THE SECTIONS BELOW TITLED “BINDING ARBITRATION” AND “CLASS ACTION WAIVER” CONTAIN A BINDING ARBITRATION AGREEMENT AND CLASS ACTION WAIVER. THEY AFFECT YOUR LEGAL RIGHTS. PLEASE READ THEM.
- License to Access and Use the Platform
Our Platform offers information about our company, our history, and our products. You may also purchase the items listed for sale through our Platform. We grant you a limited, nonexclusive license to access and use this Platform solely for your own personal, non-commercial informational purposes, and to print pages from the Platform only in connection with that use. You must retain all copyright and other proprietary notices contained in the original content on any copy you make of the content.
- Restrictions on Use
You may not download (other than page caching) or modify the Platform, or any portion of it, except with our express written consent. You may not distribute, transmit, perform, reproduce, publish, license, create derivative works from, transfer, sell or resell any text, graphics, logos and other source-identifying symbols, designs, icons, images, or other information, software, or code obtained from the Platform without our express written consent. The license granted to you in Section 1 does not include: (a) any resale or commercial use of this Platform or its contents; (b) any collection and use of any product listings, descriptions, or prices; (c) any derivative use of this Platform or its contents; (d) any downloading or copying of account information for the benefit of another merchant; or (e) any use of data mining, robots, or similar data gathering and extraction tools.. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) without our express written consent. You may not use any meta tags or any other "hidden text" utilizing our name or trademarks without our express written consent.
Use of our trademarks as part of a link to or from any site is prohibited unless establishment of such a link is approved in advance by us in writing. All goodwill generated from such use of ours trademarks inures to our benefit.
Except as specifically permitted herein, nothing contained in the Agreement or the Platform grants or will be construed to grant to you or any third party any right, title, or interest in, or any license or right to access, use, or reproduce, any image, text, software, code, trademark, logo, or service mark contained in the Platform, including, without limitation, the name or logo of Rodd & Gunn or any of our affiliates. We reserve, and will enforce to the fullest extent possible, all rights that we may have with respect to copyright, trademark, trade dress, and other intellectual property ownership of all materials contained in the Platform. All content included on this Platform, such as text, graphics, logos, button icons and images, is our property or the property of our content suppliers and protected by United States and international copyright laws. All software used on this Platform is our property or the property of our service provider or its suppliers and protected by United States and international copyright laws.
Any violation of the Agreement may result in an immediate revocation of your access to the Platform and may subject you to liabilities for breach. In addition, we are under no obligation to accept any individual as user of the Platform, and may accept or reject any user in our sole and complete discretion.
- Comments, Communications and Other Content
You and other users of the Platform may be able to submit reviews, suggestions, ideas, comments, questions, or other information on or through the Platform. By accessing and/or using the Platform, you agree to comply with the following guidelines:
- You will comply with all applicable laws in your use of the Platform and will not use it for any unlawful purpose, or to submit any content that is obscene, threatening, defamatory, invasive of privacy, infringing of intellectual property rights, or otherwise injurious to third parties or objectionable;
- You will not interfere with or attempt to interrupt the proper operation of the Platform through the use of any software viruses, device, information collection or transmission mechanism, software or routine, or access or attempt to gain access to any data, files, or passwords related to the Platform through hacking, password or data mining, or any other means;
- You will not access or use the Platform to collect any market research for a competing business, to conduct political campaigning, commercial solicitation, chain letters, mass mailings, or any form of "spam;"
- You may not use a false e-mail address, impersonate any person or entity, or otherwise misrepresent your affiliation with a person or entity or mislead to the origin of the content;
- You will not cover, obscure, block, or in any way interfere with any advertisements and/or safety features (e.g., report abuse button) on the Platform;
- You will not use any robot, spider, scraper, or other automated means to access the Platform for any purpose without our express written permission; provided, however, we grant the operators of public search engines permission to use spiders to copy materials from the Platform for the sole purpose of and solely to the extent necessary for creating publicly-available searchable indices of the materials, but not caches or archives of such materials;
- You will not take any action that imposes or may impose (in our sole discretion) an unreasonable or disproportionately large load on our technical infrastructure; and
- You will let us know about inappropriate content you become aware of. If you find something that violates the guidelines above, please let us know, and we’ll review it.
We reserve the right (but do not have any obligation) to remove or edit such content. We further reserve the right, in our sole and absolute discretion, to deny you access to the Platform, or any portion of the Platform, without notice.
If you do post content or submit material, and unless we indicate otherwise, you grant us a nonexclusive, royalty-free, perpetual, irrevocable, and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such content throughout the world in any media. You grant us and our sublicensees the right to use the name that you submit in connection with such content, if we or they choose. You represent and warrant that you own or otherwise control all of the rights to the content that you post; that the content is accurate; that use of the content you supply does not violate this policy and will not cause injury to any person or entity. We take no responsibility and assume no liability for any content posted by you or any third party.
