1. ACCEPTANCE OF TERMS.

Galerprises Limited, (hereinafter referred to as “GPS” ), does hereby make this website (the “Website”), including all images, information, documents, communications, files, text, graphics, software, products available through the Website (collectively, the “Materials”) and all services operated by us and third parties throughout the Website (collectively, the “Services”), available for your use subject to the terms and conditions set forth in this Terms of Use Agreement and any changes, or modifications, to this Agreement that we may periodically issue and publish (collectively, the “Terms of Use” or “Agreement”). By using the Website or the Services or by clicking “I AGREE,” you agree that these terms and conditions constitute a legally binding agreement between you and GPS, establishing the terms and conditions under which you and GPS agree to operate. In particular but not limited to, you agree you will submit information to us and use our Website and GPS services to sell gift cards, merchandise credits or similar items that are redeemable for goods and services from third parties (a “Gift Card”). You do hereby agree to be bound by the terms and conditions of this Agreement whenever accessing or using this Website in any way, including, without limitation, use of any of GPS services, downloading of Materials, selling any gift card, or merely browsing the Website. Any guidelines posted on the Website, or provided to you by GPS are incorporated into this Agreement, and you do hereby agree to be bound to and obligated by these additional terms and modifications. You further acknowledge and agree that these Terms of Use will govern your relationship with GPS us in all dealings whether you access our Services through the GPS Website, a mobile device or application, or through a third party website such as Facebook, or any other communication medium.

You must have attained the age of 18 years old to use this website or any GPS services. In the event you are under the age of 18 years old you must have the consent of a legal guardian over the age of 18 years. Individuals who are under the age of 18 years and do not have the consent of a legal guardian are prohibited from using this website, or doing business with GPS.

BEFORE YOU CHECK THE BOX AND CLICK ON THE “I ACCEPT” BUTTON, CAREFULLY READ THE TERMS AND CONDITIONS OF THIS AGREEMENT. BY CLICKING ON THE “I ACCEPT” BUTTON OR USING THE WEBSITE IN ANY MANNER, YOU ARE AGREEING TO BE BOUND BY AND ARE BECOMING A PARTY TO THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, DO NOT CLICK THE “I ACCEPT” BUTTON AND YOU WILL NOT BE PERMITTED TO USE OUR SERVICES OR SELL GIFT CARDS THROUGH OUR WEBSITE. WE RESERVE THE RIGHT TO CHANGE THE TERMS OF THIS AGREEMENT IN THE FUTURE AND ANY CHANGES OR MODIFICATIONS SHALL APPLY TO YOUR USE OF THE WEBSITE IMMEDIATELY.


2. SELLING GIFT CARDS TO GALERPRISES LIMITED.

Anyone who sells a Gift Card on or through our Website, agrees to transfer complete ownership and rights of ownership to the Gift Card therein to GPS for payment in the amount agreed upon by GPS. Subsequent to a gift card sale to GPS, Seller shall not to permit, authorize, encourage, or allow anyone else to, redeem, claim, attach or transfer, any portion of the Gift Card, or any interest therein. Seller is responsible for shipping the Gift Card to GPS , and once received, we will verify the Gift Card balance and validity. Payment may be submitted as soon as 2 days, however, we reserve the right to hold payment for a period of up to 90 ninety business days following our receipt of the Gift Card if we determine, in our sole discretion, that the contemplated transaction may be fraudulent, or invalid for any reason, or if the seller has a prior history of invalid transactions. Prior to the expiration of the 90 day period GPS will either mail payment to you, or return your rejected Gift Card. When you submit an offer to sell a Gift Card, we may require that you provide GPS with valid payment information (such as credit card information),or additional information, to enable us to verify your name and address. No sale or transaction is complete, and GPS will incur no payment obligations of any kind, until we verify and accept delivery of all Gift Cards associated with such a transaction. GPS accepts no responsibility for any Gift Cards until received in our facility, and the Gift Card balance and other details are verified. We recommend you package all Gift Cards securely prior to mailing to ensure your Gift Cards arrive promptly, safely and are not damaged, or destroyed. Upon our verification that your Gift Cards meet GPS guidelines, we will notify you that transaction is complete. Only this notification obligates GPS to pay you for the Gift Cards purchased.


