The Website offers the ability for individuals to access certain information, data, and other content (“Content”) and use certain interactive functionality and services, including an online catalog of products and prices (“Services”) available through the Website. This Agreement applies to your use of and access to the Website and the Content and Services available through the Website. The Website is not intended for minors.
Unless you later enter into any other agreements with our website regarding the Website or any Content or Services, this Agreement is the complete and exclusive agreement between you and our website regarding your access to and use of the platform and all Content and Services. This Agreement supersedes any prior agreement or other communications between you and our website relating to your use of and access to the Website and any Content or Services.
1. DEFINITIONS.
Terms used in this Agreement have the definitions given in this Agreement.
2. TERM.
This Agreement is entered into as of the earlier of the date you first access or use the Website or any Content or Services and will continue until terminated as set forth herein.
3. ELIGIBILITY.
You must be 18 years or older to access or use the Website or any Content, or Services. By accessing or using the Website or any Content or Services, you represent that you are at least 18 years old. The Website is intended to be used only by individuals and entities that can form legally binding contracts under applicable law. By accessing the Website or any Content or Services you agree that you meet these eligibility requirements.
4. MODIFICATIONS.
our website reserves the right, at any time, to modify the Website or any Content or Services, with or without notice to you, by making those modifications available on the Website. our website also reserves the right, at any time, to modify this Agreement. our website will inform you of the presence of any changes to this Agreement by posting those changes on the Website or by providing you with notice through the Website. Any modifications will be effective immediately upon posting on the Website or delivery of such notice through the Website. you may terminate this Agreement as set forth below if you object to any such modifications. However, you will be deemed to have agreed to any and all modifications through your continued use of the Website or any Content or Services following such notice period.
5. ORDERS AND TERMS OF SALE.
The Website displays an online catalog of products and prices. You may be permitted to place orders seeking to purchase products and other offerings (“Products”) available for sale on the Website (whether in the form of an online order submitted through the Website or an order submitted by way of email, phone, or other form permitted by our website, an “Order”). All Orders are subject acceptance by our website, in its sole discretion. In addition to this Agreement, your purchase of any Products is governed by the terms displayed on the Website in connection with each Product and any additional terms provided to you in connection with your Order or any acceptance of your Order provided by our website (the “Terms of Sale”). By placing an Order, you agree to be bound by the Terms of Sale with respect to that Order and all Products included in that Order. If this Agreement conflicts with the Terms of Sale for any Order, the Terms of Sale will govern and control with respect to the Products provided to you under that Order. Risk of loss and title to any Products you purchase pass to you upon delivery of those Products to the applicable carrier. If a Product is listed at an incorrect price or with incorrect information, our website shall have the right to refuse or cancel any Order placed for those Products, whether or not the Order has been confirmed or your credit card has been charged. If your credit card has already been charged for an Order and your Order is canceled, our website will promptly issue you a credit in the amount of the charge.
6. ACCOUNT.
6.1. Users.
You are permitted to access certain Content and Services without establishing a user account on the Website (an “Account“), provided that you have agreed to this Agreement. However, access to certain Content and Services may require that you establish an Account on the Website. Approval of your request to establish an Account will be at the sole discretion of our website. If you are an organization, you may authorize designated employees within your organization to access the Website, Content, and Services on your behalf through your Account (you and each such individual, as applicable, a “User” of your Account). If you are an individual, then you may access the Website, Content, and Services through your Account as the sole User of the Account. Each user identification and password for your Account (each, “Account ID”) is personal in nature and may be used only by you or, as applicable, the User to whom the Account ID is issued.
6.2. Registration Information.
In connection with establishing an Account, you will be asked to submit certain information about yourself and, as applicable, your organization. You agree that: (a) all such information you provide will be accurate, complete, and current; (b) you will maintain and promptly update all such information to keep it accurate, complete, and current; and (c) you will not provide any information belonging to another person or organization with the intent to impersonate that person or organization.
6.3. Responsibilities.
You are solely responsible for all access to and use of your Account (whether authorized or unauthorized), including all Content and Services accessed through your Account. our website may deem any actions taken through your Account to have been authorized by you. You are responsible for compliance, and the compliance any other Users of your Account, with this Agreement. You will ensure the security and confidentiality of each Account ID and will notify our website immediately if any Account ID is lost, stolen, or otherwise compromised. You acknowledge that you are fully responsible for all costs, fees, liabilities or damages incurred, and material transferred, stored, modified or shared through the use of each Account ID (whether lawful or unlawful). You acknowledge that any Orders made or other transactions completed through your Account will be deemed to have been lawfully completed by you. In no event will our website be liable for the foregoing obligations or the failure by you to fulfill such obligations.
