Terms of service
Terms of Use – Memories Made, LLC
PLEASE NOTE THAT THE SECTION LABELED “DISPUTE RESOLUTION (CLASS ACTION WAIVER, JURY TRIAL WAIVER AND ARBITRATION AGREEMENT)” BELOW CONTAINS A CLASS ACTION WAIVER AND JURY TRIAL WAIVER AND REQUIRES ARBITRATION ON AN INDIVIDUAL BASIS IN JURISDICTIONS IN WHICH APPLICABLE LAW ALLOWS THE CLASS ACTION WAIVER TO APPLY TO DISPUTES BROUGHT IN COURT TO RESOLVE DISPUTES. IT AFFECTS YOUR RIGHTS IN ANY DISPUTE WITH MEMORIES MADE, LLC, INCLUDING, WITHOUT LIMITATION, DISPUTES ARISING OUT OF YOUR USE OF THE SERVICES AND/OR YOUR PURCHASE AND/OR USE OF ANY SERVICE OR PRODUCT.
Welcome to Memories Made, LLC (“Memories Made,” “we,” “us,” or “our”). By accessing or using our website, mobile applications, or purchasing our products and services (collectively, the “Services”), you agree to these Terms of Use (the “Terms”). Please read them carefully.
If you do not agree to these Terms, you may not use the Services.
These Terms are intended to establish the rules for using our Services in a fair and lawful manner.
Account Registration & Eligibility
To use certain features of our Services, you may be required to create an account. When creating an account, you agree to:
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Provide accurate, current, and complete information.
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Keep your login details secure and confidential.
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Take full responsibility for all activity under your account.
You must be at least 18 years old to use our Services. If you are under 18, you may only use the Services with the involvement of a parent or legal guardian.
We reserve the right to suspend or terminate your account if we reasonably believe that the information you provided is inaccurate, incomplete, or violates these Terms.
Mobile Services
Certain services are available via a mobile device, which may include, without limitation (a) the ability to upload content to the Services, (b) the ability to browse the Services and (c) the ability to access certain features through a downloaded and installed application (collectively, the “Mobile Services”). To the extent to which you access the Services through a mobile device, your wireless service carrier’s standard charges, data rates and other fees may apply. In addition, downloading, installing or using certain Mobile Services may be prohibited or restricted by your carrier, and it may be the case that not all Mobile Services work with all carriers or devices. By using the Mobile Services, you acknowledge and agree that certain information about your usage of the Mobile Services may be communicated to us.
Your Content
We are in the business of offering personalized products (the “Products”). The Products and/or the use of the Services to order the Products sometimes require information that you provide, including, without limitation, text, photographs, images and/or information that identifies, relates to, describes, is capable of being associated with, or could reasonably be linked, directly or indirectly, with a particular person, household or electronic device, including, without limitation, particular persons under the age of thirteen (13), households including persons under the age of thirteen (13) and/or electronic devices used by persons under the age of thirteen (13) (collectively, “Your Content”). The Services and the Products are for your personal use only. You may not reproduce, duplicate, copy, sell, resell or otherwise exploit any part of the Services or Products except as permitted by these Terms, and you may not access or use the Services for any commercial purpose whatsoever, including, without limitation, using the Services to facilitate the fulfillment by us of orders for Services or Products placed by third parties through you. Any use of the Services other than as expressly authorized in these Terms is strictly prohibited. All rights not expressly granted in these Terms are hereby expressly reserved by us.
By submitting Your Content to us, you grant Memories Made, LLC a nonexclusive, universe-wide, royalty free, fully paid-up, transferable, sublicensable, perpetual, irrevocable license to reproduce, distribute copies of, prepare derivative works based upon, publicly perform, publicly display, train artificial intelligence on, and otherwise use and exploit Your Content for the purpose of providing the Services and promoting to you other services we believe will be of interest to you. You represent and warrant that you either own Your Content or have a written license or other valid permission from the applicable rights owner(s) (for example, and without limitation, your photographer) and/or other right to make Your Content available to us for use with the Services and on the Products you order.
