TERMS AND CONDITIONS
Last updated: [3-31-2022]
the terms CONSTITUTES A LEGALLY BINDING AGREEMENT BETWEEN YOU AND Astral Brands, LLC PLEASE CAREFULLY READ them carefully before ACCESSING OR using ANY OFFERING. by ACCESSING OR USING ANY OFFERING, or by clicking a box that states you accept or agree to these terms AND CONDITIONS, YOU acknowledge THAT YOU HAVE READ the terms, meet the qualifications included in the terms, AND AGREE TO BE BOUND BY THE TERMS.
IF YOU DO NOT AGREE TO the terms, or do not meet the qualifications included in the terms, WE ARE NOT WILLING TO PROVIDE YOU WITH ACCESS TO OR USE OF ANY OFFERINGS and YOU MUST NOT ACCESS OR USE ANY OFFERINGS.
THE TERMS CONTAIN PROVISIONS THAT GOVERN HOW DISPUTES BETWEEN YOU AND Astral Brands, LLC ARE RESOLVED. IN PARTICULAR, THE ARBITRATION AGREEMENT IN SECTION 22 WILL, WITH LIMITED EXCEPTIONS, REQUIRE DISPUTES BETWEEN YOU AND Astral Brands, LLC TO BE SUBMITTED TO BINDING AND FINAL ARBITRATION, UNLESS YOU OPT OUT. IN ADDITION: (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AGAINST US ON AN INDIVIDUAL BASIS, AND NOT IN ANY CLASS OR REPRESENTATIVE PROCEEDING; AND (2) YOU ARE WAIVING YOUR RIGHT TO SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL ON YOUR CLAIMS.
Capitalized terms used in these Terms have the definitions given in the context in which they are used. All other terms used herein have the plain English (U.S.) meaning.
You may only access and use the Offerings if you are 13 years of age or older and meet the other eligibility requirements specified in the Terms. If you are 13 or older but younger than 18, then you may access certain Offerings but may not make a purchase on the Site, provided that your parent or guardian accepts the Terms on your behalf. If you are a parent or guardian accepting these Terms for the benefit of your child age 13 or older but under 18, you agree you will be solely responsible for all access to and use of the Offerings by or on behalf of your child. If you are under 13, then you may not access or use the Offerings. By accessing or using any Offerings, and by agreeing to these Terms, you acknowledge you meet each of these requirements. If you do not meet any of these requirements, you may not access or use any Offerings.
To view terms and conditions related to orders placed through this Site (such as order processing, shipping and handling, returns and exchanges), please visit [INSERT URL].
The products and services available on the Site, and any samples we may provide to you, are for your personal and/or professional use only. You may not sell or resell any of the products or services, or any samples, that you purchase or otherwise receive from us. Please note that we will track the purchases you make through your Account on the Site, and by telephone order. We reserve the right, with or without notice, to cancel or reduce the quantity of any order to be filled or products or services to be provided to you that we believe, in our sole discretion, may result in the violation of our Terms.
We attempt to be as accurate as possible when describing our products and services on the Site; however, we do not warrant that the descriptions, colors, information, or other Content available on the Site are accurate, complete, reliable, current, or error-free.
This Site may contain typographical errors or inaccuracies and may not be complete or current. We therefore reserve the right to correct any errors, inaccuracies, or omissions (including after an order has been submitted) and to change or update information at any time without prior notice. Please note that such errors, inaccuracies or omissions may relate to pricing and availability, and we reserve the right to cancel or refuse to accept any order placed based on incorrect pricing or availability information. We apologize for any inconvenience.
Except as indicated in this Section, these Terms may be terminated by either party at any time, in that party’s sole discretion, upon notice to the other party as permitted under these Terms. Upon termination or expiration of these Terms for any reason you will immediately cease all use of and access to the Offerings, including, without limitation, all Content you obtained prior to termination. You may not create a new Account for 1 year following our termination of these Terms. Termination does not relieve you of any payment obligations relating to purchased products or services and these Terms will continue to apply to all products and services purchased prior to termination. Any Section of these Terms which, by its nature, should survive expiration or termination of these Terms shall survive such expiration or termination.
When accessing or using of the Offerings, you will at all times comply with these Terms and the special warnings or instructions for access or use posted on the Site. You shall act always in accordance with the law, custom and in good faith. You may not make any change or alteration to the Offerings, and may not impair the integrity or operation of the Offerings in any way. You further agree not to (1) impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with any person or entity, including without limitation, any Astral Brands LLC employee, contractor, forum leader, guide, or host; (2) “stalk” or otherwise harass including advocating harassment of another, entrap or harm any third party including harming minors in any way; (3) forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content, including Your Content; (4) intentionally or unintentionally violate any applicable local, state, national or international law; or (5) collect or store personally identifiable data about other users. Without limiting the generality of any other provision of these Terms, if you default on your obligations as set forth in these Terms, you shall be liable for all losses and damages your default may cause us, our parents, subsidiaries, affiliates, partners, or licensors.
