Terms of Service
Please read this universal terms of service agreement carefully, as it contains important information regarding your legal rights and remedies.
This Universal Terms of Service Agreement (this “Agreement”) is entered into by and between The Cools Inc., a Delaware corporation (“The Cools”) and you, and is made effective as of the date of electronic acceptance. This Agreement sets forth the general terms and conditions of your use of The Cools products and services (individually and collectively, the “Services”) purchased or accessed through The Cools or The Cools website (this “Site”), and is in addition to (not in lieu of) any specific terms and conditions that apply to the particular Services you purchase or access through The Cools or this Site.
Your electronic acceptance of this Agreement signifies that you have read, understand, acknowledge and agree to be bound by this Agreement, along with the Transaction Agreement, which is incorporated herein by reference.
The terms “we”, “us” or “our” shall refer to The Cools. The terms “you”, “your”, “User” or “customer” shall refer to any individual or entity who accepts this Agreement. Nothing in this Agreement shall be deemed to confer any third-party rights or benefits.
The Cools, in its sole and absolute discretion, may change or modify this Agreement, and any policies or agreements which are incorporated herein, at any time, and such changes or modifications shall be effective immediately upon posting to this Site. You acknowledge and agree that (i) The Cools may notify you of such changes or modifications by posting them to this Site and (ii) your use of this Site or the Services found at this Site after such changes or modifications have been made (as indicated by the “Last Revised” date at the top of this page) shall constitute your acceptance of this Agreement as last revised. If you do not agree to be bound by this Agreement as last revised, do not use (or continue to use) this Site or the Services found at this Site. In addition, The Cools may occasionally notify you of changes or modifications to this Agreement by email. It is therefore very important that you keep your account (“Account”) information, including your email address, current. The Cools assumes no liability or responsibility for your failure to receive an email notification if such failure results from an inaccurate or out-of-date email address.
This Site and the Services found at this Site are available only to Users who can form legally binding contracts under applicable law. By using this Site or the Services found at this Site, you represent and warrant that you are (i) at least eighteen (18) years of age. Individuals under the age of 18 must at all times use The Cools’ services only in conjunction with and under the supervision of a parent or legal guardian who is at least 18 years of age. In this all cases, the adult is the user and is responsible for any and all activities.
If you are entering into this Agreement on behalf of a corporate entity, you represent and warrant that you have the legal authority to bind such corporate entity to the terms and conditions contained in this Agreement, in which case the terms "you", "your", "User" or "customer" shall refer to such corporate entity. If, after your electronic acceptance of this Agreement, The Cools finds that you do not have the legal authority to bind such corporate entity, you will be personally responsible for the obligations contained in this Agreement, including, but not limited to, the payment obligations. The Cools shall not be liable for any loss or damage resulting from The Cools’ reliance on any instruction, notice, document or communication reasonably believed by The Cools to be genuine and originating from an authorized representative of your corporate entity. If there is reasonable doubt about the authenticity of any such instruction, notice, document or communication, The Cools reserves the right (but undertakes no duty) to require additional authentication from you.
ACCOUNTS; TRANSFER OF DATA ABROAD
A. Accounts. In order to access some of the features of this Site or use some of the Services found at this Site, you will have to create an Account. You represent and warrant to The Cools that all information you submit when you create your Account is accurate, current and complete, and that you will keep your Account information accurate, current and complete. If The Cools has reason to believe that your Account information is untrue, inaccurate, out-of-date or incomplete, The Cools reserves the right, in its sole and absolute discretion, to suspend or terminate your Account. You are solely responsible for the activity that occurs on your Account, whether authorized by you or not, and you must keep your Account information secure, including without limitation your customer number/login, password... For security purposes, The Cools recommends that you change your password at least once every six (6) months for each Account you have with The Cools. You must notify The Cools immediately of any breach of security or unauthorized use of your Account. The Cools will not be liable for any loss you incur due to any unauthorized use of your Account. You, however, may be liable for any loss The Cools or others incur caused by your Account, whether caused by you, or by an authorized person, or by an unauthorized person. The Cools in its sole discretion, reserves the right to reject or change the name of any Account that violates any intellectual property, moral, or other rights of individuals and/or entities or violates The Cools Terms of Service.
B. Transfer of Data Abroad. If you are visiting this Site from a country other than the country in which our servers are located, your communications with us may result in the transfer of information (including your Account information) across international boundaries. By visiting this Site and communicating electronically with us, you consent to such transfers.
GENERAL RULES OF CONDUCT
You acknowledge and agree that:
- Your use of this Site and the Services found at this Site, including any content you submit, will comply with this Agreement and all applicable local, state, national and international laws, rules and regulations.
- You will not impersonate another User or any other person or entity, or submit content on behalf of another User or any other person or entity, without their express prior written consent.
- You will not collect or harvest (or permit anyone else to collect or harvest) any User Content (as defined below) or any non-public or personally identifiable information about another User or any other person or entity without their express prior written consent.
- You will not use this Site or the Services found at this Site in a manner (as determined by The Cools in its sole and absolute discretion) that:
- Is illegal, or promotes or encourages illegal activity;
- Promotes, encourages or engages in defamatory, harassing, abusive or otherwise objectionable behavior;
- Promotes, encourages or engages in child pornography or the exploitation of children;
- Promotes, encourages or engages in hate speech, hate crime, terrorism, violence against people, animals, or property, or intolerance of or against any protected class;
- Promotes, encourages or engages in any spam or other unsolicited bulk email, or computer or network hacking or cracking;
- Violates the Ryan Haight Online Pharmacy Consumer Protection Act of 2008 or similar legislation, or promotes, encourages or engages in the sale or distribution of prescription medication without a valid prescription;
- Infringes on the intellectual property rights of another User or any other person or entity;
- Violates the privacy or publicity rights of another User or any other person or entity, or breaches any duty of confidentiality that you owe to another User or any other person or entity;
- Interferes with the operation of this Site or the Services found at this Site;
- Contains or installs any viruses, worms, bugs, Trojan horses or other code, files or programs designed to, or capable of, disrupting, damaging or limiting the functionality of any software or hardware;
- Contains false or deceptive language, or unsubstantiated or comparative claims, regarding The Cools or The Cools’ Services.
- You will not copy or distribute in any medium any part of this Site or the Services found at this Site, except where expressly authorized by The Cools.
- You will not modify or alter any part of this Site or the Services found at this Site or any of its related technologies.
- You will not access The Cools Content (as defined below) or User Content through any technology or means other than through this Site itself, or as The Cools may designate.
- You agree to back-up all of your User Content so that you can access and use it when needed. The Cools does not warrant that it backs-up any Account or User Content, and you agree to accept as a risk the loss of any and all of your User Content.
- You will not use this Site or the Services found at this Site, including any of The Cools’ related technologies, for any commercial use without The Cools’ express prior written consent.
The Cools reserves the right to modify, change, or discontinue any aspect of this Site or the Services found at this Site, including without limitation prices and fees for the same, at any time.
YOUR USE OF THE COOLS CONTENT AND USER CONTENT
In addition to the general rules above, the provisions in this Section 5 apply specifically to your use of The Cools Content and User Content posted to The Cools’ website (i.e., those sites which The Cools directly controls or maintains).
A. The Cools Content. Except for User Content, the content on this Site and the Services found at this Site, including without limitation the text, software, scripts, source code, API, graphics, photos, sounds, music, videos and interactive features and the trademarks, service marks and logos contained therein (“The Cools Content”), are owned by or licensed to The Cools in perpetuity, and are subject to copyright, trademark, and/or patent protection in the United States and foreign countries, and other intellectual property rights under United States and foreign laws. The Cools Content is provided to you “as is”, “as available” and “with all faults” for your information and personal, non-commercial use only and may not be downloaded, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any purposes whatsoever without the express prior written consent of The Cools. No right or license under any copyright, trademark, patent, or other proprietary right or license is granted by this Agreement. The Cools reserves all rights not expressly granted in and to The Cools Content, this Site and the Services found at this Site, and this Agreement do not transfer ownership of any of these rights.
B. User Content. Some of the features of this Site or the Services found at this Site may allow Users to view, post, publish, share, store, or manage (a) ideas, opinions, recommendations, or advice (“User Submissions”), or (b) literary, artistic, musical, or other content, including but not limited to photos and videos (together with User Submissions, “User Content”). By posting or publishing User Content to this Site or to the Services found at this Site, you represent and warrant to The Cools that (i) you have all necessary rights to distribute User Content via this Site or via the Services found at this Site, either because you are the author of the User Content and have the right to distribute the same, or because you have the appropriate distribution rights, licenses, consents, and/or permissions to use, in writing, from the copyright or other owner of the User Content, and (ii) you do not violate the rights of any third party.
C. Security. You agree not to circumvent, disable or otherwise interfere with the security-related features of this Site or the Services found at this Site (including without limitation those features that prevent or restrict use or copying of any The Cools Content or User Content) or enforce limitations on the use of this Site or the Services found at this Site, The Cools Content or the User Content therein.
THE COOLS' USE OF USER CONTENT
The provisions in this Section 6 apply specifically to The Cools’ use of User Content posted to The Cools’ websites (i.e., those sites which The Cools directly controls or maintains).
A. Generally. You shall be solely responsible for any and all of your User Content or User Content that is submitted through your Account, and the consequences of, and requirements for, distributing it.
