Terms of Service
Last Updated: January 1, 2018

Thank you for using Colnack!PLEASE READ THE FOLLOWING TERMS AND CONDITIONS (THE “TERMS”) CAREFULLY BEFORE USING OUR WEBSITE, www.colnack.com, OR OUR MOBILE APPLICATIONS (COLLECTIVELY, THE “SITE”). YOU AGREE THAT BY USING THE SITE, YOU ACCEPT AND AGREE TO BE BOUND BY THESE TERMS AND OUR PRIVACY POLICY, INCORPORATED HEREIN BY REFERENCED. IF YOU DO NOT AGREE TO THESE TERMS, PLEASE DO NOT USE THE SITE.

You may visit the Site without registering to become a member. However, in order to enjoy all the benefits of the Site and the services offered through the Site, you must register and become a member. By using the Site, you represent and warrant that you are at least 18 years of age (or at least 13 years of age and visiting under the supervision of a parent or guardian) and legally able to enter into a binding contract. If you are using the Site on behalf of a legal entity, you hereby represent and warrant that (i) you have the authority to enter into these Terms on behalf of the legal entity and (ii) agree to be bound by the Terms individually, even when acting on behalf of the legal entity. A breach or violation of any of the Terms will result in an immediate termination of your access to the Services.

Changes to the Terms

We may make changes to these Terms from time to time in our sole discretion. When we do so, we will post the most current version of the Terms on our website and, if a revision to the Terms is material, we will also notify you of the new Terms (for example, by email to the address provided by you when registering or through a notification on our Site). Changes are effective immediately when we post them and apply to all access to and use of the Site thereafter. Your continued use of the Site following the posting of revised Terms means that you accept and agree to the changes. If you do not agree to the revised Terms, you should discontinue your use of the Site.

Use of Site and App

You may use the Site and the App only for your own noncommercial personal use and in compliance with these Terms. You are responsible for your own communications, including the transmission, uploading or posting of information to the Site or the App and are responsible for the consequences of such communications. Any other use of the Site or the App requires the prior written consent of Colnack. You may not otherwise copy, modify, or distribute the contents of this Site or the App without the prior written consent of Colnack. You may not modify, publish, transmit, participate in the transfer of, sell, create derivative works from, or in any way exploit any of the content found on the Site or the App, in whole or in part. We require all members to agree not to use the Site or the App, and specifically prohibit any use of the Site or the App, for any of the following purposes:

Posting, communicating or transmitting any material that infringes on any intellectual property, publicity or privacy right of another person or entity;
Engage in any harassing, threatening, intimidating, predatory or stalking conduct;
Posting any information which is untrue, inaccurate or not your own;
Use or attempt to use another user’s account without authorization from such user and Colnack;
Use the Site, the App and Service in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying the Site, the App and Service or that could damage, disable, overburden or impair the functioning of the Site, the App and Service in any manner;
Engaging in conduct that would constitute a criminal offense or give rise to civil liability or otherwise violate any law or regulation;
Attempting to interfere in any way with the Site, the App’s or Colnack’s network security, or attempting to use the Site or the App’s service to gain unauthorized access to any other computer system;
Using the Site or the App to drop ship merchandise to third parties;
Bulk purchases for resale;
Purchase of products for commercial use or in connection with distribution via a commercial meal service (e.g. school cafeteria; school snacks, etc.);
Use of the Service or shipment of products outside the United States; and
Having more than one account per household

You may not use spiders, robots, data mining techniques or other automated devices or programs to catalog, download or otherwise reproduce, store or distribute content available on the Site or the App. Further, you may not use any such automated means to manipulate the Site or the App, such as automating what are otherwise manual or one-off procedures. You may not take any action to interfere with, or disrupt, the Site or the App or any other user's use of the Site or the App, including, without limitation, via means of overloading, “flooding”, “mailbombing” or “crashing” the Site or the App, circumventing security or user authentication measures or attempting to exceed the limited authorization and access granted to you under these Terms. You may not frame portions of the Site or the App within another web site. You may not resell use of, or access to, the Site or the App to any third party without the prior written consent of Colnack.