Without limiting the generality of the foregoing paragraph, you acknowledge and agree that we will need to work with Your Content in order to provide you with the Services and the Products. For example, and without limitation, we will copy, and we may need to display and/or modify, as well as stream, upload, post, publish, display, email or otherwise transmit (including transmission to other countries) or use (hereinafter, “Transmit”), Your Content when making the Products, and we will distribute Your Content when shipping the Products to you. By the license granted above, you are giving us permission to do this and, because we are using Your Content to provide you with the Services and the Products, you will not charge us any royalty. We will retain Your Content on our servers so that it will be available for your future use. This will make it easier for you to reprint entire orders or use elements of Your Content in making Products for new orders, all without the need to upload Your Content again. We agree that our use of Your Content will be limited to the scope of the Services and the Products that we provide. And rest assured that we will never use Your Content to market, promote or advertise the Services to others without your permission.
We reserve the right to reject any or all Your Content if we determine, in our sole discretion, that Your Content is inappropriate or otherwise inconsistent with the exercise of good judgment.
Our Intellectual Property
You acknowledge and agree that the Services contain works of authorship (for example, but without limitation, software), inventions, brands, and content (“Our Intellectual Property”) that is protected by copyright, patent, trademark, trade secret and/or other laws, regulations and rules and is owned by us and/or our licensors or affiliates.
Without limitation, unless otherwise designated, we own all Our Intellectual Property, including, without limitation, all the trademarks and logos used in connection with the Services (“Our Trademarks”). Nothing in these Terms or otherwise grants any license or right to use any of Our Trademarks. You may not delete, change or modify in any way the copyright, trademark or other intellectual property notices contained in the Services. All goodwill generated from the use of Our Trademarks will inure to our exclusive benefit.
Your use of prints, images or screen captures from the Services is limited to your personal, non-commercial use. You may not use any data mining, robots, scraping or similar data gathering or extraction methods in connection with your use of the Services unless provided by us as part of the Services. You will not reproduce, distribute copies of, prepare derivative works based upon, publicly perform, publicly display, train artificial intelligence on, or otherwise use, exploit, reverse engineer, reverse assemble or otherwise attempt to discover any source code, or attempt to sell, assign, sublicense, or otherwise transfer any right in or to Our Intellectual Property.
Third-party Intellectual Property
Certain services and Products contain images, photographs, layouts, designs and other content that may consist of the copyrights, trademarks, service marks, trade names and other intellectual property of third parties (collectively, the “Third-party Content”). Third-party Content is provided for your convenience for the specific purposes for which we have provided it. You may not use Third-party Content:
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For any other purposes whatsoever without the prior express authorization of its owner;
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Except solely as incorporated into a Product, or otherwise download it in its original, unaltered form outside the Service;
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In any manner that would violate the Prohibited Uses of the Services section of these Terms; or
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As a trademark, service mark, or logo.
Prohibited Uses of the Services
You are solely responsible for Your Content that you Transmit via the Services. We reserve the right to investigate and take appropriate legal action against anyone who, in our sole discretion, violates these Terms, including, without limitation, removing any offending content from the Services, suspending or terminating any account of such violator(s) and reporting such violator(s) to appropriate law enforcement authorities.
