OFF PRICE EXCHANGE, INC.
WEBSITE CONDITIONS OF USE, TERMS AND DISCLAIMERS
PLEASE READ THESE CONDITIONS OF USE, TERMS
AND DISCLAIMERS CAREFULLY BEFORE USING THIS SITE.
By accessing this Website or accessing information on this Website, you are signifying your assent to these Conditions of Use, Terms and Disclaimers. If you do not agree to all of these Conditions of Use, Terms and Disclaimers, do not use www.btqbox.com OR joinkinship.com (the “Website”). The use of this Website and its content is at your own risk. Services, as used in this Agreement shall mean any service provided by the Website.
Off Price Exchange, Inc., a North Dakota Corporation, doing business as BTQBOX or doing business as Kinship (“OPE”) may revise and update these Conditions of Use, Terms and Disclaimers at any time and changes will be posted to this page. Your continued usage of the Website will mean you accept and agree to be bound by those changes. Unauthorized entry into secure portions of this Website may constitute a crime under state and/or federal law, and such violations shall be prosecuted to the fullest extent of the law.
While OPE uses reasonable efforts to include accurate and up to date information on this Website, error or omissions sometimes may occur. OPE makes no warranties or representations as to the accuracy of the information presented on this Website. Under no circumstances, including, but not limited to, negligence, shall OPE, or any party involved in creating, producing, or delivering the Website be liable to you for any direct, incidental, consequential, indirect, or punitive damages that result from the use of, or the inability to use, the materials or services on this Website, even if OPE, or a OPE authorized representative, has been advised of the possibility of such damages.
You agree OPE may moderate Website access and use in our sole discretion, e.g. by blocking (e.g. IP addresses), filtering, deletion, delay, omission, verification, and/or access/account/license termination. You agree: (1) not to bypass said moderation; (2) we are not liable for moderating, not moderating, or representations as to moderating; and (3) nothing we say or do waives our right to moderate, or not.
OPE also assumes no responsibility, and shall not be liable for, any damages to, or viruses that may infect, your computer equipment or other property as a result of your access to, use of, or browsing in the Website or your downloading of any materials, data, text, images, video, or audio from this Website. OPE IS NOT RESPONSIBLE FOR A ANOTHER’S MISUSE OR MISAPPROPRIATION OF ANY CONTENT OR INFORMATION YOU POST ON THE WEBSITE.
To be eligible to use the Website, you must meet the following criteria and represent and warrant that you: (1) are the 18 years old or older; (2) are not currently restricted from the Website, or not otherwise prohibited from having access to OPE or a OPE account, (3) are not a competitor of OPE or are not using the Services for reasons that are in competition with OPE; (4) will only maintain one OPE account at any given time; (5) will use your real name and only provide accurate information to OPE; (6) have full power and authority to enter into this Agreement and doing so will not violate any other agreement to which you are a party; (7) will not violate any rights of OPE or third party, including intellectual property rights such as copyright or trademark rights; and (8) agree to provide at your cost all equipment, software, mobile access, and internet access necessary to use the Services.
The content on the Website, such as information, text, images, graphics, interfaces, photographs, illustrations, audio and video clips, trademarks, trade names, service marks, logos, information obtained from OPE’s licensors, and any other materials displayed through the Website (collectively, the “Contents”) is protected by copyright under both United States and foreign laws. Title to the Contents remains with OPE. Any use of the Contents not expressly permitted by these terms is a breach of these terms and may violate copyright, trademark, and other laws. Except as stated herein, none of the Contents may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means without the prior written permission of OPE or its licensors.
You may not copy, decompile, reverse engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of the Website, any updates, or any part thereof. Any attempt to do so is a violation of these terms. If you breach this restriction, you may be subject to prosecution and damages. These terms will govern any upgrades provided by the Company that replace and/or supplement the original Website, unless such upgrade is accompanied by separate or updated terms of service. If you violate any of these terms, your permission to use the Contents automatically terminates and you must immediately destroy any copies you have made of any portion of the Contents.
