Welcome to 4th & Grove, which is operated by 4th & Grove LLC (“Company“, “we”, “us” or “our”). Please read these Terms of Service (“Agreement“) carefully, as it constitutes legally binding terms and conditions and applies to your use of (a) the website located at www.4thandgrove.com and all corresponding web pages associated with the foregoing URL (“Site“) and (b) any content, information, features, functionality and services offered by us through the Site (collectively, and together with the Site, the “Services“). This Agreement applies whether you are accessing the Services via a wireless or mobile device, a personal computer or any other technology or device (each, a “Device“). This Agreement does not cover other services, websites or any corresponding content, features, and activities made available by any other company or third party, unless specifically stated.
1. DESCRIPTION OF THE SERVICES
1.1 General; Services. Subject to the terms of this Agreement, the Services will enable registered users of the Site to connect with interior design/decor professional (the “Interior Decorator/Designer”). The Interior Decorator will provide registered users with interior design expertise based upon an hourly fee or free standing price structure as detailed in the The Service.
1.2 Initial Consultation. Once you purchase the initial one-hour consultation, we will pair you with an Interior Designer/Decorator. The first hour of the engagement consists of an initial consultation in which the Interior Designer/Decorator will visit your home, office, and/or other worksite or have electronic or phone communication to obtain information regarding the space and your project (the “Project“). The initial consultation will sometimes be sufficient or will result in an initial proposal tailored to your specifications (the “Initial Proposal”) which will be sent to you shortly after the initial consultation. The fee associated with the initial consultation is detailed in the The Service.
1.3. Initial Proposal. The Initial Proposal will include a bullet-point description of the actions and steps required to complete the Project. The Initial Proposal will include the suggested amount of hours of additional interior design expertise by one of our Interior Designer/Decorators required to complete the Project.
1.4 Completing the Project. If after receiving the initial proposal you decide to continue using our Services, you will then visit the Site to purchase a package as detailed in the The Service. We recommend purchasing the package suggested in the Initial Proposal.
1.5 Refunds. The Services are generally not refundable. All Sales are final. We reserve the right, however, to provide you with a refund and/or a credit if we deem, in our sole discretion, such is appropriate given the circumstances.
2. HOW WE USE INFORMATION
2. Termination. If you breach any of the terms in this Agreement, we will have the right to suspend, disable, or terminate your access to or use of the Services, in our sole discretion and without prior notice to you. We will not be liable to you or any third party for termination of your access or use of the Services. Any suspension or termination will not affect your obligations to us under this Agreement (including, without limitation, ownership, indemnification and limitation of liability), which by their sense and context are intended to survive such suspension or termination.
3. Modifications. We may modify this Agreement from time to time and at any time in our sole discretion. We will post or display notices of material changes on the Services and/or notify you via other electronic means. The form of such notice is at our discretion. Once we post or make the modifications available on the Services, these changes become effective immediately, and, if you use the Services after they become effective, it will signify your agreement to be bound by these changes. We recommend that you check back frequently and review this Agreement regularly so you are aware of the most current rights and obligations that apply to you.
4. Authority; Authorization. If you are using the Services, in whole or in part, on behalf of any business, organization or other third party (each, an “Obligor“), then you hereby represent and warrant that (a) you have the full right, power and authority to enter into this Agreement on behalf of the Obligor and to create a legal, valid and binding obligation on Obligor enforceable against Obligor in accordance the terms hereof; (b) all corporate, organizational and other proceedings required to be taken by Obligor to authorize your agreement to, and performance under, this Agreement have been taken and all necessary licenses, authorizations, permits, consents and approvals required have been obtained; and (c) your use of the Services on behalf of the Obligor does not and shall not violate any applicable law, rule or regulation or require any additional consent or other action by any other person or entity.
In the event that you are using the services, in whole or in part, on behalf of an Obligor, the terms "You" and "Your" as used in this agreement shall mean, collectively, you and the Obligor, and this agreement shall be, jointly and severally, binding upon and enforceable against you and the Obligor for all purposes hereunder.
6. User Account Termination.
6.1 Cancellation procedure. If you desire to terminate this Agreement, you must submit a cancellation request to us in writing to Rosana@4thandgrove.com. Cancellation requests provided by phone, physical mail or other means, or sent to any other Company email address or electronic contact, will not be honored.
