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Legal Stuff...
TERMS OF USE AGREEMENT
Welcome to our Web site. By using our site, you are agreeing to comply with and be bound by the following terms of use. Please review the following terms carefully. If you do not agree to these terms, you should not use this site. The term “Folded Mayhem” or “FM” or “us” or “we” or “our” refers to Folded Mayhem Clothing Company, the owner of the Web site. The term “you” refers to the user or viewer of our Web Site.
Acceptance of Agreement.
You agree to the terms and conditions outlined in this Terms of Use Agreement ("Agreement") with respect to our site (the "Site"). This Agreement constitutes the entire and only agreement between us and you, and supersedes all prior or contemporaneous agreements, representations, warranties and understandings with respect to the Site, the content, products or services provided by or through the Site, and the subject matter of this Agreement. This Agreement may be amended at any time by us from time to time without specific notice to you. The latest Agreement will be posted on the Site, and you should review this Agreement prior to using the Site.
Copyright.
The content, organization, graphics, design, compilation, magnetic translation, digital conversion and other matters related to the Site are protected under applicable copyrights, trademarks and other proprietary (including but not limited to intellectual property) rights. The copying, redistribution, use or publication by you of any such matters or any part of the Site, except as allowed by Section 4 below, is strictly prohibited. You do not acquire ownership rights to any content, document or other materials viewed through the Site. The posting of information or materials on the Site does not constitute a waiver of any right in such information and materials. Some of the content on the site is the copyrighted work of third parties.
Service Marks.
"foldedmayhem.com" and others are our service marks or registered service marks or trademarks. Other product and company names mentioned on the Site may be trademarks of their respective owners.
Limited License; Permitted Uses.
You are granted a non-exclusive, non-transferable, revocable license (a) to access and use the Site strictly in accordance with this Agreement; (b) to use the Site solely for internal, personal, non-commercial purposes; and (c) to print out discrete information from the Site solely for internal, personal, non-commercial purposes and provided that you maintain all copyright and other policies contained therein. No print out or electronic version of any part of the Site or its contents may be used by you in any litigation or arbitration matter whatsoever under any circumstances.
Restrictions and Prohibitions on Use.
Your license for access and use of the Site and any information, materials or documents (collectively defined as “Content and Materials”) therein are subject to the following restrictions and prohibitions on use: You may not (a) copy, print (except for the express limited purpose permitted by Section 4 above), republish, display, distribute, transmit, sell, rent, lease, loan or otherwise make available in any form or by any means all or any portion of the Site or any Content and Materials retrieved therefrom; (b) use the Site or any materials obtained from the Site to develop, of as a component of, any information, storage and retrieval system, database, information base, or similar resource (in any media now existing or hereafter developed), that is offered for commercial distribution of any kind, including through sale, license, lease, rental, subscription, or any other commercial distribution mechanism.
PURCHASING TERMS AND CONDITIONS
1. ACCEPTANCE OF ORDER BY SUPPLIER - Acceptance of this order by Supplier is expressly limited to the terms and conditions contained in this order. Any typewritten or handwritten portions of this order shall supersede and cancel any contrary or inconsistent printed portions of this order. ANY ADDITIONAL OR DIFFERENT TERMS IN SUPPLIER'S INVOICES, BILLING STATEMENTS, ACKNOWLEDGEMENT FORMS OR OTHER DOCUMENTS ARE DEEMED TO BE MATERIAL AND ARE OBJECTED TO WITHOUT FURTHER NOTIFICATION BY BUYER, and shall be of no force or effect unless specifically agreed to in writing. Any of the following acts by Supplier shall constitute acceptance of this order and all of its terms and conditions: Signing and returning a copy of this order; delivery of any of the goods ordered; informing Buyer in any manner of commencement of performance; or returning Supplier's own form of acknowledgment. Except as otherwise agreed in writing, all tangible property (excluding Folded Mayhem) created or generated specifically for Buyer in the course of Supplier's performance under this order, including without limitation printed materials, artwork, designs, concepts, plates, audiovisual materials, negatives, drawings, mechanicals and photographs, are the property of Buyer and should be so marked. Supplier acknowledges that Buyer is to be considered the author of such works, and hereby irrevocably grants to Buyer, its successors and assigns all rights, title and interest in such works worldwide. Supplier and its licensers are, and shall remain, the owners of the Folded Mayhem and any goods delivered by Supplier hereunder, including any and all intellectual property rights with respect thereto. Except as expressly set forth in the End-User License Agreements provided by Supplier with the goods delivered hereunder, nothing stated in these Terms and Conditions shall be deemed to grant, assign or otherwise transfer any rights, title or interest in the Folded Mayhem or related software to Buyer or any third party.
