TERMS OF SERVICE
The following terms and conditions (the “Terms of Service” or “Agreement”) constitute an agreement between you, whether as a casual visitor or a registered user (“User”, “you” or “your”), and 3 Little Ducklings, LLC. and its affiliates, successors and assigns (“3 Little Ducklings”, “us”, “our” or ‘we”), the owner and operator of the [www.3-little-ducklings.com] website and all content and features contained therein (collectively, the “Site”) as well as any related applications, e-mail notifications, newsletters, products or any other services provided by us (collectively, the Services”) regarding your use of 3 Little Ducklings products and Services (individually and collectively, the “Services”) purchased or accessed through 3 Little Ducklings or the Site and is in addition to (not in lieu of) any specific terms and conditions that apply to the particular Services you purchase or access through 3 Little Ducklings or this Site.
Please read this Terms of Service Agreement carefully, as it contains important information regarding your legal rights and remedies. Use of the Site by you is also subject to any additional terms and conditions of third party content and/or service providers as stipulated on applicable pages of the Site or through links in this Terms of Service.
1. Modifications to the Terms of Service
3 Little Ducklings, in its sole and absolute discretion, may make changes or modifications to the Site or to this Agreement (including any policies or agreements which are incorporated by reference herein) at any time and without prior notice to you, and such changes or modifications shall be effective immediately upon posting to this Site. You acknowledge and agree that (i) 3 Little Ducklings may notify you of such changes or modifications by posting them to this Site and (ii) your use of this Site or the Services after such changes or modifications have been made (as indicated by the “Last Revised” date at the top of this page) shall constitute your acceptance of this Agreement as last revised. In addition, 3 Little Ducklings may occasionally notify you of upcoming changes or modifications to this Agreement by email. It is therefore very important that you keep your account (“User Account”) information, including your email address, current.
2. Eligibility and User Accounts
This Site and the Services found at this Site are available only to Users who can form legally binding contracts under applicable law. By using this Site or the Services found at this Site, you represent and warrant that you are at least eighteen (18) years of age.
In order to access some of the features of this Site or use some of the Services found at this Site, you will be required to create a User Account. You represent and warrant that all information you submit when you create your User Account is accurate, current and complete, and that you will keep your User Account information accurate, current and complete. You are solely responsible for the activity that occurs on your User Account, whether authorized by you or not, and you must keep your User Account information secure, including without limitation your customer number/login, password. You must notify 3 Little Ducklings immediately of any breach of security or unauthorized use of your User Account. 3 Little Ducklings will not be liable for any loss you incur due to any unauthorized use of your User Account. You, however, may be liable for any loss 3 Little Ducklings or others incur caused by your User Account, whether caused by you, an authorized person, or an unauthorized person. 3 Little Ducklings in its sole discretion, reserves the right to reject or change the name of any User Account that violates any intellectual property, moral, or other rights of individuals and/or entities or violates our Terms of Service.
If you are visiting this Site from a country other than the country in which our servers are located, your communications with us may result in the transfer of information (including your User Account information) across international boundaries. By visiting this Site and communicating electronically with us, you consent to such transfers.
3. Your Use of the Site and Services
You acknowledge and agree that:
- Your use of this Site and the Services found at this Site, including any content you submit, will comply with this Agreement and all applicable local, state, national and international laws, rules and regulations.
- You will not impersonate another User, or collect or harvest (or permit anyone else to collect or harvest) any User Content (as defined below) or any non-public or personally identifiable information about another User or any other person or entity without their express prior written consent.
- You will not use this Site or the Services found at this Site in a manner (as determined by 3 Little Ducklings in its sole and absolute discretion) that is: illegal; defamatory, harassing, abusive or otherwise objectionable behavior; child pornography or the exploitation of children; hate speech, hate crimes or violence; spam or other unsolicited bulk email; computer or network hacking or cracking; infringing on the intellectual property right of another User or any other person or entity; violating the privacy or publicity rights of another User or any other person or entity, or breaches any duty of confidentiality that you owe to another User or any other person or entity; Interferes with the operation of this Site or the Services found at this Site; Contains or installs any viruses, worms, bugs, Trojan horses or other code, files or programs designed to, or capable of, disrupting, damaging or limiting the functionality of any software or hardware; or Contains false or deceptive language, or unsubstantiated or comparative claims, regarding 3 Little Ducklings or 3 Little Ducklings’ Services; or promotes or encourages any of the foregoing.