Fraud Protection

As part of our order processing procedures, we may screen received orders for fraud or other types of unauthorized or illegal activity. We reserve the right to refuse to process an order due to suspected fraud or unauthorized or illegal activity. If we suspect fraudulent, unauthorized or illegal activity, we may reject your order or we may contact you at the phone number or email address you provided to confirm your order. We also reserve the right to cancel any accounts or refuse to ship to certain addresses due to suspected fraud or unauthorized or illegal activity. We take these measures to protect our customers as well as ourselves from fraud or other unauthorized or illegal activity.

Billing and Payments

We accept Visa, MasterCard, American Express and Discover. In using our services, you may be charged local sales tax. By registering to become a member and providing your payment information, you agree that we may save your payment information for your convenience. If your payment method is declined, we will attempt to process your charge until the transaction is approved. We, and our third party payment service providers, may request and receive, updated credit card information from your credit card issuer, such as updated card numbers and expiration date information when your credit card has expired. If such updated information is provided to us and our third-party payment service providers, we will update your account information accordingly, and will use such updated information to process payments for your future purchases and subscriptions. Your credit card issuer may give you the right to opt out of providing vendors and third-party payment service providers with your updated credit card information. If you wish to opt out of your credit card’s updating service, you should contact your credit card issuer directly. We are not responsible for any fees or charges that your bank or credit card issuer may apply. If your bank or credit card issuer reverses a charge to your credit card, we may bill your account directly and seek payment through another method, including a mailed statement. The risk of loss and title for items purchased by you through our services passes to you upon our delivery of the items to you. Replacement of products or credits to your account for shipped merchandise claimed by you as not received are subject to our investigation. After our investigation, we may credit your account in our sole discretion.

Accuracy, Completeness, and Timeliness of Information

We are not responsible if information made available on this site is not accurate, complete or current. The material on this Site is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete or more timely sources of information. All descriptions, images, references, features, content, specifications, products, and prices of products and services described or depicted on the Site and the App are subject to change at any time without notice. Certain weights, measures, and other descriptions are approximate and are provided for convenience purposes only. The inclusion of any products or services on the Site and the App does not imply or warrant that these products or services will be available. It is your responsibility to ascertain and obey all applicable local, state, federal, and international laws (including minimum age requirements) in regard to the receipt, possession, use, and sale of any item purchased from this Site and the App. This Site and the App may contain certain historical information. Historical information, necessarily, is not current and is provided for your reference only. We reserve the right to modify the contents of this site at any time, but we have no obligation to update any information on our Site or the App. You agree that it is your responsibility to monitor changes to our Site and the App.

Modifications to the Service and Prices

Prices for Services and any products made available through the Services are subject to change without notice. If we are going to change the Membership Fees, we will provide you with notice of such change in a commercially reasonable manner. We reserve the right at any time to modify or discontinue the Service (or any part or content thereof) without notice at any time. We shall not be liable to you or to any third-party for any modification, price change, suspension or discontinuance of the Service. Colnack reserves the right, with or without prior notice, to do any one or more of the following: (i) limit the available quantity of or discontinue any product or service; (ii) impose conditions on the honoring of any coupon, coupon code, promotional code, or other similar promotion; (iii) bar any user from making or completing any or all Transaction(s); and (iv) refuse to provide any user with any product or service. Certain products or services may be available exclusively online through the Service. These products or services may have limited quantities and are subject to return or exchange only according to our Return Policy. We do not warrant that the quality of any products, services, information, or other material purchased or obtained by you through the Service will meet your expectations, or that any errors in the Service will be corrected.