- Products; Shipping; Return Policy
- Product Availability and Pricing. Product prices may be inaccurately displayed on the Platform due to system or typographical errors. Although we make every attempt to avoid these errors, they may occur. We reserve the right to correct any and all errors when they do occur, and we do not honor inaccurate or erroneous prices. If you purchase a product with a listed price that is lower than its actual price, we will, at our discretion, either contact you to notify you of the correct price before shipping the product or cancel the order and notify you of such cancellation. If the order has been shipped, you agree to either return the product or pay the difference between the actual and charged prices. Our prices are also subject to change without notice. We apologize for any inconvenience that this may cause.
Rodd & Gunn does not negotiate prices on its products and all prices are final.
- Product Descriptions. We make every attempt to ensure that our online catalog is as accurate and complete as possible. To give you the opportunity to view our products in great detail, some products may appear larger or smaller than their actual size in the photographs on the Platform; and since every device is set differently, color and size may vary slightly. Our objective is to provide you with as much information and detail about your prospective purchase as possible so that you can get the details of a particular item.
- Payment Terms. You are required to pay the fees associated with the products you purchase at the time of your purchase, including, without limitation, all applicable taxes and any shipping fees assessed by Rodd & Gunn in its sole (but reasonable) discretion.
- Billing Information. You agree that Rodd & Gunn or our third-party payment processor may immediately authorize your credit card (or other approved facility) for payment for each of your purchases made through the Platform. You warrant and represent that you are the valid owner or an authorized user of the credit card (or other approved facility) you provide to Rodd & Gunn or our third-party payment processor, and that all Billing Information you provide is current, complete, and accurate. If payment is not received from your credit card issuer, you agree to pay all amounts due upon demand. You agree to pay all costs of collection, including attorney’s fees and costs, on any outstanding balance.
If you create an account on the Platform and store any Billing Information in such account, then as set forth more fully in Section 5 below, you must keep your username and password for the account strictly confidential. You are fully responsible for all activities that occur under your account, and you agree to be personally liable for all charges incurred under your account. Your liability for such charges shall continue after termination of this Agreement.
- Shipping Terms. All products will be shipped in accordance with our shipping policy, located at http://us.roddandgunn.com/pages/shipping-returns and hereby incorporated by reference.
- Return & Exchange Policy. Our return and exchange policy, located at http://us.roddandgunn.com/pages/returns-and-exchanges and hereby incorporated by reference, governs all returns and exchanges with respect to the products on our Platform.
You may choose to register and create an account through the Platform with Rodd & Gunn. When you register on the Platform, you will have to create a username and password and provide certain information about yourself that will assist in authenticating your identity when for logs-in in the future. Each username and corresponding password can be used by only one user. You are solely responsible for maintaining the confidentiality of your username and password and for restricting access to your account, and agree not to disclose your username and password to a third party. You are solely responsible for all activities that occur under your account or with your username and password, including any use, misuse, or communications made on or through the Platform. You represent and warrant that all login and authorization information you submit through the Platform is truthful, accurate, and complete, and that you will maintain the accuracy and completeness of such information. We reserve the right to delete or change your username or password at any time and for any reason and shall have no liability to you for any loss or damage caused by such action. Rodd & Gunn will not be liable for any loss or damage caused by any unauthorized use of your account.
- Communications to Us
We shall be free to use for any purpose whatsoever any ideas, concepts, know-how, or techniques contained in any communications you send to us, including, but not limited to, feedback, comments, suggestions, and the like, including, but not limited to, for the development, production and marketing of products and services that incorporate such information, without compensation to you.
- No Warranties
THIS PLATFORM AND ALL INFORMATION, CONTENT, MATERIALS, PRODUCTS AND SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THIS PLATFORM ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. YOU EXPRESSLY AGREE THAT YOUR USE OF THIS PLATFORM IS AT YOUR SOLE RISK. NEITHER RODD & GUNN NOR ANY OF ITS AFFILIATES WARRANT THE SUITABILITY, RELIABILITY, AVAILABILITY, ACCURACY, ADEQUACY, OR COMPLETENESS OF THE PLATFORM OR THE MATERIALS PROVIDED ON THE PLATFORM, EITHER EXPRESSLY OR IMPLIEDLY, FOR ANY PARTICULAR PURPOSE. RODD & GUNN AND ITS AFFILIATES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE, AVAILABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, EXPECTED RESULTS, OR ANY ARISING FROM A COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE. FURTHER, RODD & GUNN DOES NOT WARRANT THAT THE PLATFORM WILL MEET YOUR REQUIREMENTS OR WILL OPERATE ERROR FREE OR IS FREE FROM VIRUSES, WORMS, OR OTHER DESTRUCTIVE OR HARMFUL CODE. RODD & GUNN MAY MAKE IMPROVEMENTS AND/OR CHANGES TO THE PLATFORM AT ANY TIME. If a product is not as described, your sole remedy is to return it in unused condition.
