or availability of any information, advice, data, text, URLs, graphics, advertising or any other materials or content transmitted or made available via the Service (collectively, the “Content”). 7G shall not be responsible or liable for any decisions made in reliance on the Content.

THIRD PARTY WEBSITES

The Service may provide links to websites or resources outside of the Site. Because 7G has no control over external sites and resources, you acknowledge and agree that 7G is not responsible for the availability of such sites or resources, and does not endorse and is not responsible or liable for any content, advertising, goods, services or other materials on, available through or provided by such sites or resources. Your correspondence or business dealings with any websites that you find or link to through the Service, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such websites. You agree that 7G shall 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 links to such websites on the Service.

PRODUCT SALES TERMS AND CONDITIONS 

Unless otherwise expressly provided on the Site, the following terms will govern your purchase of any membership, system or other products or services offered by 7G (but not by other users of the Service) through the Site (together, “Products”). Additional terms may be posted on the Site, including product General Conditions.   

Billing. If you wish to purchase Products on the Site, you must provide valid credit card information on the Site’s order form. By submitting such credit card information, you give us permission to charge your purchase to the credit card that you designate on the order form as well as any and all applicable local and/or state taxes (if any) which are required to be collected by law in connection with the purchase of any Products by you.  Cancellation and Refund Policy.  In order to deploy the Red Carpet Alliance System, a merchant must agree to a one year commitment. If after 90 days you wish not to continue, simply notify your Red Carpet Alliance representative and request to terminate your contract. Upon termination no further obligations will exist between you and Red Carpet Alliance.

7G Loyalty regrets that refunds are not available to merchants due to costs incurred by the company and partners in the course of providing service.

7G makes no warranty, express or implied, with respect to product performance 

MODIFICATIONS TO SERVICE

7G reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that 7G shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service

TERMINATION 

7G reserves the right, at its sole discretion, immediately and without notice to suspend or terminate the TOU, your account (if you have registered) and/or your ability to access the Site, for any reason including any breach by you of the TOU or conduct by you that 7G determines to be inappropriate.

 

7G PROPRIETARY RIGHTS

You acknowledge and agree that the Service and any necessary software used in connection with the Service (the “Software”) contain proprietary and/or confidential information, Content and other materials that are protected by applicable intellectual property and other laws (including, without limitation, copyrights, trademarks, service marks and patents). Except as expressly authorized by 7G, you agree not to modify, rent, lease, loan, sell, distribute, create derivative works based on, or otherwise use the Software, the Service or any Content contained thereon, in whole or in part.

7G owns several trademarks and may change or add to such owned trademarks at any time without notice to you. Such trademarks include, but are not limited to, Red Carpet Alliance™, CheckMate Rewards™, 7G (SM), 7G Companies (SM) and 7G Loyalty (SM).  7G will enforce its intellectual property rights to the fullest extent of the law.
RED CARPET ALLIANCE GENERAL CONDITIONS

This Application and Agreement is made by and between 7G Companies® and Business Builders Alliance Inc. collectively “Providers”, under 7G Companies® trademarked, brand name Red Carpet Alliance® system and Product (patent pending), collectively (“RCA”) and Merchant (also referred to by all first person grammatical references such as “I, me, my”) (collectively “Parties”) in consideration of the mutual promises and restrictions set forth herein, the Parties agree as follows:

Responsibility of RCA: Providers agrees to provide Merchant: (a) Proprietary loyalty & information gathering software; (b) Promote Merchant to local market; (c) Develop customer loyalty program; (d) Set up communication system

Responsibility of Merchant: Merchant agrees to: (a) Honor all reward commitments according to this Agreement and other standard Program policies and procedures, without discrimination; (b) Display the RCA Decal on Merchant store front and website; (c) Be solely responsible for accurately providing and updating its Merchant information, actively manage the RCA within its organization; (d) Access Merchant platform to implement and maintain Program; (e) Allow Providers the use of Merchant name, logo and other proprietary designations in Merchant program promotion advertising, descriptions, narrative statement, promotional campaigns and presentations specifically relating to Merchant development process. 

