Olivia Place provides its service to you, subject to the following Terms of Service ("TOS"), which may be updated by us from time to time without notice to you. IF YOU VISIT, SHOP AT, OR OTHERWISE USE ANY WEBSITE OPERATED BY OLIVIA PLACE (including oliviaplace.com and any future site operated by Olivia Place), YOU ACCEPT THIS TOS. You can review the most current version of the TOS at any time on the Olivia Place website. In addition, when using particular Olivia Place services, you will be subject to any posted guidelines or rules applicable to such services that may be posted from time to time. All such guidelines or rules are hereby incorporated by reference into the TOS. Olivia Place may also offer other services that are governed by different terms of service.
2. DESCRIPTION OF SERVICE
Olivia Place currently provides users with access to (including information about and the opportunity to purchase) products at specially-negotiated prices (the "Service"). Unless explicitly stated otherwise, any new features that augment or enhance the current Service shall be subject to the TOS. You understand and agree that the Service is provided "AS-IS". Olivia Place assumes no responsibility for the timeliness, deletion, or misunderstanding of or failure to accept any communication to or from you (including product orders). Olivia Place does not warrant that product specifications, pricing, or other content on the Olivia Place website is complete or accurate. If there are errors related to the pricing or specifications of any product, Olivia Place has the right to refuse or cancel any orders in its sole discretion. But if Olivia Place charged your credit card or other account prior to cancellation, we will issue a credit to your account in the amount of the charge. You understand and agree that the Service may include third party advertisements and services and that Olivia Place assumes no responsibility for third party advertisements and services. You also understand and agree that the Service may include certain communications from Olivia Place, such as service announcements, administrative messages, and the Olivia Place newsletter, and that these communications are considered part of Olivia Place membership and you will not be able to opt out of receiving them. You are responsible for obtaining access to the Service and that access may involve third party fees (such as Internet service provider or airtime charges). You are responsible for those fees, including those fees associated with the display or delivery of advertisements. In addition, you must provide and are responsible for all equipment necessary to access the Service.
3. YOUR REGISTRATION DATA
In consideration of your use of the Service, you represent that you are of legal age to form a binding contract, that you are not a person barred from receiving services under the laws of the United States or other applicable jurisdiction, and, if you are representing an entity, that you are duly authorized to enter into this contract on behalf of such entity and that such entity has the requisite power and authority to enter into this contract. You also agree to: (a) provide true, accurate, current and complete information about yourself (and, if applicable, any affiliated entity) as prompted by the Service's registration, purchase, or other forms (such information being the "Registration Data"); and (b) maintain and promptly update the Registration Data to keep it true, accurate, current, and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or Olivia Place has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Olivia Place has the right to suspend or terminate your account and refuse any and all current or future use of the Service (or any portion thereof).
4. OLIVIA PLACE PRIVACY POLICY
Registration Data and certain other information about you is subject to our Privacy Policy. You can request a full copy of our Privacy Policy by emailing a request to info@oliviaplace.com.
5. MEMBER ACCOUNT, PASSWORD AND SECURITY
If you choose to open an Olivia Place account, you will receive a password and account designation upon completing the Service's registration process. You are responsible for maintaining the confidentiality of the password and account, and are fully responsible for all activities that occur under your password or account. You agree to: (a) immediately notify Olivia Place of any unauthorized use of your password or account or any other breach of security; and (b) ensure that you exit from your account at the end of each session. Olivia Place cannot and will not be liable for any loss or damage arising from your failure to comply with this Section 5.
6. YOUR CONDUCT
You agree to not use the Service to:
- upload, post, email, transmit, or otherwise make available 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;
- act in a manner that negatively affects other users' ability to use the Service;
- interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies, or regulations of the Service or servers or networks connected to the Service; or
- intentionally or unintentionally violate any applicable local, state, national or international law, or any regulations having the force of law.
You agree that you must evaluate, and bear all risks associated with, the use of any content provided to you by Olivia Place or any other party in connection with your use of the Service, including any reliance on the accuracy, completeness, or usefulness of such content.
You acknowledge, consent and agree that Olivia Place may access, preserve, and disclose your purchase history, account information, communications, and other information if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary to: (i) comply with legal process; (ii) enforce the TOS; (iii) respond to your requests for customer service; or (iv) protect the rights, property, or personal safety of Olivia Place, its users and the public.
