Please read and review these Terms carefully, because by accessing or using the Services, or by clicking to accept or agree to these Terms when this option is presented to you, you agree to be bound by these Terms. If you don’t agree to these Terms, do not use the Services.
We reserve the right to update or modify these Terms at any time in our sole discretion. If we do so, we’ll let you know either by posting the modified Terms on the Site or through other communications. It’s important that you review the Terms whenever we modify them because if you continue to use the Services after we have posted modified Terms on the Site, you are indicating to us that you agree to be bound by the modified Terms. If you don’t agree to be bound by the modified Terms, then you may not use the Services anymore. Because the Services are evolving over time, we may change or discontinue all or any part of the Services, at any time and without notice, in our sole discretion.
You may use the Services only if you are 18 years or older, are capable of forming a binding contract with us and are not barred from using the Services under applicable law. By using the Services, you represent and warrant that you are 18 years or older.
Account. If you want to use certain features of the Services, including purchasing products online, you’ll have to create an account (“Account”) via the Site and provide your name and email address. Creation of your Account on the Site will enable you to use the features available on the Site.
It’s important that you provide us with accurate, complete and up-to-date information for your Account and you agree to update such information, as needed, to keep it accurate, complete and up-to-date. If you don’t, we may suspend or terminate your Account. You agree not to disclose your Account password to anyone and to notify us immediately of any unauthorized use of your Account. You’re responsible for all activities that occur under your Account, whether or not you know about them.
Subscription. You’ll be able to subscribe to our mailing list to receive emails and updates from the Services by providing us with your email address.
We make available an online platform that allows you to purchase products (“Products”). Through the Services you will be able to browse our Products and place orders.
We will provide an email or other form of confirmation after receipt of your purchase order. Your receipt of an order confirmation merely confirms our receipt of your order and neither indicates our acceptance of your order nor confirms our offer to sell. We reserve the right to refuse or limit any order you place with us. We may also, in our sole discretion, limit or cancel quantities purchased per person, household or order. These restrictions may include orders placed by or under the same Account, Method of Payment (as defined below), email address, and/or using the same billing and/or shipping address. We also reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers or distributors. In the event we make a change to or cancel an order, we will attempt to notify you by contacting the email address provided at the time the order was made. If we cancel all or any part of your order after your Method of Payment has been charged, we will refund the billed amount.
All orders are subject to acceptance by us, and we will confirm such acceptance by sending you an email confirming the Products have been shipped. You may choose the method of shipment and timing of delivery for Products you order if more than one method is available, and you will be charged shipping and handling charges accordingly based on your choice. We will not be held liable for deliveries that are delayed due to events that are beyond our control. However, we will work with you to ensure a smooth delivery.
The prices displayed for Products available for purchase via the Services represent the applicable retail prices, and do not include taxes, shipping or handling charges (to the extent applicable). Any applicable taxes, shipping or handling charges will be communicated to you before you place an order. The prices displayed on the Services are quoted in U.S. dollars. Products in your shopping cart reflect the current price displayed on the Product’s details page. Please note that this price may differ from the price displayed when the Product was first placed in your shopping cart.
By submitting an order through the Services, you agree to pay in advance the price of the Product(s) ordered, plus any applicable taxes, shipping and handling and/or other charges. Payment may be made by credit card or any other method of payment we may make available to you (each, a “Method of Payment”). In order to make a payment, you must provide us with valid credit card and/or other billing information and authorize us (or any third party payment service provider engaged by us) to charge your Method of Payment for all orders placed and accepted via the Services.
Return and exchange policies are available to you via the Services. If a Product is not what you expected it to be, you may return unworn merchandise within 30 days of devlivery. In order to return your merchandise, you must follow the return instructions included with your Products. After we have received your unworn merchandise, we will refund your credit card or issue a merchandise credit.
