Terms of Service | Quiddity
The Website is owned by Quiddity, LLC. (“QUIDDITY”), which provides certain services through or in connection with the Website (the "Service"). Each time you use the Service, you acknowledge that you have read and agree to be bound by these Terms. If you do not agree to be bound by these Terms, you may not use the Service.
1. WHAT OUR WEBSITE IS.
The Website is an online environment where You can find information on certain products (“Products”) and interact with other users and sellers of those Products. QUIDDITY does not sell any products on the Website or provide any services (except the Service) and is not a party to any transaction You may make with any seller of a Product. QUIDDITY does not sell or license any of the Products accessible via the Website, and QUIDDITY is not acting as an agent of sale or an agent of any merchant or provider of such Products. No endorsement of any Product is expressed or implied by any information, material or content referred to or included on the Website. QUIDDITY does not have any responsibility for, or liability related to, any Products accessible via the Website. You should direct any questions, complaints or claims related to any Product to the appropriate seller.
You may post content or view content posted by other users on the Service. QUIDDITY does not undertake any obligation to monitor, nor assumes any responsibility, and shall not be responsible for, any such content. In so far as permitted by law, if You have a dispute with any other user or any third party, including any sellers of Products, You release QUIDDITY (and its affiliates and its and their respective members, partners, officers, employees, agents, contractors and service providers) from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such dispute.
3. LINKS AND AFFILIATE POLICY
A. Links: QUIDDITY may provide links to external websites or resources which are not the Website for your convenience and reference only. QUIDDITY has no obligation to review any sites linked to the Website, does not control or endorse, and is not responsible for the availability of, these external websites or resources or for any content, advertising, products, or other materials on or available from such external websites or resources. Your use of and dealings with the owners or operators of these external websites or resources are at your own risk.
B. Affiliate Policy: You may decide to buy a product whilst using the Service, and upon clicking to the product URL, that URL will contain a code unique to links from the Website. The code identifies QUIDDITY as an affiliate of the product seller, and QUIDDITY receives revenue based upon the amount that You spend accordingly. QUIDDITY currently has affiliate agreements with each of Amazon and Skimlinks. If You want to opt out of this process, then You can do so by emailing us at [email protected].
All of the material included on the Website or provided in the Service, including but not limited to trademarks, text, graphics, logos, service marks, trade dress and copyrights (collectively, the "Content"), is the property of QUIDDITY and other parties. U.S. and international copyright laws protects all Content available on the Website. The overall design and layout of the Website constitutes the exclusive trade dress of QUIDDITY, and is protected pursuant to trademark laws. Your use of the Service and the Content does not transfer to You any ownership or other rights in the Service or the Content. You may download Content displayed on the Website for your personal, non-commercial use only, provided You also retain all copyright and other proprietary notices contained on the Content. You may not modify, copy, distribute, transmit, display, publish, sell, license, or create derivative works using any of the Content for commercial or public purposes.
A. Grant of License. You hereby grant to QUIDDITY, on all media, whether now known or hereinafter devised, a non-exclusive, irrevocable, worldwide, perpetual, sublicensable, assignable, royalty-free license to: display, publish, use, translate, create derivative works from, reproduce, reformat, compile, archive, distribute, and transmit all materials provided by You to QUIDDITY ("Your Content") including Product reviews (as described in paragraph 8 below) and display your name, trademarks and service marks (as used in connection with Your Content) and exercise copyright and other intellectual property rights You have in Your Content, in any past, current or future media. You also waive all moral rights You have in Your Content to the fullest extent permitted by law. You may submit Your Content only in accordance with QUIDDITY's current content submission guidelines. QUIDDITY shall have no obligation to post Your Content, may remove Your Content, or may change or discontinue the Website or Service, or either part thereof, at any time in its sole discretion. QUIDDITY has no obligation to monitor Your Content submitted by You or others in connection with the Service or Website. As the sole consideration for the license and rights granted to QUIDDITY under these Terms, QUIDDITY will consider posting (entirely at its discretion) Your Content on the Website.