You understand that the technical processing and transmission of the Service may involve (1) transmissions over various networks; and (2) changes to conform and adapt to technical requirements of connecting networks or devices.
You understand that the Service and software embodied within the Service may include security components that permit digital materials to be protected, and use of these materials is subject to usage rules set by Olivia Place and/or content providers who provide content to the Service. You may not attempt to override or circumvent any of the usage rules embedded into the Service. Any unauthorized reproduction, publication, further distribution or public exhibition of the materials provided on the Service, in whole or in part, is strictly prohibited.
7. CONTENT SUBMITTED IN CONNECTION WITH YOUR USE OF THE SERVICE
Olivia Place does not claim ownership of content you submit in connection with your use of the Service. However, with respect to such content, you hereby grant Olivia Place a world-wide, royalty free and non-exclusive license to distribute, reproduce, modify, adapt, publicly perform, publicly display, and otherwise use such content on the Olivia Place website. Any such use will be in accordance with Olivia Place’s Privacy Policy.
8. INDEMNITY
You agree to indemnify and hold Olivia Place, and its affiliates, shareholders, officers, agents, product, service, and content providers, co-branders, and other partners, and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of: your use of the Service; your connection to the Service; any content you submit, post, transmit, or make available through the Service; your violation of the TOS; or your violation of any rights of another.
9. NO RESALE OF SERVICE
You agree not to reproduce, duplicate, copy, sell, trade, resell or exploit for any commercial purposes, any portion of the Service (including your Olivia Place account or pricing information for Olivia Place products), use of the Service, or access to the Service.
10. GENERAL PRACTICES REGARDING USE
You acknowledge that Olivia Place may establish general practices and limits concerning use of the Service. You further acknowledge that Olivia Place reserves the right to modify these general practices from time to time.
11. MODIFICATIONS TO SERVICE
Olivia Place reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that Olivia Place shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.
12. TERMINATION
You agree that Olivia Place may, under certain circumstances and without prior notice, immediately terminate your Olivia Place account and access to the Service. Cause for such termination shall include, but not be limited to: (a) breaches or violations of the TOS or other incorporated agreements or guidelines; (b) requests by law enforcement or other government agencies; (c) a request by you (self-initiated account deletions); (d) discontinuance or material modification to the Service (or any part thereof); (e) unexpected technical or security issues or problems; and (f) extended periods of inactivity. Termination of your Olivia Place account may include: (i) removal of access to all offerings within the Service; (ii) deletion of your password and all related information, files, and content associated with or inside your account (or any part thereof); and (iii) barring further use of the Service. Further, you agree that all terminations for cause shall be made in Olivia Place's sole discretion and that Olivia Place shall not be liable to you or any third-party for any termination of your account or access to the Service.
13. DEALINGS WITH ADVERTISERS
Your correspondence or business dealings with, or participation in promotions of, advertisers and other third parties found on or through the Service, including payment and delivery of related goods or services, and any other terms, conditions, warranties, or representations associated with such dealings, are solely between you and such third parties. You agree that Olivia Place shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such third parties on the Service.
14. LINKS
The Service may provide, or third parties may provide, links to other Internet sites or resources. Because Olivia Place has no control over such sites and resources, you acknowledge and agree that Olivia Place is not responsible for the availability of such external 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 Olivia Place 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.
15. OLIVIA PLACE'S PROPRIETARY RIGHTS
You acknowledge and agree that the Service and any necessary software used in connection with the Service ("Software") contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You further acknowledge and agree that content contained in sponsor advertisements or information presented to you through the Service or by advertisers is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly authorized by Olivia Place or advertisers (with respect to advertiser content), you agree not to modify, rent, lease, loan, sell, distribute, or create derivative works based on the Service or the Software, in whole or in part.
Olivia Place grants you a personal, non-transferable, and non-exclusive right and license to use the object code of its Software on a single computer; provided that you do not (and do not allow any third party to) copy, modify, create a derivative work of, reverse engineer, reverse assemble, or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in, or otherwise transfer any right in the Software. You agree not to modify the Software in any manner or form, or to use modified versions of the Software, including (without limitation) for the purpose of obtaining unauthorized access to the Service. You agree not to access the Service by any means other than through the interface that is provided by Olivia Place for use in accessing the Service.