Term & Termination: The initial term shall be 12 months (“Term”) from the execution of this Agreement (“Effective Date”) and shall automatically renew on an annual basis thereafter, unless either party provides written notification of intent to terminate 30-days prior to the scheduled renewal date.  Termination of this Agreement shall not relieve Merchant of any financial obligation to fulfill, reward commitments and customer acquisition incentives earned prior to the termination date.  Upon termination, Merchant Providers also reserve the right to suspend or terminate this agreement in its sole discretion at any time.  After 90 days if the I Merchant is not satisfied with RCA, the Merchant may terminate Providers Agreement upon written notice. All terms apply herewith if Merchant elects to terminate after 90 days.

Use of Names and Trademarks: Providers hereby grants Merchant a non-exclusive and revocable right to use the RCA name, logo and other proprietary designations in Merchant’s advertisements, descriptions, narrative statements, promotional campaigns or presentations specifically relating to Merchants participation in RCA during the Term of this Agreement. Merchant hereby grants Providers a non-exclusive and revocable right per this agreement to use Merchant name, logo and other proprietary designations in Providers websites website and in other general information, advertisements or solicitations.

Limit of Liability and Force Majeure: Providers total liability for any loss or damage incurred by Merchant through the use of the RCA or its Third Party Providers is strictly limited to the Sign-Up Fee Paid by Merchant for this Agreement. If Providers are unable to perform any of their obligations under this agreement due to any cause beyond its reasonable control, then Providers shall be excused and the time and performance shall be extended and Merchant hereby waves any and all claims against Providers for such a Force Majeure event. In addition, Merchant indemnifies and holds Providers harmless against any claim arising from Merchant’s failure to impose, collect or remit any/all taxes due to the governmental agencies.

Remedies:  In the event of a breach by either Party of any material provision of this Agreement, after 30-days without cure following a written notice specifically identifying the nature of such breach, the non-breaching Party shall have all rights and remedies accorded by this Agreement including but not limited to, termination of this Agreement.  In addition, in the event of a breach by Merchant, Merchant shall also be liable for Early Termination Fees as described above and any other damages at law or in equity.

Representation:  Providers makes no representations, warranties or guaranties express or implied, of any kind other than those expressly included in this Agreement.  Merchant may not change or alter any Term or Condition of this Agreement without *providers’ prior written consent.

Use of Information:  I authorize Providers, to use and forward this information to any authorized third party provider and their employees and agents (collectively “agent”) in order to fulfill the terms and conditions of this Agreement. You authorize the use of your logo for the express purpose of marketing your business.   

Indemnification:  Merchant agrees to indemnify and hold Providers and their owners, directors, managers, officers, employees, representatives, agents, affiliates, successors and permitted assigns harmless from any against any and all liabilities, claims, suits other legal actions and proceedings, demands, damages, losses, costs and expenses of any kind or nature, including, without limitation, reasonable legal fees and expenses, arising out of or as a result of Merchant’s conduct or business or from a failure of Agents to perform to Merchant’s satisfaction, or Merchant’s breach or violation of any provisions of this Agreement.  Merchant further agree that if it commits fraud or breach this Agreement, RCA may suspend and/or terminate this Agreement and assist law enforcement agencies in prosecuting Merchant to the full extent of the law.

Resolution of Dispute:  Any controversy, dispute or claim arising out of the interpretation, performance or breach of this agreement shall be resolved by binding arbitration before three (3) arbitrators, at the request of either party, in accordance with the rules of the American Arbitration Association.  The arbitrators shall apply California substantive and procedural law, regardless of the laws that might otherwise govern under applicable principles of conflicts of law.  The arbitrators shall have the power to grant all legal and equitable remedies and award damages provided by California law.  The arbitrators shall prepare in writing and provide to the parties an award including factual findings and the reasons on which the decision is based.  Any such arbitration shall be held in Orange, California.  By signing this Agreement, all parties hereto agree that any arbitrator's award may be confirmed as a judgment pursuant to California law and further agree that they are subject to the jurisdiction of the California courts for this purpose.