6.2 Upon Cancellation. Upon our receipt of your cancellation request in accordance with the terms hereof, we will terminate and deactivate your account within a reasonable time thereafter (i.e., within a period of about 30 days), which shall include the permanent removal of all of your materials, content and information, including, without limitation, User Materials (as defined herein), from the Services (collectively, “User Content”), subject to third party response and performance times, legal requirements and the advice of legal counsel.
8. Payment Requirements and Terms.
8.1 Requirements. The fees and charges for the Services are detailed in The Service and you hereby agree to pay in full the prices and fees (including, without limitation, all applicable taxes) for any purchases that are made via a payment method acceptable to us, in our sole discretion, at the time of purchase. If payment is not received by us from your credit or debit card issuer or its agents or other payment service provider, you agree to promptly pay all amounts due upon demand by us. Prices are subject to change in our sole discretion. By accepting our proposal and making a payment, you agree to pay the full total quoted proposal value. 4th & Grove can chose at its sole discretion when payments are due and stop services at any time if requested payments are not made.
8.2 Payment Method. The Site accepts certain debit and credit cards as described on the Site as forms of payment, subject to certain restrictions, including, without limitation, territory restrictions, bank/payment card restrictions, spending limits, third party service provider restrictions or otherwise, which may prevent the processing of your purchase. If a transaction has been declined online due to payment card issues, please ensure all data is correct and resubmit. If the transaction is not accepted online, you will be unable to use that card for your transaction and should use another card. If a payment card company is being used for a transaction, we may obtain a pre-approval from the applicable payment card company for an amount up to the amount of the order. All purchases of products and services through the Services are final once you click the “Purchase” button and billing to your payment card occurs at such time or shortly thereafter. We shall not be liable to you, in any capacity, should your transaction be declined or otherwise not accepted by your payment card company.
8.3 Taxes. You are responsible for any taxes imposed on any fee-based transactions conducted on or in connection with the Services and applicable taxes may be added to the amount charged for the applicable transaction on the Site. Fee-based transactions on the Site may include, without limitation, sales tax, use tax and any other applicable taxes, which may be based on various factors, including, without limitation, the bill-to address and tax rates in effect at the time your transaction is completed.
8.4 Electronic Signature and Contracts. Your use of the Services includes the ability to make purchases electronically. You acknowledge that your electronic submissions constitute your intent to promptly pay for all such purchases. Your agreement and intent to be bound by electronic submissions applies to all records relating to all transactions you enter into in connection to the Service, including, without limitation and to the full extent allowed by law, notices of cancellation, policies, contracts, amendments and otherwise.
8.5 Design Revisions & Project Deliverables. For designer projects, the client receives one mood board and one floorplan per room. After up to two rounds of revisions of those materials, client receives a sourcing presentation. Up to one round of revision of the sourcing presentation is included. Any additional revisions will be available at extra cost.
Please note that for all project sizes we will wait for your final approval before ordering the selected furniture items. Should your delay in approval cause the item to be out of stock we reserve the right to charge more design hours for resourcing a new item.
8.6 Purchasing on behalf of the Client. As listed in the proposal, “Purchasing” includes the initial order placement only. The client is responsible for arranging all deliveries, accepting all deliveries and associated costs. Any returns and exchanges of furniture and/or items for whatever reason are the sole responsibility of the client. 4th & Grove does not give any warranties or guarantees and is free of liability as it relates to furniture and/or items purchased on behalf of the client. It is the responsibility of the client to check custom order quotes and/or order confirmations for accuracy. 4th & Grove does not take responsibility for any orders placed incorrectly with the client’s approval and does not track furniture orders.
4th & Grove is not responsible for delays or cancellations on behalf of vendors and does not assemble furniture or any other ordered items.
8.7 Contractors. Contractors, such as but not limited to handymen, painters, mill workers, plumbers, carpenters, general contractors (GCs) are independent third parties of 4th & Grove. 4th & Grove can recommend contractors to the client but it is the decision of the client which contractor to choose. 4th & Grove does not give any warranties or guarantees and is free of liability as it relates to contractor services. 4th & Grove or Aid is not responsible for delays, mistakes or cancellations of contractors.
