PLEASE READ THIS UNIVERSAL TERMS OF SERVICE AGREEMENT CAREFULLY, AS IT CONTAINS IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS AND REMEDIES WHEN USING ANY Julie Caywood SERVICE, PRODUCT, OR SOFTWARE OFFERED THROUGH THIS SITE.
1. Introduction
This Universal Terms of Service Agreement (the “Agreement”) is entered into between Julie Caywood Corporation, its affiliates and subsidiaries (“Julie Caywood”, “We”, or “Us”) and You. By accessing or using this Site and the associated Julie Caywood Services, You agree to be bound by the terms of this Agreement, Our Privacy Policy and any additional related policies, guidelines, restrictions or rules that may be posted from time to time. Nothing in this Agreement shall be deemed to confer any third-party rights or benefits.
2. Specific Service Terms
In addition to the terms of this Agreement, you may be subject to additional terms and conditions that are related to the specific Service You purchase. In the event there are conflicting terms between the Agreement and the terms of the specific Service terms below, the specific Service terms shall apply only to such conflicting terms.
3. Authority
By accessing, using or placing orders on the Site, You represent and warrant that You are at least 18 years of age and/or are otherwise recognized as being able to form legally binding contracts under applicable law. If You are agreeing to this Agreement or any other agreement for a particular Julie Caywood Service on behalf of a corporate entity, You represent and warrant that You have the legal authority to similarly bind such corporate entity, in which case the terms “You”, “Your”, “User” or “Customer” shall refer to such corporate entity. If Julie Caywood finds that You do not have the legal authority to bind such corporate entity, You will be personally responsible for the obligations contained in this Agreement, including, but not limited to, the payment obligations. Julie Caywood shall not be liable for any loss or damage resulting from Julie Caywood’s reliance on any instruction, notice, document or communication reasonably believed by Julie Caywood to be genuine and originating from You or an authorized representative of Your entity.
4. Definitions
“Content” means any content found on this Site and within the Services found at this Site, including without limitation any of the following: text, software, software-as-a-service, web pages, whitepapers, product/services data sheets, data, scripts, source code, API, graphics, photos, sounds, music, videos and interactive features and the trademarks, service marks and logos contained therein.
“Julie Caywood”, “We”, “Our”, or “Us” means Julie Caywood Corporation and any of its affiliates or subsidiaries.
“Documents” means the documents provided on the Site such as white papers, data sheets, FAQs, and other information documents.
“Services” means any Julie Caywood product, service, software, software-as-a-service, good, supply, material, or any other item or service that may be purchased and accessible by You.
“Site” means any of the websites found at or through Julie Caywood.com, any website owned, managed, run, controlled, or managed by Julie Caywood or any of its affiliates or subsidiaries, or any website linked to from these Terms and Conditions.
“Third-Party Information” means products, services, content, information, website, links, and other content provided by non-Julie Caywood providers and their websites.
“You”, “Your”, “User” or “Customer” means any individual or entity that accesses any Site and/or any of the Products, Services, software or other Julie Caywood material offered by Julie Caywood on any Site.
“User Content” means any data, text, images, photographs, graphics, sound, video or other content You provide to Julie Caywood through Your use of the Site or any Services.
5. Other Applicable Terms & Conditions
Some content on this Site or the Services offered through this Site may have additional terms and conditions that govern Your access and use of the Site or Services. This Agreement’s terms and conditions are in addition to and not in lieu of any specific terms and conditions that apply to any particular Service You are accessing or purchasing from Julie Caywood. Any terms and conditions related to the specific Service You purchase are incorporated herein by reference. If there is a conflict between the terms of this Agreement and any terms and conditions for the specific Julie Caywood Service You purchase, then the terms and conditions of the specific Julie Caywood Service will govern the conflicting terms.
You agree to use this Site and Services in a responsible manner that complies with this Agreement, all applicable local, state, national and international laws, rules, or regulations, including all export and import regulations. If You are located in the European Union (the "EU") or are using the personal data of European Union data subjects in connection with Your use of Our Products and Services, You agree to the terms of Privacy Policy.
Julie Caywood reserves the right to change any terms of this Agreement at any time, and by continuing to use the Site after We post a change, You will be deemed to have accepted the new Agreement. Therefore, You should check the Site and Agreement for updates from time to time.
6. Use of the Site
You are granted permission to access and use the Site and its Content for the sole purpose of preparing, evaluating, and purchasing Julie Caywood’s Services through the Site. No other download, retention, use, publication, or distribution of any portion of the Content is allowed.
Julie Caywood assumes no liability or responsibility for any inaccuracies, errors or omissions in any Content. Julie Caywood also assumes no responsibility and shall not be liable for any damages to, or viruses that may infect, Your computer equipment or other property on account of Your access to, use of, or browsing on the Site or Your downloading any materials, data text or images from the Site.
Any communication or material You transmit to the Site by email or otherwise, including any data, questions, comments, suggestions, or the like is, and will be treated as, non-confidential and non-proprietary, except as required by law and Our Privacy Policy
Anything You transmit or post may be used by Julie Caywood for any purpose, including but not limited to reproduction, disclosure, transmission, publication, broadcast, feedback, and postings. Furthermore, We are free to use, without limitation or restriction, any ideas, feedback, concepts, know-how or techniques contained in any communication You send to or through the Site for any purpose whatsoever, including but not limited to developing, manufacturing and marketing Services using such information.
