Matt 514, Inc. ( “Matt 514” ) welcomes you. Matt 514 is really excited that you have decided to access and use Matt 514’s website located at www.Matt 514.com (“Site”).
The Site offers a wide range of services and sometimes additional terms (“Additional Terms”) may apply to your use thereof. For example, consignors are subject to additional Consignment Terms governing the consignment of items on the Site.
1. Matt 514’S SITE
Matt 514 is the premiere online marketplace providing you with access to sales of products, apparel, and services.
You are responsible for obtaining access to the Site, and that access may involve third-party fees (such as Internet service provider or airtime charges). In addition, you must provide and are responsible for all equipment necessary to access the Site.
a) LICENSE AND SITE ACCESS
Matt 514 grants you a limited license to access the Site for personal use. This license does not include any downloading or copying of account information for the benefit of another vendor or any other third party; caching, unauthorized hypertext links to the Site and the framing of any Content (defined below) available through the Site, uploading, posting, or transmitting any content that you do not have a right to make available (such as the intellectual property of another party); uploading, posting, or transmitting any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; any action that imposes or may impose (in Matt 514’s sole discretion) an unreasonable or disproportionately large load on Matt 514’s infrastructure; or any use of data mining, robots, or similar data gathering and extraction tools. You may not bypass any measures used by Matt 514 to prevent or restrict access to the Site. Any unauthorized use by you shall terminate the permission or license granted to you by Matt 514.
2. MEMBERSHIP ELIGIBILITY AND REPRESENTATIONS
You are not permitted to access the Site if you are under the age of 18 or if your account has been suspended or removed by Matt 514 for any reason. By accessing and using the Site, you represent and warrant that you are of legal age to form a binding contract and are not a person barred from receiving services under the laws of the United States or any other applicable jurisdiction.
You may choose to use Site as a visitor or as a “Registered User.” To become a Registered User, you must register with Matt 514 by creating an account with a unique email address and password (your “Credentials”) to access your account. You may not have more than one active account. Additionally, you are prohibited from selling, trading, or otherwise transferring your Credentials or account to another party.
3. COMMUNITY GUIDELINES
Matt 514’s community, like any community, functions best when its people follow a few simple rules. By accessing and/or using the Site, you hereby agree to comply with these community rules and that:
- You will not send Matt 514 any hazardous materials;
- You will not use the Site for any unlawful purpose, including money laundering;
- You will not post or send Matt 514 false or misleading information;
- Other than sending Matt 514 information in accordance with this Agreement, you will not use the Site to engage in any commercial activities, including, without limitation, raising money; advertising or promoting a product, service, or company; or engaging in any pyramid or other multi-tiered marketing scheme;
- You will not access or use the Site to collect any market research for a competing business;
You will not upload to, distribute or otherwise publish through the Site any User Content (as defined below) that:
- – is confidential, proprietary, invasive of privacy or publicity rights, infringing on intellectual property rights, unlawful, harmful, threatening, false, fraudulent, libelous, defamatory, obscene, vulgar, profane, abusive, harassing, hateful, racially, ethnically or otherwise objectionable, including, but not limited to any content that encourages conduct that would constitute a criminal offense, violates the rights of any party or otherwise gives rise to civil liability or otherwise violates any applicable U.S. or foreign laws;
- – may contain software viruses or malware;
- – contains advertisements or solicitations of any kind, or other commercial content;
- – contains personal information (such as messages that include phone numbers, Social Security numbers, payment card numbers, account numbers, addresses or employer references), except where Matt 514 expressly asks you to provide such information;
- – contains messages by non-spokesperson employees of Matt 514 purporting to speak on behalf of Matt 514 or containing confidential information or expressing opinions concerning Matt 514;
- – contains messages that offer unauthorized downloads of any copyrighted, confidential or private information;
- – contains multiple messages placed within individual folders by the same user restating the same point;
- – contains chain letters of any kind; or