- You will not copy or distribute in any medium any part of this Site or the Services found at this Site, except where expressly authorized by 3 Little Ducklings.
- You will not circumvent, disable or otherwise interfere with the security-related features of this Site or the Services found at this Site
- You will not modify or alter any part of this Site or the Services found at this Site or any of its related technologies.
- You will not access 3 Little Ducklings Content (as defined below) or User Content through any technology or means other than through this Site itself, or as 3 Little Ducklings may designate.
- You agree to back-up all of your User Content so that you can access and use it when needed. 3 Little Ducklings does not warrant that it backs-up any User Account or User Content, and you agree to accept as a risk the loss of any and all of your User Content.
- You will not use this Site or the Services found at this Site, including any of 3 Little Ducklings’ related technologies, for any commercial use without 3 Little Ducklings’ express prior written consent.
3 Little Ducklings reserves the right to modify, change, or discontinue any aspect of this Site or the Services found at this Site, including without limitation prices and fees for the same, at any time.
4. Your Use of 3 Little Ducklings Content and User Content
In addition to the general rules above, the provisions in this Section 4 apply specifically to your use of 3 Little Ducklings Content and User Content posted to 3 Little Ducklings’ website (i.e., those sites which 3 Little Ducklings directly controls or maintains).
A. 3 Little Ducklings Content. Except for User Content, the content on this Site and the Services found at this Site, including without limitation the text, software, scripts, source code, API, graphics, photos, sounds, music, videos and interactive features and the trademarks, service marks and logos contained therein (“3 Little Ducklings Content”), are owned by or licensed to 3 Little Ducklings in perpetuity, and are subject to copyright, trademark, and/or patent protection in the United States and foreign countries, and other intellectual property rights under United States and foreign laws. 3 Little Ducklings Content is provided to you “as is”, “as available” and “with all faults” for your information and personal, non-commercial use only and may not be downloaded, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any purposes whatsoever without the express prior written consent of 3 Little Ducklings. No right or license under any copyright, trademark, patent, or other proprietary right or license is granted by this Agreement. 3 Little Ducklings reserves all rights not expressly granted in and to 3 Little Ducklings Content, this Site and the Services found at this Site, and this Agreement do not transfer ownership of any of these rights.
B. User Content. Some of the features of this Site or the Services found at this Site may allow Users to view, post, publish, share, store, or manage (a) ideas, opinions, recommendations, or advice (“User Submissions”), or (b) fashion-related, literary, artistic, musical, other content, including but not limited to photos and videos (together with User Submissions, “User Content”). By posting or publishing User Content to this Site or to the Services found at this Site, you represent and warrant to 3 Little Ducklings that (i) you have all necessary rights to distribute User Content via this Site or via the Services found at this Site, either because you are the sole author and owner of the User Content and have the right to distribute the same, or because you have the appropriate distribution rights, licenses, consents, and/or permissions to use, in writing, from the copyright or other owner of the User Content, and (ii) you do not violate the rights of any third party.
5. 3 Little Ducklings’ Use of User Content
You shall be solely responsible for any and all of your User Content or User Content that is submitted through your User Account, and the consequences of, and requirements for, distributing it.
A. With Respect to User Submissions. You acknowledge and agree that your User Submissions are entirely voluntary and that your User Submissions do not establish a confidential relationship or obligate 3 Little Ducklings to treat your User Submissions as confidential or secret. 3 Little Ducklings has no obligation, either express or implied, to develop or use your User Submissions, and no compensation is due to you or to anyone else for any intentional or unintentional use of your User Submissions. You acknowledge and agree that 3 Little Ducklings may be working on the same or similar content, it may already know of such content from other sources, it may simply wish to develop this (or similar) content on its own, or it may have taken / will take some other action. Subject to the terms and conditions for brands and merchants, 3 Little Ducklings shall own exclusive rights (including all intellectual property and other proprietary rights) to any User Submissions posted to this Site, and shall be entitled to the unrestricted use and dissemination of any User Submissions posted to this Site for any purpose, commercial or otherwise, without acknowledgment or compensation to you or to anyone else.