7. Site Pricing
Julie Caywood strives to keep the site up to date; however, occasional fluctuations in market conditions may change the price of a Service. Our goal is to honor the pricing shown on the Site, however, We reserve the right to change the published prices of Services offered on Our Site at any time. If a published Site price is incorrect on an item You have quoted or ordered, We will contact You immediately with the most updated price.
8. Site Images
Julie Caywood makes every effort to provide clear and color-correct product images on Our Site that best reflect the true nature of the products. However, website images are inherently limited in their ability to accurately show color, scale, and detail. Please be careful about making assumptions about products from the Site image alone.
9. Your Account, Password & Security
In order to transact a purchase on the Site You must first complete Our registration process where You will provide Us with Your billing and contact information (“Your Account”). You agree to provide and maintain accurate, current and complete information about Your Account, and any entity on whose behalf You order Products or Services.
You are responsible for maintaining the confidentiality of Your Account and are responsible for all activities that occur and orders that are placed under Your Account. You will immediately notify Us of any unauthorized use of Your Account or any other breach of security and ensure that You log off from Your Account at the end of each session. We may suspend or terminate Your Account upon notice to You in the event that We reasonably determine that Your Account has been involved in a violation of this Agreement or has been subject to unauthorized access or use. You will cooperate with Us with respect to investigations by Us of any suspected or alleged violation of this Agreement and any action undertaken by Us to enforce this Agreement. You will be liable for the losses incurred by Us or others due to any unauthorized use of Your Account. Julie Caywood will not be liable for any loss or damage arising from Your failure to comply with this section.
10. Third-Party Information & Links to Other Websites
You may be subject to additional and/or different terms, conditions, and privacy policies when using or accessing Third-Party Information. Julie Caywood is not responsible for, disclaims all liability for and makes no representations or warranties for Third-Party Information. Although We do not have an obligation to do so, We reserve the right to pre-screen Third-Party Information.
11. Intellectual Property
The Site and Content provided on or through the Site are the intellectual property and copyrighted works of Julie Caywood or other Third-Party Information. You should assume that everything You see or read on the Site is copyrighted unless otherwise noted and may not be used except as provided herein without Julie Caywood’s prior written permission.
Nothing herein grants You any license or right, by implication, estoppel or otherwise, to use any Content without Our prior written permission. Unauthorized use of the Content or any other content on the Site is strictly prohibited. You acknowledge that Content is being provided merely as a convenience and accommodation to You on an “AS IS” basis without warranty of any kind and Julie Caywood may terminate the permissions granted to You in this Agreement at any time.
12. Terms Applicable to Digital Content
Some of Our Services may contain or provide You with, images, photographs, templates, animations, video, audio, music, text, supplemental software, "applets," and "online" or electronic documentation (together called the "Digital Content"). You may use, modify, and publish the Digital Content in accordance with these terms. The copyright and all other intellectual property rights to the Digital Content shall remain with Us or Our licensors and You acknowledge that Digital Content may be used by other Julie Caywood customers. If We notify You that certain components of the Digital Content may no longer be used (for whatever reason), then such components cannot be used as part of a website design or template layout, nor can they be used in any other larger work. If You receive such notification, You agree to cease using and destroy all copies of those components of the Digital Content identified by Us in Your possession or control.
a. Permitted Uses of Digital Content.
During the Term, You may incorporate Digital Content into Your own original work and publish Your work in a website provided that the Digital Content is not able to be downloaded or saved by others.
b. Unauthorized Uses of Digital Content. You may not:
i. Use the Digital Content in web page design where the Digital Content is in a format designed or intended for storage or re-use by others;
ii. Use or permit the use of the Digital Content or any part thereof as a trademark or service mark, or claim any proprietary rights of any sort in the Digital Content or any part thereof;
iii. Use the Digital Content with images of identifiable individuals, products or entities in a manner that suggests their association with or endorsement of any Product or Service;
iv. Create scandalous, obscene, indecent, hateful, defamatory or immoral works using the Digital Content, nor use the Digital Content for any purpose which is prohibited by law;
v. Translate, reverse engineer, decompile, or disassemble the Digital Content or any Services;
vi. Rent, lease, assign, transfer or redistribute the Digital Content or a copy thereof, to another person or legal entity; or
vii. Use the Digital Content in a manner that Julie Caywood deems, in its sole discretion, violates this Agreement.
13. Notice Specific to Documents Available on this Site
You are granted permission to use Documents provided on the Site only if the content contained therein including any copyright notice is not altered or removed. Use of such Documents is for informational and non-commercial or personal use only and shall not be redistributed.
