Terms of Service

 

Rebels & Lovers
Website Terms and Conditions of Use

You must adhere to the terms and conditions for any use of www.rebelsnlovers.com. These terms and conditions are a legal agreement between you and the Rebels & Lovers Corporation ("R&L") stating the terms that govern all orders from R&L and your use of this Site (the "Agreement"). Please read the entire Agreement carefully.

Orders: Sections 12, 13 and 14, below, apply to all orders (whether placed by phone, through this Site, or by some other method). You agree that, by placing an order with R&L, you expressly accept the terms and conditions listed in sections 12, 13 and 14.

Use of the Site: Sections 1 through 11 apply specifically to any use of the Site. You agree that your use of the Site or any services available on or through the Site constitutes acceptance of the terms and conditions herein. If at any time you do not agree to be bound by this Agreement, you must immediately stop using the Site.

R&L may from time to time amend, supplement or modify the terms of this Agreement. You must check this agreement periodically for changes. Your continued use of the Site following the posting of any amendment, supplement or modification means that you accept and agree to it/them.

  1. The site

  2. Your Use of the Site

  3. User Submissions

  4. Use by Children

  5. Links

  6. Intellectual Property

  7. Disclaimers and Limitations

  8. Indemnification

  9. Applicable Law and Dispute Resolution

  10. Miscellaneous

  11. Brand & Private Label Brand Sales Policies

  12. Ordering Terms & Conditions

  13. General Terms & Conditions of Sales

1. The Site. The Site includes everything posted on or provided through pages posted at http://www.rebelsnlovers.com or any other websites owned or controlled by R&L including, but not limited to the following general categories:

Content: Content encompasses everything you see, hear, or otherwise receive from, on or through the Site, including but not limited to all software, marketing tools, images, graphics, photographs, works, copyright-protectable subject matter, trademarks, service marks, trade dress logos, trade names, text, documents and sounds, and all services provided through the Site.

2. Use of the Site. You may access, use or download Content as specifically permitted on the Site, or for your personal, noncommercial purposes. R&L grants you a limited, revocable, nonexclusive right to use the marketing materials as specifically permitted on the Site, for the purposes expressed on the Site. No other use of Content or marketing materials is allowed. These limited rights are granted to you as long as you:

  • Make only lawful use of the Site and the content.

  • Violate no rights or licenses of any third party.

  • Keep unchanged all copyright and other notices.

  • Protect the Content from unauthorized use, modification, reproduction, distribution or publication.

  • Do not portray R&L, its affiliates or licensors, or their products or services, in a false, misleading, derogatory, or offensive way.

  • Abide by all applicable local, state, federal, national and international laws, rules and regulations.

  • Send emails only to recipients with whom you have a prior business relationship.

  • Send no emails to recipients who have asked that you stop sending them emails.

  • Do not use a false e-mail address, impersonate any person or entity, or otherwise mislead anyone as to the origin of your services or of any Content.

  • Do not directly or indirectly access, use or download Content for the purpose of competing with R&L (e.g., scraping product data or user information).

You may not upload post, transmit, distribute or otherwise publish on or to the Site any of the following:

  • Software virus or other harmful component.

  • Advertising or commercial material of any kind, except as expressly authorized in advance by R&L.

  • False, threatening, libelous, defamatory, pornographic, obscene or otherwise unlawful material.

You may not interfere with the Site or any other user's use of the Site by, for example, overloading, flooding, mail-bombing or crashing the Site, sending spam of any kind through the site, or inserting any code or product or manipulating the Content in any way that affects any third party's experience of the Site.

R&L may, at its sole discretion, terminate your access to the Site if it believes that you have directly or indirectly violated all or portions of your obligations under this Section 2.

