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.
1.4 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.
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.