As a condition for accessing and using the Services, you agree not to use the Services to:
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Transmit any content that (a) is unlawful, threatening, abusive, harassing, tortious, violent, defamatory, libelous, slanderous, vulgar, obscene, pornographic (involving minors or otherwise), hateful or abusive, or otherwise similarly objectionable, (b) portrays any person depicted therein in a manner that a reasonable person would find offensive or portrays any person [1] in connection with pornography, “adult videos,” adult entertainment venues, escort services, dating services, or the like, [2] in connection with the advertisement or promotion of tobacco products, [3] as suffering from, or medicating for, a physical or mental ailment, or [4] engaging in immoral or criminal activities, (c) poses or creates a privacy or security risk to any person, (d) constitutes unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, contests, sweepstakes or any other form of solicitation, (e) characterizes any unlawful or immoral activity as acceptable, glamorous or desirable, (f) glamorizes the use or “hard-core” illegal substances or drugs, (g) denigrates or offends any ethnic, racial, sexual or religious group, or persons who are physically or mentally challenged, (h) makes inappropriate use of swastikas or other symbols of racism or intolerance and/or glamorizes the actions of Hitler or other individuals or groups advocating ethnic cleansing, genocide, the erasure or destruction of a country or its government, civilization or ethnic group, or similar activities, (i) uses messages, marks or symbols that support cults or conspiracy theories that have been disproven or that are rooted, in whole or in part, in intolerance or (j) contains images or likeness of, or identifies, relates to, describes, is capable of being associated with, or could reasonably be linked, directly or indirectly with, minors without the valid authority to do so;
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Harass another person by any means including, without limitation, by using their email account, address or password, or falsely state or otherwise misrepresent your affiliation with any person or entity;
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Violate any applicable local, state, national or international law, regulation or rule;
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Transmit or make available any content that you do not have the lawful right to Transmit, that would infringe the intellectual or proprietary rights of any third party (including, without limitation, copyright, trade secret, trademark, service mark or patent rights), or that would violate any person’s right of privacy or publicity;
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Engage in any conduct that would interrupt, destroy, limit or harm the Services or enable you to gain unauthorized access to the Services, including, without limitation, by using viruses, Trojan horses, worms or malicious computer code, programs or files;
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Reproduce, copy, sell, or commercially use (including, without limitation, the right to access) the Services, including, without limitation, using the Services to facilitate the fulfillment by us of orders for Services or Products placed by third parties through you;
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Solicit personal information from anyone under the age of eighteen (18);
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Harvest or collect email addresses or other contact information of other users from the Services by electronic or other means; or
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Further or promote any criminal activity or provide instructional information about illegal activities.
In case of any violation of the above, and without limitation, we reserve the right to terminate your account and/or block you from accessing the Services and disclose any information if required to do so by law or in the good-faith belief that such preservation or disclosure is reasonably necessary to (a) comply with legal process, applicable laws or government requests, (b) enforce these Terms, (c) respond to claims that any content violates the rights of third parties or (d) protect the rights, property, or personal safety of us, our users or the public.
Information You Provide
Any questions, comments, suggestions, ideas, feedback or other information about the Services (“Submissions”) provided by you to us are non-confidential, and we will be entitled to the unrestricted use and distribution of Submissions for any purpose, without acknowledgment or compensation to you.
Practices Regarding Use and Storage of Your Content
We may preserve Your Content and may also delete or disclose Your Content if required to do so by law or in the good-faith belief that such preservation or disclosure is reasonably necessary to (a) comply with legal process, applicable laws or government requests, (b) enforce these Terms, (c) respond to claims that any content violates the rights of third parties or (d) protect the rights, property, or personal safety of us, our users or the public.
We may establish practices and limits concerning use of the Services, including, without limitation, the maximum period of time that data or other content is retained by the Services and the maximum storage space that will be allotted on our servers on your behalf. We will have no responsibility or liability for the deletion or failure to store any data or other content maintained or Transmitted by or to the Services. You acknowledge and agree that we reserve the right to terminate accounts that are inactive for an extended period of time, such time to be determined in our sole discretion. You further acknowledge and agree that we reserve the right to change these general practices and limits at any time, in our sole discretion, with or without notice.
Rewards
From time to time, we may make available to you certain offers and/or functionality that we call “Rewards.” There are no membership fees associated with Rewards. Rewards are strictly promotional and have no cash value. In order to unlock an available Reward, you must select the Reward via the Rewards screen and complete the required action.
For example, and without limitation, we may offer some number of free products or services to you if you complete a certain number of transactions in a limited period of time. Once unlocked, you may redeem or activate the Reward as long as it is available via your account. Each Reward is limited to one (1) per customer unless we expressly indicate otherwise.
We reserve the right to change, modify and/or eliminate any and all Rewards, regardless of status (including, without limitation, Rewards that are available, unlocked or redeemed) at any time and in our sole discretion. Any changes, modifications or eliminations will be effective immediately upon release of an applicable update to the Services, and you waive any right you may have to receive specific and/or prior notice of any such changes, modifications or eliminations.
