BY USING THE WEBSITE OR SERVICES, YOU REPRESENT AND WARRANT THAT YOU ARE AT LEAST 18 YEARS OLD, ARE A RESIDENT OF THE UNITED STATES OR A BUSINESS ENTITY ORGANIZED UNDER UNITED STATES FEDERAL OR STATE STATUTE, AND ARE OTHERWISE LEGALLY QUALIFIED TO ENTER INTO AND FORM CONTRACTS UNDER APPLICABLE LAW. Any individual using the Website or Services on behalf of a company further represents and warrants that they are authorized to act and enter into contracts on behalf of that company. This Agreement is void where prohibited.
Subject to Your compliance with the terms and conditions of this Agreement, SimplyInk grants You a non-exclusive, non-sublicensable, revocable, non-transferable license to access and use the Website and Services. THE WEBSITE AND SERVICES ARE FOR YOUR PERSONAL AND NON-COMMERCIAL USE., The Website, or any portion of the Website, may not be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without the express written consent of SimplyInk. All rights not expressly granted hereunder are reserved by SimplyInk. This Agreement grants You no rights in or to the intellectual property of SimplyInk or any other party. SimplyInk retains ownership of the Website and Services and all right, title, and interest therein, including without limitation all intellectual property rights therein, and You acknowledge and agree that Your are acquiring only a limited right to use the Website and Services as licensed hereunder. The license granted in this section is conditioned on Your compliance with the terms and conditions of this Agreement. In the event that You breach any provision of this Agreement, Your rights under this section will immediately terminate.
6. USER INFORMATION/PASSWORD PROTECTION
In connection with Your use of the Services, You may be required to complete a registration form. You represent and warrant that all information You provide on any registration form or otherwise in connection with Your use of the Website and Services will be complete and accurate, and that You will update that information as necessary to maintain its completeness and accuracy by visiting Your account.
You may also be asked to provide, or may be given, a user name and password in connection with certain of the Services. You are entirely responsible for maintaining the confidentiality of Your password. You may not use the account, user name, or password of someone else at any time. You agree to notify SimplyInk immediately of any unauthorized use of Your account, user name, or password. SimplyInk shall not be liable for any loss that You incur as a result of someone else using Your password, either with or without Your knowledge. You may be held liable for any losses incurred by SimplyInk, its affiliates, officers, directors, employees, consultants, agents, and representatives due to someone else’s use of Your account or password. You must also promptly notify SimplyInk if any credit card that You have provide to us is lost, stolen, or used without permission.
7. THIRD-PARTY WEBSITES
The Website is linked with the websites of a number of third parties ("Third-Party Websites"), some of whom have established relationships with SimplyInk and some of whom do not. SimplyInk does not have control over the content and performance of Third-Party Websites. SIMPLYINK HAS NOT REVIEWED, AND CANNOT REVIEW OR CONTROL, ALL OF THE MATERIAL, INCLUDING COMPUTER SOFTWARE OR OTHER GOODS OR SERVICES, MADE AVAILABLE ON OR THROUGH THIRD-PARTY WEBSITES. ACCORDINGLY, SIMPLYINK DOES NOT REPRESENT, WARRANT OR ENDORSE ANY THIRD-PARTY WEBSITE, OR THE ACCURACY, CURRENCY, CONTENT, FITNESS, LAWFULNESS OR QUALITY OF THE INFORMATION, MATERIAL, GOODS OR SERVICES AVAILABLE THROUGH THIRD-PARTY WEBSITES. SIMPLYINK DISCLAIMS, AND YOU AGREE TO ASSUME, ALL RESPONSIBILITY AND LIABILITY FOR ANY DAMAGES OR OTHER HARM, WHETHER TO YOU OR TO THIRD PARTIES, RESULTING FROM YOUR USE OF THIRD-PARTY WEBSITES.
8. PRODUCT DESCRIPTIONS
SimplyInk attempts to be as accurate as possible in its product, pricing, and rebate information; however, SimplyInk cannot guarantee that product descriptions and/or specifications, pricing or any other content on the Website are accurate, complete, reliable, current or error-free. In the event that information is incorrect due to typographical, informational, technical or other errors, SimplyInk will not be liable for any loss or discrepancy with accurate data. If a product offered on the Website is not as described, or does not meet your expectations, Your sole remedy is to return the product in accordance with Simplyink’ Return Policy.