- – contains identical (or substantially similar) messages to multiple recipients advertising any product or service, expressing a political or other similar message, or any other type of unsolicited commercial message; this prohibition includes but is not limited to (a) using the invitation functionality that may be available on the Site to send messages to people who do not know you or who are unlikely to recognize you as a known contact; (b) using the Site to connect to people who do not know you and then sending unsolicited promotional messages to those direct connections without their permission; or (c) sending messages to distribution lists, newsgroup aliases or group aliases. You will not “stalk” or otherwise harass another;
- You will not impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity;
- You will not cover, obscure, block, or in any way interfere with any advertisements and/or safety features (e.g., report abuse button) on the Site;
- You will not take any action that imposes or may impose (in Matt 514’s sole discretion) an unreasonable or disproportionately large load on Matt 514’s technical infrastructure;
- You will not use automated means, including spiders, robots, crawlers, data mining tools, or the like to download or scrape data from the Site, except for Internet search engines e.g., Google) and non-commercial public archives (e.g., archive.org) that comply with Matt 514’s robots.txt file;
- You will not use any automated device or software that enables the submission of automatic postings on the Site without human intervention or authorship, including, without limitation, the use of any such automated posting device in connection with bulk postings or for automatic submission of postings at certain times or intervals; and
- You will not interfere with or attempt to interrupt the proper operation of the Site through the use of any virus, device, information collection or transmission mechanism, software or routine, or access or attempt to gain access to any data, files, or passwords related to the Site through hacking, password or data mining, or any other means.
Please let Matt 514 know about inappropriate content. If you find something that violates Matt 514’s community guidelines, let Matt 514 know, and Matt 514 will review it. Matt 514 reserves the right, in Matt 514’s sole and absolute discretion, to deny you access to the Site, or any portion of the Site, without notice and remove any User Content that does not adhere to these guidelines.
4. THE PRODUCTS; SHIPPING;RETURN POLICY
Product Availability And Pricing
All products that Matt 514 sells through the Site (the “Products”) are provided by third parties and are not manufactured or supplied by Matt 514.
If you are interested in a Product that is currently on back order, email Matt 514 at support@Matt 514.com or call Matt 514 at 800-690-3736 and Matt 514 can tell you when the Product will be back in stock. Sometimes with the volume of orders Matt 514 will receive, a Product may go out of stock before Matt 514 is able to post a notification on the Site. If this happens after you purchased that Product, Matt 514 will contact you directly to discuss possible options.
Product prices may be inaccurately displayed on the Site due to system or typographical errors. While Matt 514 makes every attempt to avoid these errors, they may occur. Matt 514 reserves the right to correct any and all errors when they do occur, and Matt 514 does not honor inaccurate or erroneous prices. If you purchase a Product with a listed price that is lower than its actual price, Matt 514 will, at Matt 514’s discretion, either contact you to notify you of the correct price before shipping the Product or cancel the order and notify you of such cancellation. If the order has been shipped, you agree to either return the Product or pay the difference between the actual and charged prices. Matt 514’s prices are also subject to change without notice. Matt 514 apologizes for any inconvenience that this may cause.
Matt 514 does not negotiate prices on Matt 514’s Products and all Matt 514’s prices are final.
Matt 514 makes every attempt to ensure that Matt 514’s online catalog is as accurate and complete as possible. To give you the opportunity to view the Products in great detail, some Products may appear slightly different and since every computer monitor is set differently, color may vary slightly compared to Matt 514’s photographs.
To keep Matt 514’s prices low, Matt 514 does not allow comparison purchasing. Comparison purchasing is the act of buying several items with the intent of keeping the one you like best and returning the remainder. This causes undue restocking and inventory overhead and can be very costly.
Matt 514 will provide a Valuation Report (the “Report”) for Products that you purchase. The Report sets forth Matt 514’s statement regarding the verification of a Product pursuant to Matt 514’s or Matt 514 vendor partner’s examination of the Product. Your sole and exclusive remedy for a material misstatement by Matt 514 on a Certificate for a particular Product is the return of such Product and a refund of the purchase price.
