Terms of Use
PLEASE READ THIS TERMS OF USE AGREEMENT (“TERMS OF USE”) CAREFULLY AS IT FORMS A BINDING LEGAL AGREEMENT BETWEEN YOU AND SIDEWALKS. SideWalks (“SideWalks”, “we”, or “us”) owns and operates the website made available to you at http://sidewalks.com (the “Website”) and these Terms of Use govern your access to and use of the Website, including any products purchased through the Website (“Products”), and any other services made available through the Website (collectively, with the Products and Website, the “Service” or “Services”).
PLEASE BE AWARE THAT SECTION 13 OF THIS AGREEMENT, BELOW, CONTAINS PROVISIONS GOVERNING HOW CLAIMS THAT YOU AND WE HAVE AGAINST EACH OTHER ARE RESOLVED, INCLUDING, WITHOUT LIMITATION, ANY CLAIMS THAT AROSE OR WERE ASSERTED PRIOR TO THE EFFECTIVE DATE OF THIS AGREEMENT. IN PARTICULAR, IT CONTAINS AN ARBITRATION AGREEMENT WHICH WILL, WITH LIMITED EXCEPTIONS, REQUIRE DISPUTES BETWEEN US TO BE SUBMITTED TO BINDING AND FINAL ARBITRATION. UNLESS YOU OPT OUT OF THE ARBITRATION AGREEMENT: (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AND SEEK RELIEF AGAINST US ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR 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.
ANY DISPUTE OR CLAIM RELATING IN ANY WAY TO YOUR USE OF THE WEBSITE WILL BE GOVERNED AND INTERPRETED BY AND UNDER THE LAWS OF THE STATE OF CALIFORNIA, CONSISTENT WITH THE FEDERAL ARBITRATION ACT, WITHOUT GIVING EFFECT TO ANY PRINCIPLES THAT PROVIDE FOR THE APPLICATION OF THE LAW OF ANY OTHER JURISDICTION. THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS EXPRESSLY EXCLUDED FROM THIS AGREEMENT.
Your use of, and participation in, certain Services may be subject to additional terms (“Supplemental Terms”) and such Supplemental Terms will either be listed in the Terms of Use or will be presented to you for your acceptance when you sign up to use the supplemental Service. If the Terms of Use are inconsistent with the Supplemental Terms, the Supplemental Terms shall control with respect to such Service. The Terms of Use and any applicable Supplemental Terms are referred to herein as the “Terms.”
PLEASE NOTE THAT the Terms are subject to change by SideWalks in its sole discretion at any time. When changes are made, SideWalks will make a new copy of the Terms of Use available at the Website and any new Supplemental Terms will be made available from within, or through, the affected Service on the Website. We will also update the “Last Updated” date at the top of the Terms of Use. If you do not agree to any change(s) after receiving a notice of such change, you shall stop using the Website and/or the Services. Otherwise, your continued use of the Website and/or Services constitutes your acceptance of such change(s). PLEASE REGULARLY CHECK THE WEBSITE TO VIEW THE THEN-CURRENT TERMS.
Use of the Services and SideWalks Properties
The Website, the Services, and the information and content available on the Website and the Services (collectively, the “SideWalks Properties”) are protected by copyright laws throughout the world. Subject to the Terms, SideWalks grants you a limited license to reproduce portions of SideWalks Properties for the sole purpose of using the Services for your personal or internal business purposes. Unless otherwise specified by SideWalks in a separate license, your right to use any SideWalks Properties is subject to the Terms.
Updates
You understand that SideWalks Properties are evolving. As a result, SideWalks may require you to accept updates to SideWalks Properties that you have installed on your computer or mobile device. You acknowledge and agree that SideWalks may update SideWalks Properties with or without notifying you. You may need to update third-party software from time to time in order to use SideWalks Properties.