B. With Respect to User Submissions. You acknowledge and agree that:
- Your User Submissions are entirely voluntary.
- Your User Submissions do not establish a confidential relationship or obligate The Cools to treat your User Submissions as confidential or secret.
- The Cools has no obligation, either express or implied, to develop or use your User Submissions, and no compensation is due to you or to anyone else for any intentional or unintentional use of your User Submissions.
- The Cools may be working on the same or similar content, it may already know of such content from other sources, it may simply wish to develop this (or similar) content on its own, or it may have taken / will take some other action.
Subject to the terms and conditions for brands and merchants, The Cools shall own exclusive rights (including all intellectual property and other proprietary rights) to any User Submissions posted to this Site, and shall be entitled to the unrestricted use and dissemination of any User Submissions posted to this Site for any purpose, commercial or otherwise, without acknowledgment or compensation to you or to anyone else.
C. With Respect to User Content (Other Than User Submissions). Subject to the terms and conditions of the brand and merchant accounts, if you post or publish your User Content to this Site, you authorize The Cools to use the intellectual property and other proprietary rights in and to your User Content to enable inclusion and use of the User Content in the manner contemplated by this Site and this Agreement. Accordingly, you hereby grant The Cools a worldwide, non-exclusive, royalty-free, sublicensable (through multiple tiers), and transferable license to use, reproduce, distribute, prepare derivative works of, combine with other works, display, and perform your User Content in connection with this Site and The Cools’ (and The Cools’ affiliates’) business(es), including without limitation for promoting and redistributing all or part of this Site in any media formats and through any media channels without restrictions of any kind and without payment or other consideration of any kind, or permission or notification, to you or any third party. You also hereby grant each User of this Site a non-exclusive license to access your User Content (with the exception of User Content that you designate “private” or “password protected”) through this Site, and to use, reproduce, distribute, prepare derivative works of, combine with other works, display, and perform your User Content as permitted through the functionality of this Site and under this Agreement. The above licenses granted by you in your User Content terminate within a commercially reasonable time after you remove or delete your User Content from this Site. You understand and agree, however, that The Cools may retain (but not distribute, display, or perform) server copies of your User Content that have been removed or deleted. The above licenses granted by you in your User Content are perpetual and irrevocable.
B. Information Collected. The Cools may ask you for some or all of the following types of information when you register for our services, access various content or features, or directly contact the site:
- Contact information, such as name, email address, postal address, phone number, and/or mobile number;
- Age and date of birth
- Other demographic information
- Transactional information based on your activities on the site (such as buying, selling, item and content you generate or that relates to your profile);
- Shipping, billing and other information you provide to purchase or ship an item;
- Community discussions, chats, posts on the wall, images or videos uploaded to your profile, other correspondence through our site, and correspondence sent to us;
- Other information from your interaction with our site, services, content and advertising, including computer and connection information, statistics on page views, traffic to and from the sites, ad data, IP address and standard web log information;
- Additional information we ask you to submit to authenticate yourself or if we believe you are violating site policies (for example, we may ask you to send us an ID or bill to verify your address, or to answer additional questions online to help verify your identity or ownership of an item you list);
- Information from other companies, such as demographic and navigation data;
- Other supplemental information from third parties
- We may use the following personal information based on our policies below:
- We may sell or disclose your name or email address to third parties without your explicit consent, except as specified in this Policy.
- Your username as displayed throughout the site (and so available to the public) and is connected to all of your activity on the site. Other people can see your purchases (unless you opt to hide such purchasers), items for sale, store, feedback, ratings and associated comments.
- The Cools uses information for the following general purposes: products and services provisioning, billing, identification and authentication, service improvement, contact, research, and anonymous reporting. IP addresses are automatically reported by your browser each time you view a web page. Your IP address is stored in our user registration databases when you register with us. IP addresses may be used for various research purposes.
Once you give us your personal information, you are not anonymous to us. If you choose to provide us with personal information, you consent to the transfer and storage of that information on our servers located in the United States.
C. Marketing. We may sell or rent your personal information to third parties for marketing purposes without your explicit consent. We may combine your information with information we collect from other companies and use it to improve and personalize our services, content and advertising. If you do not wish to receive marketing communications from us or participate in our ad-customization programs, simply indicate your preference or by following the directions provided with the communication or advertisement.