You may not, without OPE’s written permission, “mirror” any Contents contained on the Website or any other server.
OPE reserves the right, in its sole discretion, to refuse, discontinue, block and/or terminate your use of, and access to, the Website, or any portion thereof, at any time, for any reason or for no reason at all, without prior notice or any notice.
OPE reserves the right to refuse participation to any applicant or participant of any subscription or account at any time for any reason or for no reason, in its sole discretion.
In relation to the relationship of parties, OPE and you shall be considered independent contractors. Nothing contained in this Agreement and no action by either party shall be deemed to constitute any party or any of such party’s employees or agents to be an employee or agent of the other party or shall be deemed to create any partnership joint venture, association, syndicate among or between any of the parties, or shall be deemed to confer on any party any express or implied right, power or authority to enter into any agreement or commitment, express or implied, or to incur any obligation or liability on behalf of the other party not explicitly set forth in this Agreement. Neither party will hold itself out as being in an agency relationship, or imply, or fail to correct a misunderstanding, that there is an agency relationship. OPE and you shall enjoy a non-exclusive relationship in all respects.
OPE shall have the right to establish the initial price point for any and all subscriptions to the Website as well as maintaining the right to modify any and all prices in line with commercially reasonable business practices.
If any provision of these Conditions of Use, Terms and Disclaimers is found by a court of competent jurisdiction or arbitrator to be illegal, void, or unenforceable, the unenforceable provision will be modified so as to render it enforceable and effective to the maximum extent possible in order to effect the intention of the provision; if a court or arbitrator finds the modified provision invalid, illegal, void or unenforceable, the validity, legality and enforceability of the remaining provisions of this Agreement will not be affected in any way.
The Website may contain advertisements and/or links to third party companies and/or their Websites. These links are provided solely as a convenience to you and not as an endorsement by OPE of the content on such third party Websites or their claims. OPE is not responsible for the content of linked third party Websites and does not make any representations regarding the content or accuracy of materials on such sites or their companies. Specifically, OPE is not responsible for any health or medical claims promoted or advertised by such companies. OPE has the right to display any advertising or promotions, including for OPE or third parties, over, near or around any items, products or links, and you waive any claims or rights in association therewith, including claims to any remuneration, regarding moral rights, complaints about implicit endorsement or association, or the like. You are notified and agree that anything at all placed over, near, or around any item, product, or link is not an endorsement by or an association with the uploader.
YOU ACKNOWLEDGE AND AGREE THAT EACH MEMBERSHIP AUTOMATICALLY RENEWS UNLESS YOU CANCEL IT OR WE SUSPEND OR TERMINATE IT IN ACCORDANCE WITH THESE TERMS.
OPE will automatically renew your membership and charge your payment method depending on the membership and/or box shipping frequency chosen by you and, as authorized by you by agreeing to the automatic renewal of your membership during the Member sign-up process.
Your payment method will be charged at least one full business day prior to your first box shipping date. Such payment for be for the full term you selected, and all payments are earned in full at prior to the first box shipment date. We will charge your payment method with the applicable cost for your box, along with any shipping and handling costs and sales or similar taxes that may be charged with your membership.
To avoid being charged, you must cancel your membership in accordance with this Section. We will continue to bill you on a recurring basis until you cancel. Members will be shipped a box based on the shipping frequency and/or shipping date chosen in their account. You may cancel your membership at any time by notifying OPE in writing. Cancellation requests submitted in this manner must be received at least fifteen (15) full business days prior to the end of the term of which your membership expires, to avoid being charged for the renewal. Cancellation requests received by OPE through other channels may take up to thirty (30) business days to process.
OPE does not offer any refunds or exchanges for any product. OPE at its’ sole and absolute discretion may provide a refund for returned products that are damaged due to misuse, lack of care, mishandling, accident, abuse or other abnormal use.
