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Terms


Terms

We maintain herclique.com (the "Site") in order to provide buyers of editions of art, collectibles, design, memorabilia, merchandise and other products to purchase said items.

The following terms ("Terms") govern your use of the Site. The Site is owned and operated by Her Clique, Inc. (also referred to as “Her Clique" or "we" or "us" or "our"). Payment processing for purchases on the Site are done by Shopify. We may change the terms from time to time, at any time without notice to you, by posting such changes on the site. by accessing, using, signing up for, browsing, logging in or buying on the site, you accept and agree to be bound by these terms. If you do not agree to these Terms, you may not access or otherwise use the Site.

Proprietary Rights in the Site

As between you and Her Clique, Her Clique owns, solely and exclusively: a) all rights, title and interest in and to the Site, b) all audio, images, photographs, illustrations, text, graphics, logos, button icons, other visuals, video, copy, etc., created or made available by Her Clique on the Site, c) software, code, data and materials on the Site, d) the look and feel, design and organization of the Site, and e) the compilation of the content, code, data and materials on the Site, including but not limited to any copyrights, trademark rights, patent rights, database rights, trade secrets, moral rights (including the rights of authorship and attribution and subsequent modification), sui generis rights and other intellectual property and proprietary rights (whether registered or unregistered in any jurisdiction) therein. Your use of the Site does not grant to you any ownership of any content, software, code, data, or materials you may access on the Site.

Limited License to Use the Site

We offer the Site and its services only to those who may lawfully enter into and form contracts under applicable law. For example, minors are not allowed to buy property, or perform other transactions on the Site. You agree to comply with all applicable law, statutes and regulations regarding use of the Site. You may access and view the content on the Site on your computer or other Internet compatible device and make single copies or prints of the content on the Site for your internal use only. The Site and the services offered on or through the Site, including any content, software, code, data and materials thereon, are only for your own internal use.

Prohibited Uses

Any commercial distribution, publishing or exploitation of the Site, or any content, software, code, data or materials on the Site, is strictly prohibited unless you have received the express prior written permission of Her Clique or the applicable rights holder. Other than as provided in Section 2 above, you may not download, display, copy, reproduce, distribute, modify, perform, transfer, create derivative works from, sell or otherwise exploit any content, software, code, data or materials on the Site. If you make other use of the Site, or the content, software, code, data or materials thereon, except as otherwise provided above, you may violate copyright and other laws of the United States, other countries, as well as applicable state laws and may be subject to liability for such unauthorized use. Her Clique will aggressively enforce its intellectual property rights to the fullest extent of the law, including the seeking of criminal prosecution. 4. Trademarks. The trademarks, logos, service marks and trade names (collectively the "Trademarks") displayed on the Site or on content available through the Site are registered and unregistered Trademarks of ours and others and may not be used unless authorized by the trademark owner. All Trademarks not owned by us that appear on the Site are the property of their respective owners. Nothing contained on the Site should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Trademark displayed on the Site without our express written permission or that of the third-party rights holder. Your misuse of the Trademarks displayed on the Site are strictly prohibited. Her Clique will aggressively enforce its Trademark rights to the fullest extent of the law, including the seeking of criminal prosecution.

Copyright

The contents of the Site, such as text, graphics, images, audio, video, data, coding, scripts, computer programs and other material ( collectively "Materials"), are protected by copyright under the laws of the United States as well as other countries, and are owned or controlled by us or by third parties that have licensed their Materials to us. We authorize you to view and download a single copy of the Materials solely for your personal, non-commercial use, or in the case of galleries, to display to your clients solely for purposes of facilitating a transaction with us. The use of any software that is made available for downloading from the Site ("Software") is governed by the terms of the software license agreement accompanying such software (the "License Agreement"), and is conditioned on your agreement to be bound by the terms of the License Agreement. All rights in and to the Material not expressly granted to you in the Agreement are reserved. Neither the availability of, nor anything contained within the Site shall be construed as conferring any license under any of Her Clique’s or any third party's intellectual property rights, other or further than as expressly provided in the foregoing provisions of this paragraph, whether by implication, estoppel or otherwise. Unauthorized use of the Materials may violate copyright, trademark, and other laws. You may not sell, prepare derivative works based on or modify the Materials (including, without limitation, preparation of summaries of the Material or "thumbnails" of any images therein), or reproduce, publicly display, publicly perform, distribute, or otherwise use the Material in any way for any public or commercial purpose. The use of the Material or any portion thereof on any other Site, or in any publication, database, catalog or compilation, or in a networked computer environment for any purpose other than personal browsing of the Site without our express prior written permission is strictly prohibited. With respect to any copy you make of the Materials within the scope of the limited license granted herein, you must retain therein, unmodified and unobscured, any and all copyright and other proprietary notices contained in the original Materials. Some of the Materials may contain digital "watermarks" to indicate their source and ownership. You agree not to attempt to remove, deactivate, reverse engineer, modify, tamper with or obscure any such watermarks. If you would like information about obtaining Her Clique’s permission to use the Material on your site, please email support@herclique.com.

