Terms of Service
Welcome to SHOPLANDIA!
SHOPLANDIA supports freedom of speech, both on and off the Internet. However, the goal of SHOPLANDIA is to provide you with access to the best quality products possible. To ensure a safe, nonoffensive environment for all of our users, we have established these Terms of Service, spelling out what you can expect from us and what we expect from you.
By purchasing any products from THE SHOPLANDIA NETWORK, by using any of SHOPLANDIA’S services, or by accessing any areas of the SHOPLANDIA.CO Website (“Website”), you agree to be legally bound and to abide by the terms and conditions set forth below.
SHOPLANDIA.CO is owned and operated by SHOPLANDIA, INC., a Delaware (USA) corporation with offices at 100 Hope Street, #32, Stamford, Connecticut 06906. Any references herein to SHOPLANDA, SHOPLANDIA.CO, THE SHOPLANDIA NETWORK, “we” or “us” shall be deemed to refer to SHOPLANDIA.CO and/or SHOPLANDIA, INC., as applicable under the circumstances.
Note to Social Media Users. When purchasing products and services from this Website, our LinkedIn profile or other social media page, and when posting information to or otherwise communicating via that page or your own social media page, your activities online are subject to the Terms of Service, Terms of Service or other terms and conditions imposed by that social media website, which may contain terms and conditions different from these Terms of Service. Please see the following pages for further details:
• http://www.facebook.com/legal/terms (Facebook’s Statement of Rights and Responsibiliites);
• http://www.linkedin.com/legal/user-agreement?trk=hb_ft_userag (LinkedIn’s Terms of Service);
• https://twitter.com/tos (Twitter’s Terms of Service);
• http://www.google.com/intl/en/policies/terms (Google’s Terms of Service)
• https://about.pinterest.com/en/terms-service (Pinterest’s Terms of Service)
All references in these Terms of Service to “SHOPLANDIA”, “SHOPLANDIA.CO” and/or “this Website” shall be deemed to include both this Website and any and all social media pages maintained from time to time by SHOPLANDIA, INC. or its affiliates.
II. MOBILE DEVICES
Application Use. SHOPLANDIA grants you the right to use the Application only for your personal use. You must comply with all applicable laws and third party terms of agreement when using the Application (e.g. your wireless data service agreement). The Application may not contain the same functionality available on the www.Shoplandia.co website.
Intellectual Property – Applications. SHOPLANDIA owns, or is the licensee to, all right, title, and interest in and to its Applications, including all rights under patent, copyright, trade secret, trademark, or unfair competition law, and any and all other proprietary rights, including all applications, renewals, extensions, and restorations thereof. You will not modify, adapt, translate, prepare derivative works from, decompile, reverse-engineer, disassemble, or otherwise attempt to derive source code from any Application and you will not remove, obscure, or alter SHOPLANDIA’s copyright notice, trademarks or other proprietary rights notices affixed to, contained within, or accessed in conjunction with or by any SHOPLANDIA Application.
Prohibited Countries Policy and Foreign Trade Regulation – Applications. SHOPLANDIA Applications or their underlying technology may not be downloaded to or exported or re-exported: (a) into (or to a resident or national of) Burma (Myanmar), Cuba, Iraq, Iran, Libya, North Korea, Sudan, Syria, or any other country subject to United States embargo; (b) to anyone on the US Treasury Department’s list of Specially Designated Nationals or on the US Commerce Department’s Denied Party or Entity List; and (c) to any prohibited country, person, end-user, or entity specified by US Export Laws. When using an SHOPLANDIA Application, you are responsible for complying with trade regulations and both foreign and domestic laws (e.g., you are not located in a country that is subject to a US Government embargo, or that has been designated by the US Government as a “terrorist supporting” country, and you are not listed on any US Government list of prohibited or restricted parties).
Additional Terms. Additional terms and conditions that apply to you based on the mobile device the Application is installed on:
iOS – Apple
2. SHOPLANDIA grants you the right to use the Application only on an iOS product that you own or control and as permitted by the Usage Rules set forth in the App Store Terms of Service.
3. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Application.
4. Apple is not responsible for the investigation, defense, settlement, and discharge of any third party intellectual property infringement claim.
5. Apple is not responsible for addressing any claims by you or any third party relating to the Application or your possession and/or use of the Application, including but not limited to: (a) product liability claims; (b) any claim that the Application fails to conform to any applicable legal or regulatory requirement; and (c) claims arising under consumer protection or similar legislation.