9. The Service. Your use of the Services will be priced in hourly increments or packages as detailed in the The Service. 4th & Grove reserves the right to refuse service, terminate accounts, and/or cancel orders at its discretion, including, without limitation, if 4th & Grove believes that client conduct violates applicable law or is harmful to 4th & Grove’s interests.
10. Unauthorized User Conduct. The use of the Services for unlawful or harmful activities is not allowed and you are solely responsible for your conduct in connection with the Services. You represent, warrant and agree that, while using the Services, you shall not:
· engage in or encourage conduct that would violate any applicable law, rule, regulation, judicial or government order or give rise to civil liability or violate or infringe upon any intellectual property, proprietary, privacy, moral, publicity or other rights of ours or of any other person or entity; take any action that is or is likely to be unlawful, harmful, threatening, abusive, tortious, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy or publicity rights, harassing, profane, obscene, vulgar or that is patently offensive, promotes racism, bigotry, hatred or physical harm of any kind against any group or individual; submit, upload, transmit, display or otherwise make available through the Services any material that you do not have a right to make available under any law, rule or regulation or under contractual or fiduciary relationships (such as inside information, proprietary or confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements), or otherwise creates a security or privacy risk for any other person or entity; engage in or encourage conduct that adversely affects or negatively reflects our Company, or our affiliates, the Services, our goodwill, name or reputation or causes duress, distress or discomfort to us or anyone else, or discourage any person or entity from using all or any portion, features or functions of the Services, or from advertising or becoming a supplier to us in connection with the Services; submit, upload, transmit, display or otherwise make available through the Services any material that contains a software virus, worm, spyware, Trojan horse or other computer code, file or program designed to interrupt, impair, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; modify, disrupt, impair, alter or interfere with the use, features, function, operation or maintenance of the Services or the rights or use or enjoyment of the Services by any other user; impersonate any person or entity or falsely state or otherwise represent your affiliation with a person or entity; or modify, reverse engineer, decompile or disassemble any part of our Site, whether in whole or in part, or create any derivative works from any part of the Services, or encourage, assist or authorize any other person to do so.
We assume no responsibility for monitoring the Services for inappropriate content or conduct. If at any time we choose in our sole discretion to monitor the Services, we nonetheless assume no responsibility for any upload, submission, and distribution of texts, images, material, information, and communications by you (collectively, “User Materials“), and assume no obligation to modify or remove any User Materials, and no responsibility for the conduct of any user. We reserve the right to investigate and take appropriate legal action against anyone who, in our sole discretion, violates, or is suspected of violating, this Article 10, including, without limitation, reporting you to law enforcement authorities. Further, you acknowledge, consent and agree that we may access, preserve and disclose your account and registration information and any other content or information if required to do so by law or if based on a good faith belief that such access, preservation or disclosure is reasonably necessary to (a) comply with the legal process; (b) enforce this Agreement; (c) respond to claims that any content or information violates the rights of any third party; (d) respond to your requests for customer or technical service; or (e) protect our rights, property or personal safety, and that of our users or any third parties.
11. Company Proprietary Rights.
11.1 General; Retention of Rights. As between you and us, we own, solely and exclusively, all right, title and interest in and to the Services and all content, information and materials contained and/or made available through or in connection with the Services (excluding User Materials) (“Company Content“), and all such Company Content is protected, without limitation, under U.S. Federal and State, as well as applicable foreign laws, rules, regulations and treaties. The term “Company Content” includes, without limitation, all audio/visual content, artwork, photographs, illustrations, graphics, logos, copy, text, computer code, application and other software, music (including the musical compositions therein), data, user interfaces, visual interfaces, information, materials, and all copyrightable or otherwise legally protectable elements of the Services, including, without limitation, the design, selection, sequence, look and feel, and arrangement of the Services, and any copyrights, trademarks, service marks, trade names, trade dress, patent rights, database rights and/or other intellectual property and/or proprietary rights therein (including with respect to any content contained and/or made available in any advertisements or information presented to you via the Services). Unless the context clearly requires otherwise or we explicitly set forth in writing, the term “Services” includes “Company Content” as well.