B. Ownership, Copyright and Trademarks. You retain all right, title and interest (subject to the license granted herein) in and to Your Content You, or any other party on your behalf or with your authority, submit to QUIDDITY, and represent and warrant that such Your Content and the license granted herein (i) is factually accurate; (ii) does not violate any intellectual property rights; (iii) does not contain information which is obscene or defames, libels or otherwise injures or interferes with the privacy of others; and (iv) does not require the payment of any kind by QUIDDITY to others.
6. ACCEPTABLE USE OF THE WEBSITE. In respect of your use of the Service:
A. You hereby certify to QUIDDITY that You are of the age of majority within your province of residence and that You are able to form legally binding contracts.
B. You assume full responsibility for the access to the Website and the use of the Website and the Service by any dependent minors.
C. Your use of the Service is subject to all applicable local, provincial, federal and international laws and regulations. Your conduct is subject to Internet regulations, policies and procedures.
D. You are solely responsible for the content of your transmissions. You acknowledge and agree that QUIDDITY does not endorse the actions, the contents of communications, or the Products.
7. PROHIBITED CONDUCT
You must not: (i) use the Service for any illegal purpose or for the transmission of any material that is unlawful, harassing, libelous, invasive of another's privacy, abusive, threatening, harmful, vulgar, obscene, tortious, or otherwise objectionable, or that infringes or may infringe the intellectual property or other rights of another, including the sale of pornography, firearms and ammunition, living creatures and parts of endangered species, stocks and other securities, drugs and drug paraphernalia, human body parts and remains; (ii) directly or indirectly interfere or attempt to interfere with the proper working of the Website, any account, or any communication or transaction being conducted on our Website; (iii) use any robot, spider, scraper other automatic device, or manual process to monitor or copy our web pages or the Content for any purpose without our prior expressed written permission; (iv) take any action which imposes an unreasonable or disproportionately large load on our infrastructure; (v) use or disclose (to anyone except QUIDDITY where legally permitted) any information You obtain about or from other users of the Service, or which You obtain from QUIDDITY, for any improper purpose; (vi) conduct fraud, hide or attempt to hide your identity, represent yourself as someone else, or manipulate or attempt to manipulate prices, compromise or attempt to compromise the security of any account, interfere or attempt to interfere with the proper working of the Service; (vii) send any unsolicited e-mail or advertising to any known user; or (viii) use the Service for any use other than personal, non-commercial purposes unless specifically approved in writing by QUIDDITY, in its sole discretion.
You may submit reviews to describe your thoughts and views on a Product. In so doing:
A. You agree only to submit a review in good faith about a Product, and that review must be an accurate description of your experience.
B. Any review that You submit is subject to the provisions of these Terms. QUIDDITY may impose reasonable restrictions on reviews, and establish rules to help ensure that reviews are legitimate and appropriate. QUIDDITY may, in its sole discretion, omit or remove any review that it determines violates any provision of these Terms or could cause harm or damage to itself or any third party. The owner or seller of a Product may dispute the validity of a review, and QUIDDITY may, in its sole discretion, remove the review or take other actions that it believes are appropriate.
10. DISCLAIMER AND LIMITATION OF LIABILIT
A. THE SERVICE AND YOUR ACCESS TO AND USE OF THE WEBSITE IS AT YOUR OWN RISK. QUIDDITY MAKES NO REPRESENTATION, WARRANTY, TERM OR OTHER CONDITION:
i. THAT THE SERVICE WILL MEET YOUR REQUIREMENTS, OR THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE;
ii. AS TO (a) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE, (b) CONFIDENTIALITY OR PRIVACY OF ANY OF USER'S INFORMATION; OR (iii) THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE SERVICE;
iii. (AND WHILST QUIDDITY TAKES REASONABLE STEPS TO SAFEGUARD AND TO PREVENT UNAUTHORIZED ACCESS TO YOUR INFORMATION), FOR THE ACTS OF THOSE WHO GAIN UNAUTHORIZED ACCESS TO SUCH INFORMATION OR DATA, AND QUIDDITY MAKES NO REPRESENTATION, WARRANTY, TERM OR CONDITION, EXPRESS, IMPLIED, OR OTHERWISE, THAT IT WILL PREVENT UNAUTHORIZED ACCESS TO YOUR PRIVATE INFORMATION.
