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TERMS AND CONDITIONS OF SALE OF Private Division ONLINE STORE

Last updated: 23rd April 2019

Please be advised that while shopping on store.privatedivision.com, you are dealing with the eCommerce provider Scalefast Inc, which is a company commissioned by PRIVATE DIVISION to handle all online sales on behalf of the company.

These Terms of Sale ("Terms of Sale" or "Agreement") are a legal document that explains your rights and obligations as a Customer. Please read it carefully.

Definitions

Website:
The Merchant’s online store website accessible at: store.privatedivision.com

Customer:
You, the user of the Website (and addressee of these terms).

Partner:
PRIVATE DIVISION, a company having its registered office at 110 W 44th Street New York NY 10036 United States

Product(s):
Product(s) sold on the Website

Reseller
Scalefast Inc., a Delaware corporation having its registered office at 2415 third street, suite 231, 94107 San Francisco.

PREAMBLE

The present Terms and Conditions of Sale define and regulate the contractual relation between the Reseller and you, the Customer, also defined above as the user of the Website.

The Reseller is an online and offline e-commerce solutions provider.

The present Terms and Conditions of Sale apply exclusively between the Reseller and any person who visits the Website or makes a purchase from the Website.

You have access to and may become familiar with the Terms and Conditions of Sale directly on the Website. These Terms and Conditions of Sale may be altered at any point in time, at the discretion of the Reseller. Enforceable terms and conditions consist those published on the Website, binding as of their date of registration. At all times, you are solely responsible for remaining knowledgeable about, and in compliance with, these Terms & Conditions of Sale.

Your failure to cancel your Account or cease to use the Reseller’s ecommerce solutions affected by the amendment will constitute your tacit acceptance of the amended terms. If you don’t agree to the amendments or to any of the terms in this Agreement, your only remedy is to cancel your Account or to cease to use the Reseller’s ecommerce solutions. The Reseller shall not have any obligation to refund any fees that may have accrued to your Account before cancellation of your Account or cessation of use of any Subscription, nor shall the Reseller have any obligation to prorate any fees in such circumstances.

The information given on the said Website may be modified by the Reseller without prior notification.

The simple act of placing an order on the Website implies acceptance, without reserve, of the present Terms and Conditions of Sale.

User Account

To make a purchase on the Reseller’s branded-ecommerce Store, you may complete the Store’s registration process, and create a Store account ("Account"). Your Account may also include billing information you provide to the Reseller for pre-orders or for faster future purchases. You are solely responsible for all activity on your Account and for the security of your computer system. You may not reveal, share or otherwise allow others to use your password, your login name, or Account. You agree that you are personally responsible for the use of your password, your login name and Account and for all of the communication and activity on the Website that results from use of your login name and password. You may not sell or charge others for the right to use your Account, or otherwise transfer your Account, nor may you sell, charge others for the right to use other than if and as expressly permitted by these Terms of Sale.

Please inform the Reseller immediately if you have any reason to believe that your password has become known to anyone else, or if the password is being, or is likely to be used in an unauthorized manner.

Country of residence Minimum age to create an account on the website
Belgium, Denmark, Estonia, Finland, Latvia, Poland, Portugal, Spain, Sweden, United Kingdom 13 year old
Austria, Bulgaria, Cyprus 14 year old
Czech Republic, France, Greece, Slovenia 15 year old
Croatia, Germany, Hungary, Ireland, Italy, Lithuania, Luxembourg, Malta, Netherlands, Romania, Slovakia 16 year old

All members must be 18 years or older to make a purchase on the Store. Your Account may also include billing information you provide to the Reseller for the purchase of Subscriptions, for pre-orders or for faster future purchases. You are solely responsible for all activity on your Account and for the security of your computer system. You may not reveal, share or otherwise allow others to use your password or Account. You agree that you are personally responsible for the use of your password and Account and for all of the communication and activity on the Store that results from use of your login name and password. You may not sell or charge others for the right to use your Account, or otherwise transfer your Account, nor may you sell, charge others for the right to use, or transfer any Subscriptions other than if and as expressly permitted by these Terms of Sale.