In connection with any sale of Gift Cards to GPS the seller hereby guarantee, represent and warrant, and continue to represent and warrant, the following: (a) the Gift Card is valid; (b) the Gift Card is redeemable for the amount of credit that you state in connection with the sale of your Gift Card; (c) that you have released all ownership interests and have not in any way retained a way to redeem, control or use the Gift Card after the selling the Gift Card to GPS us; (d) the Gift Card and any interest therein is fully transferable to us in the manner contemplated by this Agreement; (e) you are the sole lawful owner of the Gift Card and all interests thereto; (f) the Gift Card is not subject to any liens, obligations, or encumbrances of a third party; and (g) you shall comply with all other requirements to complete the sale transaction, including without limitation any shipping instructions, required by GPS. Gift Cards that have an expiration date are acceptable ONLY if: (1) you fully disclose and expressly provide us with notice of the expiration upon your submission of an offer; and (2) the expiration date is at least 6 months after the date on which we receive it.


It is mutually agreed and understood that the delivery of your Gift Card and our initial inspection of it does not complete a sale transaction and merely constitutes a legal offer to GPS. Specifically, sending a Gift Card or Gift Cards to GPS in no way obligates GPS to accept ownership of such Gift Card, or Gift Cards. GPS reserves the right to reject any Gift Card, or cards, that we believe, in our sole discretion, may be fraudulent or stolen, or which may have come from any unauthorized source, or which otherwise may pose a financial risk to GPS, our users, clients, customers or merchants and gift card issuers. Generally, we will return cards we reject, or deem unacceptable within twenty (20) business days of our receipt of the Gift Card. We accept no responsibility, or liability, for any lost or damaged packages, or packages altered in transit, whether in transit to GPS or in return transit to the seller. It is further mutually agreed that until we receive all Gifts Cards associated with a particular sale transaction, seller remains liable for all risk of loss and delay.


If GPS rejects a Gift Card for any reason, we may return the Gift Card to you using the address information you provide to GPS. If we receive notice of a claim, a complaint, or otherwise discover that the value of a Gift Card you sold to GPS has been depleted, expired or wasted, or not honored by the brand, and we are able to verify such claim, we reserve the right to charge you a replacement fee equal to the amount we paid to you for the Gift Card, plus bank charges and costs incurred by GPS. Seller agrees and authorizes GPS to immediately charge any such fees to you. You understand that depending on the transaction it may take us GPS up to thirty six (36) months to determine that a Gift Card you sold to us was obtained fraudulently, stolen, inactive, expired or depleted. Accordingly, it is agreed and understood that if we determine at any later time that any Gift Card sold to GPS was acquired fraudulently, or if the card balance has negatively changed from the amount represented to GPS for any previously non disclosed reason, you consent to and authorize GPS to charge-back, reclaim, or withdraw our payment to you. and your Affiliated Accounts. If ACH was used as a method of payment, you authorize GPS in such a case to make a withdrawal of the funds deposited. Likewise, if you, as the seller, have supplied GPS with credit card information, you authorize GPS to charge the applicable purchase amount to your credit card. Seller further agrees that GPS is unsuccessful in making a withdrawal, charging your credit card, or charging-back our payment, you will personally be responsible to issue a full refund to us without delay. Any unpaid amounts due to GPS and not fully repaid within 30 days shall incur interest in the amount of 24% annually. In the event we are required to retain an attorney, or other individual or entity to assist us in collecting moneys you owe to us, you will be responsible to compensate GPS for all such expenses and attorney fees incurred in such collection efforts.


When you sell a Gift Card on or through our Website, we guarantee: (i) we will pay you by check or any other means agreed-upon and send payment typically within twenty (20) business days of the sale transaction; and (ii) the payment amount will be calculated based on the value of the Gift Card you send to us (which we will verify upon receipt) and the discount rate you agreed to in connection with the sale transaction. We are not responsible for any payments that are lost, or sent to an invalid party due to incorrect information submitted by seller. If seller reports a payment lost in mail, GPS will reissue payment with no extra fees to seller provided that the old payment has expired and it's over 90 days from the check issue date.