User Information

You may be asked to provide certain personalized information to us ("User Information") during your use of the Site. Our information collection and use policies with respect to the privacy of such User Information are set forth in our Privacy Policy. You acknowledge and agree that you are solely responsible for the accuracy and content of User Information, and you agree to keep it up to date.

Returns and Refunds

Due to the custom nature of the artworks, and to our commitment to the non-profit organizations to which we pledge part of the sale proceeds, we do not accept returns or purchase cancellations. All sales are final. Her Clique has the right, in our sole and absolute discretion, to refuse returns, cancellations, and other refunds. If you receive a defective item, please contact us at support@herclique.com with details of the product’s defect and photographic evidence. Returns will not be accepted without original packaging

Material Offensive to Minors and Sensitive People

WARNING: The contents of the Site are not intended for minors. Such content is generally uncensored and may include nudity or other graphic or literary content that some people may consider offensive. If you allow your child to use your computer, it is your responsibility to determine whether any of the services, content and subject matter displayed on the Site are inappropriate for your child, and to control the child's use of the computer accordingly. If you yourself find offensive content of the type referred to above, you should not use the Site.

Use of Robots and Spiders

We reserve the right to employ robot exclusion headers and similar mechanisms within the Site, and you agree that you and all persons and facilities under your control will honor such headers and mechanisms. Regardless of the presence or absence of any such headers or mechanisms, and without limiting the generality of any other restriction on use of the Site or the Material set forth in these Terms, you will not in any event use any robot, spider, or other automatic or manual device or process for the purpose of compiling information regarding the identification, address or other attributes of any of our users, buyers or sellers, or to recreate in original or modified form any substantial portion of the Site. You further agree not to use any device, software or routine to interfere or attempt to interfere with the proper functioning of the Site or any transactions being conducted on or in connection with the Site. You agree that you will not take any action that imposes an unreasonable or disproportionately large load on our servers or systems.

Termination

Her Clique may terminate, change, suspend, add to or discontinue any aspect of the Site or the Site's services at any time, at our sole discretion, and without liability to any user. Her Clique may restrict, suspend or terminate your use of or access to the Site if we believe you are in breach of or are attempting to breach our Terms or applicable law, or for any other reason without notice or liability.

Copyright Infringement on the Site

Her Clique respects the intellectual property of others, and we ask our users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide Her Clique the following information: an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; a description of the copyrighted work that you claim has been infringed; a description of where the Material that you claim is infringing is located on the site; your address, telephone number, and e-mail address; a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and, a statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.

For Notice of claims of copyright infringement contact: support@herclique.com.

Submitted Materials

Unless specifically requested, we do not solicit, nor do we wish to receive any confidential, secret or proprietary information or other material from you through the Site. Any information, creative works, demos, ideas, suggestions, concepts, methods, systems, designs, plans, techniques or other materials submitted or sent to us ("Submitted Materials") will be deemed not to be confidential or secret, and may be used by us in any manner consistent with our Privacy Policy. By submitting or sending Submitted Materials to us, you: (i) represent and warrant that the Submitted Materials are original to you, that no other party has any rights thereto (i.e., that the material you submit does not infringe the rights of a third party), and that any "moral rights" in Submitted Materials have been waived, and (ii) you grant us and our affiliates a royalty-free, unrestricted, worldwide, perpetual, irrevocable, non-exclusive and fully transferable, assignable and sub licensable right and license to use, copy, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and display such material (in whole or part) and/or to incorporate it in other works in any form, media, or technology now known or later developed. We cannot be responsible for maintaining any Submitted Material that you provide to us, and we may delete or destroy any such Submitted Material at any time.