Most Products displayed on the Services are available exclusively online through the Services. These Products may have limited quantities and, because of their limited availability, stock will not and cannot be refreshed. When a Product featured on the Services is no longer in stock, we use our best efforts to remove such Product from the Services in a timely manner. Should you have any questions concerning the availability of a particular Product, please contact us.
We make every effort to present the most recent, accurate, and reliable information on the Services at all times. However, occasionally there may be information on the Services that contains typographical errors, inaccuracies, or omissions that may relate to Product descriptions, pricing, promotions, offers, and availability. Any errors are wholly unintentional and we reserve the right to amend errors or to update Product information at any time without prior notice. In the event a Product is listed at an incorrect price due to photographical error, typographical error or any other error in pricing information, we reserve the right to refuse or cancel any orders placed for any Product listed at the incorrect price. We reserve the right to refuse or cancel any such orders whether or not the order has been confirmed and your Method of Payment charged. If your Method of Payment has already been charged for the purchase and your order is cancelled, we will issue a credit to your Method of Payment in the amount of the incorrect price.
We have made every effort to display as accurately as possible the colors of Products that appear on the Services. However, because the color display may vary according to the device used to view the Services, we cannot guarantee that the color of the Product you see on the Services matches the actual Product color.
We reserve the right to cancel, modify or suspend any order placed if we determine in our sole discretion that a user has violated these Terms, including by engaging in any fraudulent or misleading activity (for example, by using false names, multiple identities, multiple email accounts or email addresses, impersonating another person or otherwise providing false or misleading information), or if we believe, in our sole discretion, that a user’s conduct violates applicable law or is harmful to our interests.
As part of the Services, you may receive notifications, alerts, emails, or other types of messages regarding the Services (for example, order confirmations, shipment confirmations and/or delivery information). We may also periodically send you emails that directly promote the Services and Products (for example, new Product offerings or features we provide, recommendations, special discounts or promotions). When you receive such promotional emails from us you will have the opportunity to “opt-out” by following the unsubscribe instructions provided in the email you receive.
We welcome feedback, comments and suggestions for improvements to the Services (“Feedback”). You can submit Feedback for Divadend by email at firstname.lastname@example.org. You grant to us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sublicensable and transferable license under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon and otherwise exploit the Feedback for any purpose.
For purposes of these Terms: (i) “Content” means text, graphics, images, music, software, audio, video, works of authorship of any kind, and information or other materials that are posted, generated, provided or otherwise made available through the Services; and (ii) “User Content” means any Content that Account holders (including you) provide to be made available through the Services or transmit to us through the Services (including by email). Content includes without limitation User Content.
Divadend does not claim any ownership rights in any User Content and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit your User Content. Subject to the foregoing, Divadend and/or its licensors exclusively own all right, title and interest in and to the Services and Content (other than User Content), including all associated intellectual property rights. You acknowledge and agree that the Services and Content are protected by copyright, trademark, and other laws of the United States and foreign countries. DIVADEND and all related names, logos, product and service names, designs and slogans are trademarks of Divadend and/or its licensors. You must not use such marks without the prior written permission of Divadend. All other names, logos, product and service names, designs and/or slogans on the Site are the trademarks of their respective owners. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services or Content.
By making any User Content available through the Services, you hereby grant to Divadend a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, transferable and sublicenseable license to use, copy, modify, create derivative works based upon, publicly display, publicly perform and distribute your User Content in connection with operating and providing the Services and Content to you and to other Account holders.
You are solely responsible for all your User Content. You represent and warrant that you own all your User Content or you have all rights that are necessary to grant us the license rights in your User Content under these Terms. You also represent and warrant that neither your User Content, nor your use and provision of your User Content to be made available through the Services, nor any use of your User Content by us on or through the Services will infringe, misappropriate or violate a third party’s intellectual property rights or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
Any and all User Content that you make available through the Services shall be deemed non-confidential and non-proprietary. We are not responsible or liable for the removal or deletion of (or the failure to remove or delete) any of your User Content.
Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Services. YOU WAIVE AND HOLD HARMLESS DIVADEND, ITS AFFILIATES, LICENSEES, SUCCESSORS AND ASSIGNS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY SUCH PARTY DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER SUCH PARTY OR LAW ENFORCEMENT AUTHORITIES.
Subject to your compliance with these Terms, Divadend grants you a limited, non-exclusive, non-transferable, non-sublicensable license to view and print the Content solely in connection with your permitted use of the Services and solely for your personal and non-commercial purposes.
The Services may be used only for lawful purposes and in accordance with these Terms. You agree you will not use the Services to:
engage in or encourage conduct that would constitute a criminal offense, give rise to civil liability, or otherwise violate any local, state, national or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the United States or other countries);
communicate, transmit, redistribute or upload content or material (including User Content) that:
infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy;
is incomplete, false, inaccurate or not your own;
contains any unsolicited advertising, promotional materials, or other forms of solicitation to other users, individuals or entities;
includes any addresses, email addresses, phone numbers or any contact information of any person other than yourself;
contains corrupted files, viruses, malware or any harmful software;
is libelous, defamatory or otherwise unlawful, threatening, harassing, abusive, vulgar, obscene, offensive, sexually explicit, hateful, profane, indecent, racially or ethnically derogatory, or otherwise objectionable;
promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; or is violent or promotes violence or actions that are threatening to any person or entity.
impersonate any person, business or entity, including us (our brands, lines of business, subsidiaries, and affiliated companies) and our employees and agents; or engage in or encourage any conduct that, in our sole judgment, restricts, impairs or inhibits any other user from using or enjoying the Services.
Violations of system or network security may result in civil or criminal liability. Divadend may investigate occurrences and may involve, and cooperate with, law enforcement authorities in prosecuting any user or users who are involved in such violations. You are prohibited from violating or attempting to violate the security of the Services and you agree not to do any of the following:
use, display, mirror or frame the Services or any individual element within the Services, Divadend’s name, any Divadend trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without Divadend’s express written consent;
access, tamper with, or use non-public areas of the Services, Divadend’s computer systems, or the technical delivery systems of Divadend’s providers;
avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any - technological measure implemented by Divadend or any of Divadend’s providers or any other third party (including another user) to protect the Services or Content;
attempt to access or search the Services or Content or download Content from the Services through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools and the like) other than the software and/or search agents provided by Divadend or other generally available third-party web browsers;
access data not intended for you or log on to a Divadend server or account you are not authorized to access;
attempt (or succeed in an attempt) to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization;
attempt (or succeed in an attempt) to interfere in any way with, gain unauthorized access to, damage or disrupt any part of the Services, or the Site's or Divadend’s networks or network security, or use the Site or the Services to gain unauthorized access to any other computer system;
use the Services or Content, or any portion thereof, for any commercial purpose or for the benefit of any third party or in any manner not permitted by these Terms;
forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Services or Content to send altered, deceptive or false source-identifying information; or
attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services or Content.
The Services may contain links to third-party websites or resources. We provide these links only as a convenience only, we are not responsible for the content, products or services on or available from those websites or resources or links displayed on such websites, and we do not imply any endorsement of such websites or resources. You acknowledge sole responsibility for, and assume all risk arising from, your use of any third-party websites or resources.
We reserve the right, at any time in our sole discretion and without notice to you, to modify, suspend or discontinue the Services and Content. We may also impose rules for and limits on use of the Services or restrict your access to part or all of the Services without notice or penalty. You agree that we will not be liable to you or to any third party for any modification, suspension or discontinuance of any Services or Content.