Subject to your compliance with the Terms, we will permit you to access and make personal use of the Site solely for lawful purposes and only in accordance with the Terms and any other agreement you agree to before being given access to any specific areas or features of the Site. If you are accessing and using the Site on someone else’s behalf, you represent that you have the authority to bind that person as the principal to all Terms provided herein, and to the extent you do not have such authority you agree to be bound to these Terms and to accept liability for harm caused by any wrongful use of any Offerings resulting from such access or use.
Subject to your compliance with the Terms, you may also create a hyperlink to the home page of the Site for personal, non-commercial use only. A website that links to the Site may not (a) replicate, any of our Content; (b) imply that we are endorsing such website or its services or products; (c) misrepresent its relationship with us; (d) contain content that could be construed as distasteful, obscene, offensive, controversial, illegal, or inappropriate for any ages (as determined in our sole discretion); (e) portray us or our products or services, in a false, misleading, derogatory, or otherwise offensive or objectionable manner, or associate us with undesirable products, services, or opinions; or (f) link to any page of the Site other than the home page. We may, in our sole discretion, request that you remove any link to the Site, and upon receipt of such request, you shall immediately remove such link and cease any linking unless separately and expressly authorized in writing by us to resume linking.
You may be provided with access to a variety of data, information, and content through the Site, including marketing materials, software, text, music, audio, video, photographs, maps, images, illustrations, graphics, trademarks, logos, service marks, button icons, messages, and other media (“Content”). Other than Your Content (as defined below) all Content available through the Site, and any compilation thereof, is owned by us or our third party providers. All Content is provided for informational purposes only, and you are solely responsible for verifying the accuracy, completeness, and applicability of all Content and for your use of any Content. You will not, and will not permit any third party to: (a) alter, modify, reproduce, or create derivative works of any Content; (b) distribute, sell, resell, lend, loan, lease, license, sublicense, or transfer any Content; or (c) use, alter, obscure or remove any copyright, trademark, or any other notices that are provided on or in connection with any Content. While you may access and interact with Content on the Site, you are granted no licenses or rights in or to any Content.
Other users and third parties may transmit or post Content to the Site. We do not endorse or control such Content, have not verified the accuracy of such Content, and will not be responsible for any errors or omissions in, any Content provided by third parties through the Site and therefore, we do not guarantee the accuracy, integrity or quality of any such Content. You understand that by using the Site, you may be exposed to Content that is offensive, indecent, or objectionable to you. Under no circumstances will we be liable in any way for any Content, including, without limitation, for any errors or omissions in any Content, or for any loss or damage of any kind incurred by you as a result of your use of any Content. You hereby waive all rights to any claims against us for any alleged or actual infringements of any proprietary rights, rights of privacy and publicity, moral rights, and rights of attribution in connection with Content available on the Site.
The Offerings may constitute our valuable trade secrets. You will not, and will not permit any third party to: (a) access or attempt to access the Offerings except as expressly provided in these Terms; (b) frame or utilize framing techniques to enclose the Offerings or any portion thereof; (c) republish, redistribute, transmit, sell, license, or download any Offerings (except caching or as necessary to view the Site); (d) distribute, sell, resell, lend, loan, lease, license, sublicense, or transfer any of your rights to access or use the Offerings, or otherwise make the Offerings available to any third party; (e) make any use of the Offerings other than for your personal use; (f) modify, reverse engineer, or create any derivative works based upon any part of the Offerings; (g) collect account information for the benefit of yourself or another party or otherwise attempt to circumvent or overcome any technological protection measures intended to restrict access to any portion of the Offerings; (h) use any meta tags or any other “hidden text” utilizing any part of the Offerings; or (i) use software robots, spiders, crawlers, or similar data gathering and extraction tools, or take any other action that may impose an unreasonable burden or load on our infrastructure. You must retain, without modification, all proprietary notices on the Offerings or affixed to or contained in any Offerings. Your unauthorized of any Offerings will automatically terminate all rights and licenses granted to you under these Terms, without prejudice to any other remedy provided by applicable law or these Terms.
