Effective Date: August 1, 2013
This Agreement applies to all users of the Site, including without limitation users who are sellers, purchasers, and those merely browsing or otherwise using the Site. By using the Site in any manner, you agree to be bound by the terms and conditions of this Agreement, including any additional terms, conditions, and policies available on the Site.
1.SHM Services. SHM serves as a venue to allow users to offer, sell, and buy certain goods within a fixed-price format. SHM is not directly involved in transactions between buyers and sellers. SHM does not retain inventory or manufacture merchandise, nor does SHM transfer legal ownership of items from sellers to buyers. As a result, SHM has no control over the quality, safety, or legality of the items listed, the truth or accuracy of the listings, the ability of sellers to sell and ship items, or the ability of buyers to pay for items.
SHM makes no representations regarding the true identity, age, and nationality of a user. SHM encourages you to communicate directly with potential transaction partners using the contact information provided. SHM does not supervise or control the interactions among and between users and other third parties. Users are solely responsible for interactions with others. SHM does not pre-screen users, and SHM cannot guarantee that a buyer or seller will actually complete a transaction. All users agree to exercise caution and good judgment in all interactions with others, particularly if meeting offline or in person.
By using the Site, you agree that SHM is a venue and as such is not responsible or liable for any content, for example, data, text, information, usernames, graphics, images, photographs, profiles, audio, video, items, and links posted by you, other users, or outside parties on SHM. You use the SHM service at your own risk.
2. Membership. The Site is only available to users who are 18 years of age or older. By using the Site, you represent and warrant that you are at least 18 years old and that all registration information you submit is accurate and truthful. SHM may, in its sole discretion, refuse to allow access to or use of the Site to any user. This provision is void where prohibited by law, and the right to access the Site is revoked in such jurisdictions.
You agree to comply with all laws regarding online conduct. In addition, you must abide by SHM's policies as stated in this Agreement and the policy documents listed on the Site, as well as all other operating rules, policies and procedures that may be published from time to time on the Site by SHM, each of which is incorporated herein by reference and each of which may be updated by SHM from time to time without notice to you.
You must keep your account information up-to-date and accurate at all times, including a valid email address. To sell items on SHM, you must provide and maintain a valid PayPal account. You may not transfer or sell your SHM account and User ID to any other party. If you are registering as a business entity, you personally guarantee that you have the authority to bind the entity to this Agreement.
Keep your password secure. You must not provide your username and password information to any party other than SHM. You agree that you are fully responsible for any and all activity, liability, and damage resulting from your failure to maintain password confidentiality. You also agree that SHM cannot and will not be liable for any loss or damage arising from your failure to keep your password secure. You agree to notify SHM immediately in the event of any unauthorized use of your password or any breach of security.
SHM reserves the right to refuse or suspend service to anyone, for any reason, at any time. SHM's services are not available to temporarily or indefinitely suspended SHM members. SHM reserves the right, in SHM's sole discretion, to cancel unconfirmed or inactive accounts.
All sales are binding. The seller is obligated to ship the order to the buyer in a prompt manner, unless there is an exceptional circumstance, such as: (a) the buyer fails to complete payment for the item, or (b) the seller cannot authenticate the buyer's identity. The buyer is obligated to deliver appropriate payment via Paypal for items purchased, unless there is an exceptional circumstance. The price stated in each item listing must be an accurate representation of the final sale price. Sellers may not alter the item's price after a sale or misrepresent the item's location. Sellers may charge reasonable shipping and handling fees for packaging and mailing the items. Sellers may not charge excessive shipping fees. Sellers agree to comply with SHM's refund policy as posted in the FAQ section on the Site.
SHM may, at its sole discretion, change some or all of SHM's services at any time. In the event SHM introduces a new service, the fees for that service will be disclosed to members. Unless otherwise stated, all prices and fees are quoted in US Dollars (USD).
4. Representations and Warranties. By listing an item on the Site you warrant that you and all aspects of the item comply with SHM's published policies. You also warrant that you have legal title to the item and may legally sell the item. You must accurately describe your item and all terms of sale in your posting. Your listings may only include text descriptions, graphics, pictures and other content relevant to the sale of that item. All items must be listed in an appropriate category. Each listing must accurately and completely describe the item(s) for sale and the quantity available.
As part of a transaction, you may obtain personal information, including email address and shipping information, from another SHM user. Without obtaining prior permission from the other user, this personal information shall only be used for that transaction or related communications. SHM has not granted you a license to use the information for unsolicited commercial messages. Without limiting the foregoing, without express consent from the user, you are not licensed to add any SHM user to your email or physical mail list.
By posting Content on SHM, it may be possible for an outside website or a third party to re-post that Content. You agree to hold SHM harmless for any dispute concerning such use by third parties. If you choose to display your own SHM-hosted image on another website, the image must provide a link back to its listing page on SHM.
SHM considers any unsolicited suggestions, ideas, proposals or other material submitted to it by users ("Material") to be non-confidential and non-proprietary, and SHM shall not be liable for the disclosure or use of such Material. Any communication by you to SHM is subject to this Agreement. You hereby grant and agree to grant SHM a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, fully-paid, sublicensable and transferable right and license to incorporate, use, publish, and exploit such Material for any purpose whatsoever, commercial or otherwise, including but not limited to incorporating it in the API, documentation, or any product or service, without compensation or accounting to you and without further recourse by you.
7. Information Control. SHM does not control the Content provided by users that is made available on SHM. You may find some Content to be offensive, harmful, inaccurate, or deceptive. There are also risks of dealing with underage persons or people acting under false pretense. There may also be risks dealing with international trade and foreign nationals. By using SHM, you agree to accept such risks and that SHM (and SHM's officers, directors, agents, subsidiaries, joint ventures and employees) is not responsible for any and all acts or omissions of users on SHM. Please use caution, common sense, and practice safe buying and selling when using SHM.
SHM is not responsible for the availability of outside websites or resources linked to or referenced on the Site. SHM does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such websites or resources. You agree that SHM shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such websites or resources.
8. Resolution of Disputes and Release. In the event a dispute arises between you and SHM, please contact SHM. For all purposes of this Agreement, the parties consent to exclusive jurisdiction and venue in the United States Federal Courts or state courts located in the Eastern District of Missouri. Use of the Site is not authorized in any jurisdiction that does not give effect to all provisions of the Agreement, including without limitation, this section. You and SHM agree that any cause of action arising out of or related to the Site or this Agreement must commence within one (1) year after the cause of action arose; otherwise, such cause of action is permanently barred.
Should you have a dispute with one or more users, or an outside party, you release SHM (and SHM's officers, directors, agents, subsidiaries, joint ventures, and employees) from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes. SHM encourages users to report user-to-user disputes to your local law enforcement, postmaster general, or a certified mediation or arbitration entity, as applicable.
SHM, for the benefit of users, may try to help users resolve disputes. SHM does so in SHM's sole discretion, and SHM has no obligation to resolve disputes between users or between users and third parties. To the extent that SHM attempts to resolve a dispute, SHM will do so in good faith based solely on SHM's policies. SHM will not make judgments regarding legal issues or claims.
9. SHM's Intellectual Property. "Lolly Daisy" and other SHM trademarks, graphics, logos, designs, page headers, button icons, scripts, and service names are federally registered trademarks, common law and/or state trademarks, or trade dress of SHM. SHM's trademarks and trade dress may not be used, including as part of trademarks and/or as part of domain names or email addresses, in connection with any product or service in any manner that is likely to cause confusion.
You agree not to post any text, information, graphics, images, photographs, audio, video, items, and/or links ("Content") which may be found to infringe upon any third party's copyright, trademark, patent, trade secret, or other proprietary or intellectual property right(s) (collectively, "Intellectual Property Rights"). Users agree to notify SHM of any potentially infringing Content. SHM reserves the right in its sole discretion to remove any Content from the Site for which it has been informed or has reason to believe may infringe a third party's intellectual property right(s).
10. Access and Interference. SHM does not guarantee continuous, uninterrupted access to the Site, and operation of the Site may be interfered with by numerous factors outside SHM's control. You agree that you will not: (i) Take any action that imposes, or may impose, in SHM's sole discretion, an unreasonable or disproportionately large load on SHM's infrastructure; (ii) copy, reproduce, modify, create derivative works from, distribute, or publicly display any user Content (except for your Content) without the prior express written permission of SHM and the appropriate third party, as applicable; (iii) interfere or attempt to interfere with the proper working of the Site or any activities conducted on the Site; or (iv) bypass SHM's robot exclusion headers or other measures SHM may use to prevent or restrict access to SHM.
13. No Warranty. YOU ACKNOWLEDGE THAT YOU ARE USING THE SITE AT YOUR OWN RISK. SHM, ITS OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, AND SUPPLIERS PROVIDE THE SITE AND SHM'S SERVICES "AS IS" AND WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED OR STATUTORY. SHM AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, AND SUPPLIERS SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, PERFORMANCE, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. NO ADVICE OR INFORMATION (ORAL OR WRITTEN) OBTAINED BY YOU FROM SHM SHALL CREATE ANY WARRANTY. SOME STATES DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES, SO THE FOREGOING DISCLAIMER MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM STATE TO STATE.
14. Liability Limit. IN NO EVENT SHALL SHM, AND (AS APPLICABLE) SHM'S OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, OR SUPPLIERS BE LIABLE FOR ANY DAMAGES WHATSOEVER, WHETHER DIRECT, INDIRECT, GENERAL, SPECIAL, COMPENSATORY, CONSEQUENTIAL, AND/OR INCIDENTAL, ARISING OUT OF OR RELATING TO THE CONDUCT OF YOU OR ANYONE ELSE IN CONNECTION WITH THE USE OF THE SITE, SHM'S SERVICES, OR THIS AGREEMENT, INCLUDING WITHOUT LIMITATION, LOST PROFITS, BODILY INJURY, EMOTIONAL DISTRESS, OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES.
15. Indemnity. YOU AGREE TO INDEMNIFY AND HOLD SHM. AND (AS APPLICABLE) SHM'S OFFICERS, DIRECTORS, AFFILIATES, AGENTS, AND EMPLOYEES, HARMLESS FROM ANY CLAIM OR DEMAND, INCLUDING ATTORNEYS' FEES, MADE BY ANY THIRD PARTY DUE TO OR ARISING OUT OF YOUR BREACH OF THIS AGREEMENT OR OTHER SHM POLICY DOCUMENTS, OR YOUR VIOLATION OF ANY LAW OR THE RIGHTS OF A THIRD PARTY.
16. Severability. If any provision of this Agreement is held unenforceable, then such provision will be modified to reflect the parties' intention. All remaining provisions of this Agreement shall remain in full force and effect.
17. No Agency. You and SHM are independent contractors. No agency, partnership, joint venture, employee-employer, or franchiser-franchisee relationship is intended or created by this Agreement.
19. Choice of Law. This Agreement shall in all respects be interpreted and construed with and by the laws of the State of Missouri, excluding its conflicts of laws rules, and the United States of America.
20. Survival. Any and all provisions in this Agreement relating to fees, service, content, licensing, information control, dispute resolution, SHM's intellectual property, data access and site interference, breach of the Agreement, privacy, warranty, limitation of liability, severability, the relationship(s) between and among SHM, Site users, and third parties, and choice of law, survive any termination or expiration of this Agreement.
21. Notices. Except as explicitly stated otherwise, any notices shall be given by postal mail to Second Hand Monogram, LLC; Attn: Legal Notices; P.O. Box 4302, Chesterfield, MO 63006 (in the case of SHM) or, in your case, to the email address you provide to SHM. Notice shall be deemed given 24 hours after email is sent, unless the sending party is notified that the email address is invalid. Alternatively, SHM may give you notice by certified mail, postage prepaid and return receipt requested, to the address provided to SHM. In such case, notice shall be deemed given three days after the date of mailing.
22. Disclosure. The services hereunder are offered by Second Hand Monogram, LLC, located at P.O. Box 4302, Chesterfield, MO 63006.