If you take any action that results in the unlocking and/or redemption of any Reward and such action is deemed incomplete or voided for any reason whatsoever, we may deduct, remove or eliminate the applicable Reward in our sole discretion.
Your Rewards are personal to you and may not be sold, transferred or assigned to, or shared with others or used by you for any commercial purpose.
Promotional Offers
From time to time, we may make available to you certain promotional offers.
Free Shipping Offers are subject to the following terms and conditions:
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They apply only to orders shipped to a single address in a geographic region into which we regularly ship.
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They are limited to one discount per order and per customer, and cannot be combined with other discounts, offers or promotions.
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They have no cash value, and cannot be resold.
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If they have a minimum order requirement, the order value before tax must meet the minimum order threshold for the offer to be activated.
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They do not apply to (a) any previous order(s), (b) express, priority, or overnight delivery, (c) taxes, (d) oversized items, (e) specially marked products, or (f) bulk or corporate purchases of ten (10) units or more.
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Except where required by law, they cannot be redeemed for cash, check, or credit.
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They do not affect normal retail prices (which are subject to change).
Dollars Off Offers are subject to the following terms and conditions:
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Limited to one discount per order and per customer, and cannot be combined with other offers.
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No cash value, and cannot be resold.
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Minimum order requirements apply, excluding tax.
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They do not apply to prior orders, shipping, handling, or specially marked products.
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Not applicable to bulk purchases of ten (10) or more units.
Percentage Off Offers follow the same rules above.
Gift Cards
You may from time to time have the ability to purchase, receive, send, receive and/or activate through us digital gift cards (each, a “Gift Card”).
We will send each Gift Card to the recipient for which the purchaser thereof has provided us with the recipient information that we require. The recipient may be the purchaser themselves or a third party.
Gift Cards are redeemable only through the merchant that is selected by the Gift Card purchaser in the purchase process (the “Merchant”), and the Gift Card balance is available only through that Merchant. The Gift Card balance is not available through us.
The Gift Card recipient is responsible for safeguarding the Gift Card from unauthorized use. Memories Made, LLC is not responsible if any delivered Gift Card is lost, stolen, or destroyed, or if a Gift Card is used without permission.
Third-party Sites, Products & Services
You may enable various online services, such as social networking sites, to be directly integrated into your experience with the Services. In addition, from time to time the Services may include links to third-party sites, services and/or products that we think may be of interest to you. To take advantage of these features, we may ask you to register for, or log into, the services of their respective providers.
By enabling third-party services within the Services, you are allowing and authorizing us (a) to pass your log-in information to these service providers for this purpose and (b) to receive information and content from such third-party services. Please remember that the manner in which third-party services use, store and disclose your information is governed solely by the policies of such third parties, and we will have no liability or responsibility for the privacy practices or other actions of any third-party site or service that may be enabled within the Services.
We make no representations or warranties concerning such third-party sites, services or products, and, accordingly, we are not liable for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such third-party sites, services and/or products.
Cookies
Our websites use “cookies.” Cookies are small text files that reside on your device and identify you as a unique user. Cookies allow us to, among other things, measure activity and personalize your experience. For example, and without limitation, cookies enable us to remember your viewing preferences without requiring you to re-type a username or password.
Cookies also allow us to track your status or progress when ordering Products from us. If you choose, you can set your device to reject cookies, or you can manually delete individual or all cookies on your device. However, if you reject or delete cookies, you may have some trouble accessing and using some of the pages and features on our websites.
We also use other common information-gathering tools such as web beacons and embedded web links.
Payments
To the extent to which the Services and/or the Products or any portion thereof are made available for any fee or charge (including, without limitation, shipping and handling charges), you will be required to select a form of payment and provide us information regarding your credit card or other form of payment authorized by us.
You represent and warrant that such information is true and correct and that you are authorized to use the selected form of payment. When you make a payment, you authorize us (and our designated payment processor(s)) to charge, at the time at which you place your order, the full amount to the payment source you designate for the transaction.
You will promptly update your account information with any changes (for example, and without limitation, a change in your billing address or credit card expiration date) that may occur. You will pay us all fees and charges incurred in accordance with the authorized form of payment and these Terms.