11.2 Limited Use; Restrictions. The Services are to be used solely for your non-exclusive, non-assignable, non-transferable and limited use and for no other purposes. You must not alter, delete or conceal any copyright, trademark, service mark or other notices contained on the Services. We require users to respect our copyrights, trademarks, and other intellectual property rights and shall enforce same. We likewise respect the intellectual property of others. If you believe that the Services contain elements that infringe your copyrights in your work, please follow the procedures set forth in Article 12 below.
12. Digital Millennium Copyright Act. If you are a copyright owner or an agent thereof and believe that any content on the Services infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (“DMCA“) by providing our Designated Agent (as set forth below) with the following information in writing (see 17 U.S.C. 512(c)(3) for further details):
· A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
· Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works on the Services are covered by a single notification, a representative list of such works on the Services;
· Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit us to locate the material;
· Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if applicable, e-mail address;
· A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law; and
· A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Written notification of claimed infringement must be submitted to the following Designated Agent:
Name and Address of Designated Agent:
4th & Grove LLC
124 High Street East #765
Glassboro, NJ 08028
Email Address of Designated Agent: email@example.com
4th & Grove may from time to time provide certain promotional opportunities, contests, and sweepstakes to Users. All such promotions will be run at the sole discretion of 4th & Grove, and can be activated, modified or removed at anytime by 4th & Grove without advance notification and the liability of any of Décor Aid’s partners pursuant to such promotional opportunities, contests and sweepstakes shall be limited pursuant to the Disclaimer and Limitation of Liability section of these Terms.
13. Customer Support. For assistance with technical issues or customer support inquiries in connection with the Services, please refer to our email: rosana@4thand grove.com.
16. Advertisements. From time to time, you may choose to communicate with, interact with, or obtain Third Party Services from our advertisers, sponsors, or other promotional partners (collectively, “Advertisers“) found on or through the Services or via a hyperlinked website or platform. All such communication, interaction and participation is strictly and solely between you and such Advertisers and we shall not be responsible or liable to you in any way in connection with these activities or transactions (including, without limitation, any representations, warranties, covenants, contracts or other terms or conditions that may exist between you and the Advertisers or any goods or services you may purchase or obtain from any Advertiser).
17. Indemnity. You agree to indemnify, defend and hold us, our affiliates, and their respective successors and assigns, directors, officers, employees, representatives, agents, licensors, Advertisers, suppliers and service providers harmless from any and all claims, liabilities, damages, losses, costs and expenses (including reasonable attorneys’ fees, accounting fees and/or any other professional fees), arising in any way out of or in connection with (a) your use of the Services, (b) your breach of this Agreement or (c) your User Materials. We reserve the right to assume the exclusive defense and control of any matter subject to indemnification by you and all negotiations for its settlement or compromise, and you agree to fully cooperate with us upon our request.
18. MARKETING/PUBLIC RELATIONS. We reserve the right to photograph and videograph the finished project upon completion and post the images to our website, Houzz, Facebook, Twitter, Instagram, Pinterest, Yelp, YouTube & Vimeo pages, as well as various shelter publications. The client’s name will not be used in conjunction with the images unless given permission by the client.
19. DISCLAIMER. The services and all company content, products, and users materials made available on, through or in connection therewith, including in connection with any third parties, are provided on an "as is" and "as available" basis, without any representation, warranty or condition of any kind, express or implied, or any guaranty or assurance that the services will be available for use, or that any products, features, functions, services or operations will be available or performed as described. All implied representations, warranties and conditions relating to the services and the site, and all company content, products, services and user materials are hereby disclaimed.
No advice or information, whether oral or written, obtained from us or through the services will create any warranty not expressly made herein. You are solely responsible for all of your communications interactions through the use of the services.
20. LIMITATIONS OF LIABILITY. You understand and agree that, to the fullest extenet permissible by law, we, our affiliates, and their respective successors and assigns, officers, directors, employees, agents, representatives, licensors, operators, service providers, advertisers and suppliers, shall not be liable for any loss or damage, of any kind direct or indirect, in connection with or arising from use of the services or from this agreement, including, without limitation, compensary, consequential, incidental, indirect, special or punitive damages.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW OUR TOTAL LIABILITY TO YOU FOR ANY DAMAGES (REGARDLESS OF THE FOUNDATION FOR THE ACTION) SHALL NOT EXCEED IN THE AGGREGATE THE AMOUNT OF FEES ACTUALLY PAID BY YOU TO US DURING THE MONTH IMMEDIATELY PRECEDING THE ACT ALLEGEDLY GIVING RISE TO OUR LIABILITY.