Please inform us immediately if you have any reason to believe that your password has become known to anyone else, or if the password is being, or is likely to be used in an unauthorized manner.

As the Account holder, you are responsible for all charges incurred, including applicable taxes, and all purchases made by you or anyone that uses your Account, including your family or friends. If you cancel your Account, the Reseller reserves the right to collect fees, surcharges or costs incurred before cancellation. Any delinquent or unpaid Accounts must be settled before the Reseller can allow you to register again.

You also understand and acknowledge that Accounts are user rights binding you to such an Account, and that the Reseller does not recognize any transfer of Accounts (including transfers by operation of law) from one subscriber to any third party. Each customer shall be the sole holder of his own Account.

Your purchase is subject to product requirements which you must read before purchasing a product. The act of making a purchase constitutes your tacit understanding and compliance with these requirements. The Reseller shall not be held responsible for any loss, incompatible or erroneous purchases. We encourage you to contact our customer services, in such an event, so we may resolve your problem to the best of our ability.

You agree that you will be personally responsible for the use of your Account and for all activity on the Store that results from use of your Account. Your online conduct is expected to be in good faith, non-abusive and seeking any other personal interest other than the services provided. You will otherwise be held in contempt and, at the discretion of the Reseller, ensuing legal procedure may incur.

You may cancel your Account at any time. You may cease use of an Account at any time or, if you choose, you may request that we terminate your access to an Account. However, Accounts and product delivery are not transferable and product purchase transactions entitle you to a single right to the delivery of a product. Your cancellation of an Account will not entitle you to any refund for any products or fees. The Reseller holds the right to collect fees, surcharges or costs incurred prior to the cancellation of your Account. In addition, you are responsible for any charges incurred to third-party vendors or content providers before your cancellation.

The Reseller may cancel your Account at any time, in the event that (a) the Reseller closes down the Store, or (b) you breach any terms of this Agreement (including any Subscription Terms or Rules of Use). In the event that your Account is terminated or cancelled by the Reseller for a violation of these Terms of Sale or improper or illegal activity, no refund, including of any Subscription fees or of any unused funds in your Account, will be granted.

By creating an Account, you also accept the Terms and Conditions of the Members Rewards Program available on the Website.

All accounts created before the launch of the Website are not submitted to these Terms & Conditions of Sale. Therefore, all accounts created before the launch of the Website do not qualify for the Members Rewards Program and are not transferred to this Website. Returning customers should create a new Account.

Stock Availability and Sales Fulfillment

Products are for sale within the limit of available stock. Offers for Products that are out of stock shall be valid on the condition that they can be obtained from the Reseller’s suppliers. The Reseller shall grant a limited license of access and use of the Website. The processing and delivery of orders shall always be honoured upon availability of stock.

Application

Your Product Order is a binding offer to the Reseller to purchase the said Products. Upon the placement of an order an ensuing and immediate confirmation message will be displayed followed by a confirmation email to you. Such automatic confirmation does not constitute an acceptance by the Reseller of your order, but a notice of acknowledgement. The Reseller's acceptance of your order shall occur, and a contract shall form only once the Reseller approves the order. We only accept your offer and conclude the contract of sale for a product ordered by you, when we dispatch the product to you and send e-mail confirmation to you that we've dispatched the product to you (the "Fulfillment Confirmation E-mail"). For digital products, you shall receive a link within the Fulfillment Confirmation Email directing you to your product’s key, allowing you to unlock and download your purchase.

If your order is dispatched in more than one package, you may receive a separate Dispatch Confirmation E-mail for each package, and each Fulfillment Confirmation E-mail and corresponding dispatch will conclude a separate contract of sale between us for the product(s) specified in that Fulfillment Confirmation E-mail. Your contract is with the Reseller.

Orders and Use of the Services

The orders shall be placed exclusively via the Internet.

Automatic order confirmation errors may occur. Please check the automatic order confirmation for errors and inform us immediately of any discrepancies. You guarantee all data provided during registration is true, accurate, up-to-date and complete. Orders will only be accepted from Customers 18 years of age and older.