9. PRODUCT PRICING
Except as otherwise noted, the price displayed for products on the Website represents the full retail price listed on the product itself, suggested by the manufacturer or supplier, or estimated in accordance with industry practice; or the estimated retail value for a comparably featured item offered elsewhere. SimplyInk cannot confirm the price of an item until You place an order; however, SimplyInk does not charge Your credit card, debit card or PayPal account until after your order has entered the shipping process. Despite SimplyInk’ best efforts, a small number of items on the Website may be mispriced. If an item’s correct price is higher than the stated the price, SimplyInk will, at SimplyInk’ sole discretion, either contact You for instructions before shipping or cancel Your order and notify You of such cancellation.
10. PAYMENT METHODS
SimplyInk accepts credit cards, debit cards, PayPal, personal checks, money orders and cash. SimplyInk may obtain pre-approval from the credit card/debit card company or from PayPal (as the case may be) for an amount up to the amount of the order. Billing to Your credit card, debit card or PayPal account occurs at the point of shipping or shortly thereafter. Please review the Payment Method page on the Website for additional information on payment methods. SimplyInk accepts the following credit cards: Visa, MasterCard, American Express, and Discover. SimplyInk accepts debit cards with Visa or MasterCard logos.
11. SALES AND USE TAX
Local sales or use tax may apply to your order depending on the order’s “ship to” address. Your order may be subject to sales and/or use tax as identified below.*
Orders with a shipping address located within the State of California are subject to California State sales tax of 6.5% and any local sales taxes applicable to the “ship-to” address.
The retailer is not required to and does not collect Kentucky sales or use tax. The purchase may be subject to Kentucky use tax unless the purchase is exempt from taxation in Kentucky.
The purchase is not exempt merely because it is made over the Internet, by catalog, or by other remote means.
The Commonwealth of Kentucky requires Kentucky purchasers to report all purchases of tangible personal property or digital property that are not taxed by the retailer and pay use tax on those purchases unless exempt under Kentucky law. The tax may be reported and paid on the Kentucky individual income tax return or by filing a consumer use tax return with the Kentucky Department of Revenue. These forms and corresponding instructions may be found on the Kentucky Department of Revenue. These forms and corresponding instructions may be found on the Kentucky Department of Revenue’s internet web site.
Orders with a shipping address within the State of Pennsylvania are subject to a 6% sales tax. Orders shipped to an address within Allegheny County may be subject to a 1% use tax. Orders shipped to an address within Philadelphia County may be subject to an additional 2% use tax.
Orders with a shipping address within the State of Tennessee are subject to a 9.25% sales tax.
All orders placed on the Website are subject to product availability and will be shipped according to SimplyInk’ shipping policies. Please review the Shipping Information page on the Website for additional information on shipping times, rates and policies. In the rare event that Your order never arrives, notification of lost items must be received within 60 days from receipt of the shipping confirmation e-mail.
13. RETURN POLICY
All sales made through the Website are subject to SimplyInk’ return policies. For a complete explanation of the return policies, please review the Return Policy page on the Website.
14. CONSENT TO RECEIVE EMAIL
By establishing an account with SimplyInk, You consent to receive periodic email communications from SimplyInk concerning SimplyInk’ products and services, including without limitation, order confirmations, updated product information, special deals, and inquiries regarding the quality of our service.