16. DISCLAIMER OF WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
- YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. OLIVIA PLACE EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
- OLIVIA PLACE MAKES NO WARRANTY THAT (I) THE SERVICE WILL MEET YOUR REQUIREMENTS, (II) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, (IV) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS, AND (V) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.
- ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
- NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM OLIVIA PLACE OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TOS.
17. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU EXPRESSLY UNDERSTAND AND AGREE THAT NEITHER OLIVIA PLACE NOR ITS affiliates, shareholders, officers, agents, product, SERVICE, and content providers, co-branders, and other partners, and employees SHALL BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, OR DATA OR FOR OTHER LOSSES, EVEN IF OLIVIA PLACE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IN THE EVENT OF FAULT, TORT (INCLUDING NEGLIGENCE), OR STRICT OR PRODUCT LIABILITY. WITHOUT LIMITING THE FOREGOING, IN NO EVENT WILL THE AGGREGATE LIABILITY TO YOU OF OLIVIA PLACE AND ITS affiliates, shareholders, officers, agents, product, SERVICE, and content providers, co-branders, and other partners, and employees EXCEED, IN TOTAL, THE AMOUNT PAID BY YOU TO OLIVIA PLACE.
18. EXCLUSIONS AND LIMITATIONS
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OF SECTIONS 16 AND 17 MAY NOT APPLY TO YOU.
19. CUSTOMER SUPPORT
You may contact Olivia Place Customer Support by sending an email to sales@oliviaplace.com. Olivia Place may provide you with customer support from time to time, at our sole discretion, provided that you follow the customer support instructions on the Olivia Place website, including creating an account and submitting your customer support inquiries using such account.
20. NOTICE
You agree to electronic communication for all of your transactions and communication with Olivia Place. You agree that all postings, notices, disclosures, or other communications that Olivia Place provides to you electronically satisfy any legal requirements that such communications be in writing.
Except as otherwise provided in this TOS, Olivia Place will give you any notices by email or by posting them on the Olivia Place website, and you agree that such email or posting will constitute effective notice. You authorize Oliva Place to send notices (including without limitation notice of subpoenas or other legal process, if any) via email as well if Olivia Place decides, in its sole discretion, to do so. You agree to keep your address current and that notice provided by Olivia Place to the address that you have most recently provided will constitute effective notice. Olivia Place’s address for notices is:
Olivia Place Inc.
PO Box 292098
Lewisville, TX 75029
21. TRADEMARK INFORMATION
The OLIVIA PLACE trademark and service mark and other Olivia Place logos and product and service names are trademarks of Olivia Place Inc. (the "Olivia Place Marks"). Without Olivia Place's prior permission, you agree not to display or use in any manner, the Olivia Place Marks.
22. GENERAL INFORMATION
Entire Agreement. The TOS constitutes the entire agreement between you and Olivia Place and governs your use of the Service, superceding any prior agreements between you and Olivia Place. You also may be subject to additional terms and conditions that may apply when you use or purchase certain products or other Olivia Place services, affiliate services, third-party content, or third-party software.
Choice of Law and Forum. This TOS and the relationship between you and Olivia Place shall be governed by the laws of the State of Texas without regard to its conflict of law provisions. You and Olivia Place agree to submit to the personal and exclusive jurisdiction of the courts located within Denton County, Texas.
Waiver and Severability of Terms. The failure of Olivia Place to exercise or enforce any right or provision of the TOS shall not constitute a waiver of such right or provision. If any provision of the TOS is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the TOS remain in full force and effect.
Non-Transferability. You agree that your Olivia Place account is non-transferable.
Statute of Limitations. You agree that regardless of any statute or law to the contrary, any claim or cause of action asserted by you arising out of or related to your use of the Service or the TOS must be filed within one year after such claim or cause of action arose or be forever barred.
Third Party Beneficiaries. You agree that, except as otherwise expressly provided in this TOS, there shall be no third party beneficiaries to this Agreement.
Section Titles. The section titles in the TOS are for convenience only and have no legal or contractual effect.
23. VIOLATIONS
Please report any violations of the TOS to info@oliviaplace.com.
June 15, 2010