Your use of the Services and Content and your purchase of Products are at your sole risk. THE SERVICES, CONTENT AND PRODUCTS ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, DIVADEND EXPLICITY DISCLAIMS ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, WITH REGARD TO THE SERVICES, CONTENT AND PRODUCTS, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. We make no warranty that the Services or Products will meet your requirements or that the Services will be available on an uninterrupted, secure, or error-free basis. Divadend makes no warranty regarding the quality, accuracy, timeliness, truthfulness, completeness or reliability of any Content, including but not limited to the availability and/or pricing of Products sold via the Services. NO ADVICE, RESULTS OR INFORMATION, OR MATERIALS WHETHER ORAL OR WRITTEN, OBTAINED BY YOU THROUGH THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. IF YOU ARE DISSATISFIED WITH THE SERVICES, YOUR SOLE REMEDY IS TO DISCONTINUE USING SUCH SERVICES.
You agree to indemnify, defend, and hold harmless Divadend, its affiliates, licensees, successors and assigns, and any of their respective directors, officers, employees, and agents from and against all claims, liabilities, damages, expenses and costs (including reasonable attorneys' fees) arising out of or related to or in connection with (i) your access to and use of the Services; (ii) your User Content; or (iii) your violation of these Terms.
IN NO EVENT SHALL DIVADEND, ITS AFFILIATES, LICENSEES, SUCCESSORS AND ASSIGNS, OR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICES OR CONTENT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOSS OF REVENUE OR ANTICIPATED PROFITS, LOST BUSINESS, DATA OR SALES OR ANY OTHER TYPE OF DAMAGE, TANGIBLE OR INTANGIBLE IN NATURE, OR SERVICE INTERRUPTION OR THE COST OF SUBSTITUTE SERVICES ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, PRODUCTS OR THE USE OF OR INABILITY TO USE THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT OR TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, WHETHER OR NOT DIVADEND OR SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
IN NO EVENT WILL DIVADEND’S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR SITE CONTENT EXCEED THE AMOUNTS YOU HAVE PAID TO DIVADEND IN THE TWELVE (12) MONTH PERIOD PRIOR TO THE EVENT GIVING RISE TO THE LIABILTY, IF ANY, OR ONE HUNDRED DOLLARS ($100), IF YOU HAVE NOT HAD ANY PAYMENT OBLIGATIONS TO DIVADEND, AS APPLICABLE.
IF THERE IS A PROBLEM WITH A PRODUCT YOU HAVE PURCHASED THROUGH THE SERVICES, YOU AGREE THAT YOUR SOLE REMEDY IS TO SEEK A RETURN AND REFUND OR MERCHANDISE CREDIT FOR SUCH PRODUCT IN ACCORDANCE WITH OUR REFUND AND EXCHANGE POLICY.
THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN DIVADEND AND YOU.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
We control and operate the Services from the United States, and all information is processed within the United States. We do not represent that Content on the Services is appropriate or available for use in other locations. You agree to comply with all applicable laws, rules and regulations in connection with your use of the Services.
Software, if any, that may be downloaded from the Services is subject to export controls under the laws and regulations of the United States. By visiting and using any of the Services, you acknowledge that you are not a national of, or resident within, any of the countries that are subject to trade embargo under these laws and regulations or listed on any of the United States government's lists of prohibited and restricted parties.
These Terms and any action related thereto will be governed by the laws of the Commonwealth of Massachusetts without regard to its conflict of laws provisions.
You agree that any dispute arising between you and Divadend will be governed by the arbitration procedure outlined below.
We want to address your concerns without the need to initiate a formal legal case. In the event of a dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof, or the use of the Services or Content (collectively, a “Dispute”), you and Divadend agree to try to resolve such Dispute informally by first sending a notice to the other clearly marked “Notice of Dispute” and containing a brief written statement setting forth the name, address, and contact information of the party giving it, the facts giving rise to the Dispute and the relief requested. You must send any such notice to Divadend at email@example.com. We will contact you via email at the address specified in any such notice or the address we have on file for your Account. You and Divadend agree to use reasonable, good faith efforts to settle any Dispute through consultation and good faith negotiations within thirty (30) days of submission of such notice. If a Dispute is not resolved within thirty (30) days of such submission, you or Divadend may resort to the other alternatives described in this section.