If you use the Website, you are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer. You agree to accept responsibility for all activities that occur under your account or password. OPE reserves the right to refuse service, terminate accounts or memberships, remove or edit content, or cancel orders or shipments in its sole discretion.
OPE reserves the right, in its absolute discretion, to withdraw or modify any product, membership, offering, or promotion at any time without prior notice and with no liability. Any and all products, memberships, offers, or promotions advertised on the Website are void where prohibited, and are subject to the posting of any official rules to such offers or promotions.
If any problems arise with your order, or with the shipping address or payment associated with your membership, and OPE is unable to resolve the problem, we may notify you via e-mail using the address associated with your membership. It is important that you keep your information current with an accurate email address that you regularly check. If problems arise with your order that we cannot resolve, your order may be cancelled and we may not be able to process future purchases until the problem has been resolved.
MANY JURISDICTIONS HAVE LAWS PROTECTING CONSUMERS AND OTHER CONTRACT PARTIES, LIMITING THEIR ABILITY TO WAIVE CERTAIN RIGHTS AND RESPONSIBILITIES. WE RESPECT SUCH LAWS; NOTHING HEREIN SHALL WAIVE RIGHTS OR RESPONSIBILITIES THAT CANNOT BE WAIVED.
To the extent permitted by law: (1) we make no promise as to OPE, its completeness, accuracy, availability, timeliness, propriety, security or reliability; (2) your access and use are at your own risk, and OPE is provided "AS IS" and "AS AVAILABLE"; (3) we are not liable for any harm resulting from (a) user content; (b) user conduct, e.g. illegal conduct; (c) your OPE use; or (d) our representations; (4) WE AND OUR OFFICERS, DIRECTORS, EMPLOYEES ("OPE ENTITIES"), DISCLAIM ALL WARRANTIES & CONDITIONS, EXOPEESS OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR PARTICULAR PURPOSE, OR NON-INFRINGEMENT; (5) OPE ENTITIES ARE NOT LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR ANY LOSS (E.G. OF OPEOFIT, REVENUE, DATA, OR GOODWILL);
You agree that all the information provided through this Website, and everything included in this Website is for informational purposes only. You understand that OPE cannot warrant or guarantee the content posted by its members. You also agree not to hold anyone connected with this Website responsible for any consequences arising from answers or information provided through this Website.
When using the Website, information will be transmitted over a medium which is beyond the control and jurisdiction of OPE. Accordingly, OPE assumes no liability for or relating to the delay, failure, interruption, or corruption of any data or other information transmitted in connection with use of the Website.
You also agree not to hold anyone connected with this Program responsible for any consequences arising from answers or information provided through this Website. You agree to indemnify, defend and hold harmless OPE and its parent, subsidiaries, affiliates or any related companies (including those which are substantially common ownership), its suppliers, licensors and partners, and the officers, directors, employees, contractors, agents, attorneys, and representatives of any of them form any and all claims, losses, obligations, damages, liabilities, costs or debts and expenses (including attorney’s fees and costs) arising out of, related to or which may arise from (i) your use or misuse of the Website; (ii) your breach or other violation of this Agreement including any representations, warranties and covenants herein; or (iii) your violation of the rights of any other person or entity. OPE reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify, defend or hold us harmless, and you agree to cooperate with our defense of these claims. You agree not to settle any matter without the prior written consent of OPE. OPE will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it. By submitting a question or reviewing an answer, you are agreeing to this Medical Disclaimer and Agreement.
