TERMS OF SERVICE
TERMS OF SERVICE AGREEMENT
You need to understand that: "you" and "your" refers to you, the person accessing the Services; "we" (and "us", "our", "ours" and "ourselves") refer to Ply; and "party" or "parties" refers to both you and us. The effective date of this Agreement is when you accept it, in accordance with the terms and conditions that are set out below.
IMPORTANT! YOUR ACCESS TO AND USE OF THE SERVICES IS SUBJECT TO LEGALLY BINDING TERMS AND CONDITIONS. PLEASE CAREFULLY READ ALL OF THE FOLLOWING TERMS AND CONDITIONS BEFORE YOU PROCEED. ACCESSING OR USING THE SERVICES IS THE EQUIVALENT OF YOUR SIGNATURE AND INDICATES YOUR ACCEPTANCE OF THESE TERMS AND CONDITIONS AND THAT YOU INTEND TO BE LEGALLY BOUND BY THEM. IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, PLEASE DO NOT USE THE SERVICES.
Please read this Agreement carefully before accessing or using our Services. By accessing or using any part of our Services, you agree to become bound by the Terms of this Agreement. If you do not agree to all the Terms of this Agreement, then you may not access or use any of our Services.
Since Bloom is used to sell alcohol on your website, our Services are not directed to people younger than 21, and access and use of our Services are only offered to users 21 years of age or older. If you are under 21 years old, please do not register to use our Services. Any person who purchases or uses our services represents that they are 21 years of age or older.
Use of our Services, specifically the Bloom Shopify app, requires a Shopify account. You agree to provide us with complete and accurate information when you register for your Shopify account. You will be solely responsible and liable for any activity that occurs under your username. You are responsible for keeping your password secure.
If you, or the folks at Ply, install Bloom on your Shopify store, you are responsible for maintaining the security of your account, and you are fully responsible for all activities that occur under the account and any other actions taken in connection with the store or Bloom app. You must immediately notify Ply of any unauthorized uses of your app, your account, or any other breaches of security. Ply will not be liable for any acts or omissions by you, including any damages of any kind incurred as a result of such acts or omissions. We are not responsible for your ability to access our Services, or ensuring uninterrupted access to the Internet or any charges you incur, in association with your use of the Internet, nor are we responsible for ensuring your hardware and software are compatible with the Services. You acknowledge that your access to and use of the Services may be impaired or prevented by factors beyond our control (such as issues with your computer system or Internet connectivity) and that we are not responsible for any such factors, or their effects.
You are solely responsible for all of your ecommerce activities, including your store, your items, its operation, all applicable taxes and fees, compliance with the Payment Card Industry Data Security Standard (PCI DSS), and compliance with any applicable laws. Among other things, this means that:
- You should use your best judgment when setting up Bloom, batching shipment, processing payments, and selling items. We are not involved in your relationships or transactions with any customer or potential customer.
- You are responsible for resolving all support questions, comments, and complaints, including refunds, chargebacks, or pricing questions. You should provide contact information so that customers may contact you with questions or complaints.
- You are responsible for delivering items sold to your customers, and for fulfilling all promises, representations, or warranties you make to them in connection with a sale.
The Responsibility of Visitors.
Ply has not reviewed, and cannot review, all of the material and Content posted to our Services, and cannot, therefore, be responsible for that material’s content, use or effects. By operating our Services, Ply does not represent or imply that it endorses the material there posted, or that it believes such material to be accurate, useful, or non-harmful. You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content. Our Services may contain content containing technical inaccuracies, typographical mistakes, and other errors. Our Services may also contain material that violates the privacy or publicity rights or infringes the intellectual property and other proprietary rights, of third parties, or the downloading, copying or use of which is subject to additional terms and conditions, stated or unstated. Ply disclaims any responsibility for any harm resulting from the use by visitors of our Services, or from any downloading by those visitors of content there posted.
The Responsibility of Contributors.
