These Terms and Conditions apply only to the web site(s) owned (however accessed and/or used, whether via personal computers, mobile devices or otherwise) or controlled by Shrubbly, LLC, or any of its related, affiliated or subsidiary companies (“Company,” “Shrubbly”, “we,” “our” or “us”) or other interactive features that are accessible or downloadable through the web sites owned or controlled by Company and that post a link to these Terms and Conditions (collectively, the “Web Sites”).
Company provides the Web Sites as a service to its customers. Our Sites provide information about Shrubbly’s products, allow users to purchase Shrubbly’s products and sign up for a Shrubbly account, and provide different ways to interact with Shrubbly through newsletters, blogs, social media, and other outlets. Our Sites may contain text, photographs, videos, audio clips, or other content (collectively the “Content”). To the extent new Content, services, or features are added to our Sites in the future, their use is subject to these Terms and Conditions.
Please review the following basic terms that govern your use of and purchase of products from our Site. Please note that your use of our Web Sites constitutes your agreement to follow and be bound by those terms (the “Agreement”). If you do not agree to these terms, please do not use this site. Although you may “bookmark” a particular portion of the Web Sites and thereby bypass this Agreement, your use of the Web Sites still binds you to the terms. We may from time to time change the terms that govern your use of our Web Sites. Since Company may revise this Agreement at any time, you should visit this page periodically to review the terms of your use.
While we make our best effort to provide you with up-to-date information regarding available products, availability is subject to change at any time. Shrubbly makes no representations or warranties regarding the availability of any product. In the event of a technical or clerical error in the published availability of any product, Shrubbly reserves the right to cancel your order and provide a refund or replacement for your purchase (including after your purchase is confirmed) and you hereby waive all other claims related thereto. In the event you make a purchase with us, you agree that you will make all purchases in good faith and not based on speculation or fraud.
Registration & Representations
Certain features of our Sites (such as making a purchase) may require you to register by providing your personal information, such as your name, e-mail address, credit card number, and other information. You may also wish to register on our Sites to receive information, participate in Shrubbly programs, subscribe to email lists, or enter a promotion.
If you wish to register on our Sites, you agree to provide accurate information about yourself as required by the applicable registration form. You also agree that you will only register one account on the site. We reserve the right to suspend or terminate your use of our Sites if we discover that you have violated these Terms and Conditions. You are responsible for maintaining the confidentiality of your account details and you are fully responsible for all activities that occur under your account. You agree to notify us immediately of any known or suspected unauthorized use of your account. We cannot and will not be liable for any loss or damage arising from your failure to protect the confidentiality of your account data.
As a condition of your right to use the Sites, you represent that you are of legal age to enter into a binding contract and that you are not a person barred from visiting the Sites and accessing the Content under the laws of the United States or other country.
Third-Party Sites and Content
The Web Sites may contain links to other websites that are not affiliated with Company or otherwise under the control of Company. Company has no responsibility for the linked websites nor does it necessarily endorse the linked websites. Company provides the links solely for the convenience and information of its Web Site users.
Some of the Content, services, and features on our Sites, including without limitation social media Content, may be provided by or obtained from third parties. We make no representations or warranties as to the accuracy or reliability of any Content or features on our Sites created or provided by third parties, or with regard to any product or service provided or offered by any third party on the Sites. You acknowledge that any reliance on representations and warranties provided by any party other than Shrubbly will be at your own risk. You expressly agree to hold Shrubbly harmless for any claims of damage arising from any Content, product, or service provided by any third party.