3. Submissions. You will provide accurate, current, and complete information as may be required in the course of using the Site. You further agree to maintain and update your information to ensure it is at all times accurate, current, and complete. R&L may terminate your use of portions or the entire Site if any information you provide is false, misleading, inaccurate or incomplete, as determined by R&L in its sole discretion. You agree that R&L may store and use any information you provide on an unrestricted basis for purposes of lawfully conducting its business, including but not limited to, keeping you up to date on product offerings.

4. Use by Children. The Site is intended only for those ages 18 and older. If you are under 18, you may not register or submit personally identifiable information on, to or through the Site. R&L does not collect personally identifiable information from any person R&L knows to be under 18 years old.

5. Links. Links from the Site to third party sites are provided only as a convenience. You use outside links at your own risk. These links do not constitute R&L's endorsement of any third party, its site, or its goods or services. R&L shall not be responsible for and hereby disclaims liability for any injury or damages you may experience by using third party materials. You may not create links to the Site that portray R&L in a false or misleading light. You may not use "framing" or similar techniques to enclose any portion of the Site.

6. Intellectual Property. Unless otherwise noted, R&L owns or has licensed all Content, and any copyright, trademark, trade dress or other intellectual property which is protected under U.S. and international laws and treaties. The Site contains various protected trademarks, service marks, trade names and trade dress owned by R&L. Other trademarks used on the Site are the property of their respective owners. You may not use any R&L or other trademarks as part of your company name, corporate name, trade name or domain name.

7. Disclaimers and Liability Limitations. YOU USE THE SITE SOLELY AT YOUR OWN RISK. R&L PROVIDES THE R&L PROPERTIES ON AN "AS-IS, WHERE-IS" BASIS, AND DISCLAIMS ALL EXPRESS AND IMPLIED WARRANTIES AND REPRESENTATIONS, INCLUDING BUT NOT LIMITED TO ACCURACY, COMPLETENESS, IMPLIED WARRANTIES OF MERCHANTABILITY, QUIET ENJOYMENT, FITNESS FOR A PARTICULAR PURPOSE TITLE, AND NON INFRINGEMENT AND ANY IMPLIED INDEMNITIES. IN NO EVENT WILL R&L OR ITS LICENSORS BE LIABLE UNDER ANY THEORY FOR ANY DAMAGES RELATED TO YOUR USE OF OR INABILITY TO USE THE R&L PROPERTIES, INCLUDING WITHOUT LIMITATION DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, COMPENSATORY OR CONSEQUENTIAL DAMAGES, LOST PROFITS OR LOSS OF OR DAMAGE TO PROPERTY, EVEN IF R&L HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. If you are dissatisfied with the Site or any of the terms in this Agreement, your sole and exclusive remedy is to stop using the Site. Some states do not allow certain limitations on implied warranties or certain damages, so some of the above exclusions may not apply to you. You understand and agree that R&L would not make the Site available "but for" your agreement to these disclaimers and liability limitations, and that R&L is at all times relying on your agreement to these disclaimers and liability limitations when it provides you with access to and use of the Site.

8. Indemnification. You agree to defend, indemnify and hold harmless R&L and its affiliates, officers, directors, owners, agents, employees, contractors, licensees and licensors from and against any and all actual or threatened claims, damages, costs and expenses, including all costs, expenses and reasonable attorneys' fees (including without limitation, fees and costs incurred in a bankruptcy proceeding, whether or not a lawsuit is filed), arising from or related to your use of the Site and for your violation of any of the terms or conditions contained in this Agreement.

9. Termination. Your failure to comply with any of the covenants, terms or conditions in this Agreement automatically revokes your authorization, right and license to use the Site and terminates any and all rights granted to you here under. Various parts of this Agreement will continue in full force and effect upon termination of your rights, according to their nature, including restrictions, disclaimers, liability limitations and indemnification obligations. Upon termination, you must promptly destroy all Content downloaded or obtained from this Site, as well as all copies of any Content. R&L may change, suspend or discontinue or restrict any Site feature at any time without prior notice.