B. ANY INFORMATION, DATA OR OTHER MATERIAL VIEWED, DOWNLOADED DERIVED OR OTHERWISE OBTAINED THROUGH THE USE OF THE WEBSITE AND/OR SERVICE IS DONE ENTIRELY AT YOUR OWN DISCRETION AND RISK AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR IT OR COMPUTER SYSTEM, OR FOR ANY LOSS OF OR DAMAGE TO DATA THAT RESULTS DIRECTLY OR INDIRECTLY THEREFROM.
C. QUIDDITY MAKES NO REPRESENTATION, WARRANTY, TERM OR CONDITION REGARDING ANY GOODS OR SERVICES PURCHASED OR OBTAINED THROUGH THE SERVICE OR ANY TRANSACTIONS ENTERED INTO THROUGH THE SERVICE AND IS NOT RESPONSIBLE FOR ANY USE OF CONFIDENTIAL OR PRIVATE INFORMATION BY SELLERS OR OTHER USERS.
D. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM QUIDDITY OR THROUGH THE SERVICE, SHALL CREATE ANY REPRESENTATION, TERM, CONDITIONS OR WARRANTY NOT EXPRESSLY MADE HEREIN.
E. PRODUCTS - QUIDDITY HAS NO CONTROL OVER AND DOES NOT REPRESENT OR WARRANT IN ANY WAY THAT PRICES, SHIPPING COSTS, TAXES, PRODUCTS OR DESCRIPTIONS PROVIDED BY SELLERS OR OTHER THIRD PARTIES, IN RESPECT OF ANY PRODUCT (“PRODUCT DETAILS”), IS TRUE, ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE. PRODUCT DETAILS ARE PROVIDED FOR INFORMATIONAL PURPOSES ONLY AND QUIDDITY SHALL HAVE NO LIABILITY FOR INACCURACY OR INCOMPLETENESS IN PRODUCT DESCRIPTION, USABILITY, AVAILABILITY, PRICE, CONTENT, USER RATINGS OR COMMENTARY, OR OTHER CONTENT, COMMENT OR INFORMATION RELATING THERETO ON THE WEBSITE. QUIDDITY IS NOT LIABLE FOR ANY NEGLIGENCE, ACTS OR OMISSION OF ACTS OF ANY SELLER OF PRODUCTS ON THE WEBSITE. YOU ASSUME THE ENTIRE RISK AS TO THE ACCURACY, ADEQUACY, COMPLETENESS, CURRENCY, VALIDITY AND QUALITY OF ANY INFORMATION RELATING TO THE PRODUCT AND PRODUCT DETAILS. ANY INFORMATION ON THE WEBSITE CAN CHANGE WITHOUT NOTICE.
F. EXCEPT AS EXPRESSLY PROVIDED HEREIN, QUIDDITY MAKES NO REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, REGARDING THE WEBSITE OR SERVICE, INCLUDING THAT THE SAME SHALL BE ERROR FREE OR OPERATE WITHOUT INTERRUPTION, AND THE WARRANTIES OF TITLE, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE EXPRESSLY EXCLUDED.
G. IN ADDITION, QUIDDITY SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES ARISING FROM THESE TERMS (EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), NOR FOR ANY LOSS OF REVENUE OR ANTICIPATED PROFITS OR LOST BUSINESS, LOSS OF OPPORTUNITY, OR LOSS OF DATA. IN ANY EVENT, THE AGGREGATE LIABILITY OF QUIDDITY HEREUNDER SHALL NOT EXCEED $1. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF IMPLIED WARRANTIES OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES OR FOR PERSONAL INJURY, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY.