15. PROHIBITED USES
SimplyInk imposes certain restrictions on Your use of the Website and the Services. You represent and warrant that You will not, without limitation: (a) violate or attempt to violate any security features of the Website or Services; (b) copy or otherwise duplicate, directly or indirectly, any portion of the Website, including without limitation, all product listings, prices or descriptions, designs, information, photographs, images, drawings, videos, music, text, typefaces, graphics, code, and other files, and the selection, arrangement and organization thereof (collectively, “SimplyInk Content”); (c) use any software that enables copying or duplication of the SimplyInk Content for later off-line viewing; (d) distribute, display, modify, transmit, resell, reuse, or repost the SimplyInk in any electronic form, including any online service, the Internet or any other telecommunications medium which now exists or shall exist in the future, for any purpose, without the prior written permission of SimplyInk; (e) provide false, misleading or inaccurate information to SimplyInk; (f) impersonate, or otherwise misrepresent affiliation, connection or association with, any person or entity; (g) harvest or otherwise collect information about SimplyInk users, including email addresses and phone numbers; (h) use or attempt to use any engine, software, tool, agent, or other device or mechanism (including without limitation browsers, spiders, robots, avatars, or intelligent agents) to harvest or otherwise collect information from the Website for any use, including without limitation use on third-party websites; (i) access content or data not intended for You, or log onto a server or account that You are not authorized to access; (j) attempt to probe, scan, or test the vulnerability of the Services, the Website, or any associated system or network, or breach security or authentication measures without proper authorization; (k) interfere or attempt to interfere with the use of the Website or Services by any other user, host or network, including, without limitation by means of submitting a virus, overloading, “flooding,” “spamming,” “mail bombing,” or “crashing”; (l) use the Website or Services to send unsolicited e-mail, including without limitation, email promotions or advertisements for products or services; (m) forge any TCP/IP packet header or any part of the header information in any e-mail or in any uploading or posting to, or transmission, display, performance or distribution by means of, the Website or Services; or (n) attempt to modify, reverse-engineer, decompile, disassemble or otherwise reduce or attempt to reduce to a human-perceivable form any of the source code used in providing the Website or Services. Any violation of this section may subject You to civil and/or criminal liability.
16. INTELLECTUAL PROPERTY
(a) Trademarks. LD PRODUCTS, LD, SIMPLYINK, and the “SimplyInk logo” (the "LD Products Marks") are trademarks or registered trademarks of LD Products, Inc. Other trademarks, service marks, graphics, logos and domain names appearing on the Website may be the trademarks of third parties. Neither Your use of the Website and Services nor this Agreement grant You any right, title or interest in or to, or any license to reproduce or otherwise use, the LD Products Marks or any third-party trademarks, service marks, graphics, logos or domain names. You agree that any goodwill in the LD Products Marks generated as a result of Your use of the Website and Services will inure to the benefit of LD Products Inc., and You agree to assign, and hereby do assign, all such goodwill to LD Products, Inc.. You shall not at any time, nor shall You assist others to, challenge LD Products Inc.’s right, title, or interest in or to, or the validity of, the LD Products Marks.
(b) Copyrighted Materials; Copyright Notice. The LD Products Content and other materials available through the Website and Services are either owned by LD Products, Inc. or are the property LD Products Inc.’s licensors and suppliers. Except as explicitly provided, neither Your use of the Website and Services nor this Agreement grant You any right, title or interest in or to any such materials. Copyright © 2011 to the present, LD Products, Inc. ALL RIGHTS RESERVED.
17. DISCLAIMERS; LIMITATION OF LIABILITY
(a) NO WARRANTIES. SIMPLYINK, ON BEHALF OF ITSELF AND ITS LICENSORS AND SUPPLIERS, HEREBY DISCLAIMS ALL WARRANTIES. THE WEBSITE AND SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, SIMPLYINK, ON BEHALF OF ITSELF AND LICENSORS AND SUPPLIERS, EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE WEBSITE, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. NEITHER SIMPLYINK NOR LICENSORS OR SUPPLIERS WARRANTS THAT THE WEBSITE OR THE SERVICES WILL MEET YOUR REQUIREMENTS OR THAT THE OPERATION OF THE WEBSITE OR THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. NEITHER SIMPLYINK NOR ITS LICENSORS OR SUPPLIERS HAS ANY LIABILITY WHATSOEVER FOR YOUR USE OF THE WEBSITE OR SERVICES.
(b) YOUR RESPONSIBILITY FOR DAMAGE. YOU AGREE THAT YOUR USE OF THE WEBSITE AND SERVICES IS AT YOUR SOLE RISK. YOU WILL NOT HOLD SIMPLYINK OR ITS LICENSORS AND SUPPLIERS, AS APPLICABLE, RESPONSIBLE FOR ANY DAMAGE THAT RESULTS FROM YOUR ACCESS TO OR USE OF THE WEBSITE, INCLUDING WITHOUT LIMITATION ANY DAMAGE TO ANY OF YOUR COMPUTERS OR DATA. THE INFORMATION AND SERVICES MAY CONTAIN BUGS, ERRORS, PROBLEMS OR OTHER LIMITATIONS.