D. Use. Our primary purpose in collecting personal information is to provide you with a safe, smooth, efficient, and customized experience. You agree that we may use your personal information to:
- Provide the services and customer support you request
- Collect fees, and troubleshoot problems
- Customize, measure and improve our services, content and advertising
- Tell you about our services and those of our corporate family, targeted marketing, service updates, and promotional offers based on your communication preferences
- Compare information for accuracy, and verify it with third parties
E. Our Disclosure of Your Information. The Cools is committed to maintaining your trust and we want you to understand when and with whom we may share information collected about you. We may disclose personal information to respond to legal requirements, enforce our policies, respond to claims that a listing or other content violates the rights of others, or protect anyone's rights, property, or safety. Such information will be disclosed in accordance with applicable laws and regulations.
We may also share your personal information with:
- Service providers under contract who help with our business operations (we employ other companies and people to perform tasks on our behalf and need to share your information with them to provide products and services to you)
- Other third parties to whom you explicitly ask us to send your information (or about whom you are otherwise explicitly notified and consent to when using a specific service)
- Law enforcement or other governmental officials, in response to a verified request relating to a criminal investigation or alleged illegal activity. In such events, we will disclose information relevant to the investigation, such as name, city, state, zip code, telephone number, email address, User ID history, IP address, fraud complaints, and bidding and listing history
- Certain The Cool’s program participants under confidentiality agreement, as we in our sole discretion believe necessary or appropriate in connection with an investigation of fraud, intellectual property infringement, piracy, or other unlawful activity. In such events, we will disclose name, street address, city, state, zip code, country, phone number, email address and company name.
- Other business entities, should we plan to merge with or be acquired by that business entity
Without limiting the above, in an effort to respect your privacy and our ability to keep the community free from bad actors, we will not otherwise disclose your personal information to law enforcement, other government officials, or other third parties without a subpoena, court order or substantially similar legal procedure, except when we believe in good faith that the disclosure of information is necessary to prevent imminent physical harm or financial loss or to report suspected illegal activity.
F. Information You Share. If you access our sites from a shared computer or a computer in an internet café, certain information about you, such as your User ID, activity or reminders from us, may also be visible to other individuals who use the computer after you. Please ensure that you logout from the site when using the site from a shared or public computer. You are always responsible for any activities that occur from your account.
G. Using Information from The Cools. Our site enables you to share personal information to complete transactions. We encourage you to disclose your privacy practices and respect the privacy of other users. We cannot guarantee the privacy or security of your information and therefore we encourage you to evaluate the privacy and security policies of your trading partner before entering into a transaction and choosing to share your information. To help protect your privacy, we allow only limited access to other users' contact and shipping information to facilitate your transactions. When users are involved in a transaction, they make have access to each other’s name, email address and other contact and shipping information. In all cases, you must give other users a chance to remove themselves from your database and a chance to review what information you have collected about them.
You agree to use user information only for:
- The Cool’s transaction-related purposes that are not unsolicited commercial messages;
- Using services offered through The Cools (such as escrow, shipping, and fraud complaints), or
- Other purposes that a user expressly chooses.
The Cools uses its own cookies for a number of purposes, including to:
- Access your information when you "sign in"
- keep track of preferences you specify while you are using our services
- display the most appropriate advertising banners, based on your interests and activity on The Cools
- estimate and report The Cool’s total audience size and traffic
- conduct research to improve our content and services.
Our cookies do not collect personal information, and we do not combine information collected through cookies with other personal information to tell us who you are or what your username or email address is.
A few important things you should know about cookies are that:
- Most cookies are "session cookies," meaning that they are automatically deleted from your hard drive at the end of a session.
- You are always free to decline our cookies if your browser permits, although doing so may interfere with your use of some of our sites or services.
- You may encounter cookies from third parties on certain pages of the sites that we do not control. (For example, if you view a web page created by another user, there may be a cookie placed by that web page.)
J. Account Protection. Your password is the key to your account. Use unique numbers, letters and special characters, and do not disclose your password to anyone. If you do share your password or your personal information with others, remember that you are responsible for all actions taken in the name of your account. If you lose your password, you may lose substantial control over your personal information and may be subject to legally binding actions taken on your behalf. Therefore, if your password has been compromised for any reason, you should immediately notify us and change your password.
L. Security. The security and confidentiality of your information is extremely important to us. Your information is stored on our servers located in the United States. We treat data as an asset that must be protected and use many tools (encryption, passwords, physical security, etc.) to protect your personal information against unauthorized access and disclosure. However, third parties may unlawfully intercept or access transmissions or private communications, and other users may abuse or misuse your personal information that they collect from the site. Please be aware though that, despite our best efforts, no security measures are perfect or impenetrable.
M. Third Parties. Except as otherwise expressly included in this Policy, this document addresses only the use and disclosure of information we collect from you. If you disclose your information to others, whether they are buyers or sellers on our sites or other sites throughout the internet, different rules may apply to their use or disclosure of the information you disclose to them. We do not control the privacy policies of third parties, and you are subject to the privacy policies of those third parties where applicable. We are not responsible for any information we do not collect. We encourage you to ask questions before you disclose your personal information to others.