Accuracy of Billing and Account Information

When you sign up for a Membership or purchase any product or service made available through the Site and the App (each such purchase, a "Transaction"), you agree to provide current, complete and accurate purchase and account information for all purchases made via our Service on our Site and App. You agree to promptly update your account and other information, including your email address and credit card account information, expiration dates and shipping address, so that we can complete your Transactions and contact you as needed. You may only have one Membership account per household. We shall have the sole discretion to determine if you have created more than one Membership per household and if we determine that you have done so, we reserve the right to cancel your Membership and modify any orders that you have placed through the Services. These restrictions may include orders placed by or under the same customer account, the same credit card, and/or orders that use the same billing and/or shipping address. We reserve the right to refuse any order you place with us. We may, in our sole discretion, limit or cancel quantities purchased per person, per household or per order. If you have obtained multiple promotional discounts as a result of setting up multiple Membership accounts for a single household, we may charge you the difference for any products purchased with a discount that was obtained in violation of these Terms or the stated terms of the promotion or discount. In the event that we make a change to or cancel an order, we may attempt to notify you by contacting the e-mail and/or billing address/phone number provided at the time the order was made. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers or distributors. You represent and warrant that you have the legal right to use any credit card(s) or other payment method(s) utilized in connection with any Transaction. By submitting such information, you grant to Colnack the right to provide such information to third parties for purposes of facilitating the completion of Transactions initiated by you or on your behalf. Verification of information may be required prior to the acknowledgment or completion of any Transaction. You agree that by placing an order on the Site or the App and agreeing to these Terms, you are entering into a binding contract with Colnack and agree to pay all charges that may be incurred by you or on your behalf through the Site and the App, at the price(s) in effect when such charges are incurred including, without limitation, all shipping and handling charges. In addition, you remain responsible for any taxes that may be applicable to your Transactions.

Additional Terms and Conditions

You agree that additional terms and conditions may apply to specific products, orders or your use of certain portions of the Site or the App, including with respect to ordering, shipping and return policies, review guidelines, Returns Policy, and refer a friend programs (including the “Additional Terms”), which Additional Terms are made part of these Terms by reference. If there is a conflict between these Terms and the Additional Terms, the Additional Terms shall control.

Intellectual Property Rights

The Site and the content of the Site including, but not limited to, text, graphics, images, audio clips, digital downloads, data compilation or code is owned by Colnack, its licensors or other providers of such material and are protected by United States and international intellectual property or proprietary rights laws. These Terms permit you to use the Site for your personal, non-commercial use only. Subject to these Terms, Colnack grants you a limited, non-exclusive, non-transferable license to download, install and use the Site for your personal, non-commercial use on a mobile device or computer owned or otherwise controlled by you. You may not:

Republish, reproduce, duplicate, copy, sell, rent, distribute, create derivative works, publicly display, publicly perform, store, transmit or sub-license the Site or material from the Site;
Copy the Site or modify copies of any materials from the Site;
Delete or alter any copyright, trademark or other proprietary notices from copies of materials from the Site;
Create frames around our web pages or use other techniques that alter in any way the visual presentation or appearance of the Site (without prior written approval by Colnack);
Remove, disable, circumvent or otherwise create or implement any workaround to any copy protection, rights management or security features in or protecting the Site;
Use the Site for any unlawful purposes or in any way that violates any applicable federal, state, local or international law or regulation;
Use the Site for the purpose of exploiting, harming or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information or otherwise;
Transmit or procure the sending of any advertising or promotional material without prior written consent, including any junk mail, chain letter, or spam; or
Engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Site, or which, as determined by us, may harm Colnack or users of the Site or expose them to liability.

All trademarks, service marks and trade names of Colnack on the Site are trademarks or registered trademarks of Colnack or their respective owners. You may not use such marks without Colnack’s or the respective owner’s prior written consent or as provided below in “Third Party Links and Sites”. You acknowledge and agree that the Site is provided under a license, and not sold, to you. You do not acquire any ownership interest in the Site under these Terms or any other rights thereto other than to use the Site in accordance with these Terms. Colnack and its licensors reserve and retain their entire right, title and interest in and to the Site, except as expressly granted to you in these Terms. Through your use of the Site, you may be able to submit, upload, publish or otherwise make available to Colnack textual, audio and/or visual content, including commentary and feedback (the “Content”). As between you and Colnack, any Content that you provide remains your property. However, by providing Content to Colnack, you grant Colnack and all of its subsidiaries, affiliates, successors and assigns a worldwide, perpetual, royalty-free, irrevocable, sublicensable, non-exclusive and transferable right to use, publish, reproduce, modify, adapt, publicly display and otherwise use your Content, without further notice to or consent from you, and without the requirement of payment to you or any other person or entity. Such right shall survive the termination of these Terms and your use of the Site.