B. With Respect to User Content (Other Than User Submissions). Subject to the terms and conditions of the brand and merchant User Accounts, if you post or publish your User Content to this Site, you authorize 3 Little Ducklings to use the intellectual property and other proprietary rights in and to your User Content to enable inclusion and use of the User Content in the manner contemplated by this Site and this Agreement. Accordingly, you hereby grant 3 Little Ducklings a worldwide, non-exclusive, royalty-free, sublicensable (through multiple tiers), and transferable license to use, reproduce, distribute, prepare derivative works of, combine with other works, display, and perform your User Content in connection with this Site and 3 Little Ducklings’ business, including without limitation for promoting and redistributing all or part of this Site in any media formats and through any media channels without restrictions of any kind and without payment or other consideration of any kind, or permission or notification, to you or any third party. You also hereby grant each User of this Site a non-exclusive license to access your User Content (with the exception of User Content that you designate “private” or “password protected”) through this Site, and to use, reproduce, distribute, prepare derivative works of, combine with other works, display, and perform your User Content as permitted through the functionality of this Site and under this Agreement. The above licenses granted by you in your User Content terminate within a commercially reasonable time after you remove or delete your User Content from this Site. You understand and agree, however, that 3 Little Ducklings may retain (but not distribute, display, or perform) server copies of your User Content that have been removed or deleted. The above licenses granted by you in your User Content are perpetual and irrevocable.
6. 3 Little Ducklings’ Monitoring of User Content; User Account Termination Policy
3 Little Ducklings reserves the right, but has no obligation, to pre-screen User Content and decide whether any item of User Content is appropriate and/or complies with this Agreement. 3 Little Ducklings may remove any item of User Content and/or terminate a User’s access to this Site or the Services found at this Site for posting or publishing any material in violation of this Agreement, or for otherwise violating this Agreement (as determined by 3 Little Ducklings in its sole and absolute discretion), at any time and without prior notice. 3 Little Ducklings may also terminate a User’s access to this Site or the Services found at this Site if 3 Little Ducklings has reason to believe the User is a repeat offender. If 3 Little Ducklings terminates your access to this Site or the Services found at this Site, 3 Little Ducklings may, in its sole and absolute discretion, remove and destroy any data and files stored by you on its servers.
3 Little Ducklings expressly reserves the right to deny, cancel, terminate, suspend, lock, or modify access to (or control of) any User Account or Services (including the right to cancel or transfer any domain name registration) for any reason (as determined by 3 Little Ducklings in its sole and absolute discretion), including but not limited to the following: (i) to correct mistakes made by 3 Little Ducklings in offering or delivering any Services (including any domain name registration), (ii) to protect the integrity and stability of, and correct mistakes made by, any domain name registry, (iii) to assist with our fraud and abuse detection and prevention efforts, (iv) to comply with applicable local, state, national and international laws, rules and regulations, (v) to comply with requests of law enforcement, including subpoena requests, (vi) to comply with any dispute resolution process, (vii) to defend any legal action or threatened legal action without consideration for whether such legal action or threatened legal action is eventually determined to be with or without merit, or (viii) to avoid any civil or criminal liability on the part of 3 Little Ducklings, its officers, directors, employees and agents, as well as 3 Little Ducklings’ affiliates.
3 Little Ducklings expressly reserves the right to review every User Account for excessive space and bandwidth utilization, and to terminate or apply additional fees to those User Accounts that exceed allowed levels.
7. Copyright Infringement
3 Little Ducklings has adopted the following general policy toward copyright infringement in accordance with the Digital Millennium Copyright Act (“DMCA”). It is 3 Little Ducklings’ policy to (a) block access to or remove material that it believes in good faith to be copyrighted material that has been illegally copied and distributed by any of our advertisers, affiliates, content providers or Users; and (b) remove and discontinue service to repeat offenders.