Products purchased by you will be shipped in accordance with Matt 514’s then current shipping policy, a current version of which can be viewed here.
You may return Products only in accordance with Matt 514’s then current Return Policy, a current version of which can be viewed here.
5. INTELLECTUAL PROPERTY
The Site contains material, such as software, text, graphics, images, sound recordings, audiovisual works, and other material provided by or on behalf of Matt 514 (collectively referred to as the “Content”). The Content includes Product Descriptions. The Content is owned by Matt 514 or by Matt 514’s third party licensors. The Content is protected under both United States and foreign laws. Unauthorized use of the Content may violate copyright, trademark, and other laws. You have no rights in or to the Content, and you will not use the Content except as permitted under this Agreement. No other use is permitted without prior written consent from Matt 514. You must retain all copyright and other proprietary notices contained in the original Content on any copy you make of the Content. You may not sell, transfer, assign, license, sublicense, or modify the Content or reproduce, display, publicly perform, make a derivative version of, distribute, or otherwise use the Content in any way for any public or commercial purpose. The use or posting of the Content on any other website or in a networked computer environment for any purpose is expressly prohibited.
If you violate any part of this Agreement, your permission to access and/or use the Content and the Site automatically terminates and you must immediately destroy any copies you have made of the Content.
The trademarks, service marks, and logos of Matt 514 (“Matt 514 Trademarks”) used and displayed on the Site are registered and unregistered trademarks or service marks of Matt 514. Other company, product, and service names used and displayed on the Site may be trademarks or service marks owned by others (the “Third-Party Trademarks,” and, collectively with the Matt 514 Trademarks, the “Trademarks”). Nothing in this Agreement should be construed as granting, by implication, estoppel, or otherwise, any license or right to use the Trademarks, without Matt 514’s prior written permission specific for each such use. Use of the Trademarks as part of a link to or from any site is prohibited unless establishment of such a link is approved in advance by Matt 514 in writing. All goodwill generated from the use of the Matt 514 Trademarks inures to Matt 514’s benefit.
Elements of the Site are protected by trade dress, trademark, unfair competition, and other state and federal laws and may not be copied or imitated, in whole or in part, by any means, including but not limited to the use of framing or mirrors. None of the Content may be retransmitted without Matt 514’s express, written consent for each and every instance.
6. COMMUNICATION TO Matt 514;USER SUBMISSIONS;AND PUBLICITY
The Site may provide you and other users with the ability to send messages or post content (together, “User Content”) to or for other users and non-users. Matt 514 is under no obligation to review any User Content and assumes no responsibility or liability relating to any such User Content. Notwithstanding the above, The Matt 514 may from time to time monitor the User Content and may decline to accept and/or remove any User Content. You acknowledge that you are responsible for any User Content you submit through the Site, including the legality, reliability, appropriateness, originality and copyright of any such User Content.
7. ELECTRONIC COMMUNICATION
When you use the Site or send emails to Matt 514, you are communicating with Matt 514 electronically. You consent to receive communications electronically from Matt 514 and its affiliates. Matt 514 will communicate with you by email or by posting notices on the Site. You agree that all agreements, notices, disclosures and other communications that are provided to you electronically satisfy any legal requirement that such communications be in writing.
Although Matt 514 encourages you to e-mail Matt 514, Matt 514 does not want you to, and you should not, e-mail Matt 514 any content that contains confidential information. With respect to all e-mails you send to Matt 514, including but not limited to, feedback, questions, comments, suggestions, and the like, Matt 514 shall be free to use any ideas, concepts, know-how, or techniques contained in your communications for any purpose whatsoever, including, but not limited to, the development, production and marketing of products and services that incorporate such information, without compensation to you.