Third-Party Links and Sites

The Site may link to other websites operated by third parties. We have no control over these linked sites, each of which has a separate privacy and data collection practices independent of Colnack. We are not responsible for, do not endorse and do not accept any responsibility for the availability, contents, products, services or use of any third party site, any website accessed from a third party site or any changes or updates to such sites. These linked sites are provided to you only for your convenience and you access them at your own risk. You agree that we are not responsible for any loss or damage you may incur from dealing with any such third party site. You should contact the site administrator for the applicable third party site if you have any concerns regarding such links or the content located on any such third party site. The following organizations may link to our Site by use of our corporate name or by use of the uniform resource locator (Web address) without prior written approval:

Government agencies;
Search engines;
News organizations;
Online directory distributors, if the Site is linked to in the same manner as the web sites of other listed businesses; and
Systemwide Accredited Businesses, except for soliciting non-profit organizations, charity shopping malls, and charity fundraising groups.
The above-listed organizations may link to our home page, to publications or to other Site information so long as the link: (a) is not in any way misleading; (b) does not falsely imply sponsorship, endorsement or approval of the linking party and its products or services; and (c) fits within the context of the linking party’s site.

Text Messaging

By registering to become a member, you agree that we may send you text (SMS) messages in order to provide you with the services and products offered through the Site. You may opt-out of receiving text (SMS) messages from Company at any time by contacting Colnack via help@Colnack.com, provided however that opting out of text (SMS) messages may affect your use of the Site and the services and products offered through the Site. You may continue to receive text messages for a short period while we de-activate your account, and you may also receive text messages confirming the receipt of your de-activation request.

Copyright Infringement

In accordance with the DMCA, we’ve adopted the policy below toward copyright infringement. We reserve the right to (1) block access to or remove material that we believe in good faith to be copyrighted material that has been illegally copied and distributed by any of our advertisers, affiliates, content providers, members or users and (2) remove and discontinue service to repeat offenders. Procedure for Reporting Copyright Infringements. If you believe that material or content residing on or accessible through the Services infringes your copyright (or the copyright of someone whom you are authorized to act on behalf of), please send a notice of copyright infringement containing the following information to the Colnack’s Designated Agent to Receive Notification of Claimed Infringement (our “Designated Agent,” whose contact details are listed below):

A physical or electronic signature of a person authorized to act on behalf of the owner of the copyright that has been allegedly infringed;
Identification of works or materials being infringed;
Identification of the material that is claimed to be infringing including information regarding the location of the infringing materials that the copyright owner seeks to have removed, with sufficient detail so that Colnack is capable of finding and verifying its existence;
Contact information about the notifier including address, telephone number and, if available, email address;
A statement that the notifier has a good faith belief that the material identified in (1)(c) is not authorized by the copyright owner, its agent, or the law; and
A statement made under penalty of perjury that the information provided is accurate and the notifying party is authorized to make the complaint on behalf of the copyright owner.
Once Proper Bona Fide Infringement Notification is Received by the Designated Agent. Upon receipt of a proper notice of copyright infringement, we reserve the right to:
remove or disable access to the infringing material;
notify the content provider who is accused of infringement that we have removed or disabled access to the applicable material; and
terminate such content provider's access to the Services if he or she is a repeat offender.
Procedure to Supply a Counter-Notice to the Designated Agent. If the content provider believes that the material that was removed (or to which access was disabled) is not infringing, or the content provider believes that it has the right to post and use such material from the copyright owner, the copyright owner's agent, or, pursuant to the law, the content provider may send us a counter-notice containing the following information to the Designated Agent:
A physical or electronic signature of the content provider;
Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or disabled;
A statement that the content provider has a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material; and
Content provider's name, address, telephone number, and, if available, email address, and a statement that such person or entity consents to the jurisdiction of the Federal Court for the judicial district in which the content provider’s address is located, or, if the content provider's address is located outside the United States, for any judicial district in which Colnack is located, and that such person or entity will accept service of process from the person who provided notification of the alleged infringement.
If a counter-notice is received by the Designated Agent, Colnack may, in its discretion, send a copy of the counter-notice to the original complaining party informing that person that Colnack may replace the removed material or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider accused of committing infringement, the removed material may be replaced or access to it restored in 10 to 14 business days or more after receipt of the counter-notice, at Colnack's discretion.
Please contact Colnack's Designated Agent at the following address:Colnack
1452 Campus Road
Los Angeles, CA 90042

Trademarks

“Colnack,” the Colnack logo and any other Colnack Product or service names, logos or slogans that may appear on the Sites or Products are trademarks of Colnack and may not be copied, imitated or used, in whole or in part, without our prior written permission. You may not use any metatags or other “hidden text” utilizing “Colnack” or any other name, trademark or Product or service name of Colnack without our prior written permission. In addition, the look and feel of the Sites and Products, including, without limitation, all page headers, custom graphics, button icons and scripts, constitute the service mark, trademark or trade dress of Colnack and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, Product names and company names or logos mentioned on the Sites or Products are the property of their respective owners and may not be copied, imitated or used, in whole or in part, without the permission of the applicable trademark holder. Reference to any Products, services, processes or other information by name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation by Colnack.