7. ACCESS.
7.1. To the Website and Services.
Subject to your compliance with this Agreement, our website will permit you to access and use the Website and Services solely for your own lawful purposes and only in accordance with this Agreement and any other agreement you agree to with our website before being given access to any specific aspects of the Website. Any additional agreement is in addition to this Agreement and will govern your use of the portions of the Website to which the additional agreement applies in the event of a conflict between the terms of this Agreement and the additional agreement.
7.2. To Third-Party Services.
The Website may provide you with access to certain Services developed, provided, or maintained by other third-party service providers ("Third Party Services"). In addition to the terms of this Agreement, your access to and use of any Third Party Services is also subject to any other agreement you may agree to before being given access to the Third Party Services (each, a "Third Party Service Agreement"). The terms of any Third Party Service Agreement (which may include payment of fees) will apply to the applicable Third Party Services provided under that Third Party Service Agreement in addition to the terms of this Agreement, but will not apply to any other Services you may access through the Website. Except as set forth in this Agreement, the terms of any Third Party Service Agreement will control in the event of a conflict between the terms of this Agreement and that Third Party Service Agreement.
8. TERMINATION.
You may cease use of the Website at any time. If you also wish to disable access to your Account and terminate this Agreement, you may contact our website as indicted on the Website to request that your Account be disabled. our website may terminate this Agreement at any time in its sole discretion by disabling access to your Account or by providing notice to you. Upon any termination of this Agreement: (1) all rights granted to you under this Agreement will terminate; (2) you will immediately cease all use of and access to the Website and all Services; (3) you will cease use of and delete all Content you obtained prior to termination; and (4) our website may, in its sole discretion, disable your Account and delete any of your Content. our website may, in its sole discretion, fulfil any Orders pending at the time of any termination of this Agreement or cancel any pending Orders and refund any pre-paid amounts. Sections titled Definitions, Termination, Suspension, Website Technology, Ownership, Representations and Warranties, Indemnity, Limitation on Liability, Data Privacy, Feedback, Claims of Infringement, Disputes, Notices, International Access, Linked Websites, and Additional Terms will survive any expiration or termination of this Agreement.
9. SUSPENSION.
Without limiting our website’s right to terminate this Agreement at any time or by any means, our website may also suspend your access to your Account, the Website, any Content, or any Services, with or without notice to you, upon any actual, threatened, or suspected breach of this Agreement or applicable law or upon any other conduct deemed by our website, in its sole discretion, to be inappropriate or detrimental to the Website, Services, our website, or any other User or third party.
10. WEBSITE TECHNOLOGY.
The Website, and the databases, software, hardware and other technology used by or on behalf of our website to operate the Website, and the structure, organization, and underlying data, information, and software code thereof (collectively, the "Technology"), constitute valuable trade secrets of our website. You will not, and will not permit any third party to: (1) access or attempt to access the Technology except as expressly provided in this Agreement; (2) use the Technology in any unlawful manner or in any other manner that could damage, disable, overburden, or impair the Technology; (3) use automated scripts to collect information from or otherwise interact with the Technology; (4) alter, modify, reproduce, create derivative works of the Technology; (5) distribute, sell, resell, lend, loan, lease, license, sublicense, or transfer any of your rights to access or use the Technology or otherwise make the Technology available to any third party; (6) reverse engineer, disassemble, decompile, or otherwise attempt to derive the method of operation of the Technology; (7) attempt to circumvent or overcome any technological protection measures intended to restrict access to any portion of the Technology; (8) monitor the availability, performance, or functionality of the Technology; (9) interfere with the operation or hosting of the Technology; (10) introduce any viruses, Trojan horses, worms, logic bombs or other material into the Technology; (11) introduce to the Technology, post, send by e-mail or otherwise transmit unsolicited or unauthorized advertising or promotional material, “print ads,” “false information,” “chain letters,” or any other forms of solicitation; (12) introduce to the Technology, post, send by e-mail or otherwise transmit any content that is illegal, prejudicial, threatening, abusive, harassing, criminal, defamatory, vulgar, obscene, contrary to accepted principles of morality, odious or objectionable or offensive from a racial, ethnic, or other point of view, or invades the privacy of a person, including his or her right of personal portrayal; (13) probe, scan, or test the vulnerability of the Technology, or to breach security or authentication measures without authorization; (14) misuse the identity of another individual; (15) access data which is not intended for you or entering a server/account which you are not authorized to access; or (16) transmit or transfer (by any means whatsoever) information, software, or Technology, particularly to other countries or foreign nationals in violation of a national or international law or regulation;
11. OWNERSHIP.
The Technology, all additions, improvements, updates, and modifications thereto, and all intellectual and proprietary property rights, including all copyrights, trademarks, service marks, trade secrets, patent rights, moral rights, and rights in data and databases (“IPR”), in and to the Technology are and will remain the sole and exclusive property of our website and its third party providers. You receive no ownership interest in or to the Technology and you are not granted any right or license to use the Technology itself, apart from your ability to access the Website, Content, and Services under this Agreement.