Disclaimer of Warranties and Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY LAW, SHRUBBLY, ITS RELATED ENTITIES, ITS SERVICE PROVIDERS, ITS LICENSORS, AND ITS OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS (COLLECTIVELY THE “SHRUBBLY PARTIES”) EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND RELATED TO USE OR OPERATION OF THE SITES (INCLUDING WITHOUT LIMITATION, PARTICIPATION IN OUR PROGRAMS), WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. YOUR USE OF OUR SITES IS AT YOUR SOLE RISK. OUR SITES AND ALL CONTENT, PRODUCTS, PROGRAMS, AND SERVICES OFFERED THROUGH THE SITES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. THE SHRUBBLY PARTIES ARE NOT RESPONSIBLE FOR ERRONEOUS DELETION OR FAILURE TO STORE ANY OF YOUR PERSONAL SETTINGS OR COMMUNICATIONS, OR ANY LOSS OR DAMAGE OF ANY KIND YOU CLAIM WAS INCURRED AS A RESULT OF THE USE OF OUR SITES. UNDER NO CIRCUMSTANCES, WILL ANY OF THE SHRUBBLY PARTIES BE LIABLE TO YOU OR TO ANY PERSON OR ENTITY CLAIMING THROUGH YOU FOR ANY LOSS, INJURY, LIABILITY, DAMAGE, OR DAMAGES ARISING OUT OF OR IN CONNECTION WITH YOUR ACCESS TO, USE OF, INABILITY TO USE, OR RELIANCE ON OUR SITES OR ANY CONTENT, PRODUCT, OR SERVICE PROVIDED TO YOU THROUGH OR IN CONNECTION WITH OUR SITES. THIS IS A COMPREHENSIVE LIMITATION OF LIABILITY THAT APPLIES TO ALL LOSSES AND DAMAGES OF ANY KIND WHATSOEVER, WHETHER DIRECT OR INDIRECT, GENERAL, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR OTHERWISE, INCLUDING WITHOUT LIMITATION, LOSS OF DATA, GOODWILL, REVENUE, OR PROFITS. THIS LIMITATION OF LIABILITY APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY, OR ANY OTHER BASIS; EVEN IF ANY SHRUBBLY PARTY HAS BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES; AND WITHOUT REGARD TO THE SUCCESS OR EFFECTIVENESS OF OTHER REMEDIES. IF ANY PART OF THIS LIMITATION OF LIABILITY IS FOUND TO BE INVALID, ILLEGAL, OR UNENFORCEABLE FOR ANY REASON, THEN THE AGGREGATE LIABILITY OF THE SHRUBBLY PARTIES UNDER SUCH CIRCUMSTANCES TO YOU OR ANY PERSON OR ENTITY CLAIMING THROUGH YOU FOR LIABILITIES THAT OTHERWISE WOULD HAVE BEEN LIMITED WILL NOT EXCEED ONE HUNDRED U.S. DOLLARS. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES. ACCORDINGLY, SOME OF THE ABOVE DISCLAIMERS OF WARRANTIES AND LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU.
WITH REGARDS TO CONTENT RELATING TO HEALTH & WELLNESS ON THE SITE:
THIS SITE OFFERS HEALTH, WELLNESS, FITNESS AND NUTRITIONAL INFORMATION AND IS DESIGNED FOR EDUCATIONAL PURPOSES ONLY. YOU SHOULD NOT RELY ON THIS INFORMATION AS A SUBSTITUTE FOR, NOR DOES IT REPLACE, PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT. IF YOU HAVE ANY CONCERNS OR QUESTIONS ABOUT YOUR HEALTH, YOU SHOULD ALWAYS CONSULT WITH A PHYSICIAN OR OTHER HEALTH-CARE PROFESSIONAL. DO NOT DISREGARD, AVOID OR DELAY OBTAINING MEDICAL OR HEALTH RELATED ADVICE FROM YOUR HEALTH-CARE PROFESSIONAL BECAUSE OF SOMETHING YOU MAY HAVE READ ON THIS SITE. THE USE OF ANY INFORMATION PROVIDED ON THIS SITE IS SOLELY AT YOUR OWN RISK.
NOTHING STATED OR POSTED ON THIS SITE OR AVAILABLE THROUGH ANY SERVICES ARE INTENDED TO BE, AND MUST NOT BE TAKEN TO BE, THE PRACTICE OF MEDICAL OR COUNSELING CARE. FOR PURPOSES OF THIS AGREEMENT, THE PRACTICE OF MEDICINE AND COUNSELING INCLUDES, WITHOUT LIMITATION, PSYCHIATRY, PSYCHOLOGY, PSYCHOTHERAPY, OR PROVIDING HEALTH CARE TREATMENT, INSTRUCTIONS, DIAGNOSIS, PROGNOSIS OR ADVICE.
All content included on the Web Sites, such as text, graphics, logos, button icons, images, audio, data compilations, and software, is the property of Company or its content suppliers and protected by international copyright laws. The compilation of all content on the Web Sites is the exclusive property of Company and protected by domestic and international copyright laws. All software used on the Web Sites is the property of Company or its software suppliers and protected by domestic and international copyright laws.