A. Written Notification. 3 Little Ducklings will respond to notices of alleged infringement regarding third party material sent pursuant to and in accordance with the DMCA, which may include 3 Little Ducklings removing or disabling access to Third Party material claimed to be the subject of infringement or other activity. Written notification must be submitted to the Designated Agent at the address identified in Address for Notice section below. All notices sent to 3 Little Ducklings regarding matters other than informing 3 Little Ducklings that a party’s copyrighted material may have been infringed as a result of third party materials will not receive a response through this process. In order to be effective, your infringement notification must include the following:
1. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
2. Identification of the copyrighted work claimed to have been infringed, or if multiple copyrighted works at a single web site are covered by a single notification, a representative list of such works at that web site;
3. Identification of the material (i.e., the third party materials) that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit 3 Little Ducklings to locate the material;
4. Information reasonably sufficient to permit 3 Little Ducklings to contact the complaining party, such as an address, telephone number, and if available, an electronic mail address at which the complaining party may be contacted;
5. A statement, as follows: “I have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law”; and
6. A statement, as follows: “The information in this notification is accurate, and under penalty of perjury, I swear that I am the copyright owner or that I am authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.”
Upon receipt of a valid written notification containing the information as outlined in 1 through 6 above, 3 Little Ducklings shall, (1) remove or disable access to the Third Party Content that is alleged to be infringing; (2) forward the written notification to the alleged infringer (the “Subscriber”); (3) reasonable steps to promptly notify the Subscriber that it has removed or disabled access to the Third Party Content.
B. Counter Notification. To be effective, a Counter Notification must be a written communication provided to 3 Little Ducklings’s Designated Agent that includes substantially the following:
1. A physical or electronic signature of the Subscriber;
2. Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled;
3. A statement, as follows: “I swear under penalty of perjury that it is my good faith belief that the material identified above was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled”; and
4. The Subscriber’s name, address, and telephone number, and a statement that the Subscriber consents to the jurisdiction of Federal District Court for the judicial district in which the Subscriber’s address is located, or if the Subscriber’s address is outside of the United States, for any judicial district in which 3 Little Ducklings may be found, and that the Subscriber will accept service of process from the person who provided notification or an agent of such person.
Upon receipt of a valid Counter Notification containing the information as outlined in 1 through 4 above, the DMCA provides that the removed material will be restored or access re-enabled and 3 Little Ducklings will comply with this requirement within a reasonable time (or as otherwise required by law), provided 3 Little Ducklings’s Designated Agent has not received notice from the original complaining party that an action has been filed seeking a court order to restrain Subscriber from engaging in infringing activity relating to the material on 3 Little Ducklings’s network or system.
8. Links to Third-Party Websites
This Site and the Services found at this Site may contain links to third-party websites that are not owned or controlled by 3 Little Ducklings. These links are provided solely as a convenience to you and do not constitute an endorsement by 3 Little Ducklings of the content on such websites nor of the business practices of those operating those websites. 3 Little Ducklings has no control over and assumes no responsibility for the content, terms and conditions, privacy policies, or practices of any third-party websites. In addition, 3 Little Ducklings does not censor or edit the content of any third-party websites. By using this Site or the Services found at this Site, you expressly release 3 Little Ducklings from any and all liability arising from your use of any third-party website. Accordingly, 3 Little Ducklings encourages you to be aware when you leave this Site or the Services found at this Site and to review the terms and conditions, privacy policies, and other governing documents of each other website that you may visit.
9. Promotions, Contests & Sweepstakes
In order to participate in all and any 3 Little Ducklings promotions, contests and sweepstakes, you must establish and maintain an eligible User Account. All and any 3 Little Ducklings promotions, contests and sweepstakes are intended and eligible to be used only once per User, Individual or Customer. 3 Little Ducklings reserves the right to reject, decline or terminate the eligibility of any purchase or prize subject to violation of the 3 Little Ducklings Terms of Service and the 3 Little Ducklings Transaction Policy or if any User Account is deemed to be false or inaccurate.
10. Return Policy
3 Little Ducklings is not liable nor responsible for any disputes regarding refunds and returns. Buyers and Sellers are required to settle disputes for refunds and returns on their own. Both Buyer and Seller agree that each must notify 3 Little Ducklings in the event of any refund or return.
All Sellers must outline return policies in the space provided near the product description. These policies may include, for example, shipping, returns and exchange policies. Sellers must create reasonable policies in good faith and must abide by such policies. All policies must comply with 3 Little Ducklings’s Site-wide policies. Sellers are responsible for enforcing their own reasonable shop policies. 3 Little Ducklings hereby reserves the right to request that a seller modify a Seller policy.