Certain Restrictions
The rights granted to you in the Terms are subject to the following restrictions: (a) you shall not license, sell, resell, upload, use, copy, rent, lease, lend, transfer, assign, reproduce, distribute, host or otherwise commercially exploit SideWalks Properties or any portion of SideWalks Properties; (b) you shall not frame or utilize framing techniques to enclose any trademark, logo, or other SideWalks Properties; (c) you shall not use any metatags or other “hidden text” using SideWalks’s name or trademarks; (d) you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of SideWalks Properties except to the extent the foregoing restrictions are expressly prohibited by applicable law; (e) you shall not use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools or the like) to access, monitor, copy or use the SideWalks Properties; (f) you shall not access SideWalks Properties in order to build a similar or competitive website, application or service; (g) except as expressly stated herein, no part of SideWalks Properties may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means; (h) you shall not take any action that imposes any unreasonable or disproportionately large load on the SideWalks Properties; (i) you shall not take any action in connection with your use of the SideWalks Properties which violates any applicable local, state, national or international law; (j) you shall not otherwise use the SideWalks Properties for any unlawful or abusive purposes, including posting or distribution of Malicious Code; and (k) you shall not remove or destroy any copyright notices or other proprietary markings contained on or in SideWalks Properties. Any unauthorized use of SideWalks Properties terminates the licenses granted by SideWalks pursuant to the Terms.
Third-Party Materials
As a part of SideWalks Properties, you may have access to materials that are hosted by another party. You agree that it is impossible for SideWalks to monitor such materials and that you access these materials at your own risk.
Registration
Registering Your Account
In order to access certain features of SideWalks Properties you may be required to become a Registered User. For purposes of the Terms, a “Registered User” is a user who has registered an account on the Website (“Account”).
Registration Data
In registering an account on the Website, you agree to (1) provide true, accurate, current and complete information about yourself as prompted by the registration form (the “Registration Data”); and (2) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. You represent that you are (1) at least eighteen (18) years old; (2) of legal age to form a binding contract; and (3) not a person barred from using SideWalks Properties under the laws of the United States, your place of residence or any other applicable jurisdiction. You are responsible for all activities that occur under your Account. You agree that you shall monitor your Account to restrict use by minors, and you will accept full responsibility for any unauthorized use of SideWalks Properties by minors. If you provide any information that is untrue, inaccurate, not current or incomplete, SideWalks has the right to suspend or terminate your Account and refuse any and all current or future use of SideWalks Properties.
Responsibility for Content
You acknowledge that all files, materials, data, text, audio, video, images or other content (“Content”) is the sole responsibility of the party from whom such Content originated. This means that you, and not SideWalks, are entirely responsible for all Content that you upload, post, e-mail, transmit or otherwise make available (“Your Content”), and that you and other users of SideWalks Properties, and not SideWalks, are similarly responsible for all Content they Make Available through SideWalks Properties.
Ownership
SideWalks and its suppliers own all rights, title and interest in SideWalks Properties (including but not limited to computer code, artwork, designs, themes, and server software). You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Website, the Services, or SideWalks Properties.
Trademarks
SideWalks and related graphics, logos, service marks and trade names used on or in connection with SideWalks Properties are the trademarks of SideWalks and may not be used without permission. Other trademarks that appear on SideWalks Properties are the property of their respective owners.
License to Your Content
You grant SideWalks a non-exclusive, perpetual, worldwide, fully sublicensable, royalty-free license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and display any content you post on SideWalks Properties, for the purposes of operating and providing SideWalks Properties to you and other users.
Third-Party Services
SideWalks Properties may contain affiliate links and links to third-party websites and applications. When you click a link to a third party, you leave SideWalks Properties and are subject to that third party’s terms and privacy policies. SideWalks is not responsible for third-party sites or services and provides such links only as a convenience.
Product Purchase Terms
Products
Certain Products may be available exclusively online through the Website and may have limited quantities. Descriptions and pricing are subject to change. Any offer for any Product is void where prohibited.
Payments
You agree to pay charges at the amounts in effect when such charges are incurred. You must provide a valid payment method as a condition to making payments. SideWalks and its service providers (e.g., payment processors) are authorized to immediately charge your account for applicable fees and charges.
Taxes
If Products or payments are subject to Sales Tax, you are responsible for payment of such Sales Tax and any related penalties or interest. You may be required to provide receipts or evidence of payment upon request.
Orders & Cancellations
SideWalks may limit or refuse orders. SideWalks reserves the right to cancel or reverse any payment due to error (e.g., mistaken pricing) and to refuse orders that appear to be for reselling.
Transfer of Risk and Title
Risk of loss of the Product passes to you on delivery of the Product to the carrier. Claims against carriers for damage during shipping are your responsibility.
Third Party Providers
SideWalks uses third parties to fulfill orders; by purchasing you agree to third-party terms and privacy policies and consent to the sharing of information necessary to complete transactions.