Company’s graphics, logos, page headers, button icons, scripts, and service names are trademarks, registered trademarks, word marks or trade dress of the Company in the United States and all other applicable territories. Company’s trademarks and trade dress may not be used in connection with any product or service that is not Shrubbly, in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits the Company or the Company’s products. All other trademarks not owned by Company that appear on the Web Sites are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by Company.
User-Submitted Content and User Conduct
Any content, whether uploaded, posted, submitted, or otherwise made available on our Sites or to Shrubbly, including without limitation social media posts displayed on our Sites or referencing any of our social media sites, or any other content which does not originate with a Shrubbly Party (“User Content”), is the sole responsibility of the person who made such User Content available. Under no circumstances will any Shrubbly be liable in any way for any User Content made available through our Sites or in connection with any of our social media accounts. We may not review all User Content on our Sites, so we cannot and do not warrant and/or guarantee the truthfulness, integrity, suitability, or quality of any User Content.
You will not use the Web Sites to:
- Upload, post, e-mail, transmit, display, distribute, promote, or otherwise make available: (i) any material that is false, unlawful, threatening, tortious, disparaging (including disparaging of Company, its principles or affiliates), anything that adversely affects the Company’s business such as discouraging any person or entity from advertising with, linking to or supplying Company, abusive, libelous, defamatory, obscene, vulgar, offensive, pornographic, profane, racist, sexually explicit, ethnically or culturally offensive, indecent, or that promotes violence, racial hatred, terrorism, or illegal acts, or is otherwise objectionable in Company’s sole discretion; (ii) information, software, or other material that violates, plagiarizes, misappropriates or infringes the rights of third parties including, without limitation, copyright (including, without limitation, offering pirated computer programs or links to such programs, information used to circumvent manufacturer-installed copy-protect devices, including serial registration numbers for software programs, or any type of cracker utilities), trademark, patent, trade secret, rights of privacy or publicity or any other proprietary right; (iii) material of any kind that contains a virus, Trojan horse, time bombs, worms, spyware, bots, any automated use of the system, such as scripts, or other harmful component or restricts or inhibits any other user’s uninhibited use and enjoyment of the Web Sites, interferes with or disrupts the Web Sites or servers or networks connected to the Web Sites, or disobeys any requirements, procedures, policies or regulations of networks connected to the Web Sites; (iv) information or material of any kind that constitutes or contains false or misleading indications of origin or statements of fact, including, without limitation, by forging any TCP/IP packet header, any part of the header information in any transmission to the Web Sites, or otherwise manipulating identifiers in order to disguise the origin of any content transmitted to the Web Sites; or (v) any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” requests for money, petitions for signature, or any other form of solicitation; Encourage, promote, solicit or commit conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any local, state, national or international law or otherwise make available any material that exploits or harms any individual, corporation or other entity;
- Impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity;
- Disrupt the normal flow of dialogue, cause a screen to “scroll” faster than other users of the Web Sites are able to type, or otherwise act in a manner that negatively affects other users’ ability to engage in real time exchanges;
- Stalk, abuse, sexually exploit, violently exploit, act violently toward or otherwise harass another user;
- Use or attempt to use another’s information, account, password, service or system except as expressly permitted;
- Solicit or collect personal data including without limitation, telephone numbers, addresses, last names, financial information, passwords, codes, or email addresses, about other users.
You represent, warrant and agree that you will comply with the above acceptable use policy.
In addition, you are prohibited from interfering with, creating an excessive burden on, or otherwise disrupting our Sites, servers, or networks connected to them. We reserve the right (but have no obligation) in our sole discretion to pre-screen, edit, refuse, move, or remove any User Content that is posted on our Sites or prohibit your access to our Sites in the event of a violation of these Terms and Conditions.