(c) LIMITATION OF LIABILITY. THE LIABILITY OF SIMPLYINK AND ITS LICENSORS AND SUPPLIERS IS LIMITED. TO THE MAXIMUM EXTENT PERMITTED BY LAW. IN NO EVENT SHALL SIMPLYINK OR ITS LICENSORS OR SUPPLIERS BE LIABLE FOR SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, LOST PROFITS, LOST DATA OR CONFIDENTIAL OR OTHER INFORMATION, LOSS OF PRIVACY, FAILURE TO MEET ANY DUTY INCLUDING WITHOUT LIMITATION OF GOOD FAITH OR OF REASONABLE CARE, NEGLIGENCE, OR OTHERWISE, REGARDLESS OF THE FORESEEABILITY OF THOSE DAMAGES OR OF ANY ADVICE OR NOTICE GIVEN TO SIMPLYINK OR ITS LICENSORS AND SUPPLIERS ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE WEBSITE OR SERVICES. THIS LIMITATION SHALL APPLY REGARDLESS OF WHETHER THE DAMAGES ARISE OUT OF BREACH OF CONTRACT, TORT, OR ANY OTHER LEGAL THEORY OR FORM OF ACTION. ADDITIONALLY, THE MAXIMUM LIABILITY OF SIMPLYINK AND LICENSORS AND SUPPLIERS TO YOU UNDER ALL CIRCUMSTANCES WILL BE EQUAL TO THE AGGREGATE PRICE YOU PAID TO SIMPLYINK DURING THE YEAR PRECEDING THE INCIDENT OR INCIDENTS GIVING RISE TO SUCH LIABILITY. YOU AGREE THAT THIS LIMITATION OF LIABILITY REPRESENTS A REASONABLE ALLOCATION OF RISK AND IS A FUNDAMENTAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN SIMPLYINK AND YOU. THE WEBSITE AND SERVICES WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS.
(d) APPLICATION. THE ABOVE DISCLAIMERS, WAIVERS AND LIMITATIONS DO NOT IN ANY WAY LIMIT ANY OTHER DISCLAIMER OF WARRANTIES OR ANY OTHER LIMITATION OF LIABILITY IN ANY OTHER AGREEMENT BETWEEN YOU AND SIMPLYINK OR BETWEEN YOU AND ANY OF SIMPLYINK’ LICENSORS AND SUPPLIERS. SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OF CERTAIN IMPLIED WARRANTIES OR THE LIMITATION OF CERTAIN DAMAGES, SO SOME OF THE ABOVE DISCLAIMERS, WAIVERS AND LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU. UNLESS LIMITED OR MODIFIED BY APPLICABLE LAW, THE FOREGOING DISCLAIMERS, WAIVERS AND LIMITATIONS SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED, EVEN IF ANY REMEDY FAILS ITS ESSENTIAL PURPOSE. SIMPLYINK’ LICENSORS AND SUPPLIERS ARE INTENDED THIRD-PARTY BENEFICIARIES OF THESE DISCLAIMERS, WAIVERS AND LIMITATIONS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU THROUGH THE WEBSITE OR OTHERWISE SHALL ALTER ANY OF THE DISCLAIMERS OR LIMITATIONS STATED IN THIS SECTION.
18. GENERAL REPRESENTATION AND WARRANTY
You represent and warrant that Your use of the Website and Services will be in accordance with this Agreement and any other SimplyInk policies, and with any applicable laws or regulations.
19. INDEMNITY BY YOU
You agree to defend, indemnify and hold harmless SimplyInk and its officers, directors, employees, agents, affiliates, representatives, sublicensees, successors, assigns, and contractors (collectively, the "SimplyInk Parties") from and against any and all claims, actions, demands, causes of action and other proceedings (collectively, "Claims"), including but not limited to legal costs and fees, arising out of or relating to: (i) Your breach of this Agreement, including without limitation any representation or warranty contained in this Agreement; (ii) Your access to or use of the Website or Services; or (iii) Your provision to SimplyInk or any of SimplyInk Parties of information or other data. The SimplyInk Parties will have the right, but not the obligation, to participate through counsel of their choice in any defense by You of any Claim as to which You are required to defend, indemnify or hold harmless the SimplyInk Parties. You may not settle any Claim without the prior written consent of the concerned SimplyInk Parties.