N. Changes to this Policy. We may amend this Policy at any time. If we amend this Policy to permit material changes to the way we collect, use and/or share your personal information, we will notify you of such changes by sending an email at the last email address you provided us, and/or posting notice of the changes on our site. Any such material changes may affect our use and sharing of personal information that you provided to us. Please be advised that the changes to this Policy will apply to any personal information that you provide to us on or after the effect date of such change to the Policy.
If your questions are not answered online, you may write to us at:
The Cools Inc.
Attn: Legal - Privacy Practices
247 Centre Street, Sixth Floor
New York, NY 10013.
Beginning on January 1, 2005, California Civil Code Section 1798.83 permits our customers who are California residents to request certain information regarding our disclosure of personal information to third parties for their direct marketing purposes. To make such a request, please send an e-mail to email@example.com or write us:
The Cools Inc.
Attn: Legal - California Privacy Compliance
247 Centre Street, Sixth Floor
New York, NY 10013
MONITORING OF CONTENT; ACCOUNT TERMINATION POLICY
The Cools generally does not pre-screen User Content. However, The Cools reserves the right (but undertakes no duty) to do so and decide whether any item of User Content is appropriate and/or complies with this Agreement. The Cools may remove any item of User Content and/or terminate a User’s access to this Site or the Services found at this Site for posting or publishing any material in violation of this Agreement, or for otherwise violating this Agreement (as determined by The Cools in its sole and absolute discretion), at any time and without prior notice. The Cools may also terminate a User’s access to this Site or the Services found at this Site if The Cools has reason to believe the User is a repeat offender. If The Cools terminates your access to this Site or the Services found at this Site, The Cools may, in its sole and absolute discretion, remove and destroy any data and files stored by you on its servers.
ADDITIONAL RESERVATION OF RIGHTS
The Cools expressly reserves the right to deny, cancel, terminate, suspend, lock, or modify access to (or control of) any Account or Services (including the right to cancel or transfer any domain name registration) for any reason (as determined by The Cools in its sole and absolute discretion), including but not limited to the following: (i) to correct mistakes made by The Cools in offering or delivering any Services (including any domain name registration), (ii) to protect the integrity and stability of, and correct mistakes made by, any domain name registry, (iii) to assist with our fraud and abuse detection and prevention efforts, (iv) to comply with applicable local, state, national and international laws, rules and regulations, (v) to comply with requests of law enforcement, including subpoena requests, (vi) to comply with any dispute resolution process, (vii) to defend any legal action or threatened legal action without consideration for whether such legal action or threatened legal action is eventually determined to be with or without merit, or (viii) to avoid any civil or criminal liability on the part of The Cools, its officers, directors, employees and agents, as well as The Cools’ affiliates.
The Cools expressly reserves the right to review every Account for excessive space and bandwidth utilization, and to terminate or apply additional fees to those Accounts that exceed allowed levels.
TRADEMARK AND/OR COPYRIGHT INFRINGEMENT POLICY
The Cools supports the protection of intellectual property. Whether you are the holder of a trademark, service mark, or copyright, The Cools is committed to helping you protect your legal rights. Therefore, we have established the following policies for considering trademark and/or copyright infringement claims.
A. Copyright and Trademark Claims. 1. To notify The Cools that there has been a copyright or trademark violation, please follow the specific instructions in (B) for filing a trademark claim, or (C) filing a copyright complaint. 2. If you are responding to a complaint of infringement, you will need to follow our Counter Notification Policy in (D).
B. Trademark Claims. 1. If you (the "Complaining Party") would like to submit a trademark claim for violation of a mark on which you hold a valid, registered trademark or service mark (registered with the United States Patent and Trademark Office or, for foreign marks, registered with the appropriate intellectual property organization of your country; state registrations are not considered valid for these purposes), The Cools requests that the Complaining Party substantiate such claim by providing the following information via email to firstname.lastname@example.org. The words "Trademark Claim" should appear in the subject line. A trademark claim can also be submitted by mail to: Trademark Agent, The Cools, 247 Centre Street, Sixth Floor, New York, NY 10013.
To be considered effective, a notification of a claimed trademark violation must include the following information:
- The trademark, service mark, trade dress, name, or other indicia of origin ("mark") that is claimed to be infringed, including registration number.
- The jurisdiction or geographical area to which the mark applies.
- The name, post office address and telephone number of the owner of the mark identified above.
- The goods and/or services covered by or offered under the mark identified above.
- The date of first use of the mark identified above.
- The date of first use in interstate commerce of the mark identified above.
- A description of the manner in which the Complaining Party believes its mark is being infringed upon.