If you dispute any fees or charges, you will let us know within sixty (60) days after the date that we invoice or otherwise charge you, and give us the opportunity to remediate any problem which you believe entitles you to dispute those fees or charges.
You hereby grant to us the right to fix any payment processing errors that we may discover, and the right to correct any such processing errors by debiting or crediting the payment method used for the transaction found to be in error.
Shipping
The risk of loss of, and title to, Products passes to you or your designated shipping recipient when we deposit such Product(s) with a carrier for delivery to you or such recipient.
Returns & Refunds
We want you to be 100% satisfied with your experience with the Services and the Products. If within the first fifteen (15) days you are not completely satisfied with your order, we will provide a replacement in the case of a defect or in other cases, issue a refund, subject to the exceptions and restrictions listed below:
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Refunds are limited to amounts actually paid by you. This does not include the promotional value of any special offer or discount.
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In cases where the return/refund is due to your order arriving damaged or with a defect confirmed by us, we will in our sole discretion either (a) provide you with a prepaid return shipping label, (b) reimburse your cost of return shipping, or (c) direct you to discard the damaged or defective product. For all other cases, return shipping costs are your responsibility. Shipping and handling charges may apply to Services and Products that are otherwise offered on a free or promotional basis.
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All orders receiving bulk/wholesale pricing are final, and no refund will be given except in the case of material damage or defect upon your order’s arrival. If the damage or defect cannot be verified over the phone or via email contact, you may need to return the item to us for inspection before a determination can be made as to a potential refund.
In addition to the above satisfaction guarantee, we also offer a limited lifetime warranty against defective workmanship on all our canvas wall décor Products, if such defective workmanship causes a canvas wall décor Product to be unusable for its intended purpose in a way that did not exist in the first thirty (30) days after you received it. To make such a warranty claim, please contact us, either via our website, via the self-service tools that may be provided in the app tray or drawer if using one of our mobile applications, or by telephone if you are using one of the Services that provides for telephone support.
Disclaimer of Warranties
YOU ACKNOWLEDGE AND AGREE THAT THE SERVICES AND THE PRODUCTS ARE PROVIDED “AS IS, AS AVAILABLE,” WITHOUT ANY WARRANTY OF ANY KIND OTHER THAN AS SET FORTH IN THE RETURNS AND REFUNDS SECTION OF THESE TERMS. MEMORIES MADE, LLC HEREBY DISCLAIMS ALL OTHER WARRANTIES (EXPRESS, IMPLIED, STATUTORY OR OTHERWISE), INCLUDING, WITHOUT LIMITATION, ALL WARRANTIES (A) WITH RESPECT TO THE SERVICES AND THE PRODUCTS (INCLUDING, WITHOUT LIMITATION, THEIR QUALITY, AVAILABILITY, PERFORMANCE AND FUNCTIONALITY), (B) WITH RESPECT TO THE QUALITY OR ACCURACY OF ANY INFORMATION OBTAINED FROM OR AVAILABLE THROUGH USE OF THE SERVICES, (C) THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR OPERATE ON OR WITH ANY PARTICULAR HARDWARE, PLATFORM OR SOFTWARE, (D) OF NON-INFRINGEMENT, (E) OF MERCHANTABILITY, AND (F) OF FITNESS FOR A PARTICULAR PURPOSE. NO ADVICE OR INFORMATION GIVEN BY US OR OUR REPRESENTATIVES WILL BE DEEMED TO CREATE A WARRANTY.
Limitation of Liability – General
WE WILL NOT BE LIABLE FOR NONPERFORMANCE OR DELAY IN PERFORMANCE CAUSED BY ANY REASON, WHETHER WITHIN OR OUTSIDE OF OUR CONTROL. IN NO EVENT WILL MEMORIES MADE, LLC BE LIABLE UNDER CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY OR ANY OTHER LEGAL OR EQUITABLE THEORY FOR ANY INDIRECT, INCIDENTAL, EXEMPLARY, PUNITIVE, SPECIAL OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF USE, LOST PROFITS, LOSS OF DATA OR INFORMATION, OR LOSS OF BUSINESS GOODWILL OR OPPORTUNITY) WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES.