11. Disclaimer of Warranties and Limitation of Liability
THE SITE IS PROVIDED BY 3 Little Ducklings ON AN “AS IS” AND ON AN “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, 3 Little Ducklings MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE WEBSITE OR THE INFORMATION, CONTENT, GRAPHICS, LINKS, MATERIALS, PRODUCTS, OR SERVICES INCLUDED ON THE WEBSITE, OR THEIR ACCURACY, RELIABILITY, COMPLETENESS, INTEGRITY, SECURITY, TIMELINESS, OR THAT THE WEBSITE OR ANY CONTENT, SEARCH OR LINK THEREIN WILL PROVIDE SPECIFIC RESULTS. IN ADDITION, THIRD PARTIES INCLUDING BUT NOT LIMITED TO MERCHANTS AND PARTNERS PROVIDE SUBSTANTIAL CONTENT AND MATERIALS ON THE WEBSITE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, 3 Little Ducklings SHALL NOT BE RESPONSIBLE FOR ANY SUCH THIRD PARTY MATERIALS, CONTENT OR SERVICE. YOU EXPRESSLY AGREE THAT YOUR USE OF THE WEBSITE OR ANY DECISION OR TRANSACTION RESULTING THEREFROM IS SOLELY AT YOUR OWN RISK. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM 3 Little Ducklings OR THROUGH OR FROM THE WEBSITE SHALL CREATE ANY WARRANTY OF ANY KIND UNLESS EXPRESSLY STATED IN THE TERMS. DATA AND INFORMATION RELATING TO SECURITIES (IF ANY) OR OTHERWISE IS PROVIDED FOR INFORMATIONAL PURPOSES ONLY, AND IS NOT INTENDED FOR TRADING PURPOSES. NEITHER 3 Little Ducklings NOR ANY OF ITS DATA OR CONTENT PROVIDERS SHALL BE LIABLE FOR ANY ERRORS OR DELAYS IN THE CONTENT, OR FOR ANY ACTIONS TAKEN IN RELIANCE THEREON. 3 Little Ducklings DOES NOT GUARANTEE CONTINUOUS, UNINTERRUPTED OR SECURE ACCESS TO THE WEBSITE OR THE SERVICES. OPERATION OF THE WEBSITE MAY BE INTERFERED BY NUMEROUS FACTORS BOTH OUTSIDE AND WITHIN 3 Little Ducklings’S CONTROL.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, 3 Little Ducklings, ON BEHALF OF ITSELF, ITS OFFICERS, DIRECTORS AND EMPLOYEES, AFFILIATES AND ITS AND THEIR SUCCESSORS AND ASSIGNS AND ITS AND THEIR THRID PARTY CONTENT PROVIDERS AND LICENSORS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE AND NON-INFRINGEMENT OF PROPRIETARY OR THIRD PARTY RIGHTS REGARDING THE WEBSITE OR ANY MATERIAL THEREON. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, 3 Little Ducklings ON BEHALF OF ITSELF, ITS OFFICERS, DIRECTORS AND EMPLOYEES, ITS AFFILIATES AND ITS AND THEIR SUCCESSORS AND ASSIGNS WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF THE WEBSITE, INCLUDING, BUT NOT LIMITED TO, DIRECT, INDIRECT, INCIDENTAL, OR EXEMPLARY (EVEN IF ANY PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), PUNITIVE AND CONSEQUENTIAL DAMAGES, OR ANY DAMAGES RELATED TO LOSS OF BUSINESS OR BUSINESS OPPORTUNITIES. 3 Little Ducklings’S AGGREGATE LIABILITY TO YOU HEREUNDER (WHETHER ARISING IN TORT, CONTRACT OR OTHERWISE AND NOTWITHSTANDING ANY FAULT, NEGLIGENCE (WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY OR STRICT LIABILITY OF 3 Little Ducklings UNDER THIS AGREEMENT SHALL NOT EXCEED $500.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, 3 Little Ducklings MAKES NO WARRANTIES OR REPRESENTATIONS REGARDING ANY PRODUCTS OR SERVICES REVIEWED ON THE WEBSITE OR BOUGHT AND/OR SOLD USING THE WEBSITE, OR THAT RETAILERS AND SERVICE PROVIDERS WILL PERFORM AT A CERTAIN LEVEL OF COMEPTENCE OR AS PROMISED BY THEM, OR THAT THE WEBSITE, ITS SERVERS, DOWNLOADS, OR E-MAIL SENT FROM 3 Little Ducklings ARE FREE OF VIRUSES, TROJAN HORSES, BUGS, CONTAMINATION, DESTRUCTIVE FEATURES OR OTHER HARMFUL COMPONENTS.