The Reseller holds the right to cancel or refuse any order from a Customer with whom a previous order’s payment litigation has not been resolved.

You consent to receive sales invoices electronically. Electronic invoices will be made available in your Account on the website. For each delivery, in our Fulfillment Confirmation E-mail you will receive a link to your electronic invoice on the Site. If you do not have an account and have not printed your invoice upon receiving your Fulfillment Confirmation Email, or for further information about electronic invoices and instructions on how to receive a paper copy please contact our customer support

Delivery of Products

Your order shall be delivered to the address you indicated during the ordering procedure at the indicated date mentioned when you confirmed your order. The Reseller cannot be held responsible the loss of a package by postal services or couriers and ensuing consequences. It is your responsibility to verify the good condition of your package(s) and its Product(s) upon receiving the package. In the event the package(s) or content are not in conformity with the order, you shall contact the customer service within 14 days after reception of the order to get an exchange or ask for a refund of the Product.

Payment

At the time of purchase, you will have the possibility to pay with all displayed payment methods. Any other methods will not be endorsed.

The Reseller uses SSL (Secure Socket Layer) encryption technology for your transactions. Your banking information is not stored by the Reseller. Stored banking information is stored by the Payment Service Provider, only if you have selected the option of saving a credit/debit card to your name, for a future use during check out or for a pre-order. Therefore, the Reseller does not have access to private banking details and credit history at any point. To prevent abuses and fraud, the Reseller only stores your address and the transaction time and date. This data remains strictly confidential.

Any attempted fraud or deception, regardless of scope, will immediately lead to further action, as part of which all related transaction data might be forwarded to the authorities.

When you provide payment information to the Reseller or to one of its payment service providers, you establish that you are the authorized user of the card, PIN, key or account associated with that payment, and you authorize the Reseller to charge your credit card or to process your payment with the chosen third-party payment service provider for any purchases or fees chargeable to your account. The Reseller may require you to provide your address or other information in order to meet the Reseller’s obligations under applicable tax law.

You agree that you will not use IP proxying or other methods to disguise the place of your residence, whether to circumvent geographical restrictions on Product content, to purchase at pricing not applicable to your geography, or for any other purpose. If you do this, the Reseller may terminate your access to your Account.

For subscriptions purchased, based on an agreed usage period, where recurring payments are made in exchange for continued use (“Recurring Payment Subscriptions”), by continuing to use the Recurring Payment Subscription, you agree and reaffirm that the Reseller is authorized to charge your credit card, or to process your payment with any other applicable third-party payment processor (such as Paypal), for any applicable recurring payment amounts. If you have purchased any Recurring Payment Subscriptions, you agree to notify the Reseller promptly of any changes to your credit card account number, its expiration date and/or your billing address, or your PayPal or other payment account number, and you agree to notify the Reseller promptly if your credit card or PayPal or other payment account expires or is cancelled for any reason.

If your use of the Store and purchases are subject to any type of use or sales tax, then the Reseller may also charge you for those taxes, in addition to the Subscription or other fees published in the Rules of Use.

You agree that you will not use IP proxying or other methods to disguise the place of your residence, whether to circumvent geographical restrictions on Product content, to purchase at pricing not applicable to your geography, or for any other purpose. If you do this, we may terminate your access to your Account.

Ownership Rights

The ownership of the Products shall be transferred to you when full payment is received. However, any risk of loss, theft or destruction, in the period between the delivery and the transfer of ownership, shall be borne by you. Should you not honour the payment obligations for any reason whatsoever, the Reseller shall be entitled to demand that the delivered merchandise be returned immediately, at your own cost, risk and peril.

The Reseller makes no representations or warranties, either expressed or implied, regarding any third-party site. In particular, the Reseller makes no representation or warranty that any service or subscription offered via third-party vendors will not change or be suspended or terminated.

License and user rights

If the Product is a digital Product such as a video game software downloadable directly via the Website, under these Terms the limited and non-exclusive right to use one (1) copy of Products delivered to you by the Reseller on a computer or laptop is granted to you. Under the terms of this Terms of Sale, you are not permitted to copy, modify, or decompile any software in a Product, to extract its source code, create any item derived from it or remove any indication of the name or manufacturer of the software from it. You are exclusively permitted to use the Product for their own personal use and may not pass it on, sell, transfer or lend it to a third party.

