This Terms of Service (“TOS”) is a binding contract between you, an individual user (“you”) and Turtleneck T-Shirt Club, Inc. (“Obeo,” “we,” “us” or “our”), governing your use of the website located at obeo.io (“Site”). BY ACCESSING OR USING THE SITE, YOU AGREE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THIS TOS. IF YOU DO NOT AGREE TO THIS TOS, THEN YOU MUST NOT ACCESS OR USE THE SITE.
Use of our Services requires an obeo.io account. You agree to provide us with complete and accurate information when you register for an account. You will be solely responsible and liable for any activity that occurs under your username. You are responsible for keeping your password secure.
1. Log-In Credentials. While you may always browse the public-facing portions of the Site without registering with us, in order to enjoy the full benefits of the Site you must register an account with us (“Account”).
2. Account Security. You are responsible for the security of your Account, and are fully responsible for all activities that occur through the use of your log-in credentials. You agree to notify Obeo immediately at firstname.lastname@example.org if you suspect or know of any unauthorized use of your log-in credentials or any other breach of security with respect to your Account. Obeo will not be liable for any loss or damage arising from unauthorized use of your log-in credentials prior to you notifying Obeo of such unauthorized use or loss of your log-in credentials. Separate log-in credentials may be required to access External Sites (defined in Section 7 below).
3. Accuracy of Information. When creating an Account, you will provide true, accurate, current, and complete information as Obeo requests. You will update the information about yourself promptly, and as necessary, to keep it current and accurate. We reserve the right to disallow, cancel, remove, or reassign certain usernames and permalinks in appropriate circumstances, as determined by us in our sole discretion, and may, with or without prior notice, suspend or terminate your Account if activities occur on your Account which, in our sole discretion, would or might constitute a violation of this TOS, cause damage to or impair the Site, infringe or violate any third party rights, damage or bring into disrepute the reputation of Obeo, or violate any applicable laws or regulations. If messages sent to the e-mail address you provide are returned as undeliverable, then Obeo may terminate your Account immediately without notice to you and without any liability to you or any third party.
4. Sending Messages. You represent, warrant, and covenant that when using the Site to send Messages, you will (i) comply with all applicable federal, state, and local laws, regulations, and rules governing such Messages, including, without limitation, the Telephone Consumer Protection Act and its implementing rules and regulations, the Telemarketing and Consumer Fraud and Abuse Prevention Act, the Federal Trade Commission’s Telemarketing Sales Rule, the CAN-SPAM Act of 2013, and state and local equivalents; (ii) comply with all applicable industry best practices; (iii) send Messages only to individuals from whom your Organization has obtained the legally required consent to do so (“Subscribers”); and (iii) promptly notify Obeo of all requests made by Subscribers to stop receiving Messages from Obeo or your Organization. As used in this Section, “Organization” means any company, entity or organization on whose behalf you access and use the Site to send Messages to Subscribers.
5. Fees, Payment, and Renewal. Fees. Some of our Services are offered for a fee (“Paid Services”). By using a Paid Service, you agree to pay the specified fees. Depending on the Paid Service, there may be a one-time fee or recurring fees. For recurring fees, we’ll bill or charge you for in regular intervals (such as monthly, annually, or biennially), on a pre-pay basis until you cancel, which you can do at any time by contacting the relevant support team.
6. Taxes. To the extent permitted by law, or unless explicitly stated otherwise, all fees are exclusive of applicable federal, provincial, state, local or other governmental sales, goods and services, harmonized or other taxes, fees, or charges now in force or enacted in the future (“Taxes”). You are responsible for payment of all applicable Taxes relating to your use of our Services, your payments, or your purchases. If we are obligated to pay or collect Taxes on the Fees you’ve paid or will pay, you are responsible for such Taxes, and we may collect payment for such Taxes.
7. Payment. If your payment fails or Paid Services are otherwise not paid for on time, we may immediately cancel or revoke your access to the Paid Services. If you contact your bank or credit card company to decline or reverse the charge of fees for Paid Services, we may revoke your access to our Services in general.
8. Automatic Renewal. To ensure uninterrupted service, recurring Paid Services are automatically renewed. This means that unless you cancel a Paid Service before the end of the applicable subscription period, it will automatically renew, and you authorize us to invoice you or use any payment mechanism we have on record for you to collect the then-applicable subscription fee (as well as any Taxes). Your Paid Services are renewed for the same interval of time. For example, if you purchase a obeo.io annual plan, you will be charged each year.
9. Refunds. While you may cancel a Paid Service at any time, refunds are issued in our sole discretion.
10. Fee Changes. We may change our fees at any time. When applicable, we may give you advance notice of the fee changes. If you don’t agree with the fee changes, you can cancel your Paid Service.
