TERMS OF SERVICE
April 28, 2021
AGREEMENT TO TERMS
These Terms of Service or Use constitute a legally binding agreement made between you, the user of the our website or on behalf of a business entity (“you”) and Shades On Wheels also referred to SOW in this document (“Company“, “we”, “us”, or “our”), in regards to your access to and use of the SHADES ON WHEELS.com website as well as any other media forms including but not limited to the mobile website, or mobile app related, linked, or otherwise connected to Shades On Wheels. You agree that by accessing the SOW Site, you have read, understood, and agree to be bound by all of these Terms of Service or Use. IF YOU DO NOT AGREE WITH ALL OF THESE TERMS OF SERVICE OR USE, THEN YOU ARE EXPRESSLY PROHIBITED FROM USING THE SOW SITE AND YOU MUST STOP USE IMMEDIATELY.
Additional terms and conditions or documents may be posted on the SOW site from time to time are hereby expressly incorporated herein by reference. We reserve the right, at our sole discretion, to update, change or modify these Terms of Service or Use at any time and for any reason. We will notify you about any changes by updating the “Last updated” date of this Terms of Service/Use posted on our website. By doing so you waive any right to receive specific written or verbal notice of each such change. It is your responsibility to periodically review these Terms of Service/Use to stay informed of SOW updates. You will be subject to, and will be deemed aware of and to have accepted any and all changes revised in these Terms of Service/Use by your continued use of the SOW site once the date such revised Terms of Service/Use are posted in this document.
The information provided on the site is not intended for redistribution to use by any person or entity in any jurisdiction or country where such distribution or redistribution use would be against the law or regulation or which would subject us to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access the SOW site from other locations do so on their own will and are solely responsible to comply with local laws, if and to the extent where local laws are apply.
INTELLECTUAL PROPERTY RIGHTS
Unless otherwise indicated, the SOW site is our proprietary property and all source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics on the SOW site (collectively, the “Content”) and the trademarks, service marks, and logos contained therein (the “Marks”) are owned or controlled by us or licensed to us, and are protected by copyright and trademark laws and various other intellectual property rights and unfair competition laws of the United States, foreign jurisdictions, and international conventions. The Content and the Marks are provided on the SOW site “AS IS” for your information and personal use only. Except as expressly provided in these Terms of Service/Use, no part of the site and no content or marks may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without Shades On Wheels written permission or consent.
Provided that you are eligible to use the SOW site, you are granted a limited license to access and use the site and to download or print a copy of any portion of the content to which you have properly gained access solely for your personal, non-commercial use. You may use the website to submit reviews, and contact us for goods and services using our contact us form. We reserve all rights not expressly granted to you in and to the SOW site, the content and the marks.
By using the SOW site, you represent and warrant that: (1) you have the legal capacity and you agree to comply with these Terms of Service /Use; (2) you are not a minor in the jurisdiction in which you reside; (3) you will not access the SOW site through automated or non-human means, whether through a bot, script, or otherwise; (4) you will not use the SOW site for any illegal or unauthorized purpose; and (5) your use of the SOW site will not violate any applicable law or regulation.
If you provide any information that is untrue, inaccurate, not current, or incomplete, we have the right to suspend or terminate your account and refuse any and all current or future use of the SOW site (or any portion thereof).
You may not access or use the SOW site for any purpose other than that for which we make the SOW website available. The site may not be used in connection with any commercial ventures except those that are specifically endorsed or approved by Shades On Wheels. Website reviews can be submitted through our website publicly based on actual experiences with an independent Shades On Wheels entity located in Norwell, Medfield, Agawam, MA, and Hartford, Connecticut.
As a user of the site, you agree not to commit acts of a malicious nature.