12. Limitation of Liability in Certain States
CERTAIN STATE LAWS IN THE UNITED STATES DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS. IN SUCH STATES, OUR LIABILITY AND THAT OF OUR THIRD PARTY CONTENT PROVIDERS AND OUR AND THEIR RESPECTIVE AGENTS SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
To the maximum extent permitted by applicable law, by accessing and using the Site you agree to defend, indemnify and hold 3 Little Ducklings, its subsidiaries, affiliates, partners, agents, licensors, consultants, experts, directors, officers, employees and other parties with which 3 Little Ducklings is under contract, and their respective officers, directors, employees and agents free and harmless from and against any claims, actions and demands, including, without limitation, any legal and accounting fees resulting from: (i) your use of and access to this Site or the Services found at this Site; (ii) your violation of any provision of this Agreement or the policies or agreements which are incorporated herein; and/or (iii) your violation of any third-party right, including without limitation any intellectual property or other proprietary right. The indemnification obligations under this section shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this Site.
14. Fees and Payments
Certain Services are only available for a fee (“Paid Services”). In connection with any and all Paid Services that you select to purchase, payment in is due and payable to 3 Little Ducklings immediately upon sale and shall be remitted by valid debit or credit card, by using 3 Little Ducklings’ pay by credit card option. By providing your debit or credit card information, you hereby authorize 3 Little Ducklings to charge your card for the total cost of your Paid Services, and you agree to be responsible for all associated charges. You represent and warrant that all information you provide in connection with Paid Services will be accurate, current and complete. We hereby expressly reserve the right to alter or amend the fees associated with any and all Paid Services at any time, for any reason, in our sole discretion. All Paid Service purchases are non-refundable unless otherwise expressly noted, and 3 Little Ducklings will not refund any fees, or portions thereof, remitted in connection with any Paid Services under any conditions whatsoever, including upon our termination of the Terms of Service or your User account. Should you ever choose to voluntarily cancel your User account, you will remain responsible for any and all charges incurred prior to such cancellation. Under no circumstances whatsoever will we permit exceptions to this policy. Please visit our Transaction Policy available here http://www.3-little-ducklings.com/transaction-policy for more information regarding these policies.
Please be advised that if a customer has an outstanding User Account balance (a credit positive balance) for three (3) years or more for any reason, and (i) 3 Little Ducklings is unable to issue payment to such customer or (ii) 3 Little Ducklings issued payment to such customer in the form of a paper check, but the check was never cashed, then 3 Little Ducklings shall turn over such User Account balance to the State of New York in accordance with state law. You acknowledge and agree that in either case (i) or (ii) above, 3 Little Ducklings may withhold a dormancy charge in an amount equal to the lesser of $50.00 or the total outstanding User Account balance associated with such customer.
15. U.S. Export Laws and Compliance with Local Laws
This Site and the Services found at this Site are subject to the export laws, restrictions, regulations and administrative acts of the United States Department of Commerce, Department of Treasury Office of Foreign Assets Control (“OFAC”), State Department, and other United States authorities (collectively, “U.S. Export Laws”). Users shall not export or re-export, or allow the export or re-export of, the Services found at this Site in violation of any U.S. Export Laws. None of the Services found at this Site may be downloaded or otherwise exported or re-exported (i) into (or to a national or resident of) any country with which the United States has embargoed trade; or (ii) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Commerce Department’s Denied Persons List, or any other denied parties lists under U.S. Export Laws. By using this Site and the Services found at this Site, you agree to the foregoing and represent and warrant that you are not a national or resident of, located in, or under the control of, any restricted country; and you are not on any denied parties list; and you agree to comply with all U.S. Export Laws (including “anti-boycott”, “deemed export” and “deemed re-export” regulations). If you access this Site or the Services found at this Site from other countries or jurisdictions, you do so on your own initiative and you are responsible for compliance with the local laws of that jurisdiction, if and to the extent those local laws are applicable and do not conflict with U.S. Export Laws. If such laws conflict with U.S. Export Laws, you shall not access this Site or the Services found at this Site. The obligations under this section shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this Site.