In the event that any Dispute is unresolved through informal discussions within thirty (30) days as described above, you and Divadend agree to resolve such Dispute through final and binding arbitration, except as set forth under “Exceptions to Agreement” to Arbitrate below.
You can decline this agreement to arbitrate by contacting firstname.lastname@example.org within thirty (30) days of your first use of any of the Site and stating that you decline this arbitration agreement. If you have an account on any of the Site, the opt-out notice must include the email address we have on file for that account.
The American Arbitration Association (AAA) will administer the arbitration under its Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes. The arbitration will be held in Boston, MA, unless you and Divadend otherwise agree in writing. For residents outside the United States, arbitration shall be held in Boston, MA and you agree to submit to the personal jurisdiction of any state or federal court in Boston, MA.
If your or Divadend’s claim does not exceed $10,000 and does not include a request for any type of equitable remedy, the arbitration will be conducted solely on the basis of the documents that you and Divadend submit to the arbitrator, unless the party bringing the claim requests a hearing or the arbitrator determines that a hearing is necessary. If your or Divadend’s claim exceeds $10,000, the right to a hearing will be determined by the AAA Rules.
Divadend will pay all filing and arbitration fees for claims of less than $75,000 unless the arbitrator determines that a claim is frivolous or was brought for an improper purpose. You are responsible for any other costs that you may incur in the arbitration, including but not limited to attorney's fees and expert witness costs, unless Divadend is otherwise specifically required to pay such fees under applicable law. For claims that total more than $75,000, the AAA Rules will govern payment of filing fees and arbitration fees. You and Divadend agree not to seek attorneys' fees and costs in arbitration, unless the arbitrator determines that a claim is frivolous or was brought for an improper purpose. The AAA Rules and fee information are available at www.adr.org or by calling the AAA at 1-800-778-7879.
Notwithstanding the foregoing, either you or Divadend may assert claims, if they qualify, in small claims court in Massachusetts or any United States county where you live or work. Either party may bring a lawsuit solely for injunctive relief to stop unauthorized use or abuse of the Services or Content or actual or threatened intellectual property infringement (for example, trademark, trade secret, copyright or patent rights) without first engaging in arbitration or the informal dispute resolution process described above.
You agree that you may only resolve disputes with us on an individual basis, and may not bring a claim as a plaintiff of, or participate as part of, any purported class, consolidated or representative action. Further, unless you and Divadend otherwise agree in writing, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of any class, consolidated or representative proceeding.
If any court or arbitrator determines that the class, consolidated or representative action waiver set forth in this section is void or unenforceable for any reason or that arbitration can proceed on a class, consolidated or representative basis, then the Dispute will not be subject to arbitration and, other than small claims actions, must be brought in the appropriate federal or state court in Boston, MA. Both you and Divadend consent to venue and personal jurisdiction there. We both agree to waive our right to a jury trial.
Any claim or cause of action you may have with respect to Divadend, these Terms, the Content, the Services or any Products must be commenced within one (1) year after the claim or cause of action arose.
These Terms constitute the entire agreement between you and Divadend, govern your use of the Services, and supersede any prior agreements between you and Divadend. You may also be subject to additional terms and conditions that are applicable to certain parts of the Services. You may not assign or transfer these Terms, by operation of law or otherwise, without Divadend’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null. Divadend may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns. The section titles in these Terms are for convenience only and have no legal or contractual effect.
You agree that no joint venture, partnership, employment, or agency relationship exists between Divadend and you as a result of these Terms or your use of the Services.
The failure of Divadend to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. The invalidity of any term, condition or provision in these Terms shall not affect the enforceability of those portions of these Terms deemed enforceable by applicable courts of law.