IN NO EVENT WILL OUR LIABILITY TO YOU EXCEED THE GREATER OF FIFTY U.S. DOLLARS ($50.00) OR ANY AMOUNTS ACTUALLY PAID BY YOU TO US FOR THE SPECIFIC SERVICES OR PRODUCTS AT ISSUE DURING THE SIX (6) MONTHS PRIOR TO THE DATE ON WHICH THE BASIS FOR THE DISPUTE HAS OCCURRED. SOME JURISDICTIONS DO NOT ALLOW A LIMITATION ON LIABILITY DAMAGES AS CONTAINED IN THESE TERMS AND, IN SUCH JURISDICTIONS, OUR LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
Time Limit
TO THE EXTENT PERMISSIBLE UNDER APPLICABLE LAW, YOU HEREBY ACKNOWLEDGE AND AGREE THAT NO DISPUTE OR CLAIM, REGARDLESS OF FORM, ARISING OUT OF OR RELATING TO THESE TERMS, THE SERVICES, YOUR PURCHASE AND/OR USE OF THE PRODUCT(S) AND/OR YOUR RELATIONSHIP WITH US, HOWSOEVER ALLEGED, MAY BE BROUGHT BY YOU MORE THAN ONE (1) YEAR AFTER THE EVENT WHICH GAVE RISE TO THE CAUSE OF ACTION.
Limitation of Liability – Film, Prints and Negatives
WE STRONGLY SUGGEST THAT YOU NOT PROVIDE US WITH ORIGINAL DIGITAL FILES, FILM, PRINTS OR NEGATIVES WITHOUT RETAINING A COPY. IF YOUR DIGITAL FILES, FILM, PRINTS OR NEGATIVES ARE DAMAGED, LOST OR OTHERWISE NOT RETURNED, OUR SOLE LIABILITY AND YOUR EXCLUSIVE REMEDY WILL BE AS SET FORTH IN THE PARAGRAPH IMMEDIATELY ABOVE.
Limitation of Liability – Data and Usage Restrictions
WE WILL NOT BE LIABLE IN ANY MANNER FOR ANY DATA OR USAGE LIMITS, CAPS OR RESTRICTIONS, OR ANY RATES OR CHARGES, APPLIED TO OR ASSESSED ON YOUR MOBILE DEVICE BY ANY THIRD PARTY THAT RESULT FROM YOUR USE OF THE SERVICES OR OTHERWISE. WE SUGGEST THAT, WHEN AVAILABLE, YOU USE YOUR MOBILE DEVICE WITH AN UNMETERED WI-FI CONNECTION IN ORDER TO MINIMIZE THE LIKELIHOOD OF ANY OF THE FOREGOING OCCURRING TO YOU.
Limitation of Liability – Photo Tiles Products
WE STRONGLY SUGGEST THAT YOU FOLLOW THE INSTRUCTIONS AND/OR WARNINGS PROVIDED WITH OUR PRODUCTS, IF APPLICABLE, WHEN YOU RECEIVE THEM. IN PARTICULAR, BUT WITHOUT LIMITATION, WE WILL NOT BE LIABLE IN ANY MANNER FOR ANY PERSONAL INJURY OR PROPERTY DAMAGE CAUSED BY A PHOTO TILE SHOULD IT FALL OFF YOUR WALL, REGARDLESS OF WHETHER THOSE INSTRUCTIONS/WARNINGS WERE FOLLOWED.
Copyright and Other Intellectual Property Rights
We respect the intellectual property rights of others and ask you to do the same. In accordance with the Digital Millennium Copyright Act (DMCA), if you believe that your work has been used in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide us with the following information, using the contact form provided on our website or in the app tray or drawer of the mobile application you are using, if available, as the case may be. You may also contact us by mail at:
Memories Made, LLC
Minnesota, USA
Email: support@memoriesmade.store
Your notice must include:
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a description of the copyrighted work or other intellectual property that you claim has been infringed;
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a description of where the material that you claim is infringing is located on the site, along with links to the material at issue;
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a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or other intellectual property owner, its agent, or the law;
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a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf;
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your name, address, telephone number, and email address; and
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your electronic or physical signature.