Personal Information

Your submission of personal information through the store is governed by our Privacy Policy. The Children’s Online Privacy Protection Act (“COPPA”) requires that online service providers obtain parental consent before they knowingly collect personally identifiable information online from children who are under 13. We do not knowingly collect or solicit personally identifiable information from children under 13; if you are a child under 13, please do not attempt to register for the Services or send any personal information about yourself to us. If we learn we have collected personal information from a child under 13, we will delete that information as quickly as possible. If you believe that a child under 13 may have provided us personal information, please contact us at (323) 540-3169.

Errors, Inaccuracies, and Omissions

Occasionally there may be information on our site or in the Service that contains typographical errors, inaccuracies or omissions that may relate to product descriptions, pricing, promotions, offers, product shipping charges, transit times and availability. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information or cancel orders if any information in the Service or on any related website is inaccurate at any time without prior notice (including after you have submitted your order). We undertake no obligation to update, amend or clarify information in the Service or on any related website, including without limitation, pricing information, except as required by law. No specified update or refresh date applied in the Service or on any related website, should be taken to indicate that all information in the Service or on any related website has been modified or updated.

Colnack Samples

Colnack may offer, or partner with third parties to offer product samples or discounts via the Services (“Samples”). To be eligible for a Sample, you may be required to sign up for a Membership and/or provide Colnack with certain personal information. You may not attempt to secure more than one of any given Sample and only one Sample shall be provided per household; as determined by Colnack in its sole discretion. We reserve the right to suspend, terminate, or modify your Membership if you attempt to obtain Samples in violation of these Terms.

Disclaimer – No Professional Advice

Any information provided by us regarding the products or otherwise (e.g. product descriptions, promotional videos, blog posts, or instructions) is for informational purposes only. You should not take any action based upon any information contained on the Site or the App. Use of the Site or the App is not meant to serve as a substitute for professional advice. You should read and strictly follow all product labels, packaging inserts and instructions and all manufacturer directions and warnings and seek independent professional advice when appropriate.

Taxes

Your total price will include the price of the product plus any applicable sales tax; such state and local sales tax is based on the shipping address and the sales tax rate in effect at the time you purchase the product. We will charge tax only in states where the goods sold over the Internet are taxable.

Important Kentucky sales tax information

regarding the tax you may owe directly to the state of Kentucky. We are not required to and do not collect Kentucky sales or use tax. Your purchase may be subject to Kentucky use tax unless the purchase is exempt from taxation in Kentucky. The purchase is not exempt merely because it is made over the Internet, by catalog, or by other remote means. The Commonwealth of Kentucky requires Kentucky purchasers to report all purchases of tangible personal property or digital property that are not taxed by the retailer and pay use tax on those purchases unless exempt under Kentucky law. The tax may be reported and paid on the Kentucky individual income tax return or by filing a consumer use tax return with the Kentucky Department of Revenue. These forms and corresponding instructions may be found on the Kentucky Department of Revenue's Internet Web site.

Prohibited Uses

In addition to other prohibitions as set forth in the Terms of Service, you are prohibited from using the site or its content: (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (f) to submit false or misleading information; (g) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or of any related website, other websites, or the Internet; (h) to collect or track the personal information of others; (i) to spam, phish, pharm, pretext, spider, crawl, or scrape; (j) for any obscene or immoral purpose; (k) to interfere with or circumvent the security features of the Service or any related website, other websites, or the Internet; or (l) in a manner inconsistent with, or in violation of, these Terms. We reserve the right to terminate your use of the Service or any related website for violating any of the prohibited uses.