11. Copyright Infringement and DMCA Policy. As Obeo asks others to respect its intellectual property rights, it respects the intellectual property rights of others. If you believe that material located on or linked to by obeo.io violates your copyright, you are encouraged to notify Obeo in accordance with Obeo’s Digital Millennium Copyright Act (“DMCA”) Policy. Obeo will respond to all such notices, including as required or appropriate by removing the infringing material or disabling all links to the infringing material. Obeo will terminate a visitor’s access to and use of the website if, under appropriate circumstances, the visitor is determined to be a repeat infringer of the copyrights or other intellectual property rights of Obeo or others. In the case of such termination, Obeo will have no obligation to provide a refund of any amounts previously paid to Obeo.
12. Intellectual Property. This Agreement does not transfer from Obeo to you any Obeo or third party intellectual property, and all right, title, and interest in and to such property will remain (as between the parties) solely with Obeo. Obeo, Obeo, obeo.io, the obeo.io logo, and all other trademarks, service marks, graphics and logos used in connection with obeo.io or our Services, are trademarks or registered trademarks of Obeo or Obeo’s licensors. Other trademarks, service marks, graphics and logos used in connection with our Services may be the trademarks of other third parties. Your use of our Services grants you no right or license to reproduce or otherwise use any Obeo or third-party trademarks.
13. Changes. We are constantly updating our Services, and that means sometimes we have to change the legal terms under which our Services are offered. If we make changes that are material, we will let you know by posting on one of our blogs, or by sending you an email or other communication before the changes take effect. The notice will designate a reasonable period of time after which the new terms will take effect. If you disagree with our changes, then you should stop using our Services within the designated notice period. Your continued use of our Services will be subject to the new terms. However, any dispute that arose before the changes shall be governed by the Terms (including the binding individual arbitration clause) that were in place when the dispute arose.
14. Termination. Obeo may terminate your access to all or any part of our Services at any time, with or without cause, with or without notice, effective immediately. If you wish to terminate this Agreement or your obeo.io account (if you have one), you may simply discontinue using our Services. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
15. Disclaimer of Warranties. Our Services are provided “as is.” Obeo and its suppliers and licensors hereby disclaim all warranties of any kind, express or implied, including, without limitation, the warranties of merchantability, fitness for a particular purpose and non-infringement. Neither Obeo nor its suppliers and licensors, makes any warranty that our Services will be error free or that access thereto will be continuous or uninterrupted. If you’re actually reading this, here’s a treat. You understand that you download from, or otherwise obtain content or services through, our Services at your own discretion and risk.
16. Jurisdiction and Applicable Law. Except to the extent applicable law, if any, provides otherwise, this Agreement, any access to or use of our Services will be governed by the laws of the state of California, U.S.A., excluding its conflict of law provisions, and the proper venue for any disputes arising out of or relating to any of the same will be the state and federal courts located in San Francisco County, California.
17. Arbitration Agreement. Except for claims for injunctive or equitable relief or claims regarding intellectual property rights (which may be brought in any competent court without the posting of a bond), any dispute arising under this Agreement shall be finally settled in accordance with the Comprehensive Arbitration Rules of the Judicial Arbitration and Mediation Service, Inc. (“JAMS”) by three arbitrators appointed in accordance with such Rules. The arbitration shall take place in San Francisco, California, in the English language and the arbitral decision may be enforced in any court. The prevailing party in any action or proceeding to enforce this Agreement shall be entitled to costs and attorneys’ fees.
18. Limitation of Liability. In no event will Obeo, or its suppliers or licensors, be liable with respect to any subject matter of this Agreement under any contract, negligence, strict liability or other legal or equitable theory for: (i) any special, incidental or consequential damages; (ii) the cost of procurement for substitute products or services; (iii) for interruption of use or loss or corruption of data; or (iv) for any amounts that exceed the fees paid by you to Obeo under this Agreement during the twelve (12) month period prior to the cause of action. Obeo shall have no liability for any failure or delay due to matters beyond their reasonable control. The foregoing shall not apply to the extent prohibited by applicable law.
19. General Representation and Warranty. You represent and warrant that your use of our Services: Will be in strict accordance with this Agreement; Will comply with all applicable laws and regulations (including without limitation all applicable laws regarding online conduct and acceptable content, the transmission of technical data exported from the United States or the country in which you reside, privacy, and data protection); and Will not infringe or misappropriate the intellectual property rights of any third party.
20. Indemnification. You agree to indemnify and hold harmless Obeo, its contractors, and its licensors, and their respective directors, officers, employees, and agents from and against any and all losses, liabilities, demands, damages, costs, claims and expenses, including attorneys’ fees, arising out of or related to your use of our Services, including but not limited to your violation of this Agreement, materials (such as computer software, items for sale, or content) that you post, and any ecommerce activities conducted through your or another user’s site.
21. Miscellaneous. This Agreement constitutes the entire agreement between Obeo and you concerning the subject matter hereof, and they may only be modified by a written amendment signed by an authorized executive of Obeo, or by the posting by Obeo of a revised version.
If any part of this Agreement is held invalid or unenforceable, that part will be construed to reflect the parties’ original intent, and the remaining portions will remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof.
You may assign your rights under this Agreement to any party that consents to, and agrees to be bound by, its terms and conditions; Obeo may assign its rights under this Agreement without condition. This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns.