This Terms of Service Agreement (“Terms”) governs your use of the Online Services Inc., (“OSI”, “we,” “our”, or “us”) websites, branded pages on third party platforms (i.e., social networking services), mobile applications, and through our direct marketing campaigns or other online communications, as well as offline through our Member Services Team, events, physical retail locations, and mobile messaging services (collectively, “OSI Services”). By using the OSI Services, you agree, without limitation or qualification, to be bound by these Terms and the OSI Privacy Policy. If you do not agree, please do not use the OSI Services.
OSI may revise these Terms at any time. Your continued usage of the OSI Services will mean you accept those changes, and you agree to comply with all applicable laws and regulations. The materials provided on the OSI Services are protected by law, including, but not limited to, United States copyright laws and international treaties. The terms“you,” “your,” “user,” and “users,” as used herein, refer to all individuals and/or entities accessing the OSI Services for any reason.
PLEASE NOTE: THESE TERMS CONTAIN AN ARBITRATION CLAUSE AND CLASS ACTION WAIVER, WHICH AFFECT HOW DISPUTES WITH VI ARE RESOLVED. BY ACCEPTING THESE TERMS, YOU AGREE TO BE BOUND BY THE ARBITRATION PROVISION (SECTION 11). PLEASE READ IT CAREFULLY.
You must be 18 years of age or older to visit or use the OSI Services in any manner. By visiting the OSI Services or accepting the Terms, you represent and warrant to the Company that you are 18 years of age or older, and that you have the right, authority, and capacity to agree to and abide by these Terms. You also represent and warrant to the Company that you will use the OSI Services in a manner consistent with any and all applicable laws and regulations.
2.1 Use Restrictions. The content on the OSI Services, such as information, text, images, graphics, interfaces, photographs, illustrations, audio and videoclips, trademarks, trade names, service marks, logos, information obtained from OSI’s licensors, and any other materials displayed through the OSI Services(collectively, the “Contents”) is protected by copyright under both United States and foreign laws. Title to the Contents remains with OSI. Any use of the Contents not expressly permitted by these Terms is a breach of these Terms and may violate copyright, trademark, and other laws. Except as stated herein, none of the Contents may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means without the prior written permission of OSI or its licensors.
OSI reserves the right, in its sole discretion, to refuse, discontinue, block and/or terminate your use of, and access to, the OSI Services, or any portion there of, at any time, for any reason or for no reason at all, without prior notice or any notice.
2.2 User Submissions. OSI does not claim ownership of any information or material a user provides to OSI or posts, uploads, inputs, submits, or transmits to the OSI Services (“Submission”). By making a Submission, you agree that such Submission is non-confidential, non-proprietary, and may be disseminated or used by OSI . If you make a Submission, you automatically grant—or warrant that the owner of such content has expressly granted—OSI a royalty-free, perpetual, irrevocable, worldwide nonexclusive license to use, reproduce, create derivative works from, modify, publish, edit, translate, distribute, perform, and display the Submission in any media or medium, or any form, format, or forum now known or hereafter developed. Notwithstanding the foregoing, OSI is not required to use any Submission.
You are solely responsible for your Submission, the consequences of making a Submission, and your reliance on any Submissions. OSI is not responsible for the consequences of any Submission. OSI is not responsible for screening or monitoring Submissions made to this OSI Services by users. If notified by a user of a Submission allegedly in violation of these Terms, OSI may investigate the allegation and determine in good faith and its sole discretion whether to remove such Submission. OSI will have no liability or responsibility to users for performance or nonperformance of such activities.
OSI reserves the right (but is not obligated) to: (a) record the dialogue on the OSI Services; (b) investigate an allegation that a Submission does not comply with these Terms and determine in its sole discretion to remove or request the removal of the Submission; (c) remove Submissions which are abusive, illegal, disruptive, or outdated, or that otherwise fail to comply with these Terms; (d)terminate a user’s access to any or all parts of the OSI Services upon any breach of these Terms or the law; (e) monitor, edit, or disclose any Submission; (f) edit or delete any Submission posted on the OSI Services, regardless of whether such Submission violates these Terms.