Counter-Notice: If you believe that the content that was removed (or to which access has been disabled) is not infringing, or that the disputed use is authorized by the copyright or other intellectual property owner, its agent, or the law, you may send a written counter-notice containing the information required by the DMCA.
If a counter-notice is received by us, we will send a copy to the original complaining party/copyright owner. In accordance with applicable law, we may replace or restore access to the removed content unless the original complaining party/copyright owner notifies us that it is seeking a court order.
Termination, Deactivation and Suspension
You or we may terminate your account at any time. If you violate these Terms, we also will have the right to deactivate or limit your access to the Services. You agree that any termination, limitation and/or deactivation may be effected by us without prior notice, and that we may immediately delete all related information, files and content in your account. We will not be liable in any manner for such termination, deactivation, limitation or deletion.
Special Notice for International Use; Export Controls
All software available in connection with the Services and the transmission of applicable data, if any, is subject to export controls established by law. No software may be downloaded from the Services or otherwise exported or re-exported in violation of export laws. Downloading or using such software is at your sole risk, and you must comply with all international and domestic law, regulations and rules regarding your use of the Services.
You represent and warrant that you:
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are not located in, under the control of, or a national or resident of any country which the United States has embargoed for goods or services;
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are not identified as a “Specially Designated National”;
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are not placed on the U.S. Commerce Department’s Denied Persons List; and
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will not access or use the Services if any applicable laws in your country prohibit you from doing so in accordance with these Terms.
Indemnification
You hereby release, indemnify and hold Memories Made, LLC and our present and future parents, subsidiaries, affiliates, officers, shareholders, members, directors, managers, employees, attorneys, representatives and agents, harmless from and against all claims, costs, damages, losses, liabilities, and expenses (including, without limitation, attorneys’ fees and costs), actions and damages of all kinds based on, arising out of or in connection with your use of the Services and/or the Products, your breach of these Terms and/or your use of any third-party site, service and/or product.
If you are a California resident, you hereby waive California Civil Code Section 1542, which states that:
“A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release, and that if known by him or her would have materially affected his or her settlement with the debtor or released party.”
If you are a resident of another jurisdiction, you hereby waive any comparable statute or doctrine.
Privacy Policy
The terms of our Privacy Policy are hereby incorporated by reference into these Terms.
Dispute Resolution (Class Action Waiver, Jury Trial Waiver and Arbitration Agreement)
PLEASE READ THIS DISPUTE RESOLUTION SECTION CAREFULLY. IT AFFECTS RIGHTS YOU MAY OTHERWISE HAVE, INCLUDING, WITHOUT LIMITATION, THE RIGHT TO BRING A CLASS ACTION IN COURT AND THE RIGHT TO A JURY TRIAL.
For purposes of this Dispute Resolution section only, “we” or “us” refers to Memories Made, LLC and our present and future parents, subsidiaries, affiliates, officers, shareholders, members, directors, managers, employees, attorneys, representatives and agents.
You and we each hereby acknowledge and agree that:
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these procedures apply to any dispute or claim arising out of or relating to these Terms, the Services, your purchase and/or use of the Product(s), and/or your relationship with us, howsoever alleged, including, without limitation, in contract, tort, product liability, statute, fraud, misrepresentation or other legal theory (each, a “Dispute”);
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“Disputes” should be read as broadly as possible and include those that arose before these Terms, those currently the subject of purported class actions, and those that may arise after termination of these Terms;
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“Disputes” do not include intellectual property disputes;
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nothing prevents either party from bringing a Dispute to the attention of a government agency;
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nothing prevents either party from taking a Dispute to small claims court, within jurisdictional limits; and
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compliance with the informal dispute process is a condition precedent to initiating a claim in arbitration or court.
Mandatory Informal Dispute Resolution Process
The party initiating a Dispute must send a signed written notice describing the dispute, including sufficient information to identify the transaction/account, name, contact details, and a detailed description of the dispute and relief sought.