- Sufficient evidence that the owner of the website that is claimed to be infringing is a The Cools customer.
- The precise location of the infringing mark, including electronic mail address, etc.
- A good faith certification, signed under penalty of perjury, stating:
- The URL of the website,
- The content of the website that infringes the rights of another party,
- The name of such said party,
- The mark [identify mark] being infringed, and
- That use of the content of the website claimed to be infringing at issue is not defensible.
2. Upon receipt of the appropriate information identified in Section 1 above, for trademark claims, The Cools will initiate an investigation. While The Cools is investigating the claim, The Cools, at its sole discretion and without any legal obligation to do so, may temporarily remove the challenged material from The Cools, notify the posting party it will lock down the posting party's domain name(s), forward the Complaining Party’s written notification to the posting party, and/or if it is solely stored on a The Cools server, temporarily remove or deny access to the challenged material.
3. If The Cools concludes that the Complaining Party has raised a legitimate trademark claim, it may, at its sole discretion and without any legal obligation to do so, permanently remove the challenged material from The Cools, continue to suspend the posting party's The Cools account and/or if it is solely stored on a The Cools server, deny access to the challenged material. If The Cools concludes that the Complaining Party has not raised a legitimate claim or if it is not clear whether the Complaining Party has raised a legitimate claim, The Cools will restore access to the challenged material.
C. Copyright Claims. 1. If the Complaining Party would like to submit a copyright claim for material on which you hold a bona fide copyright, The Cools requests that the Complaining Party substantiate such claim by providing The Cools with the following information via email to email@example.com. The words "Copyright Claim" should appear in the subject line. A copyright claim can also be submitted by mail to: Copyright Agent, The Cools, 247 Centre Street, Sixth Floor, New York, NY 10013.
To be considered effective, a notification of a claimed copyright infringement must be provided to The Cools and must include the following information:
- An electronic signature of the copyright owner, or a person authorized to act on behalf of the owner, of an exclusive copyright that has allegedly been infringed.
- Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works on that site.
- 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 The Cools to locate the material.
- Information reasonably sufficient to permit The Cools to contact the Complaining Party, such as an address, telephone number, and, if available, an electronic mail address at which the Complaining Party may be contacted.
- A statement that the Complaining Party has 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.
- A statement that the information in the notification is accurate, and under penalty of perjury, that the Complaining Party is the owner, or is authorized to act on behalf of the owner, of an exclusive right that is allegedly infringed.
2. For Copyright Claims, upon receipt of appropriate notification from the Complaining Party, pursuant to Section 1 of Copyright Claims above, The Cools will remove or disable access to the material that is claimed to be infringing.
3. If the Complaining Party provides The Cools with appropriate notification, pursuant to Section 1 of Copyright Claims above, including information reasonably sufficient to permit The Cools to locate and remove or disable the material in question, or includes information concerning repeat infringement, then The Cools will forward the Complaining Party's written notification to such alleged Infringer and shall take reasonable steps promptly to notify the Infringer that it has removed or disabled access to the material.
D. Counter Notification Policy. 1. Counter Notification. If you have received a notice of copyright or trademark infringement, you may provide Counter Notification by emailing firstname.lastname@example.org or email@example.com and including the following:
- An electronic signature of the Infringer.
- Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled.
- A statement under penalty of perjury that the Infringer has a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled.
- The Infringer's name, address, and telephone number, and a statement that the Infringer consents to the jurisdiction of the Federal District Court for the judicial district of New York, or if the Infringer's address is outside of the United States, for any judicial district in which The Cools may be found, and that the Infringer will accept service of process from the Complaining Party or an agent of such Party.
2. Upon receipt of a Counter Notification as described in Section 1 above, The Cools shall promptly provide the Complaining Party with a copy of the Counter Notification, and inform such Party that it will replace the removed material or cease disabling access to it in ten (10) business days. The Cools will replace the removed material and cease disabling access to it in not less than ten (10), nor more than fourteen (14), business days following receipt of the Counter Notification, unless The Cools first receives notice from the Complaining Party that such Complaining Party has filed an action seeking a court order to restrain the Infringer from engaging in infringing activity relating to the material on The Cools’ system or network.
E. Repeat Infringers. It is The Cools' policy to provide for the termination, in appropriate circumstances, of The Cools customers and account holders who repeatedly violate this policy or are repeat infringers of copyrighted works, trademarks or any other intellectual property.
LINKS TO THIRD-PARTY WEBSITES
This Site and the Services found at this Site may contain links to third-party websites that are not owned or controlled by The Cools. The Cools assumes no responsibility for the content, terms and conditions, privacy policies, or practices of any third-party websites. In addition, The Cools does not censor or edit the content of any third-party websites. By using this Site or the Services found at this Site, you expressly release The Cools from any and all liability arising from your use of any third-party website. Accordingly, The Cools encourages you to be aware when you leave this Site or the Services found at this Site and to review the terms and conditions, privacy policies, and other governing documents of each other website that you may visit.