10. Applicable Law and Dispute Resolution. This Agreement shall be governed by, construed and enforced in accordance with the internal laws of the State of Washington, without giving effect to principles and provisions thereof relating to conflict or choice of laws irrespective of the fact that any one of the parties is now or may become a resident of a different state. Venue for any action under this Agreement shall lie only in Pierce County, Washington. The parties hereby consent to personal jurisdiction over them by the courts within Pierce County, Washington. The parties waive all objection and challenge to such venue and personal jurisdiction. In the event of a dispute here under, the prevailing party shall be entitled to recover its costs and expenses incurred, including reasonable attorneys' fees.

11. Miscellaneous. This Agreement constitutes the entire agreement between you and R&L regarding access to and use of the Site and governs your use of any Content or Marketing materials, superseding and entirely replacing prior agreements (if any) between you and R&L therefor. You also may be subject to additional terms and conditions that may apply when you use affiliate services, third-party content, or third-party software. If any part of this Agreement is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect. R&L's failure to enforce any right or provisions in this Agreement will not constitute a waiver of such provision, or any other provision of this Agreement. R&L will not be responsible for failures to fulfill any obligations due to causes beyond its control. R&L obtains permission from other manufacturers and content owners to make their brands, logos, products and other content available to you through the Site. You agree that these owners that license their rights and content to R&L for the Site are intended third-party beneficiaries under this Agreement with the right to enforce the provisions of this Agreement that directly concern their content. In the event it should be determined that any provision of this Agreement is uncertain or ambiguous, the language in all parts of this Agreement shall be in all cases construed as a whole according to its fair meaning and not strictly construed for nor against either party.

YOU HAVE READ, UNDERSTOOD AND APPROVED OF THIS AGREEMENT; YOU HAVE HAD AN OPPORTUNITY TO CONSULT WITH LEGAL COUNSEL AND WITH SUCH OTHER EXPERTS OR ADVISORS AS YOU HAVE DEEMED NECESSARY IN CONNECTION WITH THIS AGREEMENT. THE FACT THAT R&L MAY HAVE DRAFTED ALL OR PORTIONS OF THIS AGREEMENT SHALL HAVE NO BEARING UPON ITS INTERPRETATION OR CONSTRUCTION.

YOU UNDERSTAND AND AGREE THAT THE PROVISIONS CONTAINED HEREIN REPRESENT AN AGREED ALLOCATION OF RISK WHICH IS REFLECTED IN THE OBLIGATIONS HERE UNDER SUCH AS THE DISCLAIMER OF ALL WARRANTIES AND THE LIMITATIONS ON LIABILITY. R&L COULD NOT PROVIDE THE R&L PROPERTIES, OR ITS PRODUCTS OR SERVICES TO YOU AT THE CURRENT PRICING "BUT FOR" YOUR AGREEMENT TO THESE TERMS AND CONDITIONS.

Rebels & Lovers
Terms and Conditions on All Orders

12. Branded & Private Label Sales Policies.

R&L will sell Branded and Private Label products only to authorized customers who, in the sole discretion and judgment of R&L:

(a) do not advertise, promote, distribute, sell or market in any way that disparages, misrepresents or injures Branded or Private Label products;

and

(b) do not distribute or sell products employing any illegal, deceptive, undesirable, or improper advertising, marketing or selling practice, including predatory or "loss leader" pricing, bait and switch, or negative selling practices.

If R&L believes, in its sole judgment, that you have failed to comply with the policy or policies stated herein, it may provide you with written notice of the same. R&L may, upon delivery of such written notice to you, stop selling Branded and/or Private Label products to you or terminate the relationship.

This sales policy is not a contract, nor an offer to form a contract. R&L is not asking for and will not accept any agreement affirming your compliance with this policy. This policy simply describes the circumstances under which R&L may, in its sole discretion, choose to continue selling Branded and Private Label products to you.