8. NO WARRANTIES/LIMITATION OF LIABILITY
Matt 514 MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE SITE OR, EXCEPT AS OTHERWISE PROVIDED BY Matt 514 TO YOU ON A PRODUCT BY PRODUCT BASIS, ANY PRODUCTS. Matt 514 SHALL NOT BE SUBJECT TO LIABILITY FOR ANY DELAYS OR INTERRUPTIONS OF THE SITE FROM WHATEVER CAUSE. YOU AGREE THAT YOU USE THE SITE AND ALL CONTENT MADE AVAILABLE TO YOU THROUGH THE SITE (THE “CONTENT”), AS WELL AS ALL PRODUCTS, AT YOUR OWN RISK.
Matt 514 DOES NOT WARRANT THAT THE SITE WILL OPERATE ERROR-FREE OR THAT THE SITE, ITS SERVERS, OR ANY CONTENT ARE FREE OF COMPUTER VIRUSES OR SIMILAR CONTAMINATION OR DESTRUCTIVE FEATURES. IF YOUR USE OF THE SITE OR ANY CONTENT RESULTS IN THE NEED FOR SERVICING OR REPLACING EQUIPMENT OR DATA, Matt 514 SHALL NOT BE RESPONSIBLE FOR THOSE COSTS.
THE SITE, THE CONTENT AND, UNLESS OTHERWISE PROVIDED BY Matt 514 TO YOU ON A PRODUCT BY PRODUCT BASIS, ALL PRODUCTS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND. Matt 514 DISCLAIM ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE WARRANTY OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES’ RIGHTS, AND FITNESS FOR PARTICULAR PURPOSE.
Matt 514 SHALL NOT BE LIABLE TO YOU (OR TO ANY PERSON CLAIMING RIGHTS DERIVED FROM YOUR RIGHTS) FOR CONSEQUENTIAL, INCIDENTAL, INDIRECT, PUNITIVE, OR EXEMPLARY DAMAGES OF ANY KIND (INCLUDING WITHOUT LIMITATION LOST REVENUES OR PROFITS, OR LOSS OF GOODWILL OR REPUTATION) WITH RESPECT TO ANY CLAIMS BASED ON CONTRACT, TORT OR OTHERWISE (INCLUDING NEGLIGENCE AND STRICT LIABILITY) ARISING OUT OF OR RELATING TO THIS AGREEMENT. Matt 514’S MAXIMUM LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT, REGARDLESS OF THE CAUSE OF ACTION (WHETHER IN CONTRACT, TORT, BREACH OF WARRANTY, OR OTHERWISE), WILL NOT EXCEED THE LESSER OF THE FEES PAID BY YOU FOR THE PRODUCT GIVING RISE TO THE CLAIM, OR $100.
THE SITE AND/OR THE CONTENT MAY CONTAIN TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS OR OMISSIONS. Matt 514 IS NOT RESPONSIBLE FOR ANY SUCH TYPOGRAPHICAL OR TECHNICAL ERRORS. THE SITE AND/OR THE CONTENT MAY CONTAIN INFORMATION ON PRODUCTS WHICH ARE NOT AVAILABLE IN EVERY LOCATION OR WHICH ARE NO LONGER AVAILABLE. A REFERENCE TO A PRODUCT ON THE SITE DOES NOT IMPLY THAT SUCH PRODUCT IS OR WILL BE AVAILABLE TO YOU. Matt 514 RESERVES THE RIGHT TO MAKE CHANGES, CORRECTIONS, AND/OR IMPROVEMENTS TO THE SITE AND/OR ANY PRODUCT LISTING AT ANY TIME WITHOUT NOTICE.