Prohibited User Conduct

You warrant and agree that, while using the Site and the various services and features offered on or through the Site, you shall not: (a) impersonate any person or entity, whether actual or fictitious, or misrepresent your affiliation with any other person or entity; (b) insert your own or a third party's advertising, branding or other promotional content into any of the Site' content, materials or services, or use, redistribute, republish or exploit such content or service for any further commercial or promotional purposes without our permission; (c) attempt to gain unauthorized access to other computer systems through the Site; (d) engage in spidering, "screen scraping," "database scraping," harvesting of catalogue information, e-mail addresses, wireless addresses or other contact or personal information, or any other automatic means of obtaining lists of property, users or other information from or through the Site; (e) obtain or attempt to obtain unauthorized access to computer systems, materials or information through any means; (f) use the Site or the services made available on or through the Site in any manner with the intent to interrupt, damage, disable, overburden, or impair the Site or such services, including, without limitation, sending mass unsolicited messages or "flooding" servers with requests; (g) use the Site in violation of Her Clique or any third party's intellectual property or other proprietary or legal rights; or (h) use the Site in violation of any applicable law. You further agree that you may not attempt (or encourage or support anyone else's attempt) to engage in any of the foregoing prohibited activities or to circumvent, reverse engineer, decrypt, disassemble, decompile or otherwise alter or interfere with the Site or make unauthorized use thereof. You agree that you will not use the Site in any manner that could damage, disable, overburden, or impair the Site or interfere with any other party's use and enjoyment of the Site. You may not obtain, use or access, or attempt to obtain, use or access, any materials or information through any means not intentionally made publicly available or provided for through the Site.

Privacy

Her Clique is committed to maintaining your privacy. Her Clique does, however, gather certain information that you provide to the Site. For information regarding Her Clique’s policies for using user information please read our Privacy Policy.

Registration, passwords, signatures

In consideration of your use of the Site, you agree to: (a) provide true, accurate, current and complete information about yourself as prompted by any registration form that you may fill out on the Site (“Registration Data") and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any Registration Data that is untrue, inaccurate, not current or incomplete, or if we have grounds to suspect that such Registration Data is untrue, inaccurate, not current or incomplete, we have the right to suspend or terminate your account and refuse any and all current or future use of the Site (or any portion thereof).

You may receive a password and/or account designation, or a digital signature upon completing the registration process on the Site. You are responsible for maintaining the confidentiality of any such password, digital signature and account, and are fully responsible for all activities that occur under your password, digital signature or account. You agree to (a) immediately notify us of any unauthorized use of your password, digital signature or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session. We cannot and will not be liable for any loss or damage arising from your failure to comply with this paragraph.

Links to Other Websites

The Site may contain links to third-party websites that are maintained by others. These links are provided solely for the convenience of the user and are not endorsed by us in any way. We are not responsible for the content of linked third-party sites and we do not make any representations regarding the content or accuracy of materials on such third-party websites. If you decide to access linked third-party websites, you do so at your own risk.

Linking to the Site

You agree that if you include a link from any other site to the Site, such link shall: (i) not contain any logos, but rather should merely read " Her Clique " in plain text, (ii) open in a new browser window; and (iii) link to the full version of an HTML formatted page of the Site. You are not permitted to link directly to any image hosted on this Site, such as using an "in-line" linking method to cause the image hosted by us to be displayed on another site. You agree not to download or use images hosted on this Site on another site, for any purpose, including, without limitation, posting such images on another site. You agree not to link from any other site to the Site in any manner such that the Site, or any page of the Site, is "framed," surrounded or obfuscated by any third-party content, materials or branding. We reserve all of our rights under the law to insist that any link to the Site be discontinued, and to revoke your right to link to the Site from any other site at any time upon written notice to you.

Indemnification

You agree to defend, indemnify on demand and keep Her Clique indemnified, and hold Her Clique and any of its affiliates and or related entities, and their directors, officers, employees and agents harmless from any and all claims, liabilities, costs, losses (including without limitation consequential and indirect losses) and expenses, including reasonable attorneys' fees, arising in any way from your use of the Site, your placement or transmission of any message, content, information, software or other materials through the Site, or your fraudulent or deceptive acts or omissions, or breach or violation of the law (including infringement of any intellectual property or other right of any person or entity) or of these Terms. Her Clique reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with Her Clique defense of such claim.