2.3 Your Account. If you use the OSI Services, you are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer. You agree to accept responsibility for all activities that occur under your account or password. OSI reserves the right to refuse service, terminate accounts or memberships, remove or edit content, or cancel orders or shipments in its sole discretion.
The OSI Services may contain hyperlinks to other websites and web pages (“Third-Party Pages”), as well as to text, graphics, videos, images, music, sounds, and information belonging to or originating from other third-parties (collectively, “Third-Party Applications”). The Company does not investigate, monitor, or review any Third-Party Pages or Third-Party Applications to ensure their accuracy, completeness, or appropriateness. The Company is not responsible for the Third-Party Pages or any Third-Party Applications accessed through the OSI Services. You agree that OSI shall have no liability with respect to any loss or damage of any kind incurred as a result of any dealings between you and any third party, or as a result of the presence of such third party on the OSI Services.
The inclusion of any hyperlinks to any Third-Party Pages or Third-Party Applications on the OSI Services does not indicate the Company’s approval or endorsement thereof. These links are provided solely as a convenience or benefit to users. Your interactions with at third party on the OSI Services, or based on such third party’s participation or presence on the OSI Services, are solely between you and the third party.OSI makes no representations or warranties with respect to the content, ownership, or legality of any such linked third party website. If you choose to leave the OSI Services to access any Third-Party Pages or Third-Party Applications, you do so at your own risk.
You agree to defend, indemnify, and hold OSI, its affiliates, licensors, suppliers, and third-party service providers, and each of their respective directors, officers, employees, contractors, agents, successors, and assigns(collectively, the "Online Shopping Inc Parties") harmless from and against any claims, actions, demands, liabilities, and settlements including, without limitation, reasonable legal and accounting fees, resulting from, or alleged to result from, your use of the OSI Services or Contents, or your violation of these Terms. OSI reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by the User, in which event the User will cooperate in asserting any available defenses.
You agree that OSI may, in its sole discretion and at any time, modify, discontinue, or suspend its operation of the OSI Services, any part thereof or any Contents, temporarily or permanently, without notice or liability to you. OSI shall have the right at all times to assign any of its rights or obligations under these Terms without your prior written consent.
OSI makes no claims that the Contents are appropriate or may be downloaded outside of the United States of America. Access to the Contents may not be legal by certain persons or in certain countries. If you access the OSI Services from outside the United States, you do so at your own risk and are responsible for compliance with the laws of your jurisdiction. The following provisions survive the expiration or termination of these Terms for any reason whatsoever: Liability of OSI and its Licensors and Partners, Use Restrictions, User Submissions, Submission of Ideas, Indemnity, Choice of Law, Arbitration and Class Action Waiver, and Complete Agreement.
Additionally, if you are a European resident we note that we are processing your information in order to fulfill contracts we might have with you, or otherwise to pursue our legitimate business interests listed above. Additionally, please note that your information will be transferred outside of Europe, including to Canada and the United States.
These Terms are governed in accordance with the laws of the Commonwealth of Rhode Island, United States of America, without regard to its conflict of law provisions. If any provision of these Terms is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms, which shall remain in full force and effect. No waiver of any of these Terms shall be deemed a further or continuing waiver of such term or condition or any other term or condition.
There is no judge or jury in arbitration and arbitration procedures are simpler and more limited than rules applicable in court. YOU ACKNOWLEDGE AND AGREE THAT, APART FROM THE NARROW EXCEPTIONS ABOVE, YOU AND THE COMPANY ARE EACH WAIVING YOUR RIGHTS TO SUE IN COURT, INCLUDING RIGHTS TO RECEIVE A TRIAL BY JURY OR TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION LAWSUIT, CLASS-WIDE ARBITRATION, PRIVATE ATTORNEY-GENERAL ACTION, OR ANY OTHER REPRESENTATIVE PROCEEDING.