6. In the event of any failure of the Application to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price, if applicable, for the Application to you; and to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Application.
III. ABOUT SHOPLANDIA
THE SHOPLANDIA NETWORK is a marketplace that allows users to offer, sell and buy just about anything in a variety of pricing formats and locations by posting videos to the SHOPLANDIA website. The actual contract for sale is directly between the sellers and buyers.
While we may provide pricing, shipping, listing, and other guidance in our Services, such guidance is solely informational and you may decide to follow it or not. Also, while we may help facilitate the resolution of disputes through various programs, SHOPLANDIA has no control over and does not guarantee the existence, quality, safety or legality of items advertised; the truth or accuracy of users’ content or listings; the ability of sellers to sell items; the ability of buyers to pay for items; or that a buyer or seller will actually complete a transaction or return an item.
If you have a dispute with one or more users, you release us (and our affiliates and subsidiaries, and our and their respective officers, directors, employees and agents) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. In entering into this release you expressly waive any protections (whether statutory or otherwise) that would otherwise limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this release.
You will indemnify and hold us (and our affiliates and subsidiaries, and our and their respective officers, directors, employees, agents) harmless from any claim or demand, including reasonable legal fees, made by any third party due to or arising out of your breach these Terms of Service, your improper use of the Services or your breach of any law or the rights of a third party.
In connection with using or accessing the Services you will not:
• post, list or upload content or items in inappropriate categories or areas on our sites;
• post adult content of any kind;
• breach or circumvent any laws, third party rights or our systems, policies, or determinations of your account status;
• use our Services if you are not able to form legally binding contracts (for example if you are under 18), or are temporarily or indefinitely suspended from using our sites, services, applications or tools;
• fail to pay for items purchased by you, unless you have a valid reason as set out in an SHOPLANDIA policy, for example, the seller has materially changed the item’s description after you bid, a clear typographical error is made, or you cannot contact the seller;
• fail to deliver items sold by you, unless you have a valid reason as set out in an SHOPLANDIA policy, for example, the buyer fails to follow the posted terms or you cannot contact the buyer;
• manipulate the price of any item or interfere with any other user’s listings;
• post false, inaccurate, misleading, defamatory, or libelous content;
• transfer your SHOPLANDIA account and user ID to another party without our consent;
• distribute or post spam, unsolicited or bulk electronic communications, chain letters, or pyramid schemes;
• distribute viruses or any other technologies that may harm SHOPLANDIA, or the interests or property of users;
• use any robot, spider, scraper or other automated means to access our Services for any purpose;
• bypass our robot exclusion headers, interfere with the working of our Services, or impose an unreasonable or disproportionately large load on our infrastructure;
• export or re-export any SHOPLANDIA application or tool except in compliance with the export control laws of any relevant jurisdictions and in accordance with posted rules and restrictions;
• reproduce, perform, display, distribute, reverse engineer, or prepare derivative works from content that belongs to or is licensed to SHOPLANDIA, or that comes from the Services and belongs to another SHOPLANDIA user or to a third party including works covered by any copyrights, trademark, patent, or other intellectual property right, except with prior express permission of SHOPLANDIA and/or any other party holding the right to license such use;
• commercialize any SHOPLANDIA application or any information or software associated with such application;
• harvest or otherwise collect information about users without their consent; or
• circumvent any technical measures we use to provide the Services.
Your postings also must not contain the following:
• Securities/Investor Relations-Related Content. Forward-looking content or comments related to SHOPLANDIA or other companies which speak to stock price, financial health or outlook, obligations to investors, or other Investor Relations-related responsibilities;
• Confidential Content. Content which discloses any confidential or non-public third party information which you do not have permission and/or authority to disclose;
• Disparaging Content. Content that disparages any person or entity, including SHOPLANDIA and any entity affiliated with SHOPLANDIA, and/or any of their respective products or services;
• Content Contrary to Law or Public Policy. Content relating to matters that are contrary to law, regulation or public policy in any of the United States, Switzerland, or accounts of the European Union.