If you operate a Shopify store, post material to your store using the Bloom app, or otherwise make (or allow any third party to make) material available (any such material, “Content”), you are entirely responsible for the content of, and any harm resulting from, that Content or your conduct. That is the case regardless of what form the Content takes, which includes, but is not limited to text, photo, video, audio, or code. By using the Bloom app, you represent and warrant that your Content and conduct do not violate these Terms or Shopify’s Terms of Service. If you provide or submit Content to Ply for inclusion on your website or online store, you grant Ply a world-wide, royalty-free, and non-exclusive license to reproduce, modify, adapt and publish the Content solely for the purpose of displaying, distributing, and promoting your brand, store, or product. If you delete Content from the Bloom app, Ply will use reasonable efforts to remove it from our storage systems, but you acknowledge that is some cases this won’t be possible, including but not limited to caching or references to the Content that Ply does not have direct control over, and that content stored on Shopify’s servers. Without limiting any of those representations or warranties, Ply has the right (though not the obligation) to, in Ply’s sole discretion, (i) refuse or remove any content that, in Ply’s reasonable opinion, violates any Ply or Shopify policy or is in any way harmful or objectionable, or (ii) terminate or deny access to and use of Bloom to any individual or entity for any reason. You acknowledge that WE HAVE NO LEGAL RELATIONSHIP WITH CONTENT UPLOADERS. Ply will have no obligation to provide a refund of any amounts previously paid.
Payment and Renewal.
You agree to pay Ply the monthly or annual subscription fees we agreed to for our Services. Payments will be charged on a pre-pay basis on the day you sign up for Bloom and will cover the use of that service for a monthly or annual subscription period as selected by you when you sign up. We currently accept the following credit cards for payment: Visa, Mastercard, and American Express (this list is subject to change, from time to time). We will retain your credit card and billing information, and charge your credit card for all applicable fees in connection with your use of the Services, until your use of the Services is terminated in accordance with this Agreement and all outstanding fees are paid in full.
All Services are provided on a per store basis, meaning you will have to purchase Services on an individual store basis. For example, if you have two stores, and you wish to use Bloom for both stores, you must purchase two subscriptions to Bloom.
Bloom is a subscription service (with a monthly or annual fee), payment will be due on the anniversary date of the original purchase date. If the Service has a free trial period, the anniversary date will be the date on which your trial ends. We may change fees, from time to time (in which case, the changed fees will be reflected on your next billing cycle after notice of the changes is posted on our website).
Example: If on June 1st, you purchase a subscription-based Service with a monthly recurring charge that has no free trial, your anniversary date would be the 1st and you would be billed the 1st of each month.
Unless you notify Ply before the end of the applicable subscription period that you want to cancel your Services, your subscription will automatically renew and you authorize us to collect the then-applicable annual or monthly subscription fee for such Services (as well as any taxes) using any credit card or other payment mechanism we have on record for you. Services can be canceled at any time by contacting Ply via phone or email and request a cancellation.
You may not use our Services for any unlawful purposes, or in furtherance of illegal activities. We may terminate your access to Bloom if we determine (in our sole discretion) that your use is in any way harmful or objectionable.
Third Party Services.
- Third Party Services are not vetted, endorsed, or controlled by Ply.
- Any use of a Third Party Service is at your own risk, and we shall not be responsible or liable to anyone for Third Party Services.
- Your use is solely between you and the respective third party (“Third Party”) and will be governed by the Third Party’s terms and policies. It is your responsibility to review the Third Party’s terms and policies before using a Third Party Service.
- Third Party Services may not work appropriately with our Services, and we may not be able to provide support for issues caused by any Third Party Services.
- If you have questions or concerns about how a Third Party Service operates, or need support, please contact the Third Party directly.
- In rare cases, we may at our discretion, suspend, disable, or remove Third Party Services from your account or website.
Tax Calculations may be provided by TaxJar, Shopify, or ShipCompliant, depending on how your Services are configured. You are responsible for all taxes and fees associated with your ecommerce and point-of-sale activities. You must collect, report, and/or pay the correct amounts to the appropriate authorities, if applicable, and if needed, inform your customers about any taxes they may be required to pay and issue appropriate invoices. While some ecommerce features allow you to include sales taxes or other taxes in transactions, you should not rely solely on these features to ensure tax being collected, or remitted to tax agencies, are accurate. We make our best efforts to keep our content and documents up-to-date, but because the tax law changes rapidly, we cannot guarantee that all the services are completely current. Tax laws differ from jurisdiction to jurisdiction and may be subject to different interpretations by different authorities. We recommend you consult an appropriate tax professional to review tax rates applied to orders, and they should inform you how to reconcile difference that may exist for your specific tax situation. Ply is not responsible for taxes not being correctly calculated on orders.
Shipping is managed through Shopify, ShipCompliant, ShipStation, or other third party. We act only as an intermediary between you and the third party services you may be using; we are not involved in any way with your product or its shipment. We also do not warrant that the results you obtain from the use of these services (rates and labels, for example) will be accurate or reliable.
You are solely responsible for compliance with all applicable rules and regulations, including domestic and international shipping and customs regulations and those of the relevant mailing service. For example, if you use FedEx, you will need to comply with their shipping restrictions and standards, among others.
