Terms of Service
PLEASE NOTE THAT THIS AGREEMENT CONTAINS A MANDATORY ARBITRATION OF DISPUTES PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS.
USER CONTENT LICENSE GRANT
By posting any User Content on the Service, you expressly grant, and you represent and warrant that you have all rights necessary to grant, to Tribute Brand Inc. a royalty-free, sublicensable, transferable, non-exclusive, worldwide license to use, reproduce, modify, publish, list information regarding, edit, translate, distribute, syndicate, publicly perform, publicly display, and make derivative works of all such User Content including your or any third-party name, voice, and/or likeness as contained in your User Content, in whole or in part, and in any form, media or technology, whether now known or hereafter developed, for use in connection with the Service and Tribute Brand Inc.’s (and its successors’ and affiliates’) business, including without limitation for promoting and redistributing part or all of the Service (and derivative works thereof) in any media formats and through any media channels. You also hereby grant each User of the Service a non-exclusive license to access your User Content through the Service, and to use, reproduce, distribute, display and perform such User Content as permitted through the functionality of the Service and under this Agreement.
If the features of the Service allow you to remove or delete User Content from the Service, the above licenses granted by you in your User Content terminate within a commercially reasonable time after you remove or delete such User Content from the Service. Notwithstanding the foregoing, you understand and agree that Tribute Brand Inc. may retain, but not display, distribute, or perform, server copies of User Content that have been removed or deleted; provided that in certain cases, such as if User Content has been curated by Tribute Brand Inc. for display on featured content, included in printed content, or otherwise used, the above licenses granted by you with respect to such User Content will not terminate and such User Content may continue to be used, displayed, distributed, and performed indefinitely. The above licenses granted by you in User Content for which the Service does not provide you a means to delete or remove are perpetual and irrevocable.
END USER LICENSE GRANT
A. Tribute Brand Inc. Service
Subject to the terms and conditions of this Agreement, you are hereby granted a non-exclusive, limited, non-transferable, freely revocable license to use the Service for your personal, noncommercial use only and as permitted by the features of the Service. Tribute Brand Inc. reserves all rights not expressly granted herein in the Service and the Tribute Brand Inc. Content (as defined below). Tribute Brand Inc. may terminate this license at any time for any reason or no reason.
We may make available software to access the Service via a mobile device (“Mobile Software”). To use the Mobile Software you must have a mobile device that is compatible with the Mobile Service. Tribute Brand Inc. does not warrant that the Mobile Software will be compatible with your mobile device. Tribute Brand Inc. hereby grants you a non-exclusive, non-transferable, revocable license to use a compiled code copy of the Mobile Software for one Tribute Brand Inc. account on one mobile device owned or leased solely by you, for your personal use. You may not: (i) modify, disassemble, decompile or reverse engineer the Mobile Software, except to the extent that such restriction is expressly prohibited by law; (ii) rent, lease, loan, resell, sublicense, distribute or otherwise transfer the Mobile Software to any third party or use the Mobile Software to provide time sharing or similar services for any third party; (iii) make any copies of the Mobile Software; (iv) remove, circumvent, disable, damage or otherwise interfere with security-related features of the Mobile Software, features that prevent or restrict use or copying of any content accessible through the Mobile Software, or features that enforce limitations on use of the Mobile Software; or (v) delete the copyright and other proprietary rights notices on the Mobile Software. You acknowledge that Tribute Brand Inc. may from time to time issue upgraded versions of the Mobile Software, and may automatically electronically upgrade the version of the Mobile Software that you are using on your mobile device. You consent to such automatic upgrading on your mobile device, and agree that the terms and conditions of this Agreement will apply to all such upgrades. Any third-party code that may be incorporated in the Mobile Software is covered by the applicable open source or third-party license EULA, if any, authorizing use of such code. The foregoing license grant is not a sale of the Mobile Software or any copy thereof, and Tribute Brand Inc. or its third party partners or suppliers retain all right, title, and interest in the Mobile Software (and any copy there- of). Any attempt by you to transfer any of the rights, duties or obligations hereunder, except as expressly provided for in this Agreement, is void. Tribute Brand Inc. reserves all rights not expressly granted under this Agreement. If the Mobile Software is being acquired on behalf of the United States Government, then the following provision applies. Use, duplication, or disclosure of the Mobile Software by the U.S. Government is subject to restrictions set forth in this Agreement and as provided in DFARS 227.7202-1(a) and 227.7202-3(a) (1995), DFARS 252.227-7013©(1)(ii) (OCT 1988), FAR 12.212(a) (1995), FAR 52.227-19, or FAR 52.227-14 (ALT III), as applicable. The Mobile Software originates in the United States, and is subject to United States export laws and regulations. The Mobile Software may not be exported or re-exported to certain countries or those persons or entities prohibited from receiving exports from the United States. In addition, the Mobile Software may be subject to the import and export laws of other countries. You agree to comply with all United States and foreign laws related to use of the Mobile Software and the Service.