The Website may require the automatic download and installation of software onto your computer. The Reseller hereby grants, and you accept, a limited, terminable, non-exclusive license and right to use the software for your personal, non-commercial use (except where commercial use is expressly allowed herein or in the applicable Terms of Sale) in accordance with these Terms of Sale. The software is licensed, not sold. Your license confers no title or ownership in the software.

You may not use the Internet source code or any the Reseller software for any purpose other than the permitted access to the Website and to make personal, non-commercial use of your Account, except as otherwise permitted by this Terms of Sale. Except as otherwise permitted under these Terms of Sales, or under applicable law notwithstanding these restrictions, you may not, in whole or in part, copy, photocopy, reproduce, publish, distribute, translate, reverse engineer, derive source code from, modify, disassemble, decompile, create derivative works based on, or remove any proprietary notices or labels from the Website or the Reseller software without the prior consent, in writing, of the Reseller.

You are entitled to use the Store for your own personal use, but you are not entitled to: (i) sell, grant a security interest to other parties in any way, nor to rent, lease or license your Account rights to others without the prior written consent of the Reseller, except to the extent expressly permitted elsewhere in these Terms of Sale; (ii) exploit the Reseller Software, the Store for any commercial purpose, except as expressly permitted elsewhere in these Terms of Sale.

The Reseller or its content providers grant you a limited, non-exclusive, non-transferable, non-sub licensable license to access and make personal and non-commercial use of the Reseller services.

Right of withdrawal

You have fourteen calendar days, counted from the date of reception of the merchandise, within which to return the Product, with no obligation of justification or payment of penalties. The Reseller will provide you a standard withdrawal form when the Reseller sends you the confirmation of you order. Subject to the effective payment of your order, products can be returned or exchanged and you shall pay only the return postage cost for the package.

You must first notify the Reseller that you will be exercising your right of withdrawal in by emailing the completed standard withdrawal form available on the Website to the support team.

As soon as you have sent this email, you have to return the Product concerned at your own risks and expenses at the address specified by the Reseller within fourteen (14) days from the reception of the Product with the original invoice of the Product and the completed standard withdrawal form provided by the support team.

If the aforementioned procedure has been followed, the Reseller shall reimburse you the price paid for the Product returned and the corresponding delivery cost paid for the sending of the Product concerned by the Reseller, within fourteen (14) days from the reception of your withdrawal request by mail, with the returned Product and the corresponding invoice.

In order to return their Product the Customer must follow the returns procedure provided by the support team.

If the Product is returned after the fourteen (14) days from the reception of the Product, or if no Product has been returned, or if the Product is damaged, the Reseller shall not reimburse you.

NOTE: ACCORDING WITH THE ARTICLE L.121-21-13 OF THE FRENCH CONSUMER CODE, IF THE PRODUCT IS A CD, DVD, OR SOFTWARE/VIDEO GAME, AND YOU HAVE BROKEN THE SEAL, YOU ARE NO LONGER ENTITLED TO THIS RIGHT TO RETURN.

IF THE PRODUCT IS A DIGITAL PRODUCT AND IF YOU ALREADY UNLOCKED THE ACTIVATION KEY OF THE PRODUCT, YOU EXPRESSLY WAIVE YOUR WITHDRAWAL RIGHT.

Wrong or Faulty Product

If the order is wrong or the Product is faulty, the Customer must first notify the support team that they are willing to return it within 72 hours of delivery with the subject-line: FAULTY PRODUCT. The Customer must also provide additional information to explain what is wrong with the Product. In order to return their faulty Product, the Customer must follow the returns procedure provided by the support team.

