2/2/2021
1.1
This Service User Agreement and Terms of Use constitute the agreement between Shift4Shop
and/or DGS/DPS Software Inc. ("Shift4Shop and/or DGS/DPS"), the
Department of General Services Division of Purchases and Supply (“DGS/DPS”) and
you as a user who accesses or establishes a connection ("user,"
"you," or "your") to the internet site located at flagstore.dgs.virginia.gov or any services provided in
connection with the site (collectively the "Service"), which are
owned and controlled by Shift4Shop and/or DGS/DPS. If you have registered for
or on behalf of an entity, you are deemed to have accepted this Agreement on
behalf of that entity. YOU AGREE THAT BY USING THE SERVICE YOU REPRESENT THAT
YOU ARE AT LEAST 18 YEARS OLD AND THAT YOU ARE LEGALLY ABLE TO ENTER INTO THIS
AGREEMENT.
1.2
You agree to abide by all of the provisions in this Agreement to remain an
authorized user of the Service, and your use of the Service constitutes your
agreement to abide by these provisions. You are solely responsible for your use
of the Service, and for ensuring that such use complies fully with the
provisions of this Agreement.
1.3 Shift4Shop
and/or DGS/DPS respects your privacy and permits you to control the treatment
of your personal information. A complete statement of the Company's current
privacy policy can be found by clicking here. The company's privacy policy is
expressly incorporated into this Agreement by this reference.
1.4 Shift4Shop
and/or DGS/DPS reserves the right, in its sole discretion, to change any or all
of the provisions of this Agreement at any time. Shift4Shop and/or DGS/DPS will
notify users of any changes by posting them on the Service or through other
reasonable means of providing notice. Any changes to this Agreement will be
effective immediately upon notice to you. Your use of the Service after notice
of changes to this Agreement have been made will be deemed your acceptance of
the changes.
1.5 Purchases,
refunds, and cancellations.
a.
Purchases for online Products are refundable under conditions outlined in 1.5
or 1.6 of this document. In special cases, and only those due to technical
difficulties, refund requests will be considered. Shift4Shop and/or DGS/DPS
will review the technical difficulty and will determine the outcome of the
refund request on a case by case basis. We will gladly accept the return
of products that are defective due to defects in manufacturing and/or
workmanship. Fulfillment mistakes that may be made which result in the shipment
of incorrect products to you will also be accepted for return.
b.
Purchases for Products are refundable. Refunds will only be approved in special
cases. Shift4Shop and/or DGS/DPS will review the refund request and decide on a
case by case basis.
1.6
Product Purchases. To provide a high level of satisfaction, each Product refund
request that is made is individually and personally investigated and addressed
by a member of our staff. While Shift4Shop and/or DGS/DPS will strive to
request your input on each Product purchase refund request; Shift4Shop and/or
DGS/DPS reserves the right, in its sole discretion, to determine the outcome of
each refund request, and issue refunds out of account balances.
1.7 Shift4Shop
and/or DGS/DPS reserves the right, in its sole discretion, to change, limit, or
discontinue any aspect, content, or feature of the Service, as well as any
aspect about the use of the Service. Shift4Shop and/or DGS/DPS further reserves
the right, in its sole discretion, to restrict the use of the Service as well
as suspend or revoke your rights to use the Service based on Shift4Shop and/or
DGS/DPS's belief that your use of the Service violates that permitted by this
Agreement or applicable law.
1.8
IF YOU DO NOT AGREE TO THE PROVISION OF THIS AGREEMENT OR ARE NOT SATISFIED
WITH THE SERVICE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE
YOUR USE OF THE SERVICE. No exceptions will be made to treat everyone
equally and keep our administrative costs low for the ultimate benefit of our
customer base.
2. Rights
in Shift4Shop and/or DGS/DPS Service.
2.1
The Service is protected by copyright, patent, trademark, and other applicable
intellectual property and proprietary rights laws and is owned, controlled,
and/or licensed by Shift4Shop and/or DGS/DPS. The Shift4Shop and/or DGS/DPS
logo is a trademark of Shift4Shop and/or DGS/DPS Inc. and its parent or
subsidiaries. All other trademarks appearing on the Service are the property of
their respective owners.
2.2
Shift4Shop and/or DGS/DPS hereby grants to you for the term of this Agreement a
worldwide, revocable, nonexclusive license to use the Service solely for
your personal, organizational, or internal use only. You will make no
other use of the content without the express written permission of Shift4Shop
and/or DGS/DPS, the copyright owner, or its authorized agent. You will not
modify, publish, distribute, transmit, participate in the transfer or sale,
create derivative works, or in any way exploit, any of the content, in whole or
in part, found on the Service that was not expressly created by yourself or
someone in your organization with your permission. You also will not "copy
or reuse" any of the content on the Service or the Service itself without
the express written permission of Shift4Shop and/or DGS/DPS and the copyright
owner or its authorized agent. You agree that you do not acquire any ownership
rights in the Service or any downloaded content. You further agree that all
rights in the Service and any of the content found on the Service not granted
to you under this Agreement are expressly reserved to Shift4Shop and/or DGS/DPS
and/or its licensors.
3. Disclaimer
of Warranties & Limitation of Liability.