9. EXTERNAL SITES
The Site may contain links to third-party websites (“External Sites”). These links are provided solely as a convenience to you and not as an endorsement by Matt 514 of the content on such External Sites. The content of such External Sites is developed and provided by others. You should contact the site administrator or webmaster for those External Sites if you have any concerns regarding such links or any content located on such External Sites. Matt 514 is not responsible for the content of any linked External Sites and do not make any representations regarding the content or accuracy of materials on such External Sites. You should take precautions when downloading files from all websites to protect your computer from viruses and other destructive programs. If you decide to access linked External Sites, you do so at your own risk.
You agree to defend, indemnify, and hold Matt 514 and Matt 514’s officers, directors, employees, successors, licensees, and assigns harmless from and against any claims, actions, or demands, including, without limitation, reasonable legal and accounting fees, arising or resulting from your breach of this Agreement, any of your transactions made through the Site, or your access to, use, or misuse of the Site, the Content, or any Product. Matt 514 reserves the right, at your expense, to assume the exclusive defense and control of any matter that is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting Matt 514’s defense of such matter.
11. COMPLIANCE WITH APPLICABLE LAWS
The Site is based in the United States. Matt 514 makes no claims concerning whether the Site or any Content may be downloaded, viewed, or be appropriate for use outside of the United States. Matt 514 also make no claims concerning whether any Product is appropriate for sale outside of the United States. If you access the Site or the Content from outside of the United States, you do so at your own risk. Whether inside or outside of the United States, you are solely responsible for ensuring compliance with the laws of your specific jurisdiction.
12. MODIFICATION AND NOTIFICATION CHANGES
13. FORCE MAJEURE
- (1) weather conditions or other elements of nature or acts of God,
- (2) acts of war, acts of terrorism, insurrection, riots, civil disorders or rebellion,
- (3) quarantines or embargoes,
- (4) labor strikes, or
- (5) other causes beyond the reasonable control of Matt 514.
In the event that Matt 514 is temporarily unable to ship a Product purchased by you because of such an event, Matt 514 will give you the option of deferring shipment or receiving a refund of your charges.
14. TERMINATION OF AGREEMENT
Matt 514 reserves the right, in Matt 514’s sole discretion, to restrict, suspend, or terminate this Agreement and your access to the Site or any part thereof, at any time and for any reason without prior notice or liability. Matt 514 reserves the right to change, suspend, or discontinue all or any part of the Site at any time without prior notice or liability.
This Agreement is governed by the internal substantive laws of the State of New York, without respect to its conflict of laws provisions. You expressly agree: (i) to submit to the exclusive personal jurisdiction of the state and federal courts sitting in the State of New York; and (ii) that the Site shall be deemed passive do not give rise to personal jurisdiction over Matt 514, either specific or general, in jurisdictions other than New York.
YOU AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SITE, THE CONTENT, ANY PRODUCT, OR OTHERWISE ARISING OUT OF RELATED TO THIS AGREEMENT, OR Matt 514’S SERVICES MUST COMMENCED BY YOU WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
If any provision of this Agreement is found to be invalid by any court having competent jurisdiction or terminated in accordance with the Termination provision above, the invalidity or termination of such provision shall not affect the validity of the following provisions of this Agreement, which shall remain in full force and effect: “Intellectual Property,” “Communications to Matt 514; User Submissions; and Publicity,” “No Warranties/Limitation of Liability,” “Indemnification,” “Termination of the Agreement,” and “Miscellaneous.”
Matt 514’s failure to act on or enforce any provision of the Agreement shall not be construed as a waiver of that provision or any other provision in this Agreement. No waiver shall be effective against Matt 514 unless made in writing, and no such waiver shall be construed as a waiver in any other or subsequent instance. Except as expressly agreed by Matt 514 and you in writing, this Agreement constitutes the entire Agreement between you and Matt 514 with respect to the subject matter, and supersedes all previous or contemporaneous agreements, whether written or oral, between the parties with respect to the subject matter. The section headings are provided merely for convenience and shall not be given any legal import. This Agreement will inure to the benefit of Matt 514’s successors, assigns, licensees, and sublicensees.
HOW TO CONTACT Matt 514