Arbitration shall be subject to the U.S. Federal Arbitration Act and federal arbitration law, and shall be conducted by Judicial Arbitration Mediation Services, Inc.(“JAMS”) pursuant to the JAMS Streamlined Arbitration Rules & Procedures effective July 1, 2014 (the “JAMS Rules”) and as modified by this agreement toarbitrate. The JAMS Rules, including instructions for bringing arbitration, are available on its website athttp://www.jamsadr.com/rules-streamlined-arbitration. The Minimum Standards are available at https://www.jamsadr.com/consumer-minimum-standards/.
You and the Company must abide by these rules: (a) the arbitration shall be conducted on an individual basis and not in a class, consolidated or representative action and the arbitrator shall not award class-wide relief; (b) the Company will pay its arbitration costs as required by JAMS rules, and in the event that you are able to demonstrate that the costs of arbitration will be prohibitive as compared to costs of litigation, the Company will pay as much of your arbitrationfiling and hearing fees as the arbitrator deems is necessary to prevent the arbitration from being cost-prohibitive as compared to the cost of litigation; (c)the arbitrator may award any individual relief or individual remedies that are permitted by applicable law; and (d) each side pays his, her or its own attorneys' fees and costs unless the claim(s) at issue permit the prevailing party to be paid its fees and litigation costs, and in such instance, the fees and costs awarded shall be determined by the applicable law.
With the exception of subpart (a) in the paragraph above, if any part of this arbitration provision is deemed invalid, unenforceable or illegal, then the balance of this arbitration provision shall remain in effect and be construed in accordance with its terms as if the invalid, unenforceable, or illegal provision were not contained. If, however, subpart (a) in the paragraph above is found invalid, unenforceable or illegal, then the entirety of this arbitration provision shall be null and void. If for any reason a claim proceeds in court rather than in arbitration, the dispute shall be exclusively brought in state or U.S. federal court in Pennsylvania.
Applicable to Canada: After any dispute arises, the parties involved in the dispute may agree to resolve the dispute using Arbitration. If the parties elect to use arbitration, disputes shall be referred to ADR Institute of Canada. For a copy of the procedure to file a Claim, or for other information about this organization, contact them as follows: www.adrcanada.ca.
If you believe any Submission accessible on or from the OSI Services infringes your copyright, you should notify OSI of your infringement claim in accordance with the procedures below:
-Identification of the copyrighted work that you believe to be infringed. Please describe the work, and where possible include a copy or the location (e.g., URL) of an authorized version of the work;
-Identification of the Submission that you believe to be infringing and its location. Please describe the Submission, and provide us with its URL or any other pertinent information that will allow us to locate the Submission;
- Your name, address, telephone number, and (if available) email address;
- A statement that you have a good faith belief that the complained of use of the work is not authorized by the copyright owner, its agent, or the law;
- A statement that the information you have supplied is accurate, and indicating that “under penalty of perjury,” you are the copyright owner or authorized representative; and
- A signature or the electronic equivalent from the copyright holder or authorized representative.
We will process each notice of alleged infringement that CPC receives and take appropriate action in accordance with applicable intellectual property laws. A notification of claimed copyright infringement should be emailed to CPC’s copyright agent at support@meadde.com (subject line: “DMCA Takedown Request”). You may also contact us by mail or facsimile at:
Attention: Copyright Agent
OnlineShopping Inc.,
In an effort to protect the rights of copy right owners, OSI maintains a policy for the termination, in appropriate circumstances, of users of the OSI Services who are repeat infringers.
If any of these Terms shall be deemed invalid, void, or for any reason unenforceable, those terms shall be deemed severable and shall not affect the validity and enforceability of any remaining terms. Failure of OSI to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision in that or any other instance.
OSI shall have the right at all times to assign any of its rights or obligations under the Terms without your prior written consent.
Except as expressly provided in a particular notice or disclaimer posted by or on behalf of OSI on the OSI Services, these Terms of Service, including the Privacy Policy, constitute the entire agreement between you and OSI with respect to the use of the OSI Services and Contents.
Questions about the Terms of Service should be sent to us at nutketing@gmail.com.