• Infringing Content. Content that violates or infringes the rights of any person or entity including, but not limited to, privacy, publicity and/or intellectual property rights, including the copyrights and brand rights of SHOPLANDIA and/or of third parties;
• Hateful Content. Content that is hateful, tortious, defamatory, slanderous, libelous, or obscene;
• Discriminatory Content. Content that promotes bigotry, racism, sexism, hatred or harm against any group or individual or promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation or age;
• Spam. We observe and enforce a zero-tolerance policy for posting sales pitches for outside products or services or posting comments that drive traffic to a third party’s website (including for personal, political or monetary gain).
If we believe you are abusing SHOPLANDIA in any way, we may, in our sole discretion and without limiting other remedies, limit, suspend, or terminate your user account(s) and access to our Services, delay or remove hosted content, remove any special status associated with your account(s), remove and demote listings, reduce or eliminate any discounts, and take technical and/or legal steps to prevent you from using our Services.
We may cancel unconfirmed accounts or accounts that have been inactive for a long time or modify or discontinue our Services. Additionally, we reserve the right to refuse or terminate our Services to anyone for any reason at our discretion.
When a buyer or seller issue arises we may consider the user’s performance history and the specific circumstances in applying our policies. We may choose to be more lenient with policy enforcement in an effort to do the right thing for both buyers and sellers.
The fees we charge for using our Services are listed on our Website. We may change our seller fees from time to time by posting the changes on the SHOPLANDIA site 14 days in advance, but with no advance notice required for temporary promotions.
You must have a payment method on file when selling on SHOPLANDIA and pay all fees and applicable taxes associated with our Services by the payment due date. If your payment method fails or your account is past due, we may collect fees owed by charging other payment methods on file with us, retaining collection agencies and legal counsel, and, for accounts over 90 days past due, instructing PayPal to deduct the amount owed from your PayPal account balance. In addition, interest on any overdue amount will accrue at 18% per annum or the highest rate of interest allowed by Connecticut law, if less. SHOPLANDIA, or the collection agencies we retain, may also report information about your account to credit bureaus, and as a result, late payments, missed payments, or other defaults on your account may be reflected in your credit report. If you wish to dispute the information SHOPLANDIA reported to a credit bureau (i.e., Experian, Equifax or TransUnion) please contact us at SHOPLANDIA, Inc., 100 Hope Street, # 32, Stamford, Connecticut 06906. If you wish to dispute the information a collection agency reported to a credit bureau regarding your SHOPLANDIA account, you must contact the collection agency directly.
When posting a video listing an item to the SHOPLANDIA Website, you agree that:
• You are responsible for the accuracy and content of the listing and item offered.
• Your listing may not be immediately searchable by keyword or category for several hours (or up to 24 hours in some circumstances). SHOPLANDIA can’t guarantee exact listing durations.
• Content that violates any of SHOPLANDIA’s policies may be deleted at SHOPLANDIA’s discretion.
• We strive to create a marketplace where buyers find what they are looking for. Therefore, the appearance or placement of listings in search and browse results will depend on a variety of factors, including, but not limited to:
o buyer’s location, search query, browsing site, and history;
o item’s location, listing format, price and shipping cost, terms of service, end time, history, and relevance to the user query;
o seller’s history, including listing practices, Detailed Seller Ratings, SHOPLANDIA policy compliance, Feedback, and defect rate; and
o number of listings matching the buyer’s query.
• Some advanced listing upgrades will only be visible on certain Services.
When buying an item, you agree that:
• You are responsible for reading the full item listing before making a bid or commitment to buy.
• You enter into a legally binding contract to purchase an item when you commit to buy an item.
• For motor vehicles and real estate, a bid or offer initiates a non-binding transaction representing a buyer’s serious expression of interest in buying the seller’s item and does not create a formal contract between the buyer and the seller.
• We do not transfer legal ownership of items from the seller to the buyer.
• Uniform Commercial Code § 2-401(2) apply to the transfer of ownership between the buyer and the seller, unless the buyer and the seller agree otherwise.
• If you purchase that item on an SHOPLANDIA site other than Shoplandia.co, you are subject to the Terms of Service or User Agreement of that other SHOPLANDIA site with respect to that particular purchase.
International Buying and Selling; Translation
Many of our Services are accessible to international sellers and buyers. We may offer certain programs, tools, and site experiences of particular interest to international sellers and buyers, such as estimated local currency conversion and international shipping calculation tools. Sellers and buyers are responsible for complying with all laws and regulations applicable to the international sale, purchase, and shipment of items.