Controlling law, Venue and Waivers:  This Agreement shall be governed, construed and enforced in accordance with the laws of the United States and the State of California and the Parties consent to venue in the county of Orange, California.  Waiver by either Party of any breach of any provision of this Agreement or failure to insist upon strict compliance with any provision of this Agreement shall not operate or be construed as a continuing waiver of such provision or constitute a waiver of any other provisions.

 

Program Notification &Changes:  Providers may change, suspend or discontinue any or all aspect or feature of the Program, Terms and conditions and related services at any time including the availability of any database or content, without prior notice or liability.  Providers reserve the right at their discretion, to change or modify any of these Terms and Conditions, and fees at any time.  Any notice given hereunder shall be in writing and deemed to have been given when deposited in the US Mail or in a registered or certified pre-paid envelope or by RCA publication, email to Merchant, public announcement or posting on the Internet and binding herein by such notification. 

Survival & Assignment:  The rights and obligations provided in the “Confidential Information” Section and items that by their nature shall survive termination of the Agreement.  Merchant may not assign or delegate its rights or obligations hereunder to any entity without RCA’s written permission.

Entire Agreement:  This Merchant Application constitutes the entire understanding between the Parties regarding the subject matter.  It is expressly intended to supersede any prior oral or written promises, representations, guarantees or agreements related to this Agreement and to deprive them of any further force and effect.  Should any provision of this Agreement conflict with any applicable Federal and State laws or is held to be null, void or otherwise ineffective or invalid by a court of competent jurisdiction and is omitted here from, such provision shall be automatically restated to reflect the original intentions of the Parties in accordance to Federal and/or State laws and the remaining terms of this Agreement will remain in full force and effect.  No assignment of this Agreement may be made or shall be valid except that Providers may freely assign, sell or otherwise transfer any of its rights and obligations hereunder to any transferee who shall first agree to observe all the rights of Applicant hereunder.  The headings in this Agreement are included for convenience only and shall neither affect the construction or interpretations of any provision of this Agreement nor affect any of the rights or obligations of the Parties to this Agreement.

Contact Information:  RCA contact information may be found on www.RedCarpetAlliance.com or through your local RCA representative.     Rev.1/12/09

INDEMNIFICATION

You hereby agree to defend, indemnify and hold harmless the 7G Parties from any and all claims, disputes, demands, suits, liabilities and damages (including but not limited to reasonable attorneys’ fees) of every kind arising out of your failure to comply with your representations and warranties contained in the TOU or any other terms of the TOU, or your violation of any law or the rights of any third party.

DISCLAIMER OF WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE AND ALL CONTENT AND 7G PRODUCTS AVAILABLE ON OR THROUGH THE SERVICE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. 7G EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SERVICE OR THE INFORMATION, CONTENT, SERVICES OR PRODUCTS INCLUDED OR OFFERED ON OR THROUGH THE SERVICE, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
7G MAKES NO WARRANTY THAT (i) THE 7G PRODUCTS OR ANY OTHER PORTION OF THE SERVICE WILL MEET YOUR REQUIREMENTS, (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF ANY 7G PRODUCTS OR ANY OTHER PORTION OF THE SERVICE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY SERVICES OR INFORMATION OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS, AND (V) ANY ERRORS IN THE SITE OR SOFTWARE WILL BE CORRECTED.
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM 7G OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TOU.
LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT 7G SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF 7G  HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SERVICE OR ANY 7G PRODUCT; (ii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iii) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (iv) ANY OTHER MATTER RELATING TO THE SERVICE.

EXCLUSIONS AND LIMITATIONS

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU