1. Acceptance of the Terms and Conditions
These terms of use are entered into by and between You (“you”, “your”, or “user”) and Q’s Legacy, LLC (“Company,” “we,” or “us”). The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, “Terms and Conditions”), govern your access to and use of Noted (the “App”), including any content, functionality, and services offered on or through the App.
Please read the Terms and Conditions fully before you start to use the App. By using the App or by clicking to accept or agree to the Terms and Conditions when this option is made available to you, you accept and agree to be bound and abide by all applicable laws and regulations, the Terms and Conditions and our Privacy Policy. If you do not want to agree to these Terms and Conditions or the Privacy Policy, you must not access or use the App.
The App is offered and only available to users who are older than 16 years of age and reside in Nashville, Tennessee. By using the App, you represent and warrant that you are of legal age to form a binding contract with the Company and that you comply with the Terms and Conditions in your use of the App. If you do not agree the Terms and Conditions, or you are not authorized to or do not have the legal authority to agree to and accept the Terms and Conditions, you may not access or use the App and should immediately discontinue any access to or use of the App.
2. Changes to the Terms and Conditions
We may revise and update the Terms and Conditions from time to time in our sole discretion. All revisions and updates to the Terms and Conditions (“Changes”) are effective immediately upon posting on the App (“Posting Date”). However, any Changes to the dispute resolution provisions set out in Governing Law and Jurisdiction below will not apply to any disputes for which the parties have actual notice on or before the Posting Date.
You agree that your continued use and viewing of the App following the Posting Date means that you accept to be bound by the Changes. You are expected and agree to check the Terms and Conditions from time to time to ensure compliance. We reserve the right to withdraw or amend the App, and any service or material we provide on the App, in our sole discretion without notice. We will not be liable if for any reason all or any part of the App is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the App, or the entire App, to visitors of the App.
You are responsible for:
To obtain more information from the App, you may be asked to provide certain registration details or other information. You agree that it is a condition of your use of the App that all information you provide on or through the App is correct, current, and complete. You agree that all information you provide to register with the App or otherwise, including, but not limited to, through the use of any interactive features on the App, is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.
If you choose, or are provided with, a user name, password, or any other information as part of our security procedures, you must treat such information as confidential, and you must not disclose the information to any unauthorized person or entity. You also acknowledge that your account is personal and agree not to provide any other person with access to the App or portions of it using your user name, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared devices so that others are not able to view or record your password or other personal information.
We have the right to disable any user name, password, or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of the Terms and Conditions.
3. License
All trademarks, copyright, database rights, work product, trade secrets, and any other intellectual property rights contained within the App, together with the underlying software code, are owned either by us or by our licensors. You do not own any rights to the trademarks, copyright, database rights, work product, trade secrets, or any other intellectual property owned by us or our licensors. We grant you a limited, non-exclusive, royalty-free, non-transferable revocable license to use the App and its contents, within United States, for your personal, non-commercial use in accordance with these Terms and Conditions, provided you do not modify, obscure or delete any copyright or other proprietary notices contained in the content.
No right, title or interest in any downloaded or copied materials or software is transferred to you as a result of any downloading or copying of the content. Nothing contained in the App should be construed as granting you, either directly or indirectly, expressly by implication, estoppel, or otherwise, a license or right to use these proprietary intellectual property rights.
You acknowledge the Company’s right to exercise care and control over the character and quality of any goods or services provided by the App under any of the Company’s trademarks. You agree your use of the Company’s trademark is subject to the Company’s standard of care and quality and that You will notify us in writing prior to any use of the Company’s trademarks.
4. Returns and Refund Policies
When ordering products off of our App, you will have fourteen (14) days to return the product if not satisfied. Please email notedcustomerservice@notedreturns.wpengine.com for directions and information on how to return products and receive a partial or full refund.
5. Rights and Restrictions
These Terms and Conditions permit you to use the App for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on the App, except as follows:
You must not:
You must not access or use for any commercial purposes any part of the App or materials available through the App.
If you wish to make any use of material on the App other than that set out in this section, please address your request to: notedcustomerservice@notedreturns.wpengine.com.
If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the App in breach of the Terms and Conditions, your right to use the App will stop immediately and you must, at our option, return or destroy any copies of the materials you have reproduced in any form. No right, title, or interest in or to the App or any content on the App is transferred to you, and all rights not expressly granted are reserved by the Company. Any use of the App not expressly permitted by the Terms of Use is a breach of the Terms and Conditions and may violate copyright, trademark, intellectual property rights, and/or other laws.
6. Prohibited Uses
You agree to use the App only for lawful purposes and in accordance with the Terms and Conditions. You agree not to use the App:
Additionally, you agree not to:
7. Monitoring and Enforcement; Termination
We have the right to:
Without limiting the foregoing, we have the right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the App. YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY THE COMPANY DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER THE COMPANY OR LAW ENFORCEMENT AUTHORITIES.
8. Reliance on Information Posted
The information presented on or through the App is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of such information and we do not hold ourselves out to. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the App, or by anyone who may be informed of any of its contents.
9. Changes to the App
We may update the content(s) on the App from time to time, but the content(s) is not necessarily complete or up-to-date. Any material or content on the App may be out of date at any given time, and you agree that we are under no obligation to update such material.
10. Privacy and Information About You and Your Visits to the App
All information we collect on the App is subject to our Privacy Policy. By using the App, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.
11. Links from the App
If the App contains links to other websites or applications and resources provided by third parties, these links are provided for your convenience only. We have no control over the linked websites and/or contents of such websites or resources, and accept no responsibility for them or any loss or damage that may arise from your use of the linked websites. If you decide to access any of the third-party websites linked through the App, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.
For clarity, the Company is not responsible or liable for the availability or accuracy of any third-party websites, including linked website, the content, products, or services available from such third-party websites. Links to such third-party websites are not an endorsement by the Company of such third-party websites or their contents.
12. Geographic Restrictions
The owner of the App and is based in the State of Tennessee in the United States. We provide the App is for use only by persons who are older than 16 years of age and are located in the Nashville, Tennessee. We make no claims that the App or any of its content is accessible or appropriate outside of Nashville, Tennessee. Access to the App may not be legal by certain persons or in certain countries. You agree that your use or access of the App, from outside Nashville Tennessee, is at your own risk and your responsibility to comply with local laws.
13. Disclaimer of Warranties
You understand that we cannot and do not guarantee or warrant that files available for downloading from the App will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our App for any reconstruction of any lost data. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR MOBILE DEVICE, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE APP, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE APP, OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON THE APP, OR ON ANY WEBSITE LINKED TO THE APP. YOUR USE OF THE APP, AND ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE APP IS AT YOUR OWN RISK. THE APP AND ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE APP IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE APP. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE APP AND ITS CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE APP WILL BE ACCURATE, CURE ANY PHYSICAL AILMENTS, BE RELIABLE, ERROR-FREE, OR UNINTERRUPTED, OR THAT DEFECTS WILL BE CORRECTED, THAT OUR APP OR THE SERVERS THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE APP OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE APP WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
TO THE FULLEST EXTENT PROVIDED BY LAW, THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
14. Limitation on Liability
TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COMPANY, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE APP, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE APP OR OTHER WEBSITES/APPS, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.
15. Indemnification
You agree to defend, indemnify, and hold harmless the Company, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of the Terms and Conditions or your use of the App, including, but not limited to, any use of the App’s content, services, and products other than as expressly authorized in the Terms and Conditions, or your use of any information obtained from the App.
16. Digital Millennium Copyright Act
We take claims of copyright infringement seriously. We will respond to notices of alleged copyright infringement that comply with applicable law. If you believe any materials accessible on or from the App infringe your copyright, you may request to remove those materials (or the access to them) from the App by submitting written request(s) to our copyright agent designated below. In accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (17 U.S.C. § 512) (“DMCA”), the written notice (the “DMCA Notice”) must include substantially the following:
Our designated copyright agent to receive DMCA Notices is:
Noor Bahhur
Porter Wright Morris & Arthur LLP
41 South High Street, Columbus OH 43215
614-227-2063
nbahhur@porterwright.com
If you fail to comply with all of the requirements of Section 512(c)(3) of the DMCA, your DMCA Notice may not be effective.
Please be aware that if you knowingly materially misrepresent that a material or an activity on the App is infringing your copyright, you may be held liable for damages (including costs and attorneys’ fees) under Section 512(f) of the DMCA.
17. Governing Law and Jurisdiction
All matters relating to the App and the Terms and Conditions, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of Tennessee without giving effect to any choice or conflict of law provision or rule (whether of the State of Tennessee or any other jurisdiction).
Any legal suit, action, or proceeding arising out of, or related to, the Terms and Conditions or the App shall be instituted exclusively in the federal courts of the United States or the courts of the State of Tennessee, although we retain the right to bring any suit, action, or proceeding against you for breach of the Terms and Conditions in your country of residence or any other relevant country. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
18. Arbitration
At Company’s sole discretion, it may require You to submit any disputes arising from these Terms and Conditions or use of the App, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association applying Tennessee law.
19. Entire Agreement
The Terms and Conditions and our Privacy Policy constitute the sole and entire agreement between you and Company regarding the App and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the App.
20. Relationship between You and the Company
The Terms and Conditions and all documents related hereto do not constitute and shall not be construed as a partnership, franchise, agency or joint venture between You and the Company and neither You nor the Company shall have any right to obligate or bind the other in any manner whatsoever, and nothing herein contained shall give or is intended to give any rights of any kind to any third party.
21. Severability
If any of the provisions of these Terms and Conditions is declared invalid by a court of last resort or by any court, the decision of which appeal is not taken within the time provided by law, then and in such event, these Terms and Conditions will be deemed to have been terminated only as to the portion thereof which relates to the provision invalidated by that decision and only in the relevant jurisdiction, but these Terms and Conditions in all other respects and all other jurisdictions, will remain in full force and effect; provided, however, that if the provision so invalidated is essential to these Terms and Conditions as a whole, then the parties will negotiate in good faith to amend the terms hereof as nearly as practical to carry out the original interest of the parties, and, failing such amendment, either party may submit the matter to a court of competent jurisdiction for resolution.
22. Assignment
The Company is allowed to assign, transfer, and subcontract its rights and/or obligations under these Terms and Conditions without any notification. However, you are not allowed to assign, transfer, or subcontract any of your rights and/or obligations under these Terms.
23. Other Matters
The Terms and Conditions will endure to the benefit of and be binding upon the Company and its successors and assignees and related persons and you and your heirs, executors, administrators, successors, permitted assignees, and personal representatives. You may not assign these Terms and Conditions or your rights and obligations under them without the express prior written consent of the Company, which may be withheld in the Company’s sole discretion. The Company may assign these Terms and Conditions and its rights and obligations under it without your consent.
24. Your Comments and Concerns
The App are owned and operated by the Company. All other feedback, comments, requests for technical support, and other communications relating to the App should be directed to: notedcustomerservice@notedreturns.wpengine.com.
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