If you have the Dispute with us, send notice to:
Memories Made, LLC
Minnesota, USA
Attn.: General Counsel
Email: support@memoriesmade.store
We will negotiate in good faith for 60 days to resolve the dispute before proceeding to arbitration or court.
Class Action Waiver and Jury Trial Waiver
You and we each acknowledge and agree that, to the fullest extent permitted by applicable law:
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each of us may bring Disputes only in an individual capacity, not as plaintiff or class member;
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no class, collective, consolidated, private attorney general or representative proceedings are permitted;
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disputes regarding enforceability of this waiver may be resolved only by a court of competent jurisdiction; and
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you and we waive the right to a jury trial.
Arbitration Agreement
Where required by law, disputes will be resolved through binding individual arbitration under the rules of the National Arbitration & Mediation (“NAM”), as modified by this section.
The arbitrator will decide all issues except those reserved for courts (scope, validity, enforceability, arbitrability). Arbitration will be conducted by a neutral arbitrator, with options for phone, video or written submissions for claims under $25,000. Arbitrators may award any relief available in court, on an individual basis.
Judgment on arbitration awards may be entered in any court of competent jurisdiction.
Costs of Arbitration
You and we each acknowledge and agree that:
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payment of arbitration fees will be governed by the NAM Rules and fee schedule;
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both parties have a shared interest in reducing the costs and increasing the efficiencies associated with arbitration; and
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both parties (and counsel, if represented) will work together in good faith to make arbitration cost-effective.
Settlement
In any arbitration, the defending party may make a written settlement offer before the evidentiary hearing or dispositive motion. If the award is in favor of the defending party or is less than the settlement offer, the prosecuting party will pay the defending party’s attorneys’ fees and costs incurred after such offer was made (to the extent permitted by law).
Additional Procedures for Mass Filings
If you participate in a filing of 25 or more similar Disputes by the same or coordinated counsel (a “Mass Filing”):
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Resolution of your Dispute may be delayed and ultimately proceed in court, not arbitration.
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Limitations periods will be tolled from the time your Dispute is submitted to NAM until it is selected to proceed.
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Counsel for claimants and Memories Made, LLC will meet and confer in good faith to streamline procedures and conserve resources.
Stage One: 50 Disputes (25 each side) will proceed to arbitration. Stage Two: up to 100 additional Disputes may proceed if not resolved. After Stage Two, unresolved claims may proceed only in court.
Future Changes to Arbitration Agreement
If we make future changes to this Dispute Resolution section (other than contact information), you may reject the change by sending us written notice within 30 days to:
Memories Made, LLC
Minnesota, USA
Attn.: General Counsel
Email: support@memoriesmade.store
Such rejection does not opt you out of arbitration altogether, only from the change made.
Miscellaneous
YOU AND WE EACH HEREBY AGREE THAT WE INTEND EACH PROVISION OF THESE TERMS TO BE ENFORCEABLE TO THE FULLEST EXTENT (AND ONLY TO THE FULLEST EXTENT) PERMITTED BY APPLICABLE LAW.
We reserve the right to change these Terms at any time, effective immediately upon posting. Continued use of the Services following changes constitutes acceptance.
We may modify, discontinue or suspend, temporarily or permanently, any of the Services and/or the Products, with or without notice.
Any communication you send us (outside of Privacy Policy protections) grants Memories Made, LLC a nonexclusive, universe-wide, royalty free, fully paid up, transferable, sublicensable, perpetual, irrevocable license to reproduce, distribute, prepare derivative works, publicly perform, publicly display, train artificial intelligence on, and otherwise use and exploit that information.
These Terms constitute the entire agreement between you and Memories Made, LLC governing your use of the Services and Products.
If any provision is found invalid or unenforceable, a modified provision will substitute to reflect intent. Remaining provisions remain valid. No waiver of rights is effective unless in writing.
We may assign rights under these Terms at any time. You may not assign rights or obligations without our consent.
Nothing in these Terms creates a third-party beneficiary right.
The Services are offered by:
Memories Made, LLC
Minnesota, USA
Email: support@memoriesmade.store