Warranty Disclaimer

EXCEPT AS OTHERWISE SPECIFICALLY PROVIDED HEREIN, THE SITE AND THE PRODUCTS AND SERVICES OFFERED THROUGH THE SITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND WITHOUT WARRANTIES OF ANY KIND. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, COLNACK DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COLNACK DOES NOT REPRESENT OR WARRANT THAT THE SITE AND FEATURES AND FUNCTIONS CONTAINED ON THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT ANY DEFECTS WILL BE CORRECTED OR THAT THE SITE, OR THE SERVER THAT MAKES THE SITE AVAILABLE, ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. COLNACK DOES NOT MAKE ANY WARRANTIES OR REPRESENTATIONS REGARDING THE USE OF MATERIALS ON THE SITE IN TERMS OF THEIR CORRECTNESS, ACCURACY, ADEQUACY, USEFULNESS, TIMELINESS, RELIABILITY OR OTHERWISE. APPLICABLE LAW MAY NOT ALLOW LIMITATIONS OR EXCLUSIONS ON WARRANTIES SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

Limitation of Liability

COLNACK SHALL NOT BE LIABLE TO ANYONE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES (INCLUDING PERSONAL INJURY, LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE) THAT RESULT FROM YOUR USE OF OR YOUR INABILITY TO USE, THE SITE OR MATERIALS ON THE SITE, EVEN IF COLNACK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. COLNACK WILL NOT BE LIABLE FOR ANY LOSS, DAMAGE OR INJURY WHICH MAY BE INCURRED BY YOU, INCLUDING BUT NOT LIMITED TO LOSS, DAMAGE OR INJURY ARISING OUT OF, OR IN ANY WAY CONNECTED WITH THE SITE OR COLNACK’S SERVICES, ANY RELIANCE PLACED BY YOU ON THE COMPLETENESS, ACCURACY OR EXISTENCE OF ANY ADVERTISING, OR AS A RESULT OF ANY RELATIONSHIP OR TRANSACTION BETWEEN YOU AND ANY THIRD PARTY SERVICE PROVIDER, ADVERTISER OR SPONSOR. IN NO EVENT SHALL COLNACK’S AGGREGATE LIABILITY TO YOU OR ANY THIRD PARTY EXCEED THE AMOUNTS ACTUALLY PAID BY AND/OR DUE FROM YOU IN THE SIX (6) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM. COLNACK MAY INTRODUCE YOU TO SHOPPERS FOR THE PURPOSES OF PROVIDING COURIER SERVICES. YOU EXPRESSLY WAIVE AND RELEASE COLNACK FROM ANY AND ALL LIABILITY, CLAIMS OR DAMAGES ARISING FROM OR IN ANY WAY RELATED TO THE SHOPPERS. COLNACK WILL NOT BE A PARTY TO DISPUTES BETWEEN YOU AND SUCH SHOPPERS. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

Indemnification

You agree to indemnify, defend and hold harmless Colnack, its officers, directors, employees, agents, licensors and suppliers from and against all losses, liabilities, expenses, damages and costs, including reasonable attorneys’ fees, resulting from (i) your violation of these Terms or any applicable law or regulation, whether or not referenced herein, (ii) your violation of any rights of any third party, including any party providing services arranged via the Site, or (iii) the use or misuse of the Site (including negligent or wrongful conduct) by you or any other person accessing the Site using your Internet account.

Assignment

You may not assign, delegate or transfer these Terms of Service or your rights or obligations hereunder, or your Services account, in any way (by operation of law or otherwise) without Colnack’s prior written consent. We may transfer, assign, or delegate these Terms of Service, and our Privacy Policy, along with our rights and obligations herein, and thereto without consent.

Monitoring and Termination

If you are linking to our Site, we reserve the right at any time and in our sole discretion to request that you remove all links or any particular link to our Web site. You agree to immediately remove all links to our Web site upon such request. We may terminate your use of the Site and the services offered on the Site at any time, for any reason and Colnack may prohibit your use of the Site and services offered on the Site at any time in our sole discretion. The terms of these Terms shall remain in effect at all times after the termination of your use of the Site and the services offered on the Site.