DISCLAIMER OF REPRESENTATIONS AND WARRANTIES
You specifically acknowledge and agree that your use of this site and the services found at this site shall be at your own risk and that this site and the services found at this site are provided “as is”, “as available” and “with all faults”. The cools, its officers, directors, employees, and agents disclaim all warranties, statutory, express or implied, including, but not limited to, any implied warranties of title, merchantability, fitness for a particular purpose and non-infringement. The cools, its officers, directors, employees, and agents make no representations or warranties about (i) the accuracy, completeness, or content of this site, (ii) the accuracy, completeness, or content of any sites linked (through hyperlinks, banner advertising or otherwise) to this site, and/or (iii) the services found at this site or any sites linked (through hyperlinks, banner advertising or otherwise) to this site, and the cools assumes no liability or responsibility for the same.
In addition, you specifically acknowledge and agree that no oral or written information or advice provided by the cools, its officers, directors, employees, or agents (including without limitation its call center or customer service representatives) will (i) constitute legal or financial advice or (ii) create a warranty of any kind with respect to this site or the services found at this site, and users should not rely on any such information or advice.
The foregoing disclaimer of representations and warranties shall apply to the fullest extent permitted by law, and shall survive any termination or expiration of this agreement or your use of this site or the services found at this site.
LIMITATIONS OF LIABILITY
In no event shall the cools, its officers, directors, employees, or agents be liable to you or any other person or entity for any direct, indirect, incidental, special, punitive, or consequential damages whatsoever, including any that may result from (i) the accuracy, completeness, or content of this site, (ii) the accuracy, completeness, or content of any sites linked (through hyperlinks, banner advertising or otherwise) to this site, (iii) the services found at this site or any sites linked (through hyperlinks, banner advertising or otherwise) to this site, (iv) personal injury or property damage of any nature whatsoever, (v) third-party conduct of any nature whatsoever, (vi) any unauthorized access to or use of our servers and/or any and all content, personal information, financial information or other information and data stored therein, (vii) any interruption or cessation of services to or from this site or any sites linked (through hyperlinks, banner advertising or otherwise) to this site, (viii) any viruses, worms, bugs, trojan horses, or the like, which may be transmitted to or from this site or any sites linked (through hyperlinks, banner advertising or otherwise) to this site, (ix) any user content or content that is defamatory, harassing, abusive, harmful to minors or any protected class, pornographic, “x-rated”, obscene or otherwise objectionable, and/or (x) any loss or damage of any kind incurred as a result of your use of this site or the services found at this site, whether based on warranty, contract, tort, or any other legal or equitable theory, and whether or not the cools is advised of the possibility of such damages.
In addition, you specifically acknowledge and agree that any cause of action arising out of or related to this site or the services found at this site must be commenced within one (1) year after the cause of action accrues, otherwise such cause of action shall be permanently barred.
In addition, you specifically acknowledge and agree that in no event shall the cools’s total aggregate liability exceed the total amount paid by you for the particular services that are the subject of the cause of action.
The foregoing limitation of liability shall apply to the fullest extent permitted by law, and shall survive any termination or expiration of this agreement or your use of this site or the services found at this site.
You agree to protect, defend, indemnify and hold harmless The Cools and its officers, directors, employees, and agents, from and against any and all claims, demands, costs, expenses, losses, liabilities and damages of every kind and nature (including, without limitation, reasonable attorneys’ fees) imposed upon or incurred by The Cools directly or indirectly arising from (i) your use of and access to this Site or the Services found at this Site; (ii) your violation of any provision of this Agreement or the policies or agreements which are incorporated herein; and/or (iii) your violation of any third-party right, including without limitation any intellectual property or other proprietary right. The indemnification obligations under this section shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this Site.
FEES AND PAYMENTS
You agree to pay any and all commissions due for items purchased at this Site at the time you order the item. All commissions are non-refundable unless otherwise expressly noted.. The Cools expressly reserves the right to change or modify its commission at any time, and such changes or modifications shall be posted online at this Site and effective immediately without need for further notice to you.
A. Pay by PayPal. By using The Cools’ pay by PayPal payment option (“PayPal”), you can purchase items using PayPal. In connection therewith, you agree to allow PayPal to debit the full amount of your purchase from your PayPal account (“PayPal Account”) or from the credit card(s), bank account(s), or other allowed payment method(s) linked to your PayPal Account (“PayPal Funding Source”).