You acknowledge and agree that any questions, comments, suggestions, ideas, feedback, customer reviews, or other information regarding the SOW site (“Submissions”) provided by you to us are non-confidential and shall become our sole property. We shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these submissions for any lawful purpose, commercial or otherwise, without acknowledgment or compensation to you. You hereby waive all moral rights to any such submissions, and you hereby warrant that any such submissions are original with you or that you have the right to submit such submissions. You agree there shall be no recourse against us for any alleged or actual infringement or misappropriation of any proprietary right in your submissions. Your submission information may be used only for product/service communication or marketing purposes by Shades On Wheels.
TERM AND TERMINATION
MODIFICATIONS AND INTERRUPTIONS
We reserve the right to change, modify, or remove the contents of the SOW site at any time or for any reason at our sole discretion without notice. However, we have no obligation to update any information on our SOW site. We also reserve the right to modify or discontinue all or parts of the SOW site without notice at any time. We will not be liable to you or any third party for any modification, price change, suspension, or discontinuance of products or services on the SOW site.
We cannot guarantee the site will be available at all times. We may experience hardware, software, or other third-party server problems or need to perform maintenance related to the SOW site, resulting in interruptions, delays, or errors. We reserve the right to change, revise, update, suspend, discontinue, or otherwise modify the SOW site at any time or for any reason without notice to you. You agree that we have no liability whatsoever for any loss, damage, or inconvenience caused by your inability to access or use the Site during any downtime or discontinuance of the site. Nothing in these Terms of SERVICE /Use will be construed to obligate us to maintain and support the SOW site or to supply any corrections, updates, or releases in connection therewith.
These Terms of Service/Use and your use of the SOW site are governed by and construed in accordance with the Massachusetts and Connecticut State laws applicable to agreements made and to be entirely performed within the States of Massachusetts and Connecticut, without regard to its conflict of law principles.
If the Parties are unable to resolve a dispute through informal negotiations, the Dispute (except those Disputes expressly excluded below) will be finally and exclusively resolved by binding arbitration. YOU UNDERSTAND THAT WITHOUT THIS PROVISION, YOU WOULD HAVE THE RIGHT TO SUE IN COURT AND HAVE A JURY TRIAL. The arbitration shall be commenced and conducted under the Commercial Arbitration Rules of the American Arbitration Association (“AAA”) and, where appropriate, the AAA’s Supplementary Procedures for Consumer Related Disputes (“AAA Consumer Rules”), both of which are available at the AAA website www.adr.org. Your arbitration fees and your share of arbitrator compensation shall be governed by the AAA Consumer Rules and, where appropriate, limited by the AAA Consumer Rules. The arbitration may be conducted in person, through the submission of documents, by phone, or online. The arbitrator will make a decision in writing, but need not provide a statement of reasons unless requested by either Party. The arbitrator must follow applicable State laws, and any award may be challenged if the arbitrator fails to do so. Except where otherwise required by the applicable AAA rules or applicable law, the arbitration will take place in Plymouth County, Massachusetts except as otherwise provided herein, the parties may litigate in court to compel arbitration, stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator.
If for any reason, a dispute proceeds in court rather than arbitration, the dispute shall be commenced or prosecuted in the state and federal courts located in Plymouth County, Massachusetts and the parties hereby consent to, and waive all defenses of lack of personal jurisdiction, and forum with respect to venue and jurisdiction in such state and federal courts. Application of the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transaction Act (UCITA) are excluded from these Terms of Service/Use.
If this provision is found to be illegal or unenforceable, then neither party will elect to arbitrate any dispute falling within that portion of this provision found to be illegal or unenforceable and such dispute shall be decided by a court of competent jurisdiction within the courts listed for jurisdiction above, and the parties agree to submit to the personal jurisdiction of that court.
The parties agree that any arbitration shall be limited to the dispute between the parties individually. To the full extent permitted by law, (a) no arbitration shall be joined with any other proceeding; (b) there is no right or authority for any dispute to be arbitrated on a class-action basis or to utilize class action procedures; and (c) there is no right or authority for any dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.