All questions regarding this Policy shall be directed, in writing, to:

Rebels & Lovers Attn: Sales Policy Inquiry 5064 Main St. Tacoma, WA 98407

R&L does not seek any comment or criticism from you about the pricing or advertising practices of any other authorized customer. R&L will not, under any circumstances, discuss the business dealings of any authorized customer with any other authorized customer. R&L reserves the right to change, amend, or discontinue this sales policy at any time, and no third party has any right to rely on the continued existence of this policy, or any act or omission by R&L to enforce this sales policy.

R&L reserves the right to modify or amend these policies unilaterally, at any time or from time to time.

13. Ordering Terms & Conditions

Orders for R&L Corporation goods (the "Goods") are subject to the following terms and conditions of sale. These terms and conditions of sale shall govern the sale of Goods from Rebels & Lovers Corporation ("R&L") to you and/or the company you are authorized to represent ("you"). R&L's performance is expressly made conditional upon your agreement to these terms and conditions of sale. Any provisions or conditions of any purchase order or other document, which are inconsistent with or in addition to these terms and conditions are hereby rejected and shall be inapplicable and not binding upon R&L.

A. Ordering. R&L shall accept your orders in writing, by phone or through electronic means for web-based orders. You may not cancel an order accepted by R&L (i.e., they are non-refundable), except upon the consent of R&L in each instance. You may pay for your first order Merchandise Credit, pre-payment, credit card or with a Gift Card. R&L shall deliver Goods F.O.B. R&L's shipping facility; risk of loss for Goods passes to you once Goods are loaded onto the courier at R&L's facility. R&L shall make commercially reasonable efforts to meet any shipment date stated on the face of any accepted order. However, you understand and agree that shipment of Goods is subject to availability, and R&L EXPRESSLY DISCLAIMS LIABILITY FOR ANY FAILURE TO MEET SUCH DELIVERY DATES. R&L shall have the right to deliver Goods at one time or in portions from time to time, and to invoice for those portions delivered. Payment will not be considered final until all freight charges and taxes billed to you have been paid. R&L offers free freight on orders over $75.00 shipped via ground with R&L's preferred carrier within the contiguous United States. R&L may periodically offer other free freight promotions and free freight is subject to change. You may also pick up your orders at the Rebels & Lovers Flagship Store: 5064 Main St. Tacoma, WA 98407..

B. Payment. You shall purchase Goods in accordance with R&L's price list in effect at the time of the order (less other discounts, if any). Prices are exclusive of all sales or use taxes, tariffs, duties and other governmental charges. You shall pay or reimburse R&L for any and all such charges. R&L accepts American Express, Visa and MasterCard.

C. Pricing. All prices are subject to change without notice. R&L assumes no responsibility and shall incur no liability whatsoever if price change notices are not received. In the event of new federal or state taxes or legislation affecting the costs of products or items, R&L reserves the right to increase prices as it deems appropriate or necessary. Merchandise is subject to change or withdrawal, or may be temporarily or permanently out of stock. We assume no liability for delays or failure to deliver due to our inability to obtain supplies.

14. General Terms & Conditions of Sale

Orders for Rebels & Lovers Corporation goods (the "Goods") are subject to the following terms and conditions of sale. These terms and conditions of sale shall govern the sale of Goods from Rebels & Lovers Corporation ("R&L"). R&L's performance is expressly made conditional upon your agreement to these terms and conditions of sale. Any provisions or conditions of any purchase order or other document, which are inconsistent with or in addition to these terms and conditions, are hereby rejected and shall be inapplicable and not binding upon R&L.

A. Warranties, Disclaimer, Limitations on Liability. R&L warrants only that the Goods shall be free from material defects on the delivery date, provided, you store and handle the delivered Goods in such a manner that meets or exceeds the storage and handling procedures utilized by R&L.

