TERMS OF USE

THE AGREEMENT

The use of this website and services on this website provided by Eickhof Creative Shop LLC (hereinafter referred to as “Company”) are subject to the following Terms and Conditions (hereinafter the “Agreement”), all parts and sub-parts of which are specifically incorporated by reference here.

This Agreement shall govern the use of all pages on this website (hereinafter collectively referred to as “Website”) and any services provided by or on this Website (“Services”).

1. DEFINITIONS

The parties referred to in this Agreement shall be defined as follows:

1.1. Company, Us, We

The Company, as the creator, operator, and publisher of the Website, makes the Website, and certain Services on it, available to users. Eickhof Creative Shop LLC, Company, Us, We, Our, Ours, and other first-person pronouns will refer to the Company, as well as all employees and affiliates of the Company.

1.2. You, the User, the Client

You, as the user of the Website, will be referred to throughout this Agreement with second-person pronouns such as You, Your, Yours, or as User or Client.

1.3. Parties

Collectively, the parties to this Agreement – the Company and You – will be referred to as Parties.

2. ASSENT + ACCEPTANCE

By using the Website, You warrant that You have read and reviewed this Agreement and that You agree to be bound by it. If You do not agree to be bound by this Agreement, please leave the Website immediately. The Company only agrees to provide use of this Website and Services to You if You assent to this Agreement.

3. LICENSE TO USE WEBSITE

The Company may provide You with certain information as a result of Your use of the Website or Services. Such information may include, but is not limited to, documentation, data, or information developed by the Company, and other materials which may assist in Your use of the Website or Services (“Company Materials”).

Subject to this Agreement, the Company grants You a non-exclusive, limited, non-transferable, and revocable license to use the Company Materials solely in connection with Your use of the Website and Services. The Company Materials may not be used for any other purpose and this license terminates upon Your cessation of use of the Website or Services or at the termination of this Agreement.

4. INTELLECTUAL PROPERTY

You agree that the Website and all Services provided by the Company are the property of the Company, including all copyrights, trademarks, trade secrets, patents and other intellectual property (“Company IP”). You agree that the Company owns all right, title, and interest in and to the Company IP and that You will not use the Company IP for any unlawful or infringing purpose. You agree not to reproduce or distribute the Company IP in any way, including electronically or via registration of any new trademarks, trade names, service marks, or Uniform Resource Locators (URLs), without express written permission from the Company.

5. ACCEPTABLE USE

5.1.

You agree not to use the Website or Services for any unlawful purpose or any purpose prohibited under this clause. You agree not to use the Website or Services in any way that could damage the Website, Services or general business of the Company.

5.2.

You further agree not to use the Website or Services to:

5.2.1. Harass, abuse, or threaten others or otherwise violate any person’s legal rights;

5.2.2. Violate any intellectual property rights of the Company or any third party;

5.2.3. Upload or otherwise disseminate any computer viruses or other software that may damage the property of another;

5.2.4. Perpetrate any fraud;

5.2.5. Engage in or create any unlawful gambling, sweepstakes, or pyramid scheme;

5.2.6. Publish or distribute any obscene or defamatory material;

5.2.7. Publish or distribute any material that incites violence, hate, or discrimination towards any group; or

5.2.8. Unlawfully gather information about others.

6. SALE OF GOODS + SERVICES

The Company may sell goods or services or allow third parties to sell goods or services on the Website. The Company undertakes to be as accurate as possible with all information regarding the goods and services, including product descriptions and images.

However, the Company does not guarantee the accuracy or reliability of any product information and You acknowledge and agree that You purchase such products at Your own risk.

7. SHIPPING / DELIVERY / RETURN POLICY

7.1.

You agree to ensure payment for any items You may purchase from Us and You acknowledge and affirm that prices are subject to change. When purchasing a physical good, You agree to provide Us with a valid email and shipping address, as well as valid billing information. We reserve the right to reject or cancel an order for any reason, including errors or omissions in the information You provide to us. If We do so after payment has been processed, We will issue a refund to You in the amount of the purchase price. We also may request additional information from You prior to confirming a sale and We reserve the right to place any additional restrictions on the sale of any of Our products.

7.2.

You agree to ensure payment for any services you sign up for and You acknowledge and affirm that prices are subject to change. You agree to monitor Your method of payment. For any questions, concerns, or disputes, You agree to contact Us in a timely manner at the following email address: finance@brandmechanic.com.

7.3.

If You are unhappy with any services or products you have received, please communicate these concerns to Us promptly after reviewing the terms and conditions of the Services Agreement.

8. REVERSE-ENGINEERING + SECURITY

8.1.

You agree not to reverse engineer or attempt to reverse engineer or disassemble any code, software, processes, art work, content, or other elements from or on the Website or Services.

8.2

You agree not to violate the security of the Website or Services through any unauthorized access, circumvention of encryption or other security tools, data mining, or interference to any host, user, or network.

9. DATA LOSS

The Company does not accept responsibility for the security of Your account or content. You agree that Your use of the Website or Services is at Your own risk.

10. INDEMNIFICATION

You agree to defend and indemnify the Company and, if applicable, any of its affiliates, and hold Us harmless against any and all legal claims and demands, including reasonable attorney’s fees, which may arise from or relate to Your use or misuse of the Website or Services, Your breach of this Agreement, or Your conduct or actions. You agree that the Company shall be able to select its own legal counsel and may participate in its own defense, if the Company wishes.

11. SPAM POLICY

You are strictly prohibited from using the Website or any of the Company’s Services for illegal spam activities, including gathering email addresses and personal information from others or sending any mass commercial emails.

12. THIRD-PARTY LINKS + CONTENT

The Company may occasionally post links to third-party websites or other services. You agree that the Company is not responsible or liable for any loss or damage caused as a result of Your use of any third party services linked to from Our Website.

13. MODIFICATION + VARIATION

13.1.

The Company may, from time to time and at any time without notice to You, modify this Agreement. You agree that the Company has the right to modify this Agreement or revise anything contained herein. You further agree that all modifications to this Agreement are in full force and effect immediately upon posting on the Website and that modifications or variations will replace any prior version of this Agreement, unless prior versions are specifically referred to or incorporated into the latest modification or variation of this Agreement.

13.2.

To the extent any part or sub-part of this Agreement is held ineffective or invalid by any court of law, You agree that the prior, effective version of this Agreement shall be considered enforceable and valid to the fullest extent.

13.3.

You agree to routinely monitor this Agreement and refer to the Effective Date posted at the top of this Agreement to note modifications or variations. You further agree to clear Your cache when doing so to avoid accessing a prior version of this Agreement. You agree that Your continued use of the Website after any modifications to this Agreement is a manifestation of Your continued assent to this Agreement.

13.4.

In the event that You fail to monitor any modifications to or variations of this Agreement, You agree that such failure shall be considered an affirmative waiver of Your right to review the modified Agreement.

14. ENTIRE AGREEMENT

This Agreement constitutes the entire understanding between the Parties with respect to any and all use of this Website. This Agreement supersedes and replaces all prior or contemporaneous agreements or understandings, written or oral, regarding the use of this Website.

15. SERVICE INTERRUPTIONS

The Company may need to interrupt Your access to the Website to perform maintenance or emergency services on a scheduled or unscheduled basis. You agree that Your access to the Website may be affected by unanticipated or unscheduled downtime, for any reason, but that the Company shall have no liability for any damage or loss caused as a result of such downtime.

16. TERM, TERMINATION + SUSPENSION

The Company may terminate this Agreement with You at any time for any reason, with or without cause. The Company specifically reserves the right to terminate this Agreement if You violate any of the terms outlined herein, including, but not limited to, violating the intellectual property rights of the Company or a third party, failing to comply with applicable laws or other legal obligations, and/or publishing or distributing illegal material.

If You have registered for an account with Us, You may also terminate this Agreement at any time by contacting Us and requesting termination.

At the termination of this Agreement, any provisions that would be expected to survive termination by their nature shall remain in full force and effect.