If you are a seller you authorize us to use automated tools to translate your SHOPLANDIA content, in whole or in part, into local languages where such translation solutions are available. If you are a buyer, you may have access to tools which will enable you to translate content at your request. The accuracy and availability of any translation are not guaranteed and you should check your translated listing for accuracy.
IV. TRADEMARKS AND SERVICE MARKS
SHOPLANDIA is a trademark of SHOPLANDIA, INC. and/or its affiliates. All rights are reserved. These and other SHOPLANDIA graphics, logos, service marks and trademarks of SHOPLANDIA, INC. and its affiliates may not be used without the prior written consent of SHOPLANDIA, INC. or its affiliates, as the case may be. All other trademarks, product names, and company names and logos appearing on this Website or in any materials relating to our Services are the property of their respective owners.
V. DISCLAIMERS AND LIMITATION OF LIABILITY
You expressly agree that use of SHOPLANDIA’S Services is at your sole risk. Neither SHOPLANDIA, INC. nor its affiliates nor any of their members, managers, officers, directors, employees, agents, third-party content providers, merchants, advertisers, sponsors, or affiliates (collectively “Providers”), or the like, warrant that this Website will be uninterrupted or error free, nor do they make any warranty as to any of SHOPLANDIA’S Services, or as to the accuracy, reliability, or currency of any information, content, service, or merchandise provided through this Website.
Disclaimer of Warranties. SHOPLANDIA MAKES NO REPRESENTATION, WARRANTY, OR GUARANTY AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, TRUTH, AVAILABILITY, ACCURACY OR COMPLETENESS OF ANY CONTENT MADE AVAILABLE ON THIS WEBSITE. SHOPLANDIA DOES NOT REPRESENT OR WARRANT THAT (A) THE USE OF THIS WEBSITE WILL BE SECURE, TIMELY, UNINTERRUPTED OR ERROR-FREE, (B) THE PRODUCTS WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (C) ANY CONTENT, MATERIALS, DATA OR INFORMATION OBTAINED BY YOU THROUGH SHOPLANDIA WILL BE ACCURATE OR RELIABLE, (D) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, CONTENT, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH SHOPLANDIA WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (E) ERRORS OR DEFECTS WILL BE CORRECTED, OR (F) SHOPLANDIA OR THE SERVER(S) THAT MAKE OUR WEBSITE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. SHOPLANDIA’S PRODUCTS AND ALL CONTENT AND INFORMATION MADE AVAILABLE ON THIS WEBSITE ARE PROVIDED TO YOU STRICTLY ON AN “AS IS” BASIS. ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS, ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW BY SHOPLANDIA, INC. AND ITS AFFILIATES.
Limitation of Liability. IN NO EVENT SHALL SHOPLANDIA’S AGGREGATE LIABILITY EXCEED THE AMOUNTS ACTUALLY PAID BY AND/OR DUE FROM YOU IN THE THREE (3) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM. IN NO EVENT SHALL SHOPLANDIA OR ITS AFFILIATES BE LIABLE TO ANYONE FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGES OF ANY TYPE OR KIND (INCLUDING LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE) ARISING OUT OF, OR IN ANY WAY CONNECTED WITH SHOPLANDIA, INCLUDING BUT NOT LIMITED TO THE USE OR INABILITY TO USE THIS WEBSITE, OR FOR ANY CONTENT, MATERIALS OR OTHER INFORMATION OBTAINED FROM OR THROUGH SHOPLANDIA, OR FOR ANY INTERRUPTION, INACCURACY, ERROR OR OMISSION, REGARDLESS OF CAUSE IN THE CONTENT, EVEN IF SHOPLANDIA OR ITS AFFILIATES HAVE BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Certain states and/or jurisdictions do not allow the exclusion of implied warranties or limitation of liability for incidental, consequential or certain other types of damages, so the exclusions set forth above may not apply to you.
Internet Delays. USE OF THIS WEBSITE MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS. SHOPLANDIA IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS.
Links to Third Party Sites. This Website contains links to third party sites. These links are provided for convenience purposes and are not under the control of SHOPLANDIA. If you choose to link to such third party web sites, SHOPLANDIA makes no warranties, either expressed or implied, concerning the content of such sites, including the operations, programming and conduct of transactions over such sites. SHOPLANDIA does not warrant that such sites or content are free from any claims of copyright or other infringement or that such sites or content are devoid of viruses. SHOPLANDIA disclaims all liability of any kind whatsoever arising out of your use of, or inability to use such third party web sites, the use of your information by such third parties, and the security of information you provide to such third parties.