20. LIQUIDATED DAMAGES
You acknowledge and agree that it would be difficult to ascertain the exact amount of damages that SimplyInk would suffer as the result of the theft of Website text, graphics or images, especially if such stolen text, graphics or images are exploited for commercial use, whether in connection with the sale of printing supplies or otherwise, on a website or any other digital medium. Therefore, You agree that, in the event You steal, copy without authorization or otherwise misappropriate Website text, graphics or images, SimplyInk will be entitled to recover from You liquidated damages in the amount of five thousand ($5,000.00) dollars per text selection, graphic or image that is stolen, copied without authorization or otherwise misappropriated. You agree that this amount represents a reasonable estimate of the damage that SimplyInk would suffer. ANY ACTION BY SIMPLYINK TO ENFORCE THIS SECTION SHALL NOT BE DEEMED A WAIVER OF SIMPLYINK’ RIGHT TO PURSUE, AT SIMPLYINK’ SOLE DISCRETION, ANY AND ALL OTHER REMEDIES AVAILABLE TO SIMPLYINK UNDER THIS AGREEMENT OR BY LAW.
21. GOVERNING LAW; JURISDICTION AND VENUE
This Agreement shall be treated as though it were executed and performed in Los Angeles, California and, subject to the arbitration provisions below, shall be governed by and construed in accordance with the laws of the State of California without regard to its conflict of law principles. ANY CAUSE OF ACTION BY YOU ARISING OUT OF OR RELATING TO THE WEBSITE, SERVICES, OR THIS AGREEMENT MUST BE INSTITUTED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION AROSE OR BE FOREVER WAIVED AND BARRED. ALL ACTIONS SHALL BE SUBJECT TO THE LIMITATIONS SET FORTH IN ABOVE. The language in this Agreement shall be interpreted in accordance with its fair meaning and not strictly for or against either party.
(a) REQUIREMENT OF ARBITRATION. BY USING THE WEBSITE OR SERVES, OR PURCHASING PRODUCTS OR SERVICES SOLD OR DISTRIBUTED BY SIMPLYINK OR THROUGH THE WEBSITE, YOU THEREBY AGREE WITH SIMPLYINK THAT, TO THE FULLEST EXTENT PERMITTED BY LAW, YOU AND SIMPLYINK WILL RESOLVE ANY ARBITRAL CLAIM BY BINDING ARBITRATION BY THE JUDICIAL ARBITRATION AND MEDIATION SERVICE (“JAMS”). AS USED IN THIS AGREEMENT, AN “ARBITRAL CLAIM” IS ANY CLAIM OR DISPUTE YOU HAVE AGAINST OR WITH SIMPLYINK OR THE SIMPLYINK INDEMNIFIED PARTIES, OR ANY CLAIM SIMPLYINK HAS AGAINST OR WITH YOU, ARISING OUT OF OR RELATING TO THIS AGREEMENT, THE WEBSITE, THE SERVICES, ANY PRODUCTS OR SERVICES SOLD OR DISTRIBUTED BY SIMPLYINK OR THROUGH THE WEBSITE, OR ANY ADVERTISING RELATING TO THE WEBSITE, SERVICES OR PRODUCTS AND SERVICES SOLD AND DISTRIBUTED ON OR THROUGH THE WEBSITE. EXCEPT AS OTHERWISE EXPLICITLY NOTED HEREIN, SUCH ARBITRATION SHALL BE CONDUCTED UNDER THE JAMS STREAMLINED ARBITRATION RULES & PROCEDURES THEN IN EFFECT (THE “STREAMLINED RULES”).
(b) WAIVER OF RIGHT TO A JURY TRIAL. BY USING THE WEBSITE OR SERVES, OR PURCHASING PRODUCTS OR SERVICES SOLD OR DISTRIBUTED BY SIMPLYINK OR THROUGH THE WEBSITE, YOU ALSO AGREE WITH SIMPLYINK THAT YOU AND SIMPLYINK HEREBY WAIVE THEIR RIGHT TO A JURY TRIAL FOR ANY ARBITRAL CLAIM. IF FOR ANY REASON THIS AGREEMENT TO ARBITRATE IS HELD NOT TO APPLY TO AN ARBITRAL CLAIM, WHETHER SUCH ARBITRAL CLAIM IS AGAINST YOU, SIMPLYINK OR THE SIMPLYINK INDEMNIFIED PARTIES, BOTH YOU AND 4INJETS STILL AGREE TO WAIVE TRIAL BY JURY.
(c) JOINDER OF CLAIMS. BY USING THE WEBSITE OR SERVES, OR PURCHASING PRODUCTS OR SERVICES SOLD OR DISTRIBUTED BY SIMPLYINK OR THROUGH THE WEBSITE, YOU ARE FURTHER AGREEING WITH SIMPLYINK THAT NEITHER YOU NOR SIMPLYINK WILL JOIN ANY ARBITRAL CLAIM WITH THE CLAIM OF ANY OTHER PERSON OR ENTITY IN A LAWSUIT, ARBITRATION OR OTHER PROCEEDING; THAT NO ARBITRAL CLAIM WILL BE RESOLVED ON A CLASS-WIDE BASIS; AND THAT NEITHER YOU NOR SIMPLYINK WILL ASSERT AN ARBITRAL CLAIM IN A REPRESENTATIVE CAPACITY ON BEHALF OF ANYONE ELSE.
(d) NO EFFECT ON SUBSTANTIVE RIGHTS. THIS AGREEMENT TO ARBITRATE DOES NOT CHANGE YOUR OR SIMPLYINK’ SUBSTANTIVE RIGHTS, JUST THE POTENTIAL FORUMS FOR RESOLVING DISPUTES. IN ADDITION, YOU CAN STILL BRING ANY ISSUES YOU MAY HAVE CONCERNING THIS AGREEMENT, THE WEBSITE, THE SERVICES, OR ANY PRODUCTS OR SERVICES SOLD OR DISTRIBUTED THROUGH THE WEBSITE TO THE ATTENTION OF FEDERAL, STATE, OR LOCAL GOVERNMENT AGENCIES, AND THEY CAN STILL, IF THE LAW ALLOWS, SEEK RELIEF AGAINST SIMPLYINK AND THE SIMPLYINK INDEMNIFIED PARTIES OR ON YOUR BEHALF.
(e) FINALITY, APPLICATION OF ARBITRATION AWARD. ANY ARBITRATION AWARD MADE AFTER COMPLETION OF AN ARBITRATION IS FINAL. AN AWARD AND ANY JUDGMENT CONFIRMING IT ONLY APPLIES TO THE ARBITRATION IN WHICH IT WAS AWARDED AND CANNOT BE USED IN ANY OTHER CASE EXCEPT TO ENFORCE THE AWARD ITSELF.
(f) Interpretation. This agreement to arbitrate will be governed by and interpreted under the Federal Arbitration Act, 9 U.S.C. Sections 1-16. In rendering an award, the arbitrator shall apply the substantive and procedural law of the State of California, without regard to its choice of laws principles. The arbitrator shall not have any power to alter, amend, modify or change any of the terms of this Agreement, nor to grant any remedy that is either prohibited by the terms of this Agreement or not available in a court of law.
(g) Hearings; Fees and Costs. Either party may demand that any required arbitration hearing or hearings be conducted other than in person, even if the Streamlined Rules would otherwise have provided for an in-person hearing. Any required hearing fees and costs shall be paid by the parties as required by the Streamlined Rules. SimplyInk will reimburse those fees for claims totaling less than $10,000 unless the arbitrator determines the claims are frivolous. Likewise, SimplyInk will not seek attorneys' fees and costs in arbitration unless the arbitrator determines the claims are frivolous.
(h) Remedies in Aid of Arbitration; Equitable Relief. This agreement to arbitrate will not preclude either you or SimplyInk from seeking provisional remedies in aid of arbitration, including without limitation orders to stay a court action, compel arbitration or confirm an arbitral award, from a court of competent jurisdiction. . THE PROPER VENUE FOR ANY ACTION PERMITTED UNDER THIS SUBSECTION REGARDING “EQUITABLE RELIEF” WILL BE THE FEDERAL AND STATE COURTS LOCATED IN LOS ANGELES COUNTY, CALIFORNIA; THE PARTIES HEREBY WAIVE ANY OBJECTION TO THE VENUE AND PERSONAL JURISDICTION OF SUCH COURTS.
