SatinFineFoods.com and all of its pages are for the purpose of showcasing cake artistry, inspiring and educating others (“SatinFineFoods.com”).
You are responsible for all information provided to Satin Fine Foods, Inc. (“SFF”) and by agreeing to these terms and conditions, state that all provided information and documentation is truthful and rightfully yours.
1. Non-Exclusive Right to Reproduce Materials
In connection with all photos, drawings, text, and any other content or information (collectively and severally, “Materials”) submitted by you to SFF, grants SFF the non-exclusive, royalty-free license to use, copy, reproduce, process, adapt, modify, publish, transmit, display and distribute such the Materials in any and all media or distribution methods, now known or later developed, without attribution.
2. Intellectual Property
By submitting Materials to SFF, you represent and warrant that the Materials do not infringe any copyright, trademark, property rights, rights of privacy or publicity of any person, or any other right of any third party and that you have the full and unrestricted right to transfer the Materials to SFF clear of any claims or right to compensation.
3. Hold Harmless
You agree to hold SFF and its officers, directors, employees, agents, successors, and assigns harmless from and against—and hereby waive any right to pursue—any claims of any nature arising in connection with SFF’s use of the Materials submitted to SFF and used in any manner in SFF’s sole and absolute discretion. SFF shall not be responsible for any false information or unauthorized Materials provided by you. You agree to fully indemnify and hold harmless SFF against any and all liabilities, claims (actual, threatened or potential), loss (including consequential loss) and damage incurred in connection with false information or unauthorized Materials. This indemnity will survive these terms and conditions.
4. Warranty and Disclaimers.
TO THE MAXIMUM EXTENT POSSIBLE AT LAW ALL PRODUCTS AND SERVICES OFFERED BY SFF (INCLUDING VIA THE SITES) ARE PROVIDED “AS IS” WITHOUT ANY WARRANTY WHATSOEVER, INCLUDING, WITHOUT LIMITATION, ANY (A) WARRANTY OF MERCHANTABILITY; (B) WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE; OR (C) WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY; WHETHER EXPRESS OR IMPLIED BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE, OR OTHERWISE.
SOME JURISDICTIONS LIMIT OR DO NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES SO THE ABOVE DISCLAIMER MAY NOT APPLY TO YOU.
YOU AFFIRM THAT WE SHALL NOT BE LIABLE, UNDER ANY CIRCUMSTANCES, FOR ANY BREACH OF WARRANTY CLAIMS OR FOR ANY DAMAGES ARISING OUT OF THE MANUFACTURER’S FAILURE TO HONOR ITS WARRANTY OBLIGATIONS TO YOU.
5. Limitation of Liability.
IN NO EVENT SHALL WE BE LIABLE TO YOU OR ANY THIRD PARTY FOR CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR ENHANCED DAMAGES, LOST PROFITS OR REVENUES OR DIMINUTION IN VALUE, ARISING OUT OF, OR RELATING TO, AND/OR IN CONNECTION WITH ANY BREACH OF THESE TERMS, REGARDLESS OF (A) WHETHER SUCH DAMAGES WERE FORESEEABLE, (B) WHETHER OR NOT WE WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND (C) THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED.
SUBJECT TO THE FOLLOWING PARAGRAPH, OUR SOLE AND ENTIRE MAXIMUM LIABILITY, FOR ANY REASON, AND YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY CAUSE WHATSOEVER, SHALL BE LIMITED TO THE ACTUAL AMOUNT PAID BY YOU FOR THE PRODUCTS AND SERVICES YOU HAVE ORDERED FROM US.
7. Governing Law
All matters arising out of or relating to these terms and conditions are governed by the laws in force in the State of New York, United States of America. You submit to the non-exclusive jurisdiction of the courts of New York State and the courts of appeal from them, without regard to the conflicts of laws and rules of such state.
8. Dispute Resolution.
If you have any queries or concerns about any purchase under these Terms of Sale, please contact us at email@example.com and we will try to resolve the matter to your satisfaction. Where any complaint or dispute is not able to be resolved via informal processes, you agree to the following:
Any legal suit, action, or proceeding arising out of, or related to, these Terms of Sale shall be instituted exclusively in the courts of New York State, although we retain the right to bring any suit, action, or proceeding against you for breach of these Terms of Sale in your county and state of residence or any other relevant county/state. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
At our sole discretion, we may require You to submit to final and binding arbitration in respect of any disputes or claims arising from or in connection with these Terms of Sale, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination. Such arbitration will be conducted in a venue of SFF’s choosing within the State of New York, United States of America.
Where we exercise our right to arbitrate You agree to arbitration on an individual basis. In any dispute, NEITHER YOU NOR SFF WILL BE ENTITLED TO JOIN OR CONSOLIDATE CLAIMS BY OR AGAINST OTHER CUSTOMERS IN COURT OR IN ARBITRATION OR OTHERWISE PARTICIPATE IN ANY CLAIM AS A CLASS REPRESENTATIVE, CLASS MEMBER OR IN A PRIVATE ATTORNEY GENERAL CAPACITY. The arbitral tribunal may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding. The arbitral tribunal has no power to consider the enforceability of this class arbitration waiver and any challenge to the class arbitration waiver may only be raised in a court of competent jurisdiction.
If any provision of this arbitration agreement is found unenforceable, the unenforceable provision will be severed and the remaining arbitration terms will be enforced.
You will not assign any of your rights or delegate any of your obligations under these Terms without our prior written consent. Any purported assignment or delegation in violation of this 14 is null and void. No assignment or delegation relieves you of any of your obligations under these Terms.
10. No Waivers.
The failure by us to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any right or provision will be effective only if in writing and signed by a duly authorized representative of SFF.
11. No Third-Party Beneficiaries.
These Terms do not and are not intended to confer any rights or remedies upon any person other than you.
(a) To You. We may provide any notice to you under these Terms by: (i) sending a message to the email address you provide or (ii) by posting to the Sites. Notices sent by email will be effective when we send the email and notices we provide by posting will be effective upon posting. It is your responsibility to keep your email address current.
(b) To Us. To give us notice under these Terms, you must contact us as follows: (i) by personal delivery, overnight courier, or registered or certified mail to Satin Fine Food, 32 Leone Lane, Unit 1, Chester, NY 10918, or (ii) by email to firstname.lastname@example.org. We may update the address or email address for notices to us by posting a notice on the Sites. Notices provided by personal delivery will be effective immediately. Notices provided by email will be effective one business day after they are received. Notices provided by registered or certified mail will be effective three business days after they are sent.
If any provision of these Terms is invalid, illegal, void or unenforceable, then that provision will be deemed severed from these Terms and will not affect the validity or enforceability of the remaining provisions of these Terms.
14. Entire Agreement.