Domestic Use Only. SHOPLANDIA’S Services are available to you only in the United States, its territories, and possessions, and Canada. You agree not to use or attempt to use our Services from outside these locations. If you use our Services from outside the United States of America, Switzerland and/or the European Union, you are solely responsible for compliance with all applicable laws, including without limitation export and import regulations of other countries. Any diversion of any content, information or materials available on this Website contrary to United States, Swiss or European Union (including European Union Member States) law is prohibited. SHOPLANDIA may use technologies to verify your compliance.
VI. CONTENT AND COPYRIGHT OWNERSHIP
A. Copyright and Limited License
Unless otherwise indicated, this Website and all content and other materials therein, including, without limitation, the SHOPLANDIA logo and all designs, text, graphics, pictures, information, data, software, sound files, other files and the selection and arrangement thereof (collectively, “Site Materials”) are the proprietary property of SHOPLANDIA or its licensors or users and are protected by U.S. and international copyright laws.
You are granted a limited, non-sublicensable license to access and use this Website and Site Materials for personal, informational and shopping purposes only. Such license is subject to the Terms of Service and does not include: (a) any resale or commercial use of this Website or Site Materials; (b) the collection and use of any product listings, pictures or descriptions; (c) the distribution, public performance or public display of any Site Materials; (d) modifying or otherwise making any derivative uses of this Website and the Site Materials, or any portion thereof; (e) use of any data mining, robots or similar data gathering or extraction methods; (f) downloading (other than the page caching) of any portion of this Website, the Site Materials or any information contained therein, except as expressly permitted on this Website; or (g) any use of this Website or the Site Materials other than for its intended purpose. Any use of this Website or Site Materials other than as specifically authorized herein, without the prior written permission of SHOPLANDIA, is strictly prohibited and will terminate the license granted herein. Such unauthorized use may also violate applicable laws, including, without limitation, copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated herein, nothing in these Terms of Service shall be construed as conferring in any manner, whether by implication, estoppel or otherwise, any title or ownership of, or exclusive use-rights to, any intellectual property or other right and any goodwill associated therewith.
B. Digital Millennium Copyright Act (“DMCA”) Notice
If you believe any material available via this Website infringes a copyright you own or control, you may file a notification of such infringement with our Designated Agent as set forth below.
Attn: Customer Care
100 Hope Street, # 32
Stamford, Connecticut 06902, U.S.A.
Please see 17 U.S.C. §512(c)(3) for the requirements of a proper notification. You should note that if you knowingly misrepresent in your notification that the material or activity is infringing, you will be liable for any damages, including costs and attorneys’ fees, incurred by us or the alleged infringer as the result of our relying upon such misrepresentation in removing or disabling access to the material or activity claimed to be infringing.
In accordance with the DMCA and other applicable law, SHOPLANDIA has also adopted a policy of terminating, in appropriate circumstances and in our sole discretion, users who are deemed to be repeat infringers. SHOPLANDIA may also, in its sole discretion, limit access to this Website and/or terminate the accounts of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.
C. Third Party Site Materials
SHOPLANDIA may provide third party content on this Website and links to web pages and content of third parties (collectively, “Third Party Site Materials”) as a service to those interested in this information. We do not control, endorse or adopt any Third Party Site Materials and can make no guarantee as to its accuracy or completeness. You acknowledge and agree that SHOPLANDIA is not responsible or liable in any manner for any Third Party Site Materials and undertakes no responsibility to update or review such Third Party Site Materials. You agree to use such Third Party Site Materials contained therein at your own risk.
D. Advertisements and Promotions; Third-Party Services and Services
SHOPLANDIA may display advertisements and promotions from third parties on this Website or may otherwise provide information about or links to third-party products or services. Your business dealings or correspondence with, or participation in promotions of, such third parties, and any terms, conditions, warranties or representations associated with such dealings or promotions, are solely between you and such third party. SHOPLANDIA is not responsible or liable for any loss or damage of any sort incurred as the result of such dealings or promotions or as the result of the presence of such non-SHOPLANDIA advertisers or third party information on this Website.
VII. SUBMISSION OF IDEAS
You can submit questions, comments, feedback, suggestions, ideas, plans, notes, drawings, original or creative materials or other information about SHOPLANDIA, this Website and our Services (collectively, “Ideas”). Ideas, whether posted to this Website or provided to SHOPLANDIA by email or otherwise are entirely voluntary, non-confidential, gratuitous and non-committal. SHOPLANDIA shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of Ideas for any purpose, commercial or otherwise, without acknowledgment or compensation to you. Do not send us Ideas if you expect to be paid or want to continue to own or claim rights in them; your Ideas might be great, but we may have already had the same or similar idea and we do not want disputes.
You are granted a limited, non-exclusive right to create text hyperlinks to this Website for noncommercial purposes, provided such links do not portray SHOPLANDIA in a false, misleading, derogatory or otherwise defamatory manner and provided further that the linking site does not contain any obscene, pornographic, sexually explicit or illegal material or any material that is offensive, harassing or otherwise objectionable. This limited right may be revoked at any time. In addition, you may not use SHOPLANDIA’S logo or other proprietary graphics to link to this Website without our express written permission. Further, you may not use, frame or utilize framing techniques to enclose any SHOPLANDIA trademark, logo or other proprietary information, including the images found at this Website, the content of any text or the layout/design of any page or form contained on a page on this Website without our express written consent. Except as noted above, you are not conveyed any right or license by implication, estoppel or otherwise in or under any patent, trademark, copyright or proprietary right of SHOPLANDIA or any third party.
SHOPLANDIA makes no claim or representation regarding, and accepts no responsibility for, the quality, content, nature or reliability of embedded content, third-party websites accessible via hyperlink or websites linking to this Website. Such sites are not under the control of SHOPLANDIA and SHOPLANDIA is not responsible for any embedded content or the content of any linked site or any link contained in a linked site, or any review, changes or updates to such sites. SHOPLANDIA and its users may provide these links as a convenience to you, but the inclusion of any link does not imply affiliation, endorsement or adoption by SHOPLANDIA of any site or any information contained therein. When you visit other sites via links or embedded content, you should understand that our terms and policies no longer govern and that the terms and policies of those third party sites will now apply. You should review the applicable terms and policies, including privacy and data gathering practices, of any site to which you navigate from this Website.
In the course of providing Services and information via this Website, SHOPLANDIA will deliver to you content, materials and other information which is confidential, proprietary to SHOPLANDIA, or which constitutes a “trade secret” of SHOPLANDIA (“Confidential Information”). You agree that you will hold all Confidential Information in trust for SHOPLANDIA, that you will not publish, disseminate or otherwise disclose Confidential Information to any person, firm or entity, and that you will not use Confidential Information to compete with SHOPLANDIA or in any other way detrimental to SHOPLANDIA. Without limiting the generality of the foregoing, “Confidential Information” includes any and all information relating to SHOPLANDIA’S Services, information (whether in written or electronic form) delivered to you in the course of selling Services or rendering services to you, Site Materials, trade secrets, marketing and business plans, strategies, vendors, customers, management and personnel, but does not include information in the public domain other than by reason of a breach of this Agreement. In the event you receive a subpoena or court order to disclose any Confidential Information, you will deliver prompt written notice to SHOPLANDIA and will co-operate with our attempts to obtain a protective order or other similar protection for the Confidential Information. This provision shall survive any termination for a period of five (5) years.
Notwithstanding any of these Terms of Service, SHOPLANDIA reserves the right, without notice and in its sole discretion, to terminate your license to use this Website and to block or prevent your future access to, and use of, this Website.
XI. USAGE BY CHILDREN AND MINORS
SHOPLANDIA cannot prohibit minors from visiting this Website. SHOPLANDIA must rely on parents, guardians and those responsible for supervising children under 18 to decide which materials are appropriate for such children to view and/or purchase.
XII. APPLICABLE LAW
These Terms of Service and this Website are created and controlled by SHOPLANDIA, INC., a corporation organized in the State of Delaware, U.S.A. The laws of the State of Connecticut, U.S.A. will govern these Terms of Service, without giving effect to any principles of conflicts of laws. You hereby irrevocably and unconditionally consent to submit to the exclusive jurisdiction of the courts of the State of Connecticut, U.S.A., and of the United States District Court for the District of Connecticut for any litigation arising out of or relating to use of or purchase made through SHOPLANDIA (and agree not to commence any litigation relating thereto except in such courts), waive any objection to the laying of venue of any such litigation in the courts of the State of Connecticut, U.S.A., and agree not to plead or claim in any court of the State of Connecticut, U.S.A. that such litigation brought therein has been brought in an inconvenient forum.