2. PRICE AND DELIVERY - (A) Supplier shall furnish the items called for by this order in accordance with the prices and delivery schedule specified on the face of this order. If prices and/or delivery dates are not so stated, Supplier shall offer its lowest prices or best delivery dates then prevailing for the same goods containing the same database content, scope and coverage and, upon written acceptance by Buyer such prices and delivery dates shall be deemed to have the same force and effect as if initially specified on this order. All prices shall include all applicable taxes, except sales and use taxes which are separately shown where applicable. (B) Time is of the essence to the Buyer and the delivery schedule specified on this order must be strictly observed by Supplier both as to time and quantities. Buyer is not obligated to accept partial deliveries or excess deliveries. In addition to its right to terminate pursuant to Subparagraph (B) of Paragraph 11 (Termination), Buyer may require Supplier, at Supplier's sole cost and expense, to ship any of the items covered by this order by air or railway express or by such other means as may be designated by Buyer if Supplier fails to meet the specified delivery schedule. Acceptance by Buyer of all or part of the items shall not constitute a waiver by Buyer of its claims arising from delays in delivery.
3. PACKING, MARKING AND RISK OR LOSS - All items shall be appropriately packaged, marked and otherwise prepared in a manner to obtain the lowest reasonable shipping rates unlesscontrary instructions are received in writing from Buyer. Buyer's count will be accepted as final on all shipments not accompanied by a packing slip. Supplier shall bear all risks of loss or damage to items covered by this order until delivery of items to the carrier, if transportation is F.O.B. Supplier, or until acceptance by Buyer, if transportation is F.O.B. Buyer. Supplier will hold in strict confidence during and after the term of this purchase order the following information, materials, and data that have been disclosed by Buyer to Supplier that are not publicly available at the time they are disclosed to the Supplier or are not later disclosed by the Buyer or an authorized third party: Any and all technical and commercial information, market plans, strategy, customer lists, marketing, surveys and pricing data relating in any way to the materials or services to be furnished by the Supplier. Supplier will not use any such confidential information for any purpose, nor disclose it to anyone other than Supplier personnel, without prior written approval from Buyer, except as is necessary to fulfill its obligations or perform services as provided in this purchase order. In addition to the foregoing, Supplier shall take such reasonable further steps as Buyer may direct to insure the protection of confidential information.
4. INVOICING AND PAYMENT – Payment is required before the Supplier will ship any products to the Buyer. In order to maintain our commitment to the environment, we will not print and include receipts in the packaging with the product for shipping. The Supplier will provide the Buyer with a receipt via electronic mail. For screen printing customers, the Supplier will send the Buyer an invoice by electronic mail. The terms for payment on screen printing services are DUE PAYABLE UPON RECEIPT.
5. FORCE MAJEURE - Neither Buyer or Supplier shall be liable for any failure to perform in accordance with the terms of this order due to act of war, sabotage, strikes, fires, freight embargoes, floods, explosions, epidemics or other causes or events beyond the control and without the fault or negligence of Buyer or Supplier. In the event Supplier is unable to perform due to any of the foregoing events, Buyer shall be entitled, in addition to its right to, terminate pursuant to paragraph 11 (Termination), to (a) obtain the items covered by this order from such other sources as Buyer may determine for the duration of Supplier's inability to perform and (b) reduce pro tanto, and without any obligation to Supplier, the quantity of the items specified by this order.
6. LIABILITY RESTRICTION - NEITHER SUPPLIER NOR BUYER SHALL BE LIABLE OR OBLIGATED TO EACH OTHER UNDER ANY SECTION OF THESE TERMS AND CONDITIONS OR UNDER CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, LOST PROFITS, CONSEQUENTIAL OR PUNITIVE DAMAGES.
THIS LIMITATION SHALL NOT IN ANY WAY LIMIT THE OBLIGATION OF EITHER SUPPLIER OR BUYER TO FULLY INDEMNIFY THE OTHER WITH RESPECT TO THIRD PARTY CLAIMS AS PROVIDED FOR IN PARAGRAPH 10.
7. MISCELLANEOUS - (A) No course of dealing of Buyer nor any delay or omission of Buyer to exercise any right or remedy granted under this order shall operate as a waiver of any right of Buyer, and every right and remedy of Buyer provided herein shall be cumulative and concurrent, unless otherwise expressly provided herein, and shall be in addition to every other right or remedy provided for herein or now or hereafter existing in law or in equity or by statute or otherwise. (B) If any provision of this order is found to be illegal or otherwise unenforceable by any court or other judicial or administrative body, such provision shall be limited to the extent necessary so that it will not render this order unlawful or otherwise unenforceable and the remaining provisions of this order shall remain in full force and effect. (c) This order shall be governed by the laws of the State of South Dakota. (d) This order contains the entire agreement of the parties. No claimed change, modification, rescission or waiver shall be binding on Buyer unless in writing and signed by a duly authorized representative of Buyer.
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