The Product will be received by the Merchant or the logistics service provider and tested by experts. All returns on the grounds of a fault will be submitted for verification

In the case the fault is confirmed, the Customer may ask for an exchange or a refund. Product exchange will only be possible within the limit of available stock. If the Product is no more available, a refund will be granted. The delivery cost of returning a faulty Product, up to the value of 15 euro, will be reimbursed only if it has been verified to be faulty by the Reseller. In the case of an exchange, the cost of redelivery will be chargeable to the Reseller

Defective Product

The Merchant shall be responsible for all safety defects and/or defects affecting delivered Products, such as Products with inherent defects, in compliance with the legislation, regulations and standards applicable in France.

In the event of delivery of Products with safety defects or of defective products, you may at your discretion (i) refuse the delivery of such Products, (ii) return such Products to the Merchant within the legal period starting from the date when you were or should have become aware of the alleged defect. You must first notify the Reseller by emailing the support team within 14 (fourteen days) after reception of the defective Product. In order to return their Product the Customer must follow the returns procedure provided by the support team.

Products not returned according to the aforementioned terms shall in no way be accepted by the Merchant and shall be systematically returned to you at your own risks and expenses.

In the event of Product defectiveness, you shall take all measures to minimize its losses, liabilities and costs.

This warrantee is excluded if the defect is due to you, if the faulty operation results from unauthorized interference with the Product, or if malfunction results from normal wear and tear on the Product, from negligence, or from misuse. The Merchant reserves the right to check and test the returned Products. The return shall be taken into account only if the defectiveness is proven.

In the event of a serious defect (torn or open packaging ...), you shall refuse delivery and specify on the document the reasons for refusal. It shall then be the responsibility of you to make, within the time and according to the conditions set out in Article 133-3 of the French Commercial Code, all reserves and potential recourse against the carriers. The Merchant shall not be liable if damages to the Products result from the actions, inactions or negligence of the carrier.

Intellectual Property

The entire content of the Website (texts, illustrations and computer code) is the property of the Reseller, the Merchant or their co-contractors.

In addition, graphics, logos, page headers, button icons, scripts, and service names included in or made available through any Reseller’s Service are trademarks or trade dress of the Reseller. The Reseller’s trademarks and trade dress may not be used in connection with any product or service that is not provided by the Reseller, in any manner that is likely to cause confusion among customers or in any manner that disparages or discredits the Reseller. All other trademarks not owned by the Reseller that appear in any Reseller’s Service are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by the Reseller.

Links to Third Party Websites

The Store may contain links to other websites. The Reseller does not have any control over these other websites and is not responsible for their content or security. If a Member clicks on a link to such website, he/she does so at his/her own risk and is subject to the privacy policy, and terms and conditions of that website.

Confidentiality

Personal data you provide shall not be given to any third party other than the Merchant, and the Reseller’s service providers (such as payment and delivery services).

By placing an order via the Website, you commit to providing accurate and true information. Your personal data is indispensable for the dispatch of the merchandise and invoice. If personal data is not provided the order shall be cancelled. Your personal data shall be used to deliver ordered Products, to inform you of new offers from the Reseller and/or the Merchant, and to contact you should a problem arise concerning the order. The Reseller shall not be held responsible for the use of any data provided to the Merchant.

Regarding further information on the privacy and processing of your personal data, please refer to our Privacy Policy, available on the Website. In case of conflict between this article Confidentiality and the Privacy Policy available on the Website, the Privacy Policy shall prevail.

Responsibilities

You agree that these Terms of Sale do not intend to confer and do not confer any rights or remedies upon any person other than the parties to these Terms of Sale.

When you use the Reseller websites, you may also be using the services of one or more third parties, such as a payment service provider. Your use of these third party services may be subject to the separate policies, terms of use, and fees of these third parties. We advise you to refer to these third parties’ policies.

You acknowledge that you connect to the Website and use its services at your own risk. The Reseller holds no responsibility for any direct or indirect damages a user or a third party may suffer for any reason whatsoever by connecting to the Website, not having access or being able to log in to the Website, or that the Website is or is not working. The Reseller guarantees it shall take all sensible measures to ensure the availability of its services. However, since the transactions are made via the Internet, the Reseller cannot guarantee the quality of the networks outside of its offices. Technical interruptions are possible. The Reseller shall attempt to inform its Customers of the reasons for an interruption, to the best of its ability, but holds no responsibility in the event of a delay. The Reseller holds no responsibility in the event of any loss of your data provided. Customers must always keep a personal copy of files. The Reseller holds no responsibility for not honouring its contractual obligations, in the event of chance occurrence, unavoidable accident or an Act of God as defined by the laws and precedents of the applicable jurisdictions.