User Comments, Content, Feedback, & Other Submissions
All communications, feedback, questions, comments, suggestions, proposed features or products, and the like (collectively “Feedback”) will be considered non-confidential and non-proprietary with regard to you, but we reserve the right to treat any such Feedback as the confidential information of Shrubbly. If any User Content is your original work, then you own the copyright in that work. By submitting Feedback to Shrubbly, you assign to Shrubbly, free of charge, a perpetual, irrevocable, worldwide license to create derivative works, distribute, reproduce, perform, display, and otherwise use, any intellectual property rights or proprietary information and ideas contained within any such Feedback, including without limitation the right to sublicense or assign any of the foregoing. We do not claim any copyrights in original works created and/or posted by individual visitors to our Sites. We will be entitled to use any Feedback you submit to us, and any ideas, concepts, know-how, or techniques contained in any such Feedback, for any purpose whatsoever, including but not limited to developing and marketing products and services using such Feedback without restriction and without notifying or compensating you in any way. Please do not send us any information or materials for which you do not wish to grant us such rights, including, without limitation, any confidential information or any original creative materials such as product ideas, written materials, photographs, original artwork, or computer code. Company is and shall be under no obligation (1) to maintain any Comments in confidence; (2) to pay user any compensation for any Comments; or (3) to respond to any user Comments. You agree that no Comments submitted by you to the Web Site will violate any right of any third party, including copyright, trademark, privacy or other personal or proprietary right(s). You are responsible for the information and other content contained in any Feedback you submit to us, including, without limitation, their truthfulness and accuracy.
You agree to indemnify and hold the Shrubbly Parties harmless from any claim or demand, including reasonable attorney’s fees and costs, made by any third party due to or arising out of your use of the Sites in a manner not permitted by Shrubbly, including without limitation your actual or alleged violation of these Terms and Conditions.
Other Content Complaints
If you believe that any Content on our Sites violates these Terms and Conditions or is otherwise inappropriate, please report the Content by sending an email to email@example.com.
Separate versions of our Content or our Sites may be available for use on mobile devices. If you access our Sites or Content on mobile devices, you understand that your mobile carrier’s standard charges will apply.
Compliance with Laws
You assume all knowledge of applicable law and you are responsible for compliance with any such laws. You may not use the Sites in any way that violates applicable state, federal, or international laws, regulations, or other government requirements.
THESE TERMS AND CONDITIONS AND THE INTERPRETATION OF THESE TERMS AND CONDITIONS SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF VERMONT, WITHOUT REGARD TO ITS CONFLICTS OF LAWS RULES AND SPECIFICALLY WILL NOT BE GOVERNED BY THE UNITED NATIONS CONVENTIONS ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS, IF OTHERWISE APPLICABLE.
You waive all rights to trial by jury in any action or proceeding instituted in connection with these Terms and Conditions and/or the Web Sites. Any controversy or claim arising out of or relating to these Terms and Conditions and/or the Web Sites shall be settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. Any such controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. The arbitration shall be conducted in the State of Vermont and judgment on the arbitration award may be entered into any court having jurisdiction thereof. Any matters or proceedings that are not subject to arbitration as set forth in this Section of these Terms and Conditions and/or for entering any judgment on an arbitration award, shall take place in the City of Burlington, VT. You waive the defense of forum non conveniens.
If any provision of these Terms and Conditions is determined by a court of law to be unlawful, void or unenforceable for any reason, the other provisions (and any partially-enforceable provision) shall not be affected thereby and shall remain valid and enforceable to the maximum possible extent, and the invalid provision will be modified as necessary to make it valid and enforceable while as closely as possible reflecting the original intentions of Shrubbly. You agree that these Terms and Conditions and any other agreements referenced herein may be assigned by Shrubbly, in our sole discretion, to a third party in the event of a merger or acquisition or otherwise. These Terms and Conditions shall apply in addition to, and shall not be superseded by, any other written agreement between us in relation to your participation as a contributor to our Sites. You agree and understand that these Terms and Conditions together with any other applicable click-through agreements you may have entered into regarding sharing social media content to the Sites or associated social media accounts, constitutes the entire agreement between you and Shrubbly regarding your use of the Sites, and that any other prior agreements between you and Shrubbly are superseded by these Terms and Conditions. Any failure by Shrubbly to exercise its rights under these Terms and Conditions or to enforce the terms hereof will not constitute a waiver of those rights. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Sites or relating to these Terms and Conditions must be filed within one (1) year after such claim or cause of action arose or be forever barred.
Please feel free to contact us by email at firstname.lastname@example.org if you have any questions about these Terms and Conditions.
Effective Date of this Terms and Conditions:
September 24, 2020