Acceptance of Terms
These Terms provide that all disputes between you and WYA Designs, LLC will be resolved by BINDING ARBITRATION. ACCORDINGLY, YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT (INCLUDING IN A CLASS ACTION PROCEEDING) to assert or defend your rights under these Terms (except for matters that may be taken to small claims court). Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury and your claims cannot be brought as a class action. Please review the Section below entitled Dispute Resolution and Arbitration for full details.
BY CONTINUING TO USE THE Flower Popper WEBSITE, YOU ARE INDICATING YOUR AGREEMENT TO BE BOUND BY THESE TERMS AND ALL REVISIONS as follows.
Flower Poppers will only knowingly provide use to parties that can lawfully enter into and form contracts under applicable law. If you are under the age of 18, you may use Flower Poppers only under the supervision of a parent, or legal adult guardian who agrees to be bound by these Terms.
User Account, Password, and Security
Upon creating a user account, you agree to provide Flower Poppers with a current email address and to update such information immediately upon any changes. You may not use a false email address, impersonate any person or entity, or otherwise mislead as to the origin of any content. You will also need to create a password and will receive an account designation upon completing the Site's registration process. You are responsible for all activities that occur under your password or account. Flower Poppers cannot and will not be liable for any loss or damage arising from your failure to comply with this Section 3.
In using this Website, you agree to not:
- upload, download, post, email or otherwise transmit any materials including but not limited to text, data, sketches, photos, drawings, graphics, digital images, and related visual compositions or any of these elements in combination as a design for products available on this website or otherwise ("Content") that are unlawful, harmful, obscene, pornographic, indecent, inflammatory, hateful, or racially, ethnically or otherwise objectionable, or invasive of another's rights including but not limited to rights of celebrity, privacy and intellectual property;
- impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity;
- upload, download, post, email or otherwise transmit any Content that may infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party. By uploading or downloading any Content, you represent and warrant that you have the lawful right to reproduce and distribute such Content and that the Content complies with all applicable federal, state and local laws, regulations and ordinances;
- upload, download, post, email or otherwise transmit any Content that would constitute or encourage a criminal offense, violate the rights of any party, or that would otherwise create liability or violate any local, state, national, or international law;
- upload, download, post, email or otherwise transmit any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
- upload, download, post, email or otherwise transmit false or misleading information;
- disrupt or interfere with the security of, or otherwise abuse, the Site, or any services, system resources, accounts, servers, or networks connected to or accessible through the Site or affiliated or linked websites;
- access, tamper with or use non-public areas of the Site. Unauthorized individuals attempting to access these areas of the Site may be subject to prosecution;
- disrupt or interfere with any other user's enjoyment of the Site or affiliated or linked websites.
Upon uploading Content, you acknowledge that Flower Poppers may review your Content for adherence to our guidelines and compliance with the Terms set forth in this agreement. Without limiting the foregoing, Flower Poppers and its designees shall have the right to remove any Content that violates the Terms or is otherwise objectionable to Flower Poppers.
You acknowledge and agree that Flower Poppers may preserve Content and may also disclose Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (i) comply with legal process; (ii) enforce the Agreement; (iii) respond to claims that any Content violates the rights of third-parties; or (iv) protect the rights, property, or personal safety of Flower Poppers, its users and the public.
You understand that the technical processing and operation of the Site, including your Content, may involve (i) transmissions over various networks; and (ii) changes to conform and adapt to technical requirements of connection networks or devices.
You acknowledge and agree that you will use this Site and any products ordered on this Site at all times in accordance with all applicable United States federal, state and local laws, statutes, regulations and ordinances and will not take any action that harms or violates the rights of any person or entity.
Prices for products on Flower Poppers are described on our Site and incorporated into these Terms by reference. All prices are in US Dollars. Prices and products may change at Flower Poppers discretion.
When you order a Product, or use a Service that has a fee, you will be charged, and you agree to pay, the fees in effect at the time the order is placed. We may change our fees from time to time (for example, when we have holiday sales, offer you a discount of base product prices, etc.).
All items purchased through Flower Poppers are made pursuant to a shipment contract. Title and risk of loss for all products ordered by you shall pass to you on Flower Poppers shipment to the shipping carrier. We reserve the right to ship partial orders (at no additional cost to you).
You are responsible for all applicable taxes, such as but not limited to sales taxes, GST, HST and others, and duties associated with the Products (if and as applicable).
In some states in the US and countries, Flower Poppers may collect the applicable taxes from you as the seller and pay this to the relevant tax authority (if and as applicable).
In certain cases you are required to provide a valid exemption certificate such as Resale certificate, VAT ID or ABN.
You acknowledge and agree that any Content, including but not limited to text, data, photos, graphics, etc. or other material contained or distributed on or through the Site, by Flower Poppers, its advertisers or other third parties, is protected by trademarks, service marks, patents, copyrights, or other proprietary rights and laws. You may not use or distribute any Content received through the site without the authorization of the Content owner, except for uses permitted by law. You agree not to publish, reproduce, copy, in whole or in part, nor upload, download, post, email, sell, or otherwise distribute Content available through the Site including code and software, in violation of applicable copyright and other intellectual property laws.
You will retain ownership of the Content you upload to Flower Poppers. You acknowledge and agree that the Site and any software used in connection with the Site ("Software") contains proprietary and confidential information that is protected by applicable intellectual property and other laws. You agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on the Site or the Software, in whole or in part.
All brand, product and service names used in this Site which identify Flower Poppers or third parties and their products are proprietary marks of Flower Poppers and/or the relevant third parties. Nothing in this service shall be deemed to confer on any person any license or right on the part of Flower Poppers or any third party with respect to any such image, logo or name. You shall not make any use of any Flower Poppers trademarks, logos, or trade dress without prior express and written approval by Flower Poppers.
Copyright and Intellectual Property Policy
Flower Poppers respects the intellectual property rights of others and we require our users to do the same. We may terminate the accounts of users who appear to infringe the copyright or other intellectual property rights of others. In appropriate circumstances and at our discretion, we may require removal of the user's content from our site and, if the user continues to infringe on your rights (or infringes the rights of others) terminate the user's access to our services.
If you believe that your Content has been copied in a way that constitutes copyright and/or trademark infringement, please notify Flower Poppers and provide the following information ("Notice"):
- an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright/trademark interest;
- a description of the copyrighted work and/or trademark claimed to have been infringed;
- a description of where the claimed infringing Content is located on our Site;
- your address, telephone number, and email address;
- a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright/trademark owner, its agent, or the law;
- a statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are authorized to act on behalf of the owner of the copyright/trademark interest involved.
Flower Poppers Agent for notice of claims of copyright or other intellectual property infringement can be reached as follows:
30200 Telegraph Road, Suite 185
Bingham Farms, MI 48025
By email: email@example.com
WARRANTY OF OWNERSHIP AND NON-INFRINGEMENT
YOU REPRESENT AND WARRANT THAT (I) YOU ARE THE OWNER OF THE CONTENT OR THAT THE CONTENT IS IN THE PUBLIC DOMAIN; (II) YOU HAVE THE LEGAL RIGHT AND AUTHORITY TO ENTER INTO THIS AGREEMENT AND TO GRANT THE LICENSE; (III) YOU HAVE NO KNOWLEDGE AS TO ANY THIRD-PARTY CLAIMS REGARDING THE INTELLECTUAL PROPERTY OR OTHER RIGHTS IN THE CONTENT WHICH CLAIMS WOULD INTEFERE WITH THE RIGHTS GRANTED UNDER THIS AGREEMENT; (IV) THE CONTENT DOES NOT INFRINGE THE RIGHTS OF PRIVACY, CELEBRITY, MORAL OR OTHER RIGHTS OF ANY THIRD PARTY; (V) THE WORK IS NOT DEFAMATORY OR OBSCENCE; (VI) THE CONENT DOES NOT CONTAIN ILLEGAL MATERIAL; (VII) THE CONENT DOES NOT CONTAIN MATERIAL WHICH DENIGRATES OR ATTACKS ANY PERSON BASED ON RACE, RELIGION, NATIONAL ORIGION, SEXUAL ORIENTATION, OR THE LIKE (“DISCRIMINATORY CONTENT”);
You agree to defend, indemnify and hold Flower Poppers and Flower Poppers officers, directors, employees, agents and licensors harmless from all judgments, awards, losses, liabilities, costs and expenses, including but not limited to reasonable attorney's fees, expert witness fees, and costs of litigation arising out of or based on (a) content you submit, post to or transmit through the Site, (b) your use of the Site, (c) your connection to the Site, (d) your violation of these Terms or (e) your violation of any rights of a third party.
You agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any portion of the Site, use of the Site or access to the Site without Flower Poppers express written consent.
The Site may provide, or third parties may provide, links to other websites or resources. Because Flower Poppers has no control of such sites and resources, you acknowledge and agree that Flower Poppers 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, products or other materials on or available from such sites or resources. You further acknowledge and agree that Flower Poppers shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such site or resource.
You acknowledge and agree that you will not use any product ordered from FlowerPoppers.com in a way that would be damaging to Flower Poppers public reputation or that of its employees, shareholders, licensors, or solution partners. Additionally, you acknowledge that if you choose to display any product ordered from Flower Poppers in a public setting, including on the Internet, in a way which disparages Flower Poppers, employees, shareholders or partners.
DISCLAIMER OF WARRANTIES
YOU UNDERSTAND AND AGREE THAT YOUR USE OF THE SITE IS AT YOUR SOLE RISK. THIS SITE AND THE INFORMATION, SERVICES, PRODUCTS, AND MATERIALS AVAILABLE THROUGH IT ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS.
TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, Flower Poppers AND ITS AFFILIATES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF TITLE, OR IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
Flower Poppers DOES NOT MAKE ANY WARRANTY THAT (A) THE SITE OR ITS CONTENT WILL MEET YOUR REQUIREMENTS, OR (B) THAT THE SITE OR SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE, OR (C) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SITE WILL MEET YOUR EXPECTATIONS, OR (D) THAT DEFECTS, IF ANY, WILL BE CORRECTED. YOU AGREE THAT Flower Poppers SHALL HAVE NO RESPONSIBILITY FOR ANY DAMAGES SUFFERED BY YOU IN CONNECTION WITH THE SITE OR ANY CONTENT CONTAINED THEREIN INCLUDING BUT NOT LIMITED TO LOSS OF DATA FROM DELAYS, NONDELIVERIES OF CONTENT OR EMAIL, ERRORS, SYSTEM DOWN TIME, MISDELIVERIES OF CONTENT OR EMAIL, NETWORK OR SYSTEM OUTAGES, FILE CORRUPTION, OR SERVICE INTERRUPTIONS CAUSED BY THE NEGLIGENCE OF Flower Poppers, ITS AFFILIATES, ITS LICENSORS, OR A USER'S OWN ERRORS AND/OR OMISSIONS.
YOU EXPRESSLY AGREE THAT USE OF THIS SERVICE, INCLUDING ALL CONTENT, DATA OR SOFTWARE DISTRIBUTED BY, DOWNLOADED OR ACCESSED FROM OR THROUGH THIS SITE, IS AT YOUR SOLE RISK. YOU UNDERSTAND AND AGREE THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR BUSINESS, YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH CONTENT, DATA AND/OR SOFTWARE.
YOU ACKNOWLEDGE THAT Flower Poppers DOES NOT CONTROL IN ANY RESPECT ANY INFORMATION, PRODUCTS, OR SERVICES OFFERED BY THIRD PARTIES ON OR THROUGH THIS SERVICE. EXCEPT AS OTHERWISE AGREED IN WRITING, Flower Poppers AND ITS AFFILIATES ASSUME NO RESPONSIBILITY FOR AND MAKE NO WARRANTY OR REPRESENTATION AS TO THE ACCURACY, CURRENCY, COMPLETENESS, RELIABILITY OR USEFULNESS OF CONTENT OR PRODUCTS DISTRIBUTED OR MADE AVAILABLE BY THIRD PARTIES THROUGH THIS SITE.
YOU ACKNOWLEDGE THAT Flower Poppers MAKES NO WARRANTY OR REPRESENTATION THAT CONFIDENTIALITY OF INFORMATION TRANSMITTED THROUGH THIS SITE WILL BE MAINTAINED.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM Flower Poppers OR THROUGH OR FROM THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE AGREEMENT.
LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT UNDER NO CIRCUMSTANCES INCLUDING, WITHOUT LIMITATION, ITS OWN NEGLIGENCE, SHALL Flower Poppers OR ITS PARENTS, SUBSIDIARIES, OFFICERS, EMPLOYEES, AFFILIATES, DIRECTORS, AGENTS, SUPPLIERS, OR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, TRANSMITTING, OR DISTRIBUTING Flower Poppers OR RELATED SERVICES 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 Flower Poppers HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (A) THE USE OR INABILITY TO USE THE SITE; (B) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SITE; (C) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (D) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SITE OR (E) ANY OTHER MATTER RELATING TO THE SITE. YOU ARE SOLELY RESPONSIBLE FOR CREATING BACK-UPS OF YOUR CONTENT. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO SOME OF THE ABOVE MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.
These Terms shall be governed by and construed in accordance with the laws of the province of Michigan, USA without resort to its conflict of law provisions. Any dispute with regard to this Agreement shall be submitted to one arbitrator for arbitration in Michigan, USA. The award rendered by the arbitrator shall be binding as between the parties and judgment on such award shall be entered in any court having jurisdiction thereof. The Arbitrator may award attorney's fees and costs to the prevailing party.
No agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship is intended or created by these Terms. Flower Poppers may assign its rights and responsibilities hereunder without notice to you. The failure of a party to exercise or enforce any right or provision of these Terms will not constitute a waiver of the right or provision. Flower Poppers failure to act with respect to a breach by you or others does not waive Flower Poppers right to act with respect to subsequent or similar breaches. If any provision of these Terms is invalid, illegal or unenforceable under any applicable statute or rule of law, such provision shall be deemed amended to achieve as nearly as possible the same economic effect as the original provision and the remaining provisions of these Terms shall in no way be affected or impaired. These Terms constitutes the entire agreement between you and Flower Poppers and supersedes all other communications, written or oral, with regard to the services provided by Flower Poppers.