17. NO WARRANTIES

You agree that Your use of the Website and Services is at Your sole and exclusive risk and that any Services provided by Us are on an “As Is” basis. The Company hereby expressly disclaims any and all express or implied warranties of any kind, including, but not limited to, the implied warranty of fitness for a particular purpose and the implied warranty of merchantability. The Company makes no warranties that the Website or Services will meet Your needs or that the Website or Services will be uninterrupted, error-free, or secure. The Company also makes no warranties as to the reliability or accuracy of any information on the Website or obtained through the Services. You agree that any damage that may occur to You, through Your computer system, or as a result of loss of Your data from Your use of the Website or Services is Your sole responsibility and that the Company is not liable for any such damage or loss.

18. LIMITATION OF LIABILITY

The Company is not liable for any damages that may occur to You as a result of Your use of the Website or Services, to the fullest extent permitted by law. This section applies to any and all claims by You, including, but not limited to, lost profits or revenues, consequential or punitive damages, negligence, strict liability, fraud, or torts of any kind.

This does not apply to Users who have become clients. Terms and conditions related to liability are found in the Services Agreement.

19. GENERAL PROVISIONS

19.1. Language

All communications made or notices given pursuant to this Agreement shall be in the English language.

19.2. Jurisdiction, Venue + Choice of Law

Through Your use of the Website or Services, You agree that the laws of the State of Oregon shall govern any matter or dispute relating to or arising out of this Agreement, as well as any dispute of any kind that may arise between You and the Company, with the exception of its conflict-of-law provisions.

In case any litigation specifically permitted under this Agreement is initiated, the Parties agree to submit to the personal jurisdiction of the state and federal courts of Washington County, Oregon, United States.

The Parties agree that this choice of law, venue, and jurisdiction provision is not permissive, but rather mandatory in nature. You hereby waive the right to any objection of venue, including assertion of the doctrine of forum non conveniens or similar doctrine.

19.3 Dispute Methods

If a dispute arises out of or relates to this Agreement or the breach thereof, and if the dispute cannot be settled through informal negotiation, the parties agree to first attempt in good faith to settle the dispute by mediation before resorting to arbitration or litigation. If a dispute cannot be settled through mediation, it shall be settled by binding arbitration in Washington County, Oregon, United States.

Notwithstanding the preceding paragraph, with respect to the collection of past-due monies that Client owes to the Company in accordance with the terms of this letter agreement equal to or less than the jurisdictional limit for small-claims court in Oregon, the Company shall be permitted, in the Company’s sole discretion, to bring a summary proceeding against Client in such court and Client agrees to waive any objection to personal jurisdiction or venue, and any right to a trial before jury, in any proceeding in these courts. Client agrees to pay all costs and expenses, including but not limited to, reasonable attorney fees and court costs, for the collection and/or enforcement of any obligation under this Agreement, whether or not a lawsuit or arbitration or mediation is commenced.

19.4. Assignment

This Agreement, or the rights granted hereunder, may not be assigned, sold, leased, or otherwise transferred in whole or part by You. Should this Agreement, or the rights granted hereunder, by assigned, sold, leased, or otherwise transferred by the Company, the rights and liabilities of the Company will bind and inure to any assignees, administrators, successors, and executors.

19.5. Severability

If any part or sub-part of this Agreement is held invalid or unenforceable by a court of law or competent arbitrator, the remaining parts and sub-parts will be enforced to the maximum extent possible. In such condition, the remainder of this Agreement shall continue in full force.

19.6. No Waiver

In the event that We fail to enforce any provision of this Agreement, this shall not constitute a waiver of any future enforcement of that provision or of any other provision. Waiver of any part or sub-part of this Agreement will not constitute a waiver of any other part or sub-part.

19.7. Headings for Convenience Only

Headings of parts and sub-parts under this Agreement are for convenience and organization, only. Headings shall not affect the meaning of any provisions of this Agreement.

19.8. No Agency, Partnership, or Joint Venture

No agency, partnership, or joint venture has been created between the Parties as a result of this Agreement. No Party has any authority to bind the other to third parties.

19.9. Force Majeure

The Company is not liable for any failure to perform due to causes beyond its reasonable control, including, but not limited to, acts of God, acts of civil authorities, acts of military authorities, riots, acts of violence or terror, embargoes, acts of nature and natural disasters, and other acts which may be due to unforeseen circumstances.

19.10. Electronic Communications Permitted

Electronic communications are permitted to both Parties under this Agreement, including email or fax. For any questions or concerns, please contact Us at the following email address: info@brandmechanic.com.