You must provide R&L with written notice of any warranty claims no later than thirty (30) days after receipt of the applicable order of Goods. Failure to provide written notice within such 30-day period shall void R&L's warranties in their entirety. As R&L's sole responsibility and liability, and YOUR ONLY AND EXCLUSIVE REMEDY for any breach or breaches of such warranties, R&L shall, upon written notice from you, either (at R&L's option) replace the defective portion of the Goods, or accept return thereof and refund the price paid by you for the defective portion. Any misuse, improper handling, storage, use, modification or alteration of the Goods by any third party shall void the forgoing warranty. You shall remain entirely responsible for any shipments by you for purposes of returning defective products or packages here under to R&L, and all risk of loss or damage during shipment shall be created by you.

IN NO EVENT WILL R&L BE LIABLE FOR ANY INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RESULTING FROM THE PERFORMANCE OR BREACH OF THIS AGREEMENT, OR THE USE OR SALE OF GOODS BY YOU, OR ANY OTHER PARTY, OR FROM THE MANUFACTURE, SALE OR USE OF ANYTHING MADE BASED ON THE GOODS, EVEN IF R&L IS AWARE OF THE POSSIBILITY OF SUCH DAMAGES, EXCEPT FOR INJURIES TO CONSUMERS DUE TO THE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF R&L. You agree that, regardless of the form of action, whether in contract or tort, including negligence, R&L's liability for damages claimed by you with respect to the Goods shall not exceed fees received by R&L from you for the applicable Goods here under. No action, regardless of form, arising under this Agreement (other than an action for non-payment of any purchase prices or other amounts owed by you to R&L), may be brought by either party more than one (1) year after the date of the alleged breach. R&L shall not be liable for any failure to perform under this Agreement where such failure is due to any cause beyond R&L's control.

You hereby release and shall defend and hold R&L and its owners and agents harmless from and against any actual or threatened claims, losses, liabilities (including without limitation any punitive damages and fines), costs and expenses (including without limitation reasonable costs of litigation and attorneys' fees) related to third party actions (a) in which it is determined that R&L is not at fault; and/or (b) arising from or relating to any acts or omissions by you, your company or your customers.

B. General. Our relationship is one of independent contractors. No agency, employment, partnership or joint venture shall be created by or founded upon this Agreement. You shall not make or assign, or represent to any party, by implication or otherwise, that it may make or assign, any warranty or representation by or for R&L, nor shall you attempt, or represent that it is entitled, to make any commitment, waiver or settlement on behalf of R&L or to pledge the credit of R&L. This Agreement shall be governed by and construed under the laws of the State of Washington, without regard to any conflicts of law principles to the contrary. The parties consent to exclusive jurisdiction and venue in the federal courts sitting in Pierce County, Washington, unless no federal subject matter jurisdiction exists, in which case the parties consent to the exclusive jurisdiction and venue in the Superior Courts of Pierce County, Washington. You agree not to object to this jurisdiction and venue, and hereby waive all defenses of lack of personal jurisdiction and forum non-conveniens. Any notice or request here under shall be made in writing delivered in person to an authorized officer of the respective party or mailed or transmitted by cable or telecopier, for R&L, to the current contact information on our website at www.rebelsnlovers.com, and, for you, to the address R&L has on file for you. Your rights hereunder are personal to you may not be assigned or transferred in whole or in part by you, nor may any benefit hereunder inure to any trustee in bankruptcy, receiver, or successor, whether by operation of law or otherwise, without the prior written consent of R&L, and any attempted assignment or transfer without such consent shall constitute a breach hereunder and shall be void. No omission or delay on the part of either party hereto in requiring due and punctual fulfillment of the obligations of the other party shall be deemed to constitute a waiver of any of the rights of the omitting or delaying party unless such rights are waived in the particular instance in a writing delivered to the other party, and no such waiver shall apply to any other instance or obligation. If any provision of this Agreement is held to be invalid or unenforceable to any extent in any context, it shall nevertheless be enforced to the maximum extent allowed by law and the parties' fundamental intentions in that and other contexts, and the remainder of this Agreement shall not be affected thereby.