XIII. Agreement to Arbitrate
You and SHOPLANDIA each agree that any and all disputes or claims that have arisen or may arise between you and SHOPLANDIA relating in any way to or arising out of this or previous versions of these Terms of Service, your use of or access to SHOPLANDIA’s Services, or any products or services sold, offered, or purchased through SHOPLANDIA’s Services shall be resolved exclusively through final and binding arbitration, rather than in court. Alternatively, you may assert your claims in small claims court, if your claims qualify and so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis. The Federal Arbitration Act governs the interpretation and enforcement of this Agreement to Arbitrate.
Prohibition of Class and Representative Actions and Non-Individualized Relief
YOU AND SHOPLANDIA AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND SHOPLANDIA AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S). ANY RELIEF AWARDED CANNOT AFFECT OTHER USERS.
Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, and court review of an arbitration award is very limited. However, an arbitrator can award the same damages and relief on an individual basis that a court can award to an individual. An arbitrator should apply the terms of these Terms of Service as a court would. All issues are for the arbitrator to decide, except that issues relating to arbitrability, the scope or enforceability of this Agreement to Arbitrate, or the interpretation of Section 1 of this Agreement to Arbitrate (“Prohibition of Class and Representative Actions and Non-Individualized Relief”), shall be for a court of competent jurisdiction to decide.
The arbitration will be conducted by the American Arbitration Association (“AAA”) under its rules and procedures, including the AAA’s Consumer Arbitration Rules (as applicable), as modified by this Agreement to Arbitrate. The AAA’s rules are available at www.adr.org or by calling the AAA at 1-800-778-7879 FREE. The use of the word “arbitrator” in this provision shall not be construed to prohibit more than one arbitrator from presiding over an arbitration: rather, the AAA’s rules will govern the number of arbitrators that may preside over an arbitration conducted under this Agreement to Arbitrate.
A party who intends to seek arbitration must first send to the other, by certified mail, a written notice describing the nature of the dispute in reasonable detail (“Notice”). The Notice to SHOPLANDIA should be sent Shoplandia, Inc. 100 Hope Street, # 32, Stamford, Connecticut 06906. SHOPLANDIA will send any Notice to you to the physical address we have on file associated with your SHOPLANDIA account; it is your responsibility to keep your physical address up to date. All information called for in the Notice must be provided, including a description of the nature and basis of the claims the party is asserting and the relief sought.
If you and SHOPLANDIA are unable to resolve the claims described in the Notice within 30 days after the Notice is sent, you or SHOPLANDIA may initiate arbitration proceedings. A form for initiating arbitration proceedings is available on the AAA’s site at www.adr.org. In addition to filing this form with the AAA in accordance with its rules and procedures, the party initiating the arbitration must mail a copy of the completed form to the opposing party. You may send a copy to SHOPLANDIA at the following address: SHOPLANDIA, Inc., 100 Hope Street, # 32, Stamford, Connecticut 06906. In the event SHOPLANDIA initiates an arbitration against you, it will send a copy of the completed form to the physical address we have on file associated with your SHOPLANDIA account. Any settlement offer made by you or SHOPLANDIA shall not be disclosed to the arbitrator.
The arbitration hearing shall be held in the county in which you reside or at another mutually agreed location. If the value of the relief sought is $10,000 or less, you or SHOPLANDIA may elect to have the arbitration conducted by telephone or based solely on written submissions, which election shall be binding on you and SHOPLANDIA subject to the arbitrator’s discretion to require an in-person hearing, if the circumstances warrant. In cases where an in-person hearing is held, you and/or SHOPLANDIA may attend by telephone, unless the arbitrator requires otherwise.
The arbitrator will decide the substance of all claims in accordance with applicable law, including recognized principles of equity, and will honor all claims of privilege recognized by law. The arbitrator shall not be bound by rulings in prior arbitrations involving different users, but is bound by rulings in prior arbitrations involving the same SHOPLANDIA user to the extent required by applicable law. The arbitrator’s award shall be final and binding and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.