B. Mobile Software from App Store
The following also applies to any Mobile Software you acquire from the Apple App Store (“Apple App Store – Sourced Software”): You acknowledge and agree that this Agreement is solely between you and Tribute Brand Inc., not Apple, and that Apple has no responsibility for the Apple App Store – Sourced Software or content thereof. Your use of the Apple App Store – Sourced Software must comply with the App Store Terms of Service. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Apple App Store – Sourced Software. In the event of any failure of the Apple App Store – Sourced Software to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the Apple App Store – Sourced Software to you; to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Apple App Store – Sourced Software, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be solely governed by this Agreement and any law applicable to Tribute Brand Inc. as provider of the software. You acknowledge that Apple is not responsible for addressing any claims of you or any third party relating to the Apple App Store – Sourced Software or your possession and/or use of the iTunes- Sourced Software, including, but not limited to: (i) product liability claims; (ii) any claim that the Apple App Store – Sourced Software fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation; and all such claims are governed solely by this Agreement and any law applicable to Tribute Brand Inc. as provider of the software. You acknowledge that, in the event of any third party claim that the Apple App Store – Sourced Software or your possession and use of that iTunes-Sourced Software infringes that third party’s intellectual property rights, Tribute Brand Inc., not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by this Agreement. You and Tribute Brand Inc. acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of this Agreement as relates to your license of the Apple App Store – Sourced Software, and that, upon your acceptance of the terms and conditions of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement as relates to your license of the Apple App Store – Sourced Software against you as a third party beneficiary thereof.
C. Beta Software
We may make available Mobile Software, Software, or other software that allows you to access and use certain features, technologies, and/or services that are not yet generally commercially released (collectively referred to as the “Beta Software”). In addition to the other provisions in this Agreement, the following additional provisions in this subsection apply to the Beta Software.
The license granted by Tribute Brand Inc. under this Agreement with respect to the Beta Software will automatically terminate upon the release of a generally commercially available version of the applicable Beta Software or will terminate as otherwise set forth in this Agreement or as determined by Tribute Brand Inc. (“Beta Period”). For the avoidance of doubt, the license is subject to the below restrictions, and Tribute Brand Inc. may revoke your license to the Beta Software or modify the permitted use of or suspend your access to any Beta Software at any time and for any or no reason.
You acknowledge that the Beta Software, its existence, its features, its capacities, its capabilities, its thresholds, its limitations, and its mode of operation, any related materials provided by Tribute Brand Inc., any beta test results compiled by you, and other technical, business, product, marketing, and financial information, plans, and data relating to the Beta Software are the confidential information of Tribute Brand Inc. (“Beta Confidential Information”). You agree (i) to hold the Beta Confidential Information in strict confidence, (ii) not to disclose any Beta Confidential Information to any third parties except as authorized by Tribute Brand Inc. in writing, and (iii) not to use any Beta Confidential Information for your own use or for any purpose except as permitted under this Agreement including testing the Beta Software and providing feedback with respect to such Beta Software to Tribute Brand Inc. You agree to take all practicable measures to protect the secrecy of Beta Confidential Information and avoid disclosure or use of Beta Confidential Information other than expressly authorized herein, which measures will take the form of the highest degree of care that a reasonable person would apply to protect his, her, or its own information of a similar nature and importance. You agree promptly to notify Tribute Brand Inc. in writing of any misuse or misappropriation of Beta Confidential Information that may come to your attention. All copies of electronic information and data, or tangible items including documents and magnetic media, containing or embodying Beta Confidential Information will be permanently destroyed upon the expiration or termination of the Beta Period or as otherwise requested by Tribute Brand Inc.