H. NOTHING IN THIS TERMS SHALL EXCLUDE OUR LIABILITY FOR:
i. DEATH OR PERSONAL INJURY CAUSED BY OUR NEGLIGENCE;
ii. FRAUD OR FRAUDULENT MISREPRESENTATION;
iii. AVAILABILITY TO THE EXTENT THE SAME MAY NOT BE EXCLUDED OR LIMITED AS A MATTER OF LAW
NOTHING IN THESE TERMS SHALL AFFECT THE STATUTORY RIGHTS YOU ARE ENTITLED TO AS A CONSUMER TO THE EXTENT THAT SUCH RIGHTS CANNOT BE WAIVED OR ALTERED BY THESE TERMS.
A. You hereby agree to defend, indemnify, and hold harmless now and in the future, and hold QUIDDITY, its affiliates, and its and their respective members, partners, licensors, vendors and third party providers, and their respective officers, agents, employees and contractors, successors and assigns, harmless from any cost, claim, demand, expense or liability, including any reasonable legal adviser fees, by any third party due to or arising directly or indirectly from your use of the Service, the Website, or your breach of any provision of these Terms, including the breach of third parties’ intellectual property rights and/or rights of privacy.
B. Even though prohibited, people may provide information that is offensive, false, harmful, or deceptive. QUIDDITY and its service providers assume no responsibility whatsoever for such content or actions.
A. QUIDDITY may, in its sole discretion, terminate, suspend or modify your access to the website and/or use of the Service, at any time, with or without notice, and without liability to You or any other person. In any event, You are not entitled to use, and shall immediately cease using, the Service, if You are in breach of any provision of these Terms.
B. These Terms shall continue to bind you to the extent of any continued use by You of the Service and/or Website after any termination of these Terms.
C. Upon termination, QUIDDITY may remove from the Website and permanently delete and destroy any of Your Content that You or others may have posted or submitted without any prior notice or liability to You or any other person.
Except as stated otherwise, any notices shall be given in writing by postal mail to Quiddity LLC, 628 Broadway, 5th Floor, New York 10012, USA, marked “For The Attention of the COO”.
B. Should any provision of these Terms be held to be void, invalid or inoperative, the remaining provisions of these Terms shall not be affected and shall continue in effect and the invalid provision shall be deemed modified to the least degree necessary to remedy such invalidity.
C. The failure of QUIDDITY to partially or fully exercise any right or the waiver by QUIDDITY of any breach, shall not prevent a subsequent exercise of such right or be deemed a waiver of any subsequent breach of the same or any other term of these Terms.
D. Neither You nor QUIDDITY shall be liable to the other party for any delay in meeting, or for any failure to meet, any obligations pursuant to these Terms due to any cause outside its reasonable control.
E. You shall not assign any of your rights or obligations under these Terms to any other party without the prior written consent of QUIDDITY. QUIDDITY may, however, assign the benefit and burden of these Terms at its discretion. These Terms shall be binding upon, shall inure to the benefit of, and shall be enforceable by the respective successors and assigns of both You and QUIDDITY.
F. These Terms shall be governed and interpreted in accordance with the laws of the State of New York without regard to principles of conflict of laws. You and QUIDDITY hereby agree to submit to the exclusive jurisdiction over all disputes hereunder in the federal and state courts in the State of New York located in New York County. Any dispute, controversy or claim arising out of these Terms, or the default or breach hereof, that cannot be settled through negotiation shall be settled (a) first, by both parties trying in good faith to settle the dispute by mediation under the Commercial Mediation Rules of the American Arbitration Association (“AAA”) (such mediation session to be held in New York, New York and to commence within fifteen (15) days of the appointment of the mediator by the AAA), and (b) if the dispute controversy or claim cannot be settled by mediation, then by arbitration administered by the AAA under it Commercial Arbitration Rules (such arbitration to be held in New York, New York before a single arbitrator and to commence within fifteen (15) days of the appointment of the arbitrator by the AAA). Judgment on the award by the arbitrator may be entered in any court having jurisdiction thereof. Either You or QUIDDITY may seek from a court any provisional remedy that may be necessary to protect its rights or property pending the establishment of the arbitration panel or its determination of the merits of the controversy.
G. A printed version of this Terms and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
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