Subject to the age restrictions outlined above, you may view and use many features of the Site without registering, including making purchases, but in order to access and use some parts of the Site, you may need to register an account with us (an “Account”). You only register an Account on the Site if you are over 13 years of age. We may approve your request to establish an Account in our sole discretion. Each Account and the User identification and password for each Account (the “Account ID”) is personal in nature. You are solely responsible for all activities that occur under your Account. You agree to maintain the security and confidentiality of your Account ID and notify us immediately if it is lost, stolen or otherwise compromised. You will keep any Content you submit in connection with your Account, including your Account ID, current, complete, accurate and truthful. You may cancel your Account with us at any time.
We reserve the right to refuse service and/or terminate Accounts without prior notice if these Terms are violated or if we decide, in our sole discretion, that it would be in our best interests to do so.
You are solely responsible for all Content you transmit, upload, post, share, distribute, reproduce, e-mail or otherwise make available to or generate through your use of the Site (“Your Content”) in any manner (including, but not limited to, through the “Contact Us” form). As between you and us, you retain ownership of Your Content. In addition to any other rights granted to us under these Terms, by transmitting, generating, or posting any of Your Content, you hereby grant us a worldwide, non-exclusive, royalty-free, perpetual, irrevocable, assignable right and license to copy, use, reproduce, modify, adapt, translate, publish, sublicense, distribute, and sell Your Content in any way we see fit, including but not limited to copying in whole or in part, creating derivative works from, distributing and displaying Your Content in any form, media, or technology, whether now known or hereafter developed, alone or as part of other works, or using Your Content within or in connection with our products or services. You also acknowledge that Your Content will not be returned and we may use Your Content, and any ideas, concepts or know how contained therein, without payment of money or any other form of consideration, for any purpose including, without limitation, developing, manufacturing, distributing and marketing products. You represent and warrant that you own or otherwise control the all rights to Your Content necessary to grant the rights and licenses herein.
You will not and will not allow others to transmit, upload, post, e-mail, generate, or otherwise make available on the Site any Content, including Your Content, that (a) is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, pornographic, libelous, invasive of another’s privacy, hateful, or racially, ethnically, or otherwise objectionable; (b) you do not have a right to make available under any law or under contractual or fiduciary relationships; (c) is known by you to be false, inaccurate, or misleading; (d) you were compensated for or granted any consideration by any third party; (e) infringes any patent, trademark, trade secret, copyright, or other proprietary rights of any party; (f) is an advertisement or solicitation of any kind; or (g) is false, misleading, or inaccurate. In addition, you agree not to transmit, upload, post, e-mail, or otherwise make available any software viruses, unsolicited or unauthorized advertising, solicitation or promotional material, including chain letters, mass mailings, or any form of “spam.” You acknowledge that we have the right (but not the obligation) in our sole discretion to refuse to post or remove Your Content, and we reserve the right to change, condense, or delete any Your Content. Without limiting the generality of the foregoing or any other provision of these Terms, we have the right to remove any of Your Content if we believe it these Terms or is otherwise objectionable and we reserve the right to refuse service and/or terminate your Accounts without prior notice if you violate these Terms or infringe the rights of others.
You may request that we delete certain of Your Content posted on public portions of the Site, such as your ratings and reviews, by contacting us by email at [EMAIL ADDRESS] and including the following information: first name, last name, user name/screen name (if applicable), email address associated with the Site, the reason you are requesting to delete the posting, and date(s) of posting(s) you wish to delete (if applicable). We may not be able to process your deletion request if you are unable to provide such information to us. All deletion requests are subject to our approval, which we may withhold or provide in our sole discretion. Please allow up to 10 business days to process your deletion request.
We are not responsible for the Content of any off-website pages or any other websites linked to or from the Site. Links appearing on the Site are for convenience only and are not an endorsement by us, our parents, subsidiaries, affiliates, or partners of the referenced Content, product, service, or supplier. Your decision to link to or from any off-website pages or other websites is at your own risk. We are in no way responsible for examining or evaluating, and we do not warrant the offerings of, off-website pages or any other websites linked to or from the Site, nor do we assume any responsibility or liability for the actions, content, products, or services of such pages and websites, including, without limitation, their privacy policies or terms and conditions. You should carefully review the terms and conditions and privacy policies of all off-website pages and other websites that you visit.
If you so elect, you may provide us your mobile phone number to receive text message alerts relating to topics of your choice, including product and event information, cosmetics tips, and promotions. By submitting your mobile phone number in relation to a particular topic, you agree that we may use automated dialing systems to send you text message alerts from a five-digit short code (i.e., the five-digit number from which the text messages are being sent) relating to that topic (“Text Messages”). Your consent to receive Text Messages is not required to purchase any goods or services from us. You may not consent to receive Text Messages on behalf of someone else or provide someone else’s phone number. By providing us with your phone number, you agree to enter into, sign, and receive your consent to receive Text Messages electronically. You can contact us at [EMAIL] to request a free copy of your consent.
We do not charge a fee for you to receive Text Messages from us; however, your mobile service provider may charge you for sending and/or receiving text messages and data, as well as any other standard applicable rates charged by your mobile service provider. Message and data rates may apply. Text Messages are distributed via third party mobile network providers and, therefore, we cannot control certain factors relating to message delivery or guarantee availability or performance of this service, including liability for transmission delays or message failures. To receive help with Text Messages, you can either text the word [HELP] to [BRAND SHORT CODE], call [PHONE NUMBER], or email [BRAND EMAIL].
You may unsubscribe from receiving Text Messages relating to a particular topic by texting the word [STOP] to the short code from which you are receiving the Text Message. You will then receive confirmation of your opt-out of that text messaging program. Please note that this will only opt you out of the specific text messaging program associated with that topic’s five-digit short code. You will remain opted in to any other text messaging programs that you may have signed up for. You may also choose not to receive Text Messages by emailing [BRAND EMAIL] and specifying that this is your preference.
From time to time you may be asked to provide us with your mobile phone number in connection with special text messaging programs, which are in addition to our general marketing text messaging program. That text messaging program may have additional or different terms and conditions from those set forth above, which will be presented to you at the time that you opt-in to receive those text messages.
We retain all right, title and interest, including, without limitation, all Intellectual Property Rights (as defined below), in and to the Offerings and any additions, improvements, updates and modifications thereto. [Brand]’s name, logo and all product and service names associated with the Offerings are trademarks of [Brand] and its licensors and providers and you are granted no right or license to use them. For purposes of these Terms, “Intellectual Property Rights” means all intellectual property rights, proprietary rights, rights of publicity, rights of privacy, and any and all other legal rights protecting data, information, or intangible property throughout the world, including, without limitation, any and all copyrights, trademarks, service marks, trade secrets, patent rights, moral rights, sui generis rights in databases, and contract rights. You receive no ownership interest in or to the Offerings and, except for the limited rights and licenses granted under these Terms, you are not granted any right or license to use, reproduce, duplicate, copy, sell, resell, access, modify, or otherwise exploit, in whole or in part, any Offerings for any purpose without our express, prior written consent.
We respect the Intellectual Property Rights of others and require that users of the Site do the same. We also maintain a policy that provides for the termination in appropriate circumstances of the Site’s use privileges for users who are repeat infringers of Intellectual Property Rights. Consistent with the Digital Millennium Copyright Act, if you believe that copyrighted materials have been copied in a way that constitutes copyright infringement, please send an e-mail or written notice to our Designated Agent for notices of infringement and provide the following:
YOU CAN CONTACT OUR DESIGNATED AGENT FOR NOTIFICATIONS OF CLAIMED INFRINGEMENT AT:
Copyright Agent c/o Legal Department
6120 Powers Ferry Rd NW, Suite 300
Atlanta, GA 30339
Phone: (678) 303-3088
Email: [INSERT EMAIL ADDRESS]
NOTE: THE ABOVE CONTACT INFORMATION IS PROVIDED EXCLUSIVELY FOR NOTIFYING US ONLINE THAT COPYRIGHTED MATERIAL MAY HAVE BEEN INFRINGED. ALL OTHER INQUIRIES, INCLUDING INQUIRIES REGARDING INFRINGEMENT OF OTHER INTELLECTUAL PROPERTY RIGHTS, WILL NOT RECEIVE A RESPONSE THROUGH THIS PROCESS AND SHOULD BE DIRECTED TO OUR CUSTOMER SERVICE GROUP BY EMAIL TO [EMAIL].
THE OFFERINGS ARE PRESENTED “AS IS” AND “AS AVAILABLE.” NEITHER WE NOR OUR PARENTS, SUBSIDIARIES, AFFILIATES, PARTNERS, OR LICENSORS MAKE ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, IN CONNECTION WITH THESE TERMS OR ANY OFFERING.
