Last Updated: July 22, 2019
Womple Studios LLC (“Womple Studios”, “us” or “we”), owns and operates womplestudios.com (the “Site”). These Terms of Service (“Terms”) constitute a legally binding agreement made by and between Womple Studios and you as the user of the Site (personally and, if applicable, on behalf of the third party for whom you are using the Site; collectively, “you”). The Terms govern your use of the services we make available on the Site, including but not limited to subscription, gift, and activities (“Services”).
BY ACCESSING OR USING ANY PART OF THE SITE OR SERVICES, YOU AGREE THAT YOU HAVE READ, UNDERSTOOD AND AGREED TO BE BOUND BY THESE TERMS, WHICH CONTAIN A WAIVER OF CLASS-ACTION RIGHTS AND LIABILITY LIMITATIONS. IF YOU DO NOT AGREE TO BE SO BOUND, YOU MAY NOT ACCESS OR USE THE SITE OR ANY SERVICES.
If you have any questions about these Terms, please contact us by email at email@example.com.
1.1 Eligibility. You understand and agree that to use the Site you must be 18 years of age or older. If you use the Site on behalf of any third party, you agree that you are an authorized representative of that third party and that your use of the Site constitutes that third party’s acceptance of these Terms.
1.2 License to Use the Site and Services. Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-sublicensable, non-transferable, and revocable right to access the Site and use the Services for your personal, non-commercial use. Womple Studios reserves the right to monitor your usage of the Site or Services for the purpose of determining that it complies with these Terms.
1.3 Prohibited Conduct. You may not use the Site or Services other than as expressly permitted by Section 1.2 above. Except as explicitly authorized by Womple Studios in writing, you may not, directly or indirectly: (a) copy, reproduce, modify, distribute, display, create derivative works of or transmit any content on the Site or included in the Services; (b) use the Site or Services commercially; (c) reverse engineer, decompile, tamper with or disassemble the technology used to provide the Site or Services; (d) interfere with or damage the Site, Services, or underlying technology; (e) impersonate or misrepresent your identity or affiliation; (f) attempt to obtain unauthorized access to the Site or Services; (g) collect information about users of the Site or Services; (h) violate, misappropriate or infringe a third party’s intellectual property or other right, or any social media platform terms; (i) violate any law, rule, or regulation, or (j) interfere with any third party’s ability to use or enjoy, or our ability to provide, the Site or Services.
- ACCOUNT REGISTRATION AND USE
2.1 Account Registration. The Site allows you to create an account with Womple Studios for your convenience. If you create an account, you must provide us with complete and accurate information and update such information as need be to keep it complete and accurate. You, and not Womple Studios, are solely responsible for maintaining the confidentiality of your password and account. You are solely responsible for any and all activities that occur under your account.
2.2 Security of Your Account. You agree to notify Womple Studios immediately of any unauthorized use of your account or any other breach of security. We will not be liable for any loss, damages, liability, expenses or costs (including but not limited to legal fees) that you may incur as a result of someone else using your account or registration information, either with or without your knowledge. You will be liable for losses, damages, liability, expenses and costs (including but not limited to reasonable legal fees) incurred by Womple Studios or a third party due to someone else using your account, unless such use is due to Womple Studios’ willful misconduct.
2.3 No Obligation to Retain a Record of Your Account. Womple Studios has no obligation to retain a record of your account or any data or information that you may have stored for your convenience by means of your account or the Services.
- SUBSCRIPTIONS AND PROMOTIONS
3.1 Subscriptions. We offer subscription plans (each, a “Subscription”) for regularly timed shipments of certain items.
3.2 Auto-renewal. Subscriptions automatically renew and you will continue to be charged for a subscription unless and until you cancel your subscription. You understand, acknowledge, and agree to these auto-renewal terms.
3.3 Cancellation Policy. Subscriptions may be cancelled any time and without fee. You will not be refunded for purchases or orders already made. In order to cancel your Subscription, you must: (a) log into your account, click on Manage Subscriptions, navigate to View Details on the subscription you would like to cancel, click on Cancel Subscription, and follow the given instructions; (b) contact us at firstname.lastname@example.org for assistance.
3.4 Promo Codes. From time to time Womple Studios may offer promotional codes for discounts. Promotional codes are non-transferable and are not redeemable for cash, credit, or toward previous purchases. There is no cash alternative. Furthermore, promotional codes cannot be used in conjunction with any other offer or promotional discount, and must be redeemed by the date published, if provided. Promotional codes are void where prohibited. Any promotional program may be terminated or modified by Womple Studios at any time in its sole discretion.
- TERMS OF SALE
The following terms apply to your purchase of the products offered on the Site, whether by way of a Subscription, gift, or otherwise (collectively “Products”).
4.1 Product Descriptions. While we try to make the Site and Services as complete and accurate as possible, occasionally we make mistakes. This includes in Product and shipping descriptions, photographs, pricing, and other descriptive statements. We reserve the right to correct any mistakes, including by updating descriptions, photographs, and pricing at any time without notice.
4.2 Availability and Pricing. Womple Studios reserves the right to change the prices and availability of Products at any time. Quantities of some Products may be limited and stock cannot always be guaranteed. Products offered for sale on the Site are available for shipment only to the United States and all prices are quoted in U.S. dollars. Prices, unless otherwise indicated, do not include any shipping and handling fees, transaction fees, or any applicable taxes. We reserve the right to charge you for any fees or taxes that we believe are due related to your purchase. Any shipping and handling fees and taxes will be added to your order at checkout and will appear as a separate charge on your order confirmation.
4.3 Orders. We have the right to refuse or limit any orders or quantities. We will not be liable if a Product is unavailable or if shipment is delayed. All orders are non-cancelable; we may grant or deny cancellation requests in our sole and absolute discretion.
4.4 Returns. We do not allow returns or substitutions of Products. All sales are final.
4.5 Damaged or Incomplete Shipment. If you receive a damaged or incomplete shipment of Products, please contact us at email@example.com. We must receive notice of a damaged or incomplete shipment within one (1) weeks of receipt. Any replacements are made solely in our discretion.
4.6 Payment. You authorize us (and our third party payment processors) to charge your payment card for all purchases you make, including for Subscriptions, which regularly automatically renew. The bank issuing your credit or debit card may control when to release funds in the case of an order cancellation. We reserve the right to use the payment information you provide us in connection with this payment to provide better service to you should you wish to use our service again in the future and to protect us from fraud and other losses. Completion of a payment transaction is contingent upon: (a) you providing complete personal, account, transaction and any other information needed, (b) authorization of the payment by your credit or debit card company, and (c) acceptance of your payment. We may, in our sole discretion, cancel your payment at any time by providing notice to you through your contact information. We may cancel a payment or prevent you from initiating future payments for any reason, including, without limitation, you violate or breach these Terms, you violate any law, rule, or regulation, or we suspect that you have engaged in fraud or improper activity. Further, we may cancel a payment or prevent future payments from you if we detect that your payments have excessive disputes, reversal rates, or present a high risk of loss.
4.7 Transfer of Title and Risk of Loss/Damage. Title to and the risk of loss/damage of all Products passes from us to you at the time we deliver the products to the common carrier for shipment. By purchasing products on the Site for shipment, you are asking us to engage a common carrier to deliver your order. In doing so, we are providing a service to and acting on behalf of you. We reserve the right to choose any and all procedures, packaging and the common carrier of sold Products. We may not be able to have your order shipped to a post office box, to certain addresses or on certain days. We reserve the right to ship your order in multiple boxes or shipments.
4.8 No Resale. You agree not to sell, resell, or engage in any commercial activity with respect to any Products you purchase or otherwise receive from us.
- INTELLECTUAL PROPERTY; THIRD-PARTY CONTENT AND SERVICES
5.1 Intellectual Property Rights. All content on or made available through the Site and Services, including text, graphics, photos, videos, activities, interactivities and the like (“Content”), the trademarks, service marks, characters and logos contained therein (“Marks”), the design of the Site and Services (“Design”), and all software and other technology used to provide the Site and/or Services (“Technology”), are owned by or licensed to Womple Studios. Content is provided to you for your information and use only and may not be used, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever. We reserve all rights not expressly granted in and to the Site, Content, Marks, Design and Technology. Using the Site and/or Services does not give you any ownership of or right in or to any Content, Marks, Design or Technology.
5.2 Third-party Content. The Site may contain information and content provided by third parties. We have no obligation to monitor, we do not endorse, and we are not liable for any third-party content. In addition, the Site may contain links to third-party websites. Womple Studios does not endorse and is not responsible for the content on any linked site or any link contained in a linked site.
- CONTRIBUTIONS TO WOMPLE STUDIOS
Any text, photographs, artwork, ideas, questions, reviews, comments, suggestions or other content that you submit to the Site or otherwise provide to us, whether by mail, electronic mail, social media, or otherwise, are referred to as “User Content”. The following terms apply to User Content:
6.1 License to Womple Studios. By sharing or submitting any User Content, you grant Womple Studios a worldwide, perpetual, irrevocable, non-exclusive, royalty-free, sublicensable and transferable license to use, copy, distribute, display, publish, perform, sell, transmit, adapt, translate, modify, reverse-engineer, disassemble and create derivative works from your User Content in any manner existing now or created in the future. You irrevocably waive and agree not to assert any rights that you have to prevent us from exploiting this license. We will not have any obligation to hold any User Content in confidence or compensate you or anyone else for its use. We have the right to remove or edit any User Content for any reason or no reason at all.
6.2 Right to Name and Likeness. You also grant us the right to use and display for any purpose the name, photograph and any other biographical information that you submit with any User Content.
6.3 Your Responsibility for User Content. You acknowledge and agree that you are solely responsible for all the User Content that you share with or submit to Womple Studios. Accordingly, you agree and confirm that: (1) you have all rights, licenses, consents and releases necessary to grant Womple Studios the required rights to disseminate any User Content; and (2) neither your User Content nor your posting, uploading, publication, submission or transmittal of this User Content or Womple Studios’ use of your uploaded User Content (or any portion thereof) on, through, or by the means of the Site, will infringe, misappropriate or violate a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights or rights of publicity or privacy or result in the violation of any applicable law or regulation.
- WARRANTIES; DISCLAIMER
7.1 YOUR RIGHTS MAY VARY. SOME STATES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE BELOW EXCLUSIONS MAY NOT APPLY TO YOU. YOU MAY HAVE OTHER RIGHTS WHICH MAY VARY FROM STATE TO STATE OR IN OTHER JURISDICTIONS.
7.2 NO WARRANTIES. THE SITE, SERVICES AND PRODUCTS ARE PROVIDED “AS AVAILABLE” AND “AS IS,” WITH NO REPRESENTATIONS OR WARRANTIES OF ANY KIND. WOMPLE STUDIOS DISCLAIMS TO THE FULLEST EXTENT PERMITTED BY LAW ALL WARRANTIES, EXPRESS, IMPLIED AND STATUTORY, INCLUDING ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. WOMPLE STUDIOS DOES NOT WARRANT THAT ANY PRODUCTS WILL BE IN STOCK, SAFE, DEFECT-FREE, CONFORM WITH WRITTEN OR ORAL SPECIFICATIONS, GUARANTEES, REPRESENTATIONS, WARRANTIES OR PROMISES, OR THAT PRODUCTS WILL NOT BE LOST OR DAMAGED IN SHIPMENT.
7.3 USE OF SITE IS AT YOUR OWN RISK. WOMPLE STUDIOS DOES NOT REPRESENT OR WARRANT THAT THE SITE, SERVICES OR COMMUNICATIONS SENT TO YOU WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, FREE OF VIRUSES OR OTHER HARMFUL CODE, OR THAT ALL INFORMATION WILL BE ACCURATE OR COMPLETE. YOU AGREE THAT YOUR USE OF THE SITE SHALL BE AT YOUR SOLE RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR HARDWARE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF MATERIAL OR DATA. WOMPLE STUDIOS MAKES NO REPRESENTATION, WARRANTY, GUARANTEE OR PROMISE THAT THE SITE, SERVICES, OR PRODUCTS WILL MEET YOUR REQUIREMENTS OR ACHIEVE ANY PARTICULAR RESULTS. WOMPLE STUDIOS WILL NOT BE RESPONSIBLE FOR ANY THIRD-PARTY CONTENT OR SERVICES ON THE SITE, ANY LINKS TO THIRD-PARTY WEBSITES, OR ANY CONTENT ON ANY THIRD-PARTY WEBSITES. PACKAGING, LABELS AND INSTRUCTIONS MAY CONTAIN MANUFACTURER DISCLAIMERS AND LIMITATIONS OF LIABILITY THAT APPLY TO THE PRODUCTS YOU PURCHASE. WOMPLE STUDIOS MAKES ALL DISCLAIMERS IN THIS PARAGRAPH ON BEHALF OF ITSELF AND ITS LICENSORS AND SUPPLIERS.
7.4 NO RESPONSIBILITY FOR THIRD-PARTY MATERIALS. WOMPLE STUDIOS DOES NOT WARRANT, ENDORSE, GUARANTEE OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SITE OR ANY WEBSITE FEATURED OR LINKED TO THROUGH THE SITE, AND WOMPLE STUDIOS WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. WOMPLE STUDIOS WILL NOT BE LIABLE FOR THE OFFENSIVE OR ILLEGAL CONDUCT OF ANY THIRD PARTY. YOU VOLUNTARILY ASSUME THE RISK OF HARM OR DAMAGE FROM THE FOREGOING. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE AND TO THE FULLEST EXTENT PERMITTED BY LAW.
- LIMITATION OF LIABILITY
8.1 YOUR RIGHTS MAY VARY. BECAUSE SOME STATES OR JURISDICTIONS MAY NOT ALLOW LIMITATIONS ON THE DURATION OF IMPLIED WARRANTIES, OR LIMITATIONS ON OR EXCLUSIONS OF CONSEQUENTIAL OR INCIDENTAL DAMAGES, SOME OF THE BELOW LIMITATIONS MAY NOT APPLY TO YOU DEPENDING ON YOUR STATE OR JURISDICTION.
8.2 NO CONSEQUENTIAL DAMAGES. IN NO EVENT WILL WOMPLE STUDIOS, ITS AFFILIATES OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES OR REPRESENTATIVES (COLLECTIVELY “WOMPLE STUDIOS” FOR PURPOSES OF THIS SECTION 9) BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES RESULTING FROM THE PERFORMANCE, USE OF OR THE INABILITY TO USE THE SITE, SERVICES OR PRODUCTS, EVEN IF WOMPLE STUDIOS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, VIOLATION OF STATUTE OR OTHERWISE. WOMPLE STUDIOS WILL NOT BE LIABLE FOR THE COST OF REPLACEMENT PRODUCTS, LOSS OF REVENUE OR LOSS OF GOOD WILL.
8.3 OUR LIABILITY IS LIMITED. IN ANY EVENT, OUR AGGREGATE LIABILITY WILL NOT EXCEED THE AMOUNT PAID FOR THE PRODUCT(S) TO WHICH THE CLAIM RELATES OR, IF THE CLAIM DOES NOT RELATE TO A PRODUCT, $100.
You agree to defend, indemnify and hold harmless Womple Studios, its affiliates and their respective directors, officers, employees and agents (the “Indemnified Parties”) from and against any and all claims, damages, losses, liabilities and expenses (including reasonable legal fees) incurred in connection with any third-party claim brought or asserted against any of the Indemnified Parties: (a) alleging facts or circumstances that would, if true, constitute a violation of any provision of these Terms by you; (b) alleging bodily injury, death, property damage or other damages arising from your or a third party’s use or misuse of any product purchased by you on this Site; (c) arising from or related to any other party’s access and use of the Services with your unique username, password or other appropriate security code (if such codes are required to access Services in the future); (d) arising from or related to our use of your User Content in the context of the Services; or (e) arising from, related to, or connected with your use or misuse of the Site or Services. We may, in our sole and absolute discretion, control the disposition of any such claim at your sole cost and expense. You may not settle any such claim without our express written consent.
- TERMINATION; SURVIVAL
10.1 Term. These Terms are effective unless and until terminated by you or us. We may, in our sole and absolute discretion and without any liability, modify, suspend or discontinue any aspect of the Site or Services or your access to the Site or Services, temporarily or permanently, at any time and without prior notice or liability to you.
10.3 Suspension or Termination. We may deny you access to all or part of the Site at any time for any reason or no reason at all. If we terminate for no reason your right to access the Site, we will fulfill our obligations to you related to any order outstanding at the time of termination.
10.4 Effect of Termination. If you terminate your account, you will remain liable under these Terms for any purchase made prior to termination. If we terminate your right to access the Site, these Terms will terminate and all rights you have to access the Site will immediately terminate. The following provisions will survive termination: 1.3, 1.4, 2, 4.5, 5 through 9, 10.4, 11, and 12.
You and Womple Studios agree that any dispute that has arisen or may arise between us relating in any way to your use of or access to the Services or Site, the Products, any breach, enforcement, or termination of these Terms, or otherwise relating to Womple Studios in any way (collectively, “Covered Matters”) will be resolved in accordance with the provisions set forth in this Section 11.
12.1 Informal Resolution. If you have any dispute with us, you agree that before taking any formal action, you will contact us at firstname.lastname@example.org, provide a brief, written description of the dispute and your contact information (including your username, if your dispute relates to an account) and allow sixty (60) days to pass, during which we will attempt to reach an amicable resolution of any issue.
11.2 Applicable Law. United States federal law, and (to the extent not inconsistent with or pre-empted by federal law) the laws of California, without regard to conflict of laws principles, will govern all Covered Matters.
11.3 Judicial Forum for Legal Disputes. Unless you and we agree otherwise you agree that any claim or dispute that has arisen or may arise between you and Womple Studios must be resolved exclusively by a state or federal court located in Alameda County, California. You and Womple Studios agree to submit to the exclusive personal jurisdiction of the courts located within Alameda County, California for the purpose of litigating all such claims or disputes.
11.4 CLASS ACTION WAIVER. BY AGREEING TO THESE TERMS, YOU HEREBY IRREVOCABLY WAIVE ANY RIGHT YOU MAY HAVE TO SERVE AS A REPRESENTATIVE, AS A PRIVATE ATTORNEY GENERAL, OR IN ANY OTHER REPRESENTATIVE CAPACITY, OR TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, IN ANY LAWSUIT, ARBITRATION OR OTHER PROCEEDING FILED AGAINST US AND/OR RELATED THIRD PARTIES.
11.5 STATUTE OF LIMITATIONS. REGARDLESS OF ANY STATUTE OR LAW TO THE CONTRARY, ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATED TO USE OF THE SITE, SERVICES, OR THE TERMS MUST BE FILED WITHIN ONE (1) YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION ARISES OR IT WILL BE FOREVER BARRED.
- GENERAL TERMS
12.1 Force Majeure. Under no circumstances shall Womple Studios or its licensors or suppliers be held liable for any delay or failure in performance resulting directly or indirectly from an event beyond its reasonable control.
12.2 No Waiver; Severability. No waiver of any term of these Terms will be binding unless in writing, no waiver of any term of these Terms will be deemed a further or continuing waiver of such term or any other term, and the failure of Womple Studios to exercise or enforce any right or remedy in these Terms does not waive that right or remedy. If a court of competent jurisdiction finds any provision of these Terms to be invalid, the parties agree that the court should endeavor to give effect, to the maximum extent permitted by law, to the parties’ intentions as reflected in the provision, and the other provisions of these Terms will remain in full force and effect.
13.1 These Terms (and all policies referenced herein) constitute the entire agreement between you and Womple Studios and govern your use of the Site, Services and Products provided by Womple Studios, and supersede any prior agreements between you and Womple Studios on the subject matter. You also may be subject to additional terms that may apply when you enter into a contract of sale with us, or use certain Womple Studios Services or third-party content, links or websites.
13.2 These Terms, and any rights or licenses granted hereunder, may not be assigned or delegated by you. These Terms, and any rights or licenses granted hereunder, may be assigned or delegated by Womple Studios without restriction.
13.3 These Terms bind and inure to the benefit of each party and the party’s successors and permitted assigns.
13.4 These Terms may not be modified by an oral statement by a representative of Womple Studios. A party’s failure or delay in exercising any right, power or privilege under these Terms will not waive its rights to exercise such right, power, or privilege in the future, nor will any single or partial exercise of any right, power or privilege preclude any other or further exercise of such right, power, or privilege, or the exercise of any other right, power, or privilege under these Terms.
13.5 No agency, partnership, joint venture or employee-employer relationship is intended or created by these Terms.
13.6 You agree to comply with all applicable laws in your use of the Site and Services.
13.7 You agree that any agreements made by and between you and us in electronic form are as legally binding as if made in physical written form.
13.8 These Terms will not be construed against the drafter.
13.9 “Include(s)” or “including” means, respectively, “include(s), without limitation,” or “including, without limitation,” unless expressly stated otherwise.
13.10 If you are using the Site or Services for or on behalf of the U.S. or any other government, your license rights do not exceed those granted to non-government consumers.
13.11 The Site are controlled and offered by Womple Studios from the United States of America for use by customers in the United States. Womple Studios makes no representations that the Site is appropriate for use in other locations. Those who access or use the Site from other locations do so at their own risk and are responsible for compliance with local law.
13.12 You hereby consent to receiving and transacting with us by electronic means. We may deliver notice to you by e-mail, posting a notice on the Site or any other method we choose and such notice will be effective on dispatch. If you give notice to us, it will be effective when received and you must use the following physical or e-mail address:
Womple Studios LLC
4900 Shattuck Ave. #22485
Oakland, CA 94609