Disclaimer of Liability

The Material may contain inaccuracies or typographical errors. Except as may be separately specifically provided with respect to a particular item on the Site, we make no representations about the accuracy, reliability, completeness, or timeliness of the Material or about the results to be obtained from using the Site and the Material. Any use of the Site and the Material is at your own risk. Advice received via the Site should not be relied upon for personal, legal or financial decisions and you should consult an appropriate professional for specific advice tailored to your situation. Changes are periodically made to the Site and may be made at any time. Some Material on the Site is provided by third parties and we shall not be held responsible for any such Material provided by third parties.

We do not warrant that the site will operate error-free, continuously or without interruption, or that the site or its servers are free of computer viruses or other harmful content. if your use of the site or the material results in the need for servicing or replacing equipment or data, we are not responsible for those costs. the site and material are provided on an "as is" basis without any warranties of any kind. Her Clique, its affiliates, its related entities and its suppliers, to the fullest extent permitted by law, disclaim all warranties, including the warranty of merchantability, non-infringement of proprietary or third-party rights, and the warranty of fitness for particular purpose. her clique, its affiliates, its related entities and its suppliers make no warranties about the accuracy, reliability, completeness, or timeliness of the material, services, software text, graphics, and links. some states/jurisdictions do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you. This warranty gives you specific legal rights and you may also have other legal rights which vary depending on your state/jurisdiction.

Disclaimer of Damages

If you are dissatisfied with any portion of the site, or with any provision of the terms, your sole and exclusive remedy is to discontinue using the site. under no circumstances shall her clique, its affiliates, its related entities and its suppliers be liable to any user or any third party on account of that user's use of the site. in no event shall her clique, its affiliates, its related entities and its suppliers be liable to you or any such third party for any direct, indirect, punitive, exemplary, incidental, special or consequential damages or any damages whatsoever, including, without limitation, damages for loss of use, data or profits, arising out of or in any way connected with the use or performance of the site, the delay or inability to use the site, the provision of or failure to provide services, or for any information, software, products, services and related graphics obtained through the site, or otherwise arising out of the use of the site, whether based on contract, tort, strict liability or otherwise, even if her clique or any of its suppliers has been advised of the possibility of damages. because some states/jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, the above limitations may not apply to you.

Local Standards

We do not represent that Materials on the Site are appropriate for use in all locations. Persons who choose to access the Site do so on their own initiative, and are responsible for compliance with local laws, if and to the extent local laws are applicable.

Changes to Terms

Her Clique reserves the right, at its sole discretion, to change, modify, add or remove any portion of these Terms, in whole or in part, at any time, and we will post the revised version on the Site. Changes in the Terms will be effective when posted. Your continued use of the Site and/or the services offered on or through the Site after any changes to the Terms are posted will be considered acceptance of those changes.

General

Her Clique makes no claim that the Materials are appropriate for any particular purpose or audience, or that they may be downloaded outside of the United States. Access to the Materials (including Software) may not be legal by certain persons or in certain countries. If you access the Site from outside of the United States, you are responsible for compliance with the laws of your jurisdiction. The Site is based in the State of New York, U.S.A. All legal issues arising from or related to the use of the Site shall be construed in accordance with and determined by the laws of the State of New York applicable to contracts entered into and performed within the State of New York without respect to its conflict of laws principles. By using the Site, you agree that the exclusive forums for any claims or causes of action arising out of your use of the Site shall be the state courts for or within New York County in the State of New York, and the United States District Court for the Southern District of New York. You hereby irrevocably waive, to the fullest extent permitted by law, any objection which you may now or hereafter have to the laying of the venue of any such proceeding brought in such a court and any claim that any such proceeding brought in such a court has been brought in an inconvenient forum.

If any provision of these Terms is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms, which shall remain in full force and effect. The failure of Her Clique to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision, and no waiver of any term of this Terms shall be deemed a further or continuing waiver of such term or any other term. 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 Site must be filed within one (1) year after such claim or cause of action arose or be forever barred. Any changes to these Terms must be made in writing, signed by an authorized representative of Her Clique. Headings used in these Terms are for convenience only and are not to be relied upon. If any provision of these Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect. These Terms will insure to the benefit of, and are intended to be enforceable by, Her Clique and its affiliates, successors, assigns and licensees. There are no third-party beneficiaries to these Terms.

Inquiries

You may direct questions about these Terms to support@herclique.com.


Last Modified: September 26, 2020.