(i) Information. Information on JAMS may be obtained at any office of JAMS, online at http://www.jamsadr.com/, or by mail at 1920 Main Street, Suite 300 Irvine, CA 92614.
(a) Termination; Survival. Either party may terminate this Agreement and its rights hereunder at any time, for any or no reason at all, by providing to the other party notice of its intention to do so in accordance with this Agreement. This Agreement shall automatically terminate in the event that You breach any of this Agreement’s representations, warranties or covenants. Such termination shall be automatic, and shall not require any action by SimplyInk. Upon termination, all rights, licenses and obligations created by this Agreement will terminate, except that 1-7, 14-22 and 24 will survive any termination of this Agreement.
(b) Effect of Termination. Any termination of this Agreement automatically terminates all rights and licenses granted to You under this Agreement, including all rights to use the Website and Services. Subsequent to termination, SimplyInk reserves the right to exercise whatever means it deems necessary to prevent Your unauthorized use of the Website and Services, including without limitation technological barriers such as IP blocking and direct contact with Your Internet Service Provider.
(c) Legal Action. If SimplyInk, in SimplyInk’s discretion, takes legal action against You in connection with any actual or suspected breach of this Agreement, SimplyInk will be entitled to recover from You as part of such legal action, and You agree to pay, SimplyInk’s reasonable costs and attorneys’ fees incurred as a result of such legal action. SimplyInk Parties will have no legal obligation or other liability to You or to any third party arising out of or relating to any termination of this Agreement.
All notices required or permitted to be given under this Agreement must be in writing. SimplyInk shall give any notice by email sent to the most recent email address, if any, provided by the intended recipient to SimplyInk. You agree that any notice received from SimplyInk electronically satisfies any legal requirement that such notice be in writing. YOU BEAR THE SOLE RESPONSIBILITY OF ENSURING THAT YOUR EMAIL ADDRESS ON FILE WITH SIMPLYINK IS ACCURATE AND CURRENT, AND NOTICE TO YOU SHALL BE DEEMED EFFECTIVE UPON THE SENDING BY SIMPLYINK OF AN EMAIL TO THAT ADDRESS. You shall give any notice to SimplyInk by means of: (1) fax at: 562.986.9429; or (2) U.S. mail, postage prepaid, to 2500 Grand Ave Long Beach, CA 90815; or (iii) email to: [email protected]. Notice to SimplyInk shall be effective upon receipt of notice by SimplyInk.
* Information on this page is periodically updated and subject to change.
This Agreement constitutes the entire agreement between SimplyInk and You concerning Your use of the Websites. This Agreement and any other written agreements executed between You and SimplyInk constitute the entire agreement concerning Your use of the Services. This Agreement may only be modified by a written amendment signed by an authorized executive of SimplyInk or by the unilateral amendment of this Agreement by SimplyInk and by the posting by SimplyInk of such amended version. If any part of this Agreement is held invalid or unenforceable, that part will be construed to reflect the parties’ original intent, and the remaining portions will remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof. This Agreement and all of Your rights and obligations hereunder will not be assignable or transferable by You without the prior written consent of SimplyInk. This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns. You and SimplyInk are independent contractors, and no agency, partnership, joint venture or employee-employer relationship is intended or created by this Agreement. Except for SimplyInk Parties as and to the extent set forth in Sections 15and19 and SimplyInk’ licensors and suppliers as and to the extent expressly set forth in Section 17, there are no third-party beneficiaries to this Agreement. You acknowledge and agree that any actual or threatened breach of this Agreement or infringement of proprietary or other third party rights by You would cause irreparable injury to SimplyInk and SimplyInk’ licensors and suppliers, and would therefore entitle SimplyInk or SimplyInk’ licensors or suppliers, as the case may be, to injunctive relief. The headings in this Agreement are for the purpose of convenience only and shall not limit, enlarge, or affect any of the covenants, terms, conditions or provisions of this Agreement.