It is your responsibility to keep your PayPal Account and PayPal Funding Source current and funded, and your PayPal Account backed by a valid credit card. You acknowledge and agree that (i) PayPal reserves the right to decline a transaction for any reason (including, but not limited to, payments that fail to go through as a result of your PayPal Account or PayPal Funding Source no longer existing or not holding available/sufficient funds) and (ii) in such event, neither PayPal nor The Cools shall be liable to you or any third party regarding the same. If for any reason PayPal is unable to withdraw the full amount owed for your purchase, you agree that PayPal and The Cools may pursue all available lawful remedies in order to obtain payment. You agree that if the transaction is returned unpaid, you will pay a service charge of $25.00 or the maximum amount allowed by law, which may be debited from your PayPal Account or PayPal Funding Source.
By clicking the box labeled “I agree” to the terms of the PayPal payment option, you authorize a debit of the full amount of your purchase from your PayPal Account or PayPal Funding Source.
UNCLAIMED PROPERTY; DORMANCY CHARGES
Please be advised that if a customer has an outstanding account balance (a credit positive balance) for three (3) years or more for any reason, and (i) The Cools is unable to issue payment to such customer or (ii) The Cools issued payment to such customer in the form of a paper check, but the check was never cashed, then The Cools shall turn over such account balance to the State of New York in accordance with state law. You acknowledge and agree that in either case (i) or (ii) above, The Cools may withhold a dormancy charge in an amount equal to the lesser of $15.00 or the total outstanding account balance associated with such customer.
SUCCESSORS AND ASSIGNS
This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, successors and assigns.
NO THIRD-PARTY BENEFICIARIES
Nothing in this Agreement shall be deemed to confer any third-party rights or benefits.
U.S. EXPORT LAWS
This Site and the Services found at this Site are subject to the export laws, restrictions, regulations and administrative acts of the United States Department of Commerce, Department of Treasury Office of Foreign Assets Control (“OFAC”), State Department, and other United States authorities (collectively, “U.S. Export Laws”). Users shall not export or re-export, or allow the export or re-export of, the Services found at this Site in violation of any U.S. Export Laws. None of the Services found at this Site may be downloaded or otherwise exported or re-exported (i) into (or to a national or resident of) any country with which the United States has embargoed trade; or (ii) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Denied Persons List, or any other denied parties lists under U.S. Export Laws. By using this Site and the Services found at this Site, you agree to the foregoing and represent and warrant that you are not a national or resident of, located in, or under the control of, any restricted country; and you are not on any denied parties list; and you agree to comply with all U.S. Export Laws (including “anti-boycott”, “deemed export” and “deemed re-export” regulations). If you access this Site or the Services found at this Site from other countries or jurisdictions, you do so on your own initiative and you are responsible for compliance with the local laws of that jurisdiction, if and to the extent those local laws are applicable and do not conflict with U.S. Export Laws. If such laws conflict with U.S. Export Laws, you shall not access this Site or the Services found at this Site. The obligations under this section shall survive any termination or expiration of this Agreement or your use of this Site or the Services found at this Site.
COMPLIANCE WITH LOCAL LAWS
The Cools makes no representation or warranty that the content available on this Site or the Services found at this Site are appropriate in every country or jurisdiction, and access to this Site or the Services found at this Site from countries or jurisdictions where its content is illegal is prohibited. Users who choose to access this Site or the Services found at this Site are responsible for compliance with all local laws, rules and regulations.
GOVERNING LAW; JURISDICTION; VENUE; WAIVER OF TRIAL BY JURY
This Agreement shall be governed by and construed in accordance with the federal law of the United States and the state law of New York, whichever is applicable, without regard to conflict of laws principles. You agree that any action relating to or arising out of this Agreement shall be brought in the state or federal courts of New York County, New York, and you hereby consent to (and waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to) jurisdiction and venue in the state and federal courts of New York County, New York. You agree to waive the right to trial by jury in any action or proceeding that takes place relating to or arising out of this Agreement.
TITLES AND HEADINGS; INDEPENDENT COVENANTS; SEVERABILITY
The titles and headings of this Agreement are for convenience and ease of reference only and shall not be utilized in any way to construe or interpret the agreement of the parties as otherwise set forth herein. Each covenant and agreement in this Agreement shall be construed for all purposes to be a separate and independent covenant or agreement. If a court of competent jurisdiction holds any provision (or portion of a provision) of this Agreement to be illegal, invalid, or otherwise unenforceable, the remaining provisions (or portions of provisions) of this Agreement shall not be affected thereby and shall be found to be valid and enforceable to the fullest extent permitted by law.
If you have any questions about this Agreement, please contact us by email or regular mail at the following address:
The Cools Inc.
46 Canal St,
New York, NY 10002