Nor in any event will the Reseller be liable for any indirect, incidental, consequential, special, punitive or exemplary damages, or any other damages arising out of or in any way connected with the store, the software, and any information available in connection therewith, or inability to use the software, subscriptions or any information, even in the event of the Reseller’s or its affiliates’ fault, tort (including negligence), strict liability, breach of contract, or breach of the Reseller’s warranty and even if the Reseller has been advised of the possibility of such damages. These limitations and exclusions regarding damages apply even if any remedy fails to provide adequate recompense.

You agree to defend, indemnify and hold harmless the Reseller, its licensors, and its and their affiliates from all liabilities, claims and expenses, including attorneys’ fees, that arise from or in connection with breach of these Terms of Sale or the use of the Store, by you or any person(s) using your Account, or from the Product selection to the creation of an Account, the purchase, distribution, promotion and use of any add-ons or derivative Products. The Reseller holds the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you. In that event, you shall have no further obligation to provide indemnification to the Reseller in that matter. This section regarding responsibilities shall survive termination of these Terms of Sale.

If you provide the Reseller with any feedback or suggestions about the Store, or any Reseller’s software, products or services, the Reseller is free to use the feedback or suggestions however it chooses, without any obligation to account to you.

The Reseller and its affiliates will not be responsible for (i) losses that were not caused by any breach on our part, or (ii) any indirect or consequential losses that were not foreseeable to both you and us when the contract for the sale of products by us to you was formed.

The Reseller may inform you through an online notice in the case of systems’ maintenance and shall not be held responsible for any incurring ensuing delays or consequences.

Product Information

All photographs used to illustrate the Reseller's Products and services are non-contractual and cannot bind the Reseller in any way.

Unless expressly indicated otherwise, the Reseller is not the manufacturer of the products sold on the Site. While we work to ensure that Product information on our Website is correct, actual Product packaging and materials may contain more and different information to that displayed on our Website. All information about the Products on our Website is provided for information purposes only. We recommend that you do not rely solely on the information presented on our Website. Please always read labels, warnings and directions provided with the Product before use.

Applicable Law - Competent Jurisdiction

You agree that these Terms and Conditions of Sale shall be deemed to have been made and executed in the State of California, and any dispute arising hereunder (including any dispute between you and the Merchant) shall be resolved in accordance with the law of California, notwithstanding California’s conflict of laws principles. Subject to Dispute Resolution by Arbitration below, you agree that any claim asserted in any legal proceeding by you against the Reseller shall be commenced and maintained exclusively in the federal or state courts of Los Angeles County, California, and you hereby consent to the exclusive jurisdiction of such courts. In any dispute arising under these Terms and Conditions of Sale, the prevailing party will be entitled to attorneys’ fees and expenses.

Dispute Resolution by Arbitration

Most user concerns can be resolved by use of our customer support. Customers must contact customer support before bringing any legal claims or arbitration demands against any Sales Entity. If we are unable to resolve your concerns and a dispute remains between you and us, this section explains how the parties agree to resolve it.

YOU AND THE RESELLER AGREE TO RESOLVE ALL DISPUTES AND CLAIMS BETWEEN US (AND BETWEEN YOU AND MERCHANT OR MERCHANT’S AFFILIATES), IN INDIVIDUAL BINDING ARBITRATION. THAT INCLUDES, BUT IS NOT LIMITED TO, ANY CLAIMS ARISING OUT OF OR RELATING TO: (i) ANY ASPECT OF THE RELATIONSHIP BETWEEN US; (ii) THIS AGREEMENT; OR (iii) YOUR USE OF THE STORE, YOUR ACCOUNT, OR THE RESELLER SOFTWARE. IT APPLIES REGARDLESS OF WHETHER SUCH CLAIMS ARE BASED IN CONTRACT, TORT, STATUTE, FRAUD, UNFAIR COMPETITION, MISREPRESENTATION, OR ANY OTHER LEGAL THEORY.