3. INTELLECTUAL PROPERTY; LIMITED LICENSE TO USERS

The Materials and Services on this Website, as well as their selection and arrangement, are protected by copyright, trademark, patent, and/or other intellectual property laws, and any unauthorized use of the Materials or Services at this Website may violate such laws and these Terms of Use. Except as expressly provided herein GPS does not grant any implied rights to use the Materials or Services. Purchaser agrees not to copy, republish, frame, download, transmit, modify, lease, sell, assign, distribute, license, sublicense, reverse engineer, or create derivative works based on the Website, its Materials, or its Services or their selection and arrangement, except as expressly authorized herein. In addition, purchaser agrees not to use any data mining, robots, or similar data gathering and extraction methods in connection with the Website.

In addition to the Materials and Services offered by GPS, this Website may also make available, through third party links or otherwise, materials, information, products and services provided by third parties (collectively, the “Third Party Services”). The Third Party Services may be governed by separate license agreements that accompany such services. We offer no guarantees, make no representations or endorsements, and assume no responsibility or liability of any type with respect to the Third Party Services. It is agreed and understood that you will not hold GPS responsible, or liable, or seek to do so, with respect to the Third Party Services.


4. TRADEMARK INFORMATION

The trademarks, logos, and service marks, including “Galerprises Limited,” (the “Marks”) displayed on this Website are the property of Galerprises Limited or other third parties. You are not permitted to use the Marks without the prior written consent of GPS, or such third party that may own the Marks. All gift cards and company names are trademarks™ or registered® trademarks of their respective holders. Galerprises Limited's use of them does not imply any affiliation with or endorsement by them. Galerprises Limited is not the issuer of the gift cards sold on this website.

5.LICENSE TO GALERPRISES LIMITED FOR USER CONTENT

Our Website may accommodate user-generated content (“User Content”), which may include comments, reviews and recommendations. By submitting any User Content to this Website you warrant that you are the sole copyright owner of such uploaded content and that GPS’ presentation on the Website of such content will not infringe any intellectual property rights belonging to a third party, or claimed to be the property of a third party. By uploading any User Content you grant to GPS a worldwide, perpetual, royalty-free, non-exclusive license to, publically display and present such content, and to modify, compile, reproduce, sell, license and distribute such User Content in its original form, or as any derivative of such User Content without payment or royalty to you. Moreover, its is agreed and understood that GPS has no obligation to publish any such User Content, and may in our sole discretion remove any User Content for any reason (including any content that we have reason to believe may be fraudulent, misleading, improper, or otherwise in violation of this Agreement).


6. PROHIBITED COMMUNICATIONS

You are responsible for all statements you make on this Website. GPS takes absolutely no responsibility for statements you make on or through the Website, and you agree to indemnify us for any loss we realize as a result of any legal action taken against us because of your User Content, or your violation of the terms of this Agreement. You may submit only User Content to the Website that is not in breach of these Terms of Use. Uploaded User Content must be either (a) owned by you; (b) submitted with the express written permission of the owner, or within the scope of the license to such content, or ;(c) in the public domain. You are prohibited from posting or transmitting to this Website any unlawful, threatening, harassing, libelous, offensive, defamatory, obscene, or pornographic materials, or other materials that would violate any law or the rights of others, including, without limitation, laws against copyright infringement, and rights of privacy and publicity. Any violation of these restrictions may result in automatic and immediate suspension, revocation, denial of, or limitations on access by you to this Website.


7. USER CONDUCT

In using the Website, including all Services and Materials available through it, you agree: a) not to disrupt or interfere with any other users’ use or enjoyment of the Website, or affiliated or linked sites; b) not to upload, post, or otherwise transmit through the Website any viruses or other harmful, disruptive, or destructive files or functions; c) not to disrupt or interfere with the security or privacy of, or otherwise cause harm to, the Website, or any Services, Materials, system resources, servers, or networks connected to or accessible through the Website or any linked sites.

8. MANAGING CONTENT AND COMMUNICATIONS

GPS reserves the right, in our sole discretion, to delete or remove User Content from the Website and to restrict, suspend, revoke or terminate your subscription and access to part or all of this Website, at any time without prior notice. We reserve the right to pursue all reasonable redress including full compensation for any damages associated with malicious or other behaviors or actions resulting from unauthorized use of this Website. GPS may, but are not obligated to, monitor or review any areas on the Website where users and members transmit, or post, User Content. GPS disclaims any and all liability related to User Content. including any and all liability with respect to the misuse, loss, modification, or unavailability of any User Content. GPS cannot and does not guarantee the accuracy, integrity or quality of such User Content, and takes no responsibility whatsoever with respect to the accuracy or integrity of any User Content, including reviews and recommendations, made available on the Website.