- Limitation on Liability
IN CONNECTION WITH ANY WARRANTY, CONTRACT, OR COMMON LAW TORT CLAIMS: (I) RODD & GUNN AND ITS AFFILIATES SHALL NOT BE LIABLE FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES, LOSS OF USE, DATA, OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE PLATFORM, THE PRODUCTS DISPLAYED OR OFFERED FOR SALE THROUGH THE PLATFORM, WITH THE DELAY OR INABILITY TO USE THE PLATFORM OR RELATED SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE PRODUCTS OR SERVICES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, SERVICES, AND RELATED GRAPHICS OBTAINED THROUGH THE PLATFORM; AND (II) ANY DIRECT DAMAGES THAT YOU MAY SUFFER AS A RESULT OF YOUR USE OF THE PLATFORM OR ANY PRODUCTS ON THE PLATFORM SHALL BE LIMITED TO THE GREATER OF THE AMOUNT OF THE TRANSACTION OCCURING THROUGH THE PLATFORM THAT GIVES RISE TO THE DAMAGE, IF RELATED TO SUCH A TRANSACTION, OR $50.
You agree to defend, indemnify, and hold harmless us, our affiliates, and our and their respective officers, directors, employees, successors, licensees, and assigns from and against any claims, actions, or demands, including, without limitation, reasonable legal and accounting fees, arising or resulting from: (a) your breach of this Agreement; (b) your misuse of the Platform; or (c) your violation of any third-party rights, including without limitation any intellectual property or privacy right. We shall provide notice to you of any such claim, action, or demand and shall assist you, at your expense, in defending any such claim, action, or demand. We reserve the right, at your expense, to assume the exclusive defense and control of any matter that is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting our defense of such matter.
- Compliance with Applicable Law
The Platform and its servers may be based in the United States and other jurisdictions worldwide. We make no claims concerning whether the Platform’s content may be downloaded, viewed, or be appropriate for use outside of the United States. If you access the Platform or its content from outside of the United States, you do so at your own risk. Whether inside or outside of the United States, you are solely responsible for ensuring compliance with the laws of your specific jurisdiction.
- Links to Third Party Websites
We have not reviewed any of the websites that may be linked to or from the Platform, and we are not responsible for their content. Rodd & Gunn is not responsible for the privacy practices of such other websites. Your linking to or use of any off-site pages or other websites is at your own risk. Our inclusion of links to other websites does not imply any endorsement of the material located on or linked to by such websites.
- Termination of the Agreement
We reserve the right, in our sole discretion, to restrict, suspend, or terminate this Agreement and your access to all or any part of the Platform, at any time and for any reason without prior notice or liability. We reserve the right to change, suspend, or discontinue all or any part of the Platform at any time without prior notice or liability.
- Digital Millennium Copyright Act
We respect the intellectual property rights of others and attempts to comply with all relevant laws. We will review all claims of copyright infringement received and remove any content deemed to have been posted or distributed in violation of any such laws.
Our designated agent under the Digital Millennium Copyright Act (the “Act”) for the receipt of any Notification of Claimed Infringement which may be given under that Act is as follows:
Rodd & Gunn USA INC
747 Clementina Street
San Francisco, CA 94103
If you believe that your work has been copied on the Platform in a way that constitutes copyright infringement, please provide our agent with notice in accordance with the requirements of the Act, including (i) a description of the copyrighted work that has been infringed and the specific location on the Services where such work is located; (ii) a description of the location of the original or an authorized copy of the copyrighted work; (iii) your address, telephone number and e-mail address; (iv) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; (v) a statement by you, made under penalty of perjury, that the information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf; and (vi) an electronic or physical signature of the owner of the copyright or the person authorized to act on behalf of the owner of the copyright interest.
- Binding Arbitration
In the event of a dispute arising under or relating to this Agreement, our products, the Site or the App (each, a “Dispute”), either party may elect to finally and exclusively resolve the dispute by binding arbitration governed by the Federal Arbitration Act (“FAA”). Any election to arbitrate, at any time, shall be final and binding on the other party. IF EITHER PARTY CHOOSES ARBITRATION, NEITHER PARTY SHALL HAVE THE RIGHT TO LITIGATE SUCH CLAIM IN COURT OR TO HAVE A JURY TRIAL. DISCOVERY AND APPEAL RIGHTS MAY ALSO BE LIMITED IN ARBITRATION. All disputes will be resolved before a neutral arbitrator, whose decision will be final except for a limited right of appeal under the FAA. Any court in San Francisco County, California may enforce the arbitrator’s award. The arbitration shall be administered by the Judicial Arbitration and Mediation Services (“JAMS”) pursuant to JAMS’ Streamlined Arbitration Rules and Procedures, if applicable, or otherwise pursuant to its Comprehensive Arbitration Rules and Procedures and in accordance with the Expedited Procedures in those Rules (the “JAMS Rules”). Such disputes will be resolved by the arbitrator as determined under the JAMS Rules. The arbitration may be conducted in person, through the submission of documents, by phone, or online. If conducted in person, the arbitration shall take place in San Francisco County, California. The parties may litigate in court to compel arbitration, to stay proceeding pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator. In addition, we may litigate in court to seek injunctive relief.
- Class Action Waiver
You agree that any arbitration or proceeding shall be limited to the Dispute between us and you individually. To the full extent permitted by law, (i) no arbitration or proceeding shall be joined with any other; (ii) there is no right or authority for any Dispute to be arbitrated or resolved on a class action-basis or to utilize class action procedures; and (iii) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons. YOU AGREE THAT YOU MAY BRING CLAIMS AGAINST US ONLY IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.
- Downloading The App From The App Store
The following terms apply when you download our App from Apple’s App Store. These terms are in addition to all other terms contained in the Agreement.
- You acknowledge and agree that (i) the Agreement is concluded between you and Rodd & Gunn only, and not Apple; and (ii) Rodd & Gunn, not Apple, is solely responsible for the App and content thereof. Your use of the App must comply with the App Store Terms of Service.
- You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the App.
- In the event of any failure of the App to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price, if any, for the App to you and to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App. As between Rodd & Gunn and Apple, any other claims, losses, liabilities, damages, costs, or expenses attributable to any failure to conform to any warranty will be the sole responsibility of Rodd & Gunn.
- You acknowledge that, as between Rodd & Gunn and Apple, Apple is not responsible for addressing any claims you have or any claims of any third party relating to the App or your possession and use of the App, including, but not limited to: (i) product liability claims; (ii) any claim that the App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
- You acknowledge that, in the event of any third-party claim that the App or your possession and use of the App infringes that third party’s intellectual property rights, as between Rodd & Gunn and Apple, Rodd & Gunn, not Apple, will be solely responsible for the investigation, defense, settlement, and discharge of any such intellectual property infringement claim to the extent required by the Agreement.
- You represent and warrant that: (i) you are not located in a country that is subject to a U.S. government embargo, or that has been designated by the U.S. government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. government list of prohibited or restricted parties.
- You acknowledge and agree that Apple, and Apple’s subsidiaries, are third-party beneficiaries of the Agreement as related to your license of the App, and that, upon your acceptance of the terms and conditions of the Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce the Agreement as related to your license of the App against you as a third-party beneficiary thereof.
- Without limiting any other terms of this Agreement, you must comply with all applicable third-party terms of agreement when using the App.
- General Terms
The Agreement is governed by the laws of the state of California, without regard to principles of conflict of laws. You hereby irrevocably and unconditionally consent to the jurisdiction of, and venue shall lie in, any federal or state court located in San Francisco County, California, and you consent to exclusive jurisdiction and venue in such courts for all disputes arising out of or relating to the Platform. You expressly agree that the Platform shall be deemed passive that does not give rise to personal jurisdiction over Rodd & Gunn, either specific or general, in jurisdictions other than California.
Our failure to act on or enforce any provision of the Agreement shall not be construed as a waiver of that provision or any other provision in this Agreement. No waiver shall be effective against us unless made in writing, and no such waiver shall be construed as a waiver in any other or subsequent instance. Except as expressly agreed by us and you in writing, this Agreement constitutes the entire agreement between you and us with respect to the subject matter, and supersedes all previous or contemporaneous agreements, whether written or oral, between the parties with respect to the subject matter. The section headings are provided merely for convenience and shall not be given any legal import. The Agreement will inure to the benefit of our successors, assigns, licensees, and sublicensees. Sections 6, 7, 8, 9, 14, 15 and 17 shall survive termination of the Agreement.
- How To Contact Rodd & Gunn
If you have any questions or comments about the Platform, please contact us by e-mail at email@example.com.
You also may write to Rodd & Gunn at:
Rodd & Gunn USA INC
747 Clementina Street
Copyright 2016 Rodd & Gunn USA INC. All rights reserved. Apple, the Apple logo, iPad, and iPhone are trademarks of Apple Inc., registered in the U.S. and other countries. App Store is a service mark of Apple Inc.