14. Materials Provided by You (User Content)
In connection with Your use of the Site and Services, You may provide, upload, or otherwise make available to Us User Content. You may also have the ability to view, post, publish, share, store or manage User Content via the Site or Services. You agree that You will only upload or use User Content within the Site and Services that You have the right and authority to provide or upload such User Content as well as the authority to grant Julie Caywood the licenses and rights to such User Content as set forth in this Agreement. By providing the User Content to Julie Caywood, You grant Julie Caywood a worldwide, perpetual, royalty-free, irrevocable, non-exclusive, fully-sublicensable license to use, reproduce, modify, adapt, translate, publish, publicly perform, publicly display, broadcast, transmit and distribute the User Content in any form. Julie Caywood’s use of the User Content includes, without limitation, the right to incorporate or implement the User Content into any Julie Caywood product or Service, and to display, market, sublicense and distribute the User Content as incorporated or embedded in any product or Service distributed or offered by Julie Caywood without compensation to You. You warrant that: (a) You have the right and authority to grant this license; (b) Julie Caywood’s exercise of the rights granted pursuant to this license will not infringe or otherwise violate any third-party rights; and (c) all so-called moral rights in the User Content have been waived to the full extent allowed by law.
Although We are not obligated to pre-screen User Content, We reserve the right to do so, including the right to refuse or remove any User Content that, in Our sole discretion, violates this Agreement, Our Privacy Policy or is otherwise objectionable in Our sole discretion.
You agree to back-up all of Your User Content so that You can access and use it when needed. Julie Caywood does not warrant that it backs-up User Content, and You agree to accept as a risk the loss of any of Your User Content. You agree to indemnify and hold Julie Caywood harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of Our use of User Content.
15. Purchases of Services; Transfer of Title
Prices are F.O.B. shipping point. This means that the risk of loss and title for Products You order from Us pass to You upon Our delivery to the carrier. For any Product or Service that is to be provided to You in an electronic format, delivery shall be deemed to have occurred either (a) at the time We transmit the Product via email or other electronic communication addressed to You, or (b) at the time We transmit a notification to You that the Product is available for downloading from the Site. State sales tax will be added to Your order where applicable. If You are exempt from sales tax, please provide Us with a copy of Your resale exemption certificate. Submission of an online order and/or Your signature on Our Order Acknowledgment is a conditional acceptance by Julie Caywood of Your offer to purchase Our goods and Your acceptance of Our terms and conditions. It may contain terms that differ from or add to those contained in Your purchase order, should You have one, and to the extent that this is the case, Julie Caywood hereby expressly conditions its acceptance of Your offer on Julie Caywood’s written agreement of the additional or different terms. Your receipt and retention of the goods covered by this invoice shall constitute acceptance of any such additional or different terms.
16. Fees & Payments
You agree to pay any and all fees and payments due for Services purchased at this Site at the time they are ordered. All fees and payments due are in U.S. dollars and are non-refundable unless otherwise expressly noted, even if Your Services are suspended, terminated, or transferred prior to the end of the Services term.
Unless otherwise stated, You may pay for Products and Services by providing a valid credit card or ACH if available. You acknowledge and agree that it is Your sole responsibility to modify and maintain Your Account settings, including but not limited to (i) setting Your renewal options and (ii) ensuring that Your credit card or ACH information is current and valid. Failure to do so may result in the interruption or loss of Services. Julie Caywood will not be liable to You or any third party regarding Services loss or interruptions. You must notify Us of any billing problems or discrepancies within fifteen (15) days after they first appear on Your credit card or bank account statement, otherwise, You waive any right to dispute any such discrepancy.
You acknowledge that Julie Caywood may use the services of a third party to automatically update Your credit card expiration date. These recurring billing or account updating programs (the “Billing Programs”) are supported by Your credit card provider (and are ultimately dependent on Your bank’s participation). If You are enrolled in an automatic renewal option and We are unable to successfully charge Your existing payment method, Your credit card provider (or Your bank) may notify Us of updates to Your credit card number and/or expiration date, or they may automatically charge Your new credit card on Our behalf without notification to Us.
If We are unable to charge Your credit card or bank account for the full amount owed for the Products or Services provided or if We incur a chargeback for any fee We previously charged to Your credit card, You acknowledge that Julie Caywood may pursue all available lawful remedies in order to obtain payment including, immediate cancellation without notice to You of any orders, domain names or Services registered or renewed on Your behalf.
Julie Caywood reserves the right to charge You reasonable additional fees for, e.g. (i) service upgrades (one-time non-recurring charge) to be invoiced to You in the following billing cycle, (ii) tasks We may perform for You that are outside the normal scope of Our Services, (iii) additional time and/or costs We may incur in providing Our Products and Services to You, and/or (iv) Your noncompliance with this Agreement as determined by Us in Our sole discretion. These additional fees will be billed to the credit card or other payment method You have on file with Us.
Julie Caywood expressly reserves the right to change or modify its prices and fees at any time, and such changes or modifications will be posted online at this Site or otherwise communicated to You using the information on file with Us, and effective immediately without further notice to You. If You have purchased Services for a fixed time period, changes or modifications in prices and fees will be effective when the Service in question comes up for renewal. If You find any pricing change unacceptable, You may cancel Your Service subscription(s) and terminate Your Account, however Julie Caywood will not be obligated to refund any remaining portion of any of Your pre-paid fees.