As Ply asks others to respect its intellectual property rights, it respects the intellectual property rights of others. If you believe that material located on or linked to by Bloom violates your copyright, you are encouraged to notify Ply. Ply will respond to all such notices, including as required or appropriate by removing the infringing material or disabling all links to the infringing material.
This Agreement does not transfer from Ply to you any Ply or third party intellectual property, and all right, title, and interest in and to such property will remain (as between the parties) solely with Ply. Ply, Bloom, Bloom.wine, the Bloom logo, and all other trademarks, service marks, graphics and logos used in connection with Bloom or our Services, are trademarks or registered trademarks of Ply or Ply’s licensors. Other trademarks, service marks, graphics and logos used in connection with our Services may be the trademarks of other third parties. Your use of our Services grants you no right or license to reproduce or otherwise use any Ply or third party trademarks.
We are constantly updating our Services, and that means sometimes we have to change the legal terms under which our Services are offered. If we make changes that are material, we will let you know by posting on our website, twitter feed, or by sending you an email or other communication when the changes take effect. If you disagree with our changes, then you should stop using our Services. Your continued use of our Services will be subject to the new terms. However, any dispute that arose before the changes shall be governed by the Terms (including the binding individual arbitration clause) that were in place when the dispute arose.
Ply reserves the right to display attribution text or links in your site footer or toolbar, attributing Bloom or any of our services. The attribution may be removed by you, or be requested to be removed by Ply.
Ply may terminate your access to all or any part of our Services at any time, with or without cause, with or without notice, effective immediately. If you wish to terminate this Agreement or your Bloom subscription, you may simply discontinue using our Services and uninstall Bloom. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
Disclaimer of Warranties.
Our Services are provided “as is.” Ply and its suppliers and licensors hereby disclaim all warranties of any kind, express or implied, including, without limitation, the warranties of merchantability, fitness for a particular purpose and non-infringement. Neither Ply nor its suppliers and licensors makes any warranty that our Services will be error free or that access thereto will be continuous or uninterrupted. You understand that you download from, or otherwise obtain content or services through, our Services at your own discretion and risk.
Jurisdiction and Applicable Law.
Except to the extent applicable law, if any, provides otherwise, this Agreement, any access to or use of our Services will be governed by the laws of the state of Washington, U.S.A., excluding its conflict of law provisions, and the proper venue for any disputes arising out of or relating to any of the same will be the state and federal courts located in King County, Washington.
Except for claims for injunctive or equitable relief or claims regarding intellectual property rights (which may be brought in any competent court without the posting of a bond), any dispute arising under this Agreement shall be finally settled in accordance with the Comprehensive Arbitration Rules of the Judicial Arbitration and Mediation Service, Inc. (“JAMS”) by three arbitrators appointed in accordance with such Rules. The arbitration shall take place in Seattle, Washington, in the English language and the arbitral decision may be enforced in any court. The prevailing party in any action or proceeding to enforce this Agreement shall be entitled to costs and attorneys’ fees.
Limitation of Liability.
In no event will Ply, or its suppliers or licensors, be liable with respect to any subject matter of this Agreement under any contract, negligence, strict liability or other legal or equitable theory for: (i) any special, incidental or consequential damages; (ii) the cost of procurement for substitute products or services; (iii) for interruption of use or loss or corruption of data; or (iv) for any amounts that exceed the fees paid by you to Ply under this Agreement during the twelve (12) month period prior to the cause of action. Ply shall have no liability for any failure or delay due to matters beyond their reasonable control. The foregoing shall not apply to the extent prohibited by applicable law.
General Representation and Warranty.
You agree to indemnify and hold harmless Ply, its contractors, and its licensors, and their respective directors, officers, employees, and agents from and against any and all claims and expenses, including attorneys’ fees, arising out of your use of our Services, including but not limited to your violation of this Agreement.
This Agreement constitutes the entire agreement between Ply and you concerning the subject matter hereof, and they may only be modified by a written amendment signed by an authorized executive of Ply, or by the posting by Ply of a revised version.
If any part of this Agreement is held invalid or unenforceable, that part will be construed to reflect the parties’ original intent, and the remaining portions will remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof.
You may assign your rights under this Agreement to any party that consents to, and agrees to be bound by, its terms and conditions; Ply may assign its rights under this Agreement without condition. This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns.
Contact and Communications.
If you need to contact Ply regarding the agreement or our Services, send an email to firstname.lastname@example.org, or mail any correspondences to:
Ply Interactive, Inc.
111 W John. Street, #307
Seattle, WA 98119