Refund Policy
ALL SALES ARE FINAL unless otherwise specified. SideWalks reserves the right to refuse returns.
Price Adjustments
SideWalks does not offer price matches or sale adjustments unless specifically posted.
Indemnification
You agree to indemnify and hold SideWalks, its affiliates, officers, employees, agents and licensors harmless from losses, costs, liabilities and expenses (including reasonable attorneys’ fees) arising out of (a) content you post, (b) your use of or inability to use SideWalks Properties, (c) your violation of the Terms, (d) your violation of any rights of another party, or (e) your violation of applicable laws.
Disclaimer of Warranties and Conditions
TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF SIDEWALKS PROPERTIES IS AT YOUR SOLE RISK, AND SIDEWALKS PROPERTIES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. SIDEWALKS DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
Limitation of Liability
IN NO EVENT SHALL SIDEWALKS PARTIES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH SIDEWALKS PROPERTIES. THE FOREGOING CAP DOES NOT APPLY TO LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY NEGLIGENCE, FRAUD, OR OTHER LIABILITY THAT CANNOT BE EXCLUDED BY LAW.
Remedies
If SideWalks becomes aware of possible violations by you of the Terms, SideWalks may investigate and refer matters to law enforcement. SideWalks may disclose information to comply with laws, enforce Terms, respond to claims, or protect rights, property or safety.
Term and Termination
The Terms commence when you accept them and remain in effect while you use SideWalks Properties. SideWalks may suspend or terminate Services for non-payment, material breach, legal requirements, or for any reason in its discretion.
International Users
SideWalks Properties can be accessed from countries around the world. Those who access or use SideWalks Properties from other countries do so at their own volition and are responsible for compliance with local law.
Dispute Resolution & Arbitration
Please read the Arbitration Agreement in this Section carefully. It requires arbitration for most disputes and limits how you can seek relief. You may opt out of arbitration where the Terms permit and as specified below.
Applicability of Arbitration Agreement
Any dispute relating to your access or use of the Website, to any products sold through the Website, or to your relationship with SideWalks, will be resolved by binding arbitration rather than in court, except that you may bring claims in small claims court if they qualify, and either party may seek equitable relief for IP infringement in court.
Arbitration Rules and Forum
The Federal Arbitration Act governs interpretation and enforcement of the Arbitration Agreement. To begin arbitration you must send a letter requesting arbitration and describing your claim to our registered agent or email atsidewalks@gmail.com. The arbitration will be conducted by JAMS or a comparable forum if JAMS is unavailable. If you cannot afford JAMS fees, SideWalks may pay them for you as described in the arbitration rules.
Waiver of Jury Trial & Class Relief
YOU AND SIDEWALKS WAIVE THE RIGHT TO A JURY TRIAL. CLAIMS SUBJECT TO ARBITRATION MUST BE BROUGHT INDIVIDUALLY — CLASS OR COLLECTIVE ACTIONS ARE WAIVED, EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED ABOVE.
30-Day Right to Opt Out
You may opt out of the Arbitration Agreement within 30 days after first becoming subject to it by sending written notice to SideWalks at atsidewalks@gmail.com.
General Provisions
Electronic Communications. Communications between you and SideWalks are electronic; you consent to receive communications electronically.
Release. You release SideWalks Parties from claims related to your use of SideWalks Properties to the extent permitted by law, except for fraud or unconscionable commercial practices by SideWalks.
Assignment. You may not assign or transfer the Terms without SideWalks’ prior written consent.
Force Majeure. SideWalks is not liable for delays or failures due to events outside reasonable control (acts of God, strikes, war, etc.). SideWalks will notify you and extend performance as needed.
Questions, Complaints, Claims. If you have any questions, complaints, or claims, please contact us at atsidewalks@gmail.com.
Exclusive Venue & Governing Law. Where litigation is permitted, both parties agree matters will be litigated in courts located in Los Angeles County, California. The Terms are governed by California law consistent with the Federal Arbitration Act.
Waiver & Severability. Failure to enforce a provision is not a waiver. If any portion is held invalid, the remainder remains in effect.
Export Control. You may not use, export, import, or transfer SideWalks Properties except as authorized by U.S. law and other applicable laws.
Consumer Complaints. If you are a California resident, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs at 400 R Street, Sacramento, CA 95814 or by phone: (800) 952-5210.
Entire Agreement. The Terms are the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersede all prior discussions.