THE BETA SOFTWARE IS NOT READY FOR GENERAL COMMERCIAL RELEASE AND MAY CONTAIN BUGS, ERRORS, DEFECTS OR HARMFUL COMPONENTS. ACCORDINGLY, FOR THE AVOIDANCE OF DOUBT, TRIBUTE BRAND INC. IS PROVIDING THE BETA SOFTWARE TO YOU “AS IS.” TRIBUTE BRAND INC. MAKES NO WARRANTIES OF ANY KIND WITH RESPECT TO THE BETA SOFTWARE, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUD- ING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. TRIBUTE BRAND INC. DOES NOT WARRANT THAT THE BETA SOFTWARE WILL BE ERROR-FREE OR THAT IT WILL OPERATE WITHOUT INTERRUPTIONS OR DOWNTIME.
Certain components of the Service and Mobile Software are subject to separate license terms, including “free” or “open source” software (“Separately Licensed Code”). As required by the terms of the relevant Separately Licensed Code licenses, Tribute Brand Inc. presents the list of such products and the modifications we made to it.
The components of software referenced on this page have been provided under one or more open source licenses, and the list is complete to the best of our knowledge. If you believe any additional products should be provided under the applicable open source license, please contact us and provide in detail the product or code module in question. Tribute Brand Inc. is committed to meeting the requirements of the open source licenses including the GNU General Public License (GPL).
OUR PROPRIETARY RIGHTS
Except for your User Content, the Service and all materials therein or transferred thereby, including, without limitation, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, music, and User Content belonging to other Users (the “Tribute Brand Inc. Content”), and all Intellectual Property Rights related thereto, are the exclusive property of Tribute Brand Inc. and its licensors (including other Users who post User Content to the Service). Except as explicitly provided herein, nothing in this Agreement will be deemed to create a license in or under any such Intellectual Property Rights, and you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any Tribute Brand Inc. Content, while exceptions apply to the digital assets owned by Tribute Brand Inc. users. Use of the Tribute Brand Inc. Content for any purpose not expressly permitted by this Agreement is strictly prohibited.
You may choose to or we may invite you to submit feedback, modifications, suggestions, improvements, comments, ideas, or the like about the Service, including without limitation about how to improve the Service or our other products (“Ideas”). You hereby grant to Tribute Brand Inc. a world-wide, royalty free, irrevocable, perpetual license to use and otherwise incorporate any Ideas in connection with the Service and any of Tribute Brand Inc.’s other products, technology, services, specification or other documentation.
A. Billing Policies Certain products or services offered on or through the Service may be provided for a fee or other charge. If you elect to purchase products or services, such as digital assets, on or through the Service, or to use paid aspects of the Service, you agree to the pricing and payment terms, as we may update them from time to time. Tribute Brand Inc. may add new products and services for additional fees and charges, or amend fees and charges for existing products and services, at any time at its sole discretion.
THERE ARE NO REFUNDS FOR ANY PRODUCTS OR SERVICES PURCHASED ON OR THROUGH THE SERVICE.
In addition, you may cancel your Tribute Brand Inc. account at any time; however, there are no refunds for cancellation. In the event that Tribute Brand Inc. suspends or terminates your account or this Agreement, you understand and agree that you will receive no refund or exchange for any license fees for any portion of the Service, any content or data associated with your account, or for anything else.
D. Payment Information; Taxes All information that you provide in connection with a purchase or transaction or other monetary transaction interaction with the Service must be accurate, complete, and current. You agree to pay all charges incurred by users of your credit card, debit card, or other payment method used in connection with a purchase or transaction or other monetary transaction interaction with the Service at the prices in effect when such charges are incurred. You will pay any applicable taxes, if any, relating to any such purchases, transactions or other monetary transaction interactions.
DISCLOSURE OF MATERIAL CONNECTION
Tribute Brand Inc. may be compensated if you click on a link and purchase one or more of the products or services recommended to you on this site or in an email, blog, or other online posting sponsored by us. In addition, some of the endorsements made on this site, or on our affiliates’ sites, may be made by persons who have a financial or other interest in Tribute Brand Inc. Company or its products or services. This disclosure is made pursuant to 16 CFR, Part 255 of the Federal Trade Commission’s “Guides Concerning the Use of Endorsements and Testimonials in Advertising.”