3 Little Ducklings makes no representation or warranty that the content available on this Site or the Services found at this Site are appropriate in every country or jurisdiction, and access to this Site or the Services found at this Site from countries or jurisdictions where its content is illegal is prohibited. Users who choose to access this Site or the Services found at this Site are responsible for compliance with all local laws, rules and regulations.
Except for disputes arising from an alleged violation of intellectual property rights or breach of confidentiality, for which the injured party may suffer irreparable harm and may seek a restraining order, preliminary injunctive relief, an injunction, specific performance or other equitable relief and/or legal remedies, and actions to enforce the decisions of the arbitrators, for which action may be taken in any court of competent jurisdiction, in the County of New York, in the State of New York, and you hereby consent to (and waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to) to waive the right to trial by jury in any such action or proceeding that takes place relating to or arising out of this Agreement, all disputes arising out of or related to this Agreement, including the scope, the construction or application of this Agreement, shall be resolved by arbitration in accordance with the commercial arbitration rules of the American Arbitration Association then in force. Any controversy or claim shall be arbitrated on an individual basis and shall not be consolidated in any arbitration with any claim or controversy of any other party, unless agreed to by 3 Little Ducklings at it sole discretion. The arbitration hearings and all meetings pursuant to this section shall be held in New York County, in the State of New York. If the parties cannot agree upon a single arbitrator within twenty (20) calendar days after demand by either of them, each party shall select one arbitrator knowledgeable about Internet commerce in New York, and notify the other of its selection, and such two arbitrators shall select a third from a list of arbitrators (with knowledge of the Internet industry) qualified by the American Arbitration Association in New York. If this procedure for selecting arbitrators fails, then a neutral arbitrator based in New York with knowledge of Internet commerce in New York State shall be selected by the American Arbitration Association to resolve the dispute. The arbitrator(s) shall conduct a hearing within sixty (60) days after their selection. A majority of the arbitrators (if there is more than one pursuant to this clause) shall determine the decision/award, which shall be rendered within ten (10) days after the completion of the hearing. The decision of the arbitrator(s) shall be final and binding upon the parties both as to law and to fact, and shall not be appealable to any court in any jurisdiction. The parties shall share the expenses of the arbitrators equally. Nothing in any indemnification provision hereunder shall be construed as having any bearing on the award of attorneys’ fees or arbitrators’ fees under this section.
Nothing in this Agreement shall be deemed to confer any third-party rights or benefits. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, successors and assigns. This Agreement shall be governed by and construed in accordance with the laws of the State of New York without regard to conflict of laws principles. The titles and headings of this Agreement are for convenience and ease of reference only and shall not be utilized in any way to construe or interpret the agreement of the parties as otherwise set forth herein. Each covenant and agreement in this Agreement shall be construed for all purposes to be a separate and independent covenant or agreement. If a court of competent jurisdiction holds any provision (or portion of a provision) of this Agreement to be illegal, invalid, or otherwise unenforceable, the remaining provisions (or portions of provisions) of this Agreement shall not be affected thereby and shall be found to be valid and enforceable to the fullest extent permitted by law.
18. Merchant Processor Agreement
Payment processing services for sellers on 3-little-ducklings.com are provided by Stripe and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the “Stripe Services Agreement”). By agreeing to this Agreement or continuing to operate as a seller on 3-little-ducklings.com, you agree to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to time. As a condition of us enabling payment processing services through Stripe, you agree to provide us accurate and complete information about you and your business, and you authorize us to share it and transaction information related to your use of the payment processing services provided by Stripe.
19. Contact Information
If you have any questions about this Agreement, please contact us via email at email@example.com or regular mail at the following address:
3 Little Ducklings, LLC
C/O Dold, Spath & Kiriazis, P.C
P.O. Box 36786
Grosse Pointe, MI 48236-0786
Copyright © 2015 3 Little Ducklings, LLC. All Rights Reserved.