9. DISCLAIMERS OF WARRANTIES; LIMITATION OF LIABILITY

The Materials and Services are provided “as is”; except as expressly provided herein. GPS makes no representations or warranties of any kind with respect to the Services, Gift Cards, the Website, or any contents therein. GPS assumes no liability or responsibility for any errors or omissions in providing, or delivering, the Materials, Services and/or Gift Cards, and any failures, delays, or interruptions in the shipment of Gift Cards, delivery of any content contained on the Website, any losses or damages arising from the use of the content provided on the Website, goods or services provided by us, or any conduct by users of the Website.

EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, WE DISCLAIM ALL REPRESENTATIONS AND WARRANTIES RELATING TO THE SERVICE, THE GIFT CARDS, AND THE WEBSITE, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUALITY, ACCURACY, TITLE, AND NON-INFRINGEMENT. IN ADDITION, WE DO NOT REPRESENT OR WARRANT THAT THE INFORMATION ON OR ACCESSIBLE VIA THE WEBSITE OR THROUGH THE SERVICE IS COMPLETE OR CURRENT.

WE AND OUR AFFILIATES, SUPPLIERS, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES AND AGENTS WILL NOT BE HELD LIABLE FOR ANY INDIRECT OR SPECULATIVE DAMAGES (INCLUDING, WITHOUT LIMITING THE FOREGOING, CONSEQUENTIAL, INCIDENTAL, AND SPECIAL DAMAGES) INCLUDING, BUT NOT LIMITED TO, LOSS OF USE, BUSINESS INTERRUPTIONS, AND LOSS OF PROFITS, REGARDLESS OF WHETHER THESE PARTIES HAD ADVANCE NOTICE OF THE POSSIBILITY OF ANY SUCH DAMAGES. WE AND OUR AFFILIATES’, SUPPLIERS’, AND THEIR RESPECTIVE OFFICERS’, DIRECTORS’, SHAREHOLDERS’, EMPLOYEES’ AND AGENTS’ TOTAL LIABILITY TO YOU FOR ANY CLAIM ARISING OUT OF OR RELATING TO THE SERVICE, THE GIFT CARD, THE WEBSITE OR THESE TERMS OF USE, WHETHER IN CONTRACT OR IN TORT, SHALL NOT EXCEED THE AMOUNTS PAID TO US BY YOU FOR THE GIFT CARD UNDER THESE TERMS OF USE. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THIS AGREEMENT.


10. INDEMNITY AND LIABILITY

You agree to indemnify and hold Galerprises Limited, and its subsidiaries, affiliates, officers, directors, agents, partners and employees, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your use of the Website, your connection to the Website, your violation of these Terms of Use, or your violation of any rights of another person or entity

11. PERSONAL INFORMATION AND PRIVACY

It is mutually agreed and understood that GPS may disclose information about you if we have a good faith belief that we are required to do so by law, or, to respond to claims, or to protect the rights, property, or safety of Galerprises Limited or others. Please refer to our Privacy Policy for more information about the manner in which we protect and use your information. By using this website and accepting membership you do hereby agree and consent to GPS’s use of your names, and likeness in importing contacts, sending connection invites, as well as sending or delivering reminder emails. Any refusal to participate in reminder emails or connection invites of any kind must be in writing and delivered to GPS, and may result in the termination of membership.

12. GOVERNING LAW, JURISDICTION, VENUE AND ARBITRATION

This Agreement is governed in all respects by the laws of the United Kingdom.


13. GENERAL

The Terms of Use and the other agreements, rules, guidelines, licenses and disclaimers posted on the Website constitute the entire agreement between GPS and you with respect to your use of the Website and any of the Services or Gift Cards sold or made available through the Website. If for any reason a court of competent jurisdiction finds any provision of this Agreement, or any portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to effect the intent of the parties as reflected by that provision, and the remainder of the Agreement shall continue in full force and effect. Any failure by Galerprises Limited to enforce or exercise any provision of this Agreement or related right shall not constitute a waiver of that right or provision. 

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