The Website and the content are provided on an “as is” basis. OPE, ITS LICENSORS, AND ITS SUPPLIERS, TO THE FULLEST EXTENT PERMITTED BY LAW, DISCLAIM ALL WARRANTIES, EITHER EXOPEESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES’ RIGHTS, AND FITNESS FOR PARTICULAR PURPOSE. Specifically, OPE, its licensors, and its suppliers make no representations or warranties about the accuracy, reliability, completeness and currentness of information contained on the Website, or communications provided on or through the use of the Website. OPE will solely control the Website and all features and functionality thereof and will have the right to modify, change, or amend the same at all times, in its sole discretion. OPE reserves the right to exercise whatever lawful means it deems necessary to prevent or rectify unauthorized use (including the distribution of unauthorized content) on the Website including, but not limited to, technological barriers, IP mapping, directly contacting your Internet Service Provider (ISP) regarding such unauthorized use, and seeking legal action against you. OPE reserves the right to remove or delete any item, product or link from the Website at any time, in its sole discretion, for any reason or for no reason, and without notice to you. If OPE removes or deletes any item, product, or link that you have purchased or used as a subscriber, OPE reserves the right to revoke your purchase or use. If this occurs, OPE may elect at OPE’s sole discretion, to provide a refund to you. OPE subscribers who download or gain access to any item, product, or link will not be entitled to any refund. If OPE removes any item, product or link you have purchased, OPE may elect, at OPE’s sole discretion to provide you a limited window of time during which you may download such removed item, product or link.
OPE reserves the right to decline to make any item, product or link available on the OPE Website and retains the right to remove any item, product or link made available to subscribers for any reason or no reason at all, in its sole discretion.
This Website may be linked to other Websites which are not maintained by OPE. OPE is not responsible for the content of those Websites. The inclusion of any link to such Websites does not imply approval of or endorsement by OPE of the Website or the content thereof.
OPE may feely assign this Agreement at any time without notice to you. You may not transfer, sell or assign your rights or obligation under this Agreement and any attempt to do so shall be void. Subject to the foregoing, this Agreement inures to the benefit of and shall be binding on the parties’ permitted assignees, transferees and successors.
This agreement, including all agreements and Guidelines incorporated by reference herein, sets forth the entire agreement and understanding of the parties with respect to the parties with respect to the subject matter hereto, and supersedes all prior and contemporaneous agreements relating thereto, written or oral, between the parties.
This Agreement shall be governed by, and construed in accordance with, the laws of the state of North Dakota, without reference to its choice of law doctrine.
Section or paragraph headings used in this Agreement are for reference purposes only, and may not be used in the interpretation hereof.
In the event that any provision of this Agreement conflicts with the law under which this Agreement is to be construed or if any such provision is held invalid by a court with jurisdiction over the parties to this Agreement: (i) such provision shall be deemed to be restated to reflect as nearly as possible the original intentions of the parties in accordance with applicable law; and (ii) the remaining terms, provisions, covenants and restrictions of this Agreement shall remain in full force and effect.
A waiver of any provision of this Agreement will only be valid if provided in writing and will only be applicable to the specific incident and occurrence so waived. The failure by either party to insist upon the strict performance of this Agreement, or to exercise any term hereof, will not act as a waiver of any right, promise or term, which will continue in full force and effect.
If any of these terms shall be deemed invalid, void, or for any reason unenforceable, those terms shall be deemed severable and shall not affect the validity and enforceability of any remaining terms. Failure of OPE to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision in that or any other instance.
OPE makes no claims that the content is appropriate or may be downloaded outside of the United States of America. Access to the content may not be legal by certain persons or in certain countries. If you access the Website from outside the United States, you do so at your own risk and are responsible for compliance with the laws of that jurisdiction.
You agree that OPE may, in its sole discretion and at any time, modify, discontinue, or suspend its operation of the Services, any part thereof, temporarily or permanently, without notice or liability to you.
Our failure to act with respect to a breach of this Agreement by you or others does not waive our right to act with respect to that breach or subsequent similar or other breaches. Except as expressly and specifically contemplated by the Agreement, no representations, statements, consents, waivers or other acts or omissions by any OPE Affiliate shall be deemed legally binding on any OPE Affiliate, unless documented in a physical writing hand signed by a duly appointed officer of OPE.
Upon Termination of these Terms, any provision which, by its nature or express terms should survive, will survive such termination or expiration, including, but not limited to, sections regarding proprietary rights, disclaimer of warranties, representations made by you, indemnities, limitations of liability and damages and all general provisions shall survive any termination of these Terms.