However, this Section does not apply to the following types of claims or disputes, which you or the Reseller may bring in any court with jurisdiction: (i) claims of infringement or other misuse of intellectual property rights, including such claims seeking injunctive relief; and (ii) claims related to or arising from any alleged unauthorized use, piracy, or theft.

This Section does not prevent you from bringing your dispute to the attention of any federal, state, or local government agencies that can, if the law allows, seek relief from us for you.

Arbitration is a proceeding before a neutral arbitrator, instead of before a judge or jury. Arbitration is less formal than a lawsuit in court, and provides more limited discovery. It follows different rules than court proceedings, and is subject to very limited review by courts. The arbitrator will issue a written decision and provide a statement of reasons if requested by either party. YOU UNDERSTAND THAT YOU AND THE RESELLER ARE GIVING UP THE RIGHT TO SUE IN COURT AND TO HAVE A TRIAL BEFORE A JUDGE OR JURY.

You and the Reseller agree to make reasonable efforts, in good faith, to informally resolve any dispute before initiating arbitration. A party who intends to seek arbitration must first send the other a written notice that describes the nature and basis of the claim or dispute and sets forth the relief sought. If you and the Reseller do not reach an agreement to resolve that claim or dispute within 30 days after the notice is received, you or the Reseller may commence arbitration. Written notice to the Reseller must be sent via postal mail.

The Federal Arbitration Act applies to this Section. The arbitration will be governed by the Commercial Arbitration Rules of the American Arbitration Association (“AAA”) and, where applicable, the AAA’s Supplementary Procedures for Consumer Related Disputes, as modified by this Agreement, both of which are available at http://www.adr.org. The arbitrator is bound by the terms of this Agreement.

The AAA will administer the arbitration. It may be conducted through the submission of documents, by phone, or in person in the county where you live or at another mutually agreed location.

YOU (INCLUDING FOR CLAIMS AGAINST ANY SALES ENTITIES) AND THE RESELLER AGREE NOT TO BRING OR PARTICIPATE IN A CLASS OR REPRESENTATIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR COLLECTIVE ARBITRATION, EVEN IF AAA’s PROCEDURES OR RULES WOULD OTHERWISE ALLOW ONE. THE ARBITRATOR MAY AWARD RELIEF ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT OF THAT PARTY’S INDIVIDUAL CLAIM. You (including for claims against any Sales Entity) and the Reseller also agree not to seek to combine any action or arbitration with any other action or arbitration without the consent of all parties to this Agreement (and the Sales Entity, if applicable) and all other actions or arbitrations.

If the agreement in this section not to bring or participate in a class or representative action, private attorney general action or collective arbitration should be found illegal or unenforceable, you and the Reseller agree that it shall not be severable, that this entire section shall be unenforceable and any claim or dispute would be resolved in court and not in collective arbitration.

Notwithstanding this Section, you have the right to litigate any dispute against Reseller in small claims court, if all the requirements of the small claims court, including any limitations on jurisdiction and the amount at issue in the dispute, are satisfied.

These terms shall apply to the maximum extent permitted by applicable law. If the laws of your jurisdiction prohibit the application of some or all of the provisions, of this section alone, such provisions will not apply to you.

Customs

You agree to comply with all applicable import/export laws and regulations. You agree not to export the Product or allow use of your Account by individuals of situated in a country subject to an embargo or prohibition of any form from the European Union, the US government or NATO. You represent and warrant that you are not located in, under the control of, or a national or resident of any such prohibited country.

When ordering products from the Reseller for delivery outside of the European Union you may be subject to import duties and taxes, which are levied once the package reaches the specified destination. Any additional charges for customs clearance must be borne by you; we have no control over these charges. Customs policies vary widely from country to country, so you should contact your local customs office for further information. Additionally, please note that, you are considered the importer of record and must comply with all laws and regulations of the country in which you are receiving the products. Your privacy is important to us and we would like our international customers to be aware that cross-border deliveries are subject to opening and inspection by customs authorities.