Exceptions to Arbitration
The parties agree that the following disputes are not subject to the above provisions concerning binding arbitration: (a) any disputes seeking to enforce or protect, or concerning the validity of, any of the intellectual property rights of a party; (b) any dispute related to, or arising from, allegations of theft, piracy, invasion of privacy, or unauthorized use; and (c) any claim for injunctive relief. If this provision is found to be illegal or unenforceable, then neither party will elect to arbitrate any dispute falling within that portion of this provision found to be illegal or unenforceable and such dispute shall be decided by a court of competent jurisdiction within the courts listed for jurisdiction above, and the Parties agree to submit to the personal jurisdiction of that court.
There may be information on the SOW site that contains typographical errors, inaccuracies, or omissions, including descriptions, pricing, availability, and various other information. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update the information on the SOW site at any time, without prior notice.
THE SITE IS PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU AGREE THAT YOUR USE OF THE SOW SITE AND OUR SERVICES WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SITE AND YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND NON-INFRINGEMENT. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE SITE’S CONTENT OR THE CONTENT OF ANY WEBSITES LINKED TO THE SITE AND WE WILL ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (1) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (2) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SITE, (3) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR THIRD PARTY HOSTED SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION THEREIN, (4) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SITE, (5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE SITE BY ANY THIRD PARTY, AND/OR (6) ANY ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SOW SITE. WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SITE, ANY HYPERLINKED WEBSITE, OR ANY WEBSITE OR MOBILE APPLICATION FEATURED IN ANY FORM OR OTHER ONLINE ADVERTISING, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND ANY THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.
LIMITATIONS OF LIABILITY
IN NO EVENT WILL WE OR OUR OWNERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA, PRINTING FILES OR OTHER DAMAGES ARISING FROM YOUR USE OF THE SOW SITE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE LESSER OF THE AMOUNT PAID, IF ANY, BY YOU TO US. CERTAIN STATE LAWS 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 OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.
You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates, and all of our respective officers, agents, partners, and employees, from and against any loss, damage, liability, claim, or demand, including reasonable attorneys’ fees and expenses, made by any third party due to or arising out of: (1) use of the SOW Site; (2) breach of these Terms of Service/Use; (3) any breach of your representations and warranties set forth in these Terms of Service /Use; (4) your violation of the rights of a third party, including but not limited to intellectual property rights; or (5) any overt harmful act toward any other user of the SOW Site with whom you connected via the Site. Notwithstanding the foregoing, we reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate, at your expense, with our defense of such claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it.
We will maintain certain data that you transmit to the Site for the purpose of managing the SOW Site, as well as data relating to your use of the Site. For example, we retain customer information to provide goods and service on behalf of Shades On Wheels independent buying groups and third-party vendors. Although we perform regular routine backups of data, you are solely responsible for all data printing files and information that you transmit or that relates to any activity you have undertaken using the SOW Site. You agree that we shall have no liability to you for any loss or corruption of any such data, and you hereby waive any right of action against us arising from any such loss or corruption of such data.
ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES
Visiting the SOW Site, sending us emails, posting blog comments, submitting reviews, and completing online forms constitute electronic communications. You consent to receive electronic communications, and you agree that all agreements, notices, disclosures, and other communications we provide to you electronically, via email and on the SOW Site, satisfy any legal requirement that such communication be in writing. YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED BY US OR VIA THE SOW SITE. You hereby waive any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by any means other than electronic means.
MASSACHUSETTS & CONNECTICUT USERS AND RESIDENTS
If any complaint with us is not satisfactorily resolved, you can contact OFFICE of CONSUMER AFFAIRS & BUSINESS REGULATION in writing at 501 Boylston Street #5100, BOSTON, MA or by telephone at (617) 973-8787. File a consumer complaint at the Attorney General’s Office.
In order to resolve a complaint regarding the SOW site or to receive further information regarding use of the Site, please contact us at:
SHADES ON WHEELS
148 Washington Street
Norwell, MA 02061