YOU AGREE THAT NEITHER WE NOR OUR PARENTS, SUBSIDIARIES, AFFILIATES, PARTNERS, OR LICENSORS WILL BE RESPONSIBLE OR LIABLE IN CONTRACT, WARRANTY OR IN TORT (INCLUDING NEGLIGENCE) FOR ANY (1) INTERRUPTION OF BUSINESS; (2) ACCESS DELAYS OR ACCESS INTERRUPTIONS TO THE SITE; (3) DATA NON-DELIVERY, MISDELIVERY, CORRUPTION, DESTRUCTION, LOSS, OR MODIFICATION; (4) LOSS OR DAMAGES OF ANY SORT INCURRED AS A RESULT OF DEALINGS WITH OR THE PRESENCE OF OFF-WEBSITE LINKS ON THE SITE; (5) COMPUTER VIRUSES, SYSTEM FAILURES, OR MALFUNCTIONS WHICH MAY OCCUR IN CONNECTION WITH YOUR USE OF ANY OFFERING, INCLUDING DURING HYPERLINK TO OR FROM THIRD PARTY WEBSITES (6) INACCURACIES OR OMISSIONS IN ANY CONTENT OR (7) EVENTS BEYOND OUR REASONABLE CONTROL.
IF YOU ARE DISSATISFIED WITH ANY OFFERINGS, TERMINATION OF YOUR USE OF SUCH OFFERINGS IS YOUR SOLE REMEDY. WE HAVE NO OTHER OBLIGATION, LIABILITY, OR RESPONSIBILITY TO YOU. WITHOUT LIMITING THE FOREGOING, NEITHER WE NOR OUR PARENTS, SUBSIDIARIES, AFFILIATES, PARTNERS, OR LICENSORS WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, DELAY, OR CONSEQUENTIAL DAMAGES, HOWEVER CAUSED, UNDER ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE), ARISING IN CONNECTION WITH OR OUT OF THE USE OF ANY OFFERINGS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY LOSS OF OPPORTUNITY, REVENUES OR PROFITS, BUSINESS INTERRUPTION, OR PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES. OUR TOTAL CUMULATIVE LIABILITY IN CONNECTION WITH THESE TERMS AND all SERVICES provided under these Terms, WHETHER IN CONTRACT OR TORT OR OTHERWISE, WILL NOT EXCEED the amounts paid by you to US IN THE 3 MONTH PERIOD PRECEDING THE EVENTS GIVING RISE TO ANY LIABILITY OR $100, WhICHEVER IS GREATER. You agree THAT WE WOULD NOT ENTER INTO THESE TERMS WITHOUT THESE LIMITATIONS ON OUR LIABILITY. IN JURISDICTIONS WHERE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES IS NOT PERMITTED, OUR LIABILITY IS LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
You agree to defend, indemnify and hold us and our officers, directors, shareholders, affiliates, employees, agents, contractors, assigns, users, customers, providers, licensors, and successors in interest (“Indemnified Parties”) harmless from any and all losses, liabilities, damages, fees, expenses, and costs (including reasonable attorneys’ fees, court costs, damages awards, and settlement amounts), resulting from any third party claim, action, or demand relating to: (a) your use of or access to any Offering; (b) Your Content; or (c) your breach of any representation, warranty, or other provision of these Terms. We will provide you notice of any such claim or allegation, and we reserve the right to participate in the defense of any such claim at our own expense.
You and Astral Brands LLC agree that any dispute that has arisen or may arise between us relating in any way to your use of or access to the Offerings, any validity, interpretation, breach, enforcement, or termination of these Terms, or otherwise relating to Astral Brands LLC in any way (collectively, “Covered Dispute Matters”) will be resolved in accordance with the provisions set forth in this Section 22.
You acknowledge and agree that these Terms constitute the complete and exclusive agreement between us concerning your use of the Offerings, and supersede and govern all prior proposals, agreements, or other communications, whether written or oral. Nothing contained in these Terms shall be construed as creating any agency, partnership, or other form of joint enterprise between us. Our failure to require your performance of any provision hereof shall not affect our full right to require such performance at any time thereafter, nor shall our waiver of a breach of any provision hereof be taken or held to be a waiver of the provision itself. In the event that any provision of these Terms shall be unenforceable or invalid under any applicable law or be so held by any applicable arbitral award or court decision, such unenforceability or invalidity shall not render these Terms unenforceable or invalid as a whole but these Terms shall be modified, to the extent possible, by the adjudicating entity to most fully reflect the original intent of the parties as reflected in the original provision. The headings in the Terms are for convenience only and shall not be used in its interpretation. All rights conferred under these Terms or by any other instrument or law shall be cumulative and may be exercised singularly or concurrently. Neither these Terms nor any of your rights or obligations hereunder may be assigned or transferred by you without our prior written approval. Any assignment in violation of the foregoing will be null and void. We may assign these Terms to any party that assumes our obligations hereunder.
If you have any questions regarding these Terms, please email us at [EMAIL].