Without limiting the foregoing, we are not responsible or liable for any malicious code, delays, inaccuracies, errors, or omissions arising out of your use of the Services. You understand, acknowledge and agree that you are assuming the entire risk as to the quality, accuracy, performance, timeliness, adequacy, completeness, correctness, authenticity, security and validity of any and all features and functions of the Services, including, without limitation, User Materials and Company Content associated with your use of the Services.
You are hereby expressly advised not to rely upon the timeliness or performance of the Services for any transactions or User Content. Some jurisdictions do not allow for the exclusion of certain warranties or certain limitations on damages and remedies, accordingly some of the exclusions and limitations described in this Agreement may not apply to you.
21. Force Majeure. We shall not be deemed to be in default of or to have breached any provision of this Agreement as a result of any delay, failure in performance or interruption in connection with any product or service offered by us or any third party resulting directly or indirectly from any cause beyond our reasonable control, including, without limitation, an act of war or terrorism, failure of electricity supply, systems or connections, service interruptions, natural disaster, third party service provider failure or delay in performance, civil commotion, governmental action, labor dispute, act of God or other causes beyond our reasonable control.
22. Waiver. The waiver by you or by us of any breach of this Agreement shall not operate as a waiver of subsequent breaches of the same or different kind. Our failure to exercise any rights under this Agreement in a particular instance shall not operate as a waiver of our right to exercise the same of different rights in other instances.
23. Assignment. This Agreement, and any rights, licenses and privileges granted herein, may not be transferred or assigned by you, but may be assigned or transferred by us without restriction, notice or other obligation to you or any third party.
24. Governing Law; Miscellaneous.
24.1 This Agreement contains the entire understanding and agreement between you and us concerning the Services and supersedes any and all prior or inconsistent understandings relating to the Services and your use thereof. This Agreement cannot be changed orally. If any provision of this Agreement is held to be illegal, invalid or unenforceable, this shall not affect any other provisions and this Agreement shall be deemed amended to the extent necessary to make it legal, valid and enforceable. Any provision which must survive in order to allow us to enforce its meaning shall survive the termination of this Agreement; however, no action arising out of this Agreement or your use of the Services, regardless of form or the basis of the claim, may be brought by you more than one year after the cause of action has arisen (or if multiple causes, from the date the first such cause arose).
24.2 This Agreement and your use of the Services is governed by, construed and enforced in accordance with the internal substantive laws of the State of New Jersey (notwithstanding the state’s conflict of laws provisions) applicable to contracts made, executed and wholly performed in New Jersey, and, for the purposes of any and all legal or equitable actions, you specifically agree and submit to the exclusive jurisdiction and venue of the State and Federal Courts situated in the State and County of New Jersey and agree you shall not object to such jurisdiction or venue on the grounds of lack of personal jurisdiction, forum non conveniences or otherwise. IN ANY ACTION OR PROCEEDING COMMENCED TO ENFORCE ANY RIGHT OR OBLIGATION OF THE PARTIES UNDER THIS AGREEMENT, YOUR USE OF THE SERVICES OR WITH RESPECT TO THE SUBJECT MATTER HEREOF, YOU HEREBY WAIVE ANY RIGHT YOU MAY NOW HAVE OR HEREAFTER POSSESS TO A TRIAL BY JURY.
24.3 We are based in the United States and the Services are controlled by us from our offices. We make no representation or warranty that the Services or Company Content contained on or made available in connection therewith is legal, appropriate or available for use in locations outside of New Jersey. Those who choose to access the Services from other locations do so at their own risk and are responsible for compliance with any and all local laws, rules and regulations, if and to the extent local laws, rules and regulations are applicable. No software made available in connection with the Services may be downloaded, exported or re-exported into (or to a national or resident of) any countries that are subject to U.S. export restrictions.
This Agreement is effective immediately.
Copyright © 2016, 4th & Grove LLC.