3.1
You expressly agree that the use of the Service and the Shift4Shop and/or
DGS/DPS Software (as defined below) is at your sole risk. Neither Shift4Shop
and/or DGS/DPS nor any of its parents, subsidiaries, affiliates, employees,
agents, distributors, third-party content providers, or licensors (and their
respective directors, officers, employees, and agents) warrant that the Service
or the Shift4Shop and/or DGS/DPS Software will be uninterrupted or error-free
or that they will be free of viruses or other harmful components nor do they
make any warranty as to the results that may be obtained from the use of the
Service or the Shift4Shop and/or DGS/DPS Software, or as to the accuracy,
reliability, completeness, or contents of any content, information, material,
postings, or posting responses found on the Service or the Shift4Shop and/or
DGS/DPS Software, any merchandise or services provided through the Service or
the Shift4Shop and/or DGS/DPS Software, or any links to other sites or services
made available on the Service or the Shift4Shop and/or DGS/DPS Software.
3.2
THE SERVICE, ALL CONTENT, MATERIAL, INFORMATION, POSTINGS, OR POSTING RESPONSES
FOUND ON THE SERVICE, AND THE Shift4Shop AND/OR DGS/DPS SOFTWARE ARE PROVIDED
ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESSED OR
IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE OR IMPLIED
WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
3.3
Notwithstanding anything in this Agreement to the contrary, under no
circumstances, including, but not limited to, negligence, shall Shift4Shop
and/or DGS/DPS or any of its parents, subsidiaries, related companies,
affiliates, assignees, successors-in-interest, employees, agents, distributors,
third party content providers, partners, licensees, licensors, or sponsors or
any of their respective directors, officers, employees, agents and independent
contractors (individually and collectively, the "Shift4Shop AND/OR DGS/DPS
entities") be liable for any direct, indirect, incidental, special or
consequential damages, losses or expenses arising out of or relating to the use
of, the misuse of, or the inability to use, any content, information, material,
postings, posting responses, modules, features, links or other elements on or
of the System or the Shift4Shop and/or DGS/DPS Software or any failure of
performance, error, omission, interruption, inconvenience, unauthorized access,
defect, incorrect sequencing, delay in operation or transmission, virus,
configuration or compatibility problem, or line or system failure. These
limitations apply regardless of whether the party liable or allegedly liable
was advised, had other reason to know, or knew of the possibility of such
damages, losses, or expenses. You specifically acknowledge and agree that none
of the Shift4Shop AND/OR DGS/DPS Entities is or will be liable for any
defamatory, offensive, or illegal conduct of any User. In no event shall the
aggregate, total liability of the Shift4Shop AND/OR DGS/DPS Entities exceed the
amount of the Hosting Fees paid by you to Shift4Shop and/or DGS/DPS during the
twelve (12) months before any claim of injury or damage.
4. Non-
Circumvention.
User
agrees to be legally bound and irrevocably agrees not to circumvent, avoid,
bypass or obviate Shift4Shop and/or DGS/DPS, directly or indirectly, to secure
business from clients first introduced to the User by Shift4Shop and/or
DGS/DPS, unless first consented to by Shift4Shop and/or DGS/DPS in writing
signed by Shift4Shop and/or DGS/DPS management.
This
agreement shall be binding on the User, its successors and assigns, agents,
employees, and representatives. User agrees to notify Shift4Shop and/or DGS/DPS
by express mail before any request to deal directly and before reaching any
agreement and or contract or terms of any kind in connection with securing
business from clients first introduced to User by Shift4Shop and/or
DGS/DPS.
The
non-circumvention rules and provisions in effect for this transaction are
binding for all parties, including employees, representatives, associates,
assignees, relatives, designees, and third parties for the three-year duration
of this agreement or for the life of the User, whichever is greater.
5. Indemnification.
To
the maximum extent permitted by applicable law, you will defend, indemnify and
hold harmless Shift4Shop and/or DGS/DPS (and any of its parts, subsidiaries,
affiliates, employees, agents, distributors, third-party content providers, or
licensors (and their respective directors, officers, employees, and agents))
from and against all claims, liability, and expenses, including attorneys' fees
and legal fees and costs, arising out of your use of the Service or your breach
of any provision of this Agreement. Shift4Shop and/or DGS/DPS reserves the
right, in its sole discretion and at its own expense, to assume the exclusive
defense and control of any matter otherwise subject to indemnification by you.
You will cooperate as fully as reasonably required in the defense of any
claim.
6. Law
Governing Performance and Disputes.
This
Agreement, your performance under it, and any disputes arising under it shall
be governed exclusively by the laws of the United States of America and the
Commonwealth of Virginia, without giving effect to their conflict of laws
principles. You expressly consent to the exclusive forum, jurisdiction, and
venue of the Courts of the Commonwealth of Virginia and the United States
District Court for the Commonwealth of Virginia in all actions, disputes, or
controversies relating to this Agreement
7. General
Terms.
This
Agreement and any rules posted on the Service by Shift4Shop and/or DGS/DPS
constitute the entire agreement of the parties concerning the subject matter
hereof. No waiver by either Shift4Shop and/or DGS/DPS or you of any breach or
default under this Agreement shall be deemed to be a waiver of any preceding or
subsequent breach or default. This Agreement shall be binding upon and inure to
the benefit of Shift4Shop and/or DGS/DPS and its successors, trustees, and
permitted assigns. Shift4Shop and/or DGS/DPS may assign this Agreement, or any
of its rights or obligations under this Agreement, with or without notice to
you. Any such assignment by Shift4Shop and/or DGS/DPS does not relieve you of
your obligations under this Agreement.