Costs of Arbitration
Payment of all filing, administration and arbitrator fees will be governed by the AAA’s rules, unless otherwise stated in this Agreement to Arbitrate. If the value of the relief sought is $10,000 or less, at your request, SHOPLANDIA will pay all filing, administration, and arbitrator fees associated with the arbitration. Any request for payment of fees by SHOPLANDIA should be submitted by mail to the AAA along with your Demand for Arbitration and SHOPLANDIA will make arrangements to pay all necessary fees directly to the AAA. In the event the arbitrator determines the claim(s) you assert in the arbitration to be frivolous, you agree to reimburse SHOPLANDIA for all fees associated with the arbitration paid by SHOPLANDIA on your behalf that you otherwise would be obligated to pay under the AAA’s rules.
With the exception of any of the provisions in Section 1 of this Agreement to Arbitrate (“Prohibition of Class and Representative Actions and Non-Individualized Relief”), if an arbitrator or court decides that any part of this Agreement to Arbitrate is invalid or unenforceable, the other parts of this Agreement to Arbitrate shall still apply. If an arbitrator or court decides that any of the provisions in Section 1 of this Agreement to Arbitrate (“Prohibition of Class and Representative Actions and Non-Individualized Relief”) is invalid or unenforceable, then the entirety of this Agreement to Arbitrate shall be null and void. The remainder of the Agreement and its Legal Disputes Section will continue to apply.
Future Amendments to the Agreement to Arbitrate
Notwithstanding any provision in these Terms of Service to the contrary, you and we agree that if we make any amendment to this Agreement to Arbitrate (other than an amendment to any notice address or site link provided herein) in the future, that amendment shall not apply to any claim that was filed in a legal proceeding against SHOPLANDIA prior to the effective date of the amendment. The amendment shall apply to all other disputes or claims governed by the Agreement to Arbitrate that have arisen or may arise between you and SHOPLANDIA. We will notify you of amendments to this Agreement to Arbitrate by posting the amended terms on SHOPLANDIA.CO at least 30 days before the effective date of the amendments and by providing notice through the SHOPLANDIA Message Center and/or by email. If you do not agree to these amended terms, you may close your account within the 30 day period and you will not be bound by the amended terms.
XIV. MODIFICATION OF TERMS
SHOPLANDIA may update these Terms of Service. We will notify you about significant changes in the way we treat personal information by sending a notice to the primary email address specified in your SHOPLANDIA account or by placing a prominent notice on this Website. You are responsible for regularly reviewing these Terms of Service. Continued use of SHOPLANDIA after any such changes shall constitute your irrevocable and unconditional consent to such changes.
SHOPLANDIA may give notice by means of a general notice on this Website, or electronic mail to your e-mail address on record in SHOPLANDIA’S account information, or by written communication sent by first class mail or pre-paid post to your address on record in SHOPLANDIA’S records relating to our clients. Such notice shall be deemed to have been given upon the expiration of 48 hours after mailing or posting (if sent by first class mail or pre-paid post) or 12 hours after sending (if sent by email).
The provisions of these Terms of Service are intended to be severable. If for any reason any provision of these Terms of Service shall be held invalid or unenforceable in whole or in part in any jurisdiction, such provision shall, as to such jurisdiction, be ineffective to the extent of such invalidity or unenforceability without in any manner affecting the validity or enforceability thereof in any other jurisdiction or the remaining provisions hereof in any jurisdiction.
No joint venture, partnership, employment, or agency relationship exists between you and SHOPLANDIA as a result of these Terms of Service. The failure of SHOPLANDIA to enforce any right or provision in these Terms of Service shall not constitute a waiver of such right or provision unless acknowledged and agreed to by SHOPLANDIA in writing.
These Terms of Service, together with any applicable policies, comprise the entire agreement between you and SHOPLANDIA and supersedes all prior or contemporaneous negotiations, discussions or agreements, whether written or oral, between the parties regarding the subject matter contained herein.
Headings are for reference purposes only and do not limit the scope or extent of such Section. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. We do not guarantee we will take action against all breaches of these Terms of Service.
The policies posted on our sites may be changed from time to time. Changes take effect when we post them on the SHOPLANDIA Website.
If you create or use an account on behalf of a business entity, you represent that you are authorized to act on behalf of such business and bind the business to these Terms of Service. Such account is owned and controlled by the business entity.
The following Sections survive any termination of these Terms of Service: Fees, Content, Disclaimer of Warranties; Limitation of Liability; Indemnity, and Legal Disputes.
If you are a California resident, in accordance with Cal. Civ. Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, California 95814, or by telephone at (800) 952-5210 FREE.