In order to use the Services, you will need a blockchain address and a third-party wallet. Your blockchain address serves as your identity on the Website. Your account on the service ("Account") will be associated with your blockchain address; however, if you want to, you may add additional information to your Account, such as a profile picture.
Your Account on the Website will be associated with your linked blockchain address and display the NFTs for that blockchain address (and, if applicable, any content associated with such NFTs). By using your wallet in connection with the Services, you agree that you are using that wallet under the terms and conditions of the applicable provider of the wallet. Wallets are not operated by, maintained by, or affiliated with Tribute brand Inc., and Tribute brand Inc. does not have custody or control over the contents of your wallet and has no ability to retrieve or transfer its contents. Tribute brand Inc. accepts no responsibility for, or liability to you, in connection with your use of a wallet and makes no representations or warranties regarding how the Services will operate with any specific wallet. If you discover an issue related to your wallet, please contact your wallet provider.
You understand and agree that you are solely responsible for maintaining the security of your Account and control over any usernames, passwords, or any other codes that you use to access the Services. You are solely responsible for keeping your wallet secure and you should never share your wallet credentials or seed phrase with anyone. Any unauthorized access to your Account by third parties could result in the loss or theft of NFTs in your Account and any associated wallet. You understand and agree that you will not hold us responsible for managing and maintaining the security of your Account. You further understand and agree that we are not responsible (and you will not hold us responsible) for any unauthorized access to or use of your Account. You are responsible for monitoring your Account. If you notice any unauthorized or suspicious activity in your Account, please notify us immediately.
Likewise, you are solely responsible for your Account and any associated wallet, and we are not liable for any acts or omissions by you in connection with your Account or as a result of your Account or wallet being compromised. You understand and agree that access to your Account is limited solely to you. You agree that you will not sell, rent, lease, or grant access to your Account to any person without our prior written permission. Your account is your sole responsibility, and any claims that someone else used your account to violate these Terms or change your settings will be dismissed.
Tribute brand Inc. can require you to provide additional information and documents in certain circumstances, such as at the request of any government authority, as any applicable law or regulation dictates, or to investigate a potential violation of these Terms. In such cases, Tribute brand Inc., in its sole discretion, can disable your Account and block your ability to access the Services until such additional information and documents are processed by Tribute brand Inc.. If you do not provide complete and accurate information in response to such a request, Tribute brand Inc. can refuse to restore your access to the Service. We reserve the right to cancel your account, without notice, for any reason, at any time.
NO PROFESSIONAL ADVICE
If the Service provides professional information (for example, professional referrals, tutorials, guides, etc.), such information is for informational purposes only and should not be construed as professional advice. No action should be taken based upon any information contained in the Service. You should seek independent professional advice from a person who is qualified in the applicable area.
SECURITY Tribute Brand Inc. cares about the integrity and security of your personal information. However, we cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk.
INDEMNITY You agree to defend, indemnify and hold harmless Tribute Brand Inc. and its subsidiaries, agents, licensors, managers, and other affiliated companies, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (i) your use of and access to the Service, including any data or content transmitted or received by you; (ii) your violation of any term of this Agreement, including without limitation your breach of any of the representations and warranties above; (iii) your violation of any third-party right, including without limitation any right of privacy or Intellectual Property Rights; (iv) your violation of any applicable law, rule or regulation; (v) any claim or damages that arise as a result of any of your User Content or any that is submitted via your account; or (vi) any other party’s access and use of the Service with your unique username, password or other appropriate security code.
THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. USE OF THE SERVICE IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM TRIBUTE BRAND INC. OR THROUGH THE SERVICE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. WITHOUT LIMITING THE FOREGOING, TRIBUTE BRAND INC., ITS SUBSIDIARIES, AND ITS LICENSORS DO NOT WARRANT THAT THE CONTENT IS ACCURATE, RELIABLE OR CORRECT; THAT THE SERVICE WILL MEET YOUR REQUIREMENTS; THAT THE SERVICE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD OR YOUR USE OF THE SERVICE.
TRIBUTE BRAND INC. DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE TRIBUTE BRAND INC. SERVICE OR ANY HYPER- LINKED WEBSITE OR SERVICE, AND TRIBUTE BRAND INC. WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.
LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL TRIBUTE BRAND INC., ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS OR LICENSORS BE LIABLE FOR ANY DIRECT, IN- DIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THIS SERVICE. UNDER NO CIRCUMSTANCES WILL TRIBUTE BRAND INC. BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICE OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, TRIBUTE BRAND INC. ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF OUR SERVICE; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE; (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR SERVICE BY ANY THIRD PARTY; (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICE; AND/OR (VII) USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY (INCLUDING HOSTED SITES). IN NO EVENT WILL TRIBUTE BRAND INC., ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS, OR LICENSORS BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIA- BILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING THE AMOUNT YOU PAID TO TRIBUTE BRAND INC. HEREUNDER OR $100.00, WHICHEVER IS GREATER.
THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF TRIBUTE BRAND INC. HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THE FOREGOING LIMITATION OF LIABILITY WILL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
The Service is controlled and operated from its facilities in the United States. Tribute Brand Inc. makes no representations that the Service is appropriate or available for use in other locations. Those who access or use the Service from other jurisdictions do so at their own volition and are entirely responsible for compliance with all applicable United States and local laws and regulations, including but not limited to export and import regulations. You may not use the Service if you are a resident of a country embargoed by the United States, or are a foreign person or entity blocked or denied by the United States government. Unless otherwise explicitly stated, all materials found on the Service are solely directed to individuals, companies, or other entities located in the United States.
ARBITRATION AND GOVERNING LAW:
For any dispute you have with Tribute Brand Inc., you agree to first contact us at and attempt to resolve the dispute with us informally. In the unlikely event that Tribute Brand Inc. has not been able to resolve a dispute it has with you after attempting to do so informally, we each agree to resolve any claim, dispute, or controversy (excluding claims for injunctive or other equitable relief) arising out of or in connection with or relating to these Terms, or the breach or alleged breach thereof (collectively, “Claims”), by binding arbitration by the American Arbitration Association (“AAA”) under the Commercial Arbitration Rules and Supplementary Procedures for Consumer Related Disputes then in effect for the AAA, except as provided herein. Unless you and Tribute Brand Inc. agree otherwise, the arbitration will be conducted in the county where you reside. Each party will be responsible for paying any AAA filing, administrative and arbitrator fees in accordance with AAA rules. The award rendered by the arbitrator will include costs of arbitration, reasonable attorneys’ fees and reasonable costs for expert and other witnesses, and any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section will prevent either party from seeking injunctive or other equitable relief from the courts for matters related to data security, intellectual property or unauthorized access to the Service. ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND TRIBUTE BRAND INC. ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
B. Governing Law You agree that all matters relating to your access to or use of the Service, including all disputes, will be governed by the laws of the United States, and construed and enforced in accordance with the laws of the State of Delaware, without regard to its conflict of laws rules. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. You hereby irrevocably and unconditionally (i) agree that any action or proceeding arising out of or in connection with Tribute Brand Inc., shall be brought only in the Chancery Court of the State of Delaware (the “Delaware Court”), and not in any other state or federal court in the United States of America or any court in any other country, (ii) consent to submit to the exclusive jurisdiction of the Delaware Court for purposes of any action or proceeding in connection with Tribute Brand Inc., (iii) waive any objection to the laying of venue of any such action or proceeding in the Delaware Court. We each agree to submit to the personal jurisdiction of The Delaware Court for any actions for which either party retains the right to seek injunctive or other equitable relief, as further described in the Arbitration provision above.
This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Tribute Brand Inc. without restriction. Any attempted transfer or assignment in violation hereof will be null and void.
B. Notification Procedures and Changes to the Agreement
C. Entire Agreement/Severability
This Agreement, together with any amendments and any additional agreements you may enter into with Tribute Brand Inc. in connection with the Service, will constitute the entire agreement between you and Tribute Brand Inc. concerning the Service. If any provision of this Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision will not affect the validity of the remaining provisions of this Agreement, which will remain in full force and effect. Headings are included for convenience only and will not be considered in interpreting this Agreement. For the avoidance of doubt, as used in this Agreement, the word including means including but not limited to.
D. No Waiver
No waiver of any term of this Agreement will be deemed a further or continuing waiver of such term or any other term, and Tribute Brand Inc.’s failure to assert any right or provision under this Agreement will not constitute a waiver of such right or provision.
Please contact us with any questions regarding this Agreement.