Dispute resolution and Arbitration

PLEASE READ THE FOLLOWING SECTION CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE CERTAIN DISPUTES AND CLAIMS WITH COLNACK AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US. BINDING ARBITRATION: Except for any disputes, claims, suits, actions, causes of action, demands or proceedings (collectively, “Disputes”) arising out of or related to a violation of Section 1 or Disputes in which either party seeks to bring an individual action in small claims court or seeks injunctive or other equitable relief for the alleged unlawful use of intellectual property, including, without limitation, copyrights, trademarks, trade names, logos, trade secrets or patents, you and Colnack agree (a) to waive your and Colnack’s respective rights to have any and all Disputes arising from or related to these Terms, or the Site, and the Apps, Content or Products, resolved in a court, and (b) to waive your and Colnack’s respective rights to a jury trial. Instead, you and Colnack agree to arbitrate Disputes through binding arbitration (which is the referral of a Dispute to one or more persons charged with reviewing the Dispute and making a final and binding determination to resolve it instead of having the Dispute decided by a judge or jury in court).

No Class Arbitrations, Class Actions or Representative Actions:

You and Colnack agree that any Dispute arising out of or related to these Terms, the Sites, the App, Content, the Service or products sold on the Site is personal to you and Colnack and that such Dispute will be resolved solely through individual arbitration and will not be brought as a class arbitration, class action or any other type of representative proceeding. You and Colnack agree that there will be no class arbitration or arbitration in which an individual attempts to resolve a Dispute as a representative of another individual or group of individuals. Further, you and Colnack agree that a Dispute cannot be brought as a class or other type of representative action, whether within or outside of arbitration, or on behalf of any other individual or group of individuals.

Notice; Informal Dispute Resolution

You and Colnack agree that each party will notify the other party in writing of any arbitrable or small claims Dispute within thirty (30) days of the date it arises, so that the parties can attempt in good faith to resolve the Dispute informally. Notice to Colnack shall be sent by certified mail or courier to Colnack, Inc., 1452 Campus Rd., Los Angeles, CA 90042. Your notice must include (a) your name, postal address, telephone number, the email address you use or used for your Colnack account and, if different, an email address at which you can be contacted, (b) a description in reasonable detail of the nature or basis of the Dispute, and (c) the specific relief that you are seeking. Our notice to you will be sent electronically and will include (x) our name, postal address, telephone number and an email address at which we can be contacted with respect to the Dispute, (y) a description in reasonable detail of the nature or basis of the Dispute, and (z) the specific relief that we are seeking. If you and Colnack cannot agree how to resolve the Dispute within thirty (30) days after the date notice is received by the applicable party, then either you or Colnack may commence an arbitration proceeding or, to the extent specifically provided for above, file a claim in court. EXCEPT FOR DISPUTES ARISING OUT OF OR RELATED TO A VIOLATION OF USE OF SITE AND APP SECTION OR DISPUTES IN WHICH EITHER PARTY SEEKS TO BRING AN INDIVIDUAL ACTION IN SMALL CLAIMS COURT OR SEEKS INJUNCTIVE OR OTHER EQUITABLE RELIEF FOR THE ALLEGED UNLAWFUL USE OF INTELLECTUAL PROPERTY, INCLUDING, WITHOUT LIMITATION, COPYRIGHTS, TRADEMARKS, TRADE NAMES, LOGOS, TRADE SECRETS OR PATENTS, YOU AND COLNACK AGREE THAT ANY DISPUTE MUST BE COMMENCED OR FILED BY YOU OR COLNACK WITHIN ONE (1) YEAR OF THE DATE THE DISPUTE AROSE, OTHERWISE THE UNDERLYING CLAIM IS PERMANENTLY BARRED (WHICH MEANS THAT YOU AND COLNACK WILL NO LONGER HAVE THE RIGHT TO ASSERT SUCH CLAIM REGARDING THE DISPUTE). You and Colnack agree that (a) any arbitration will be conducted confidentially in accordance with the Streamlined Arbitration Rules and Procedures of Judicial Arbitration and Mediation Services, Inc. ("JAMS") then in effect, by one commercial arbitrator with substantial experience in resolving commercial contract disputes, who shall be selected from the appropriate list of JAMS arbitrators in accordance with such Rules. Judgment upon the award rendered by such arbitrator may be entered in any court of competent jurisdiction. For all purposes of this Agreement, the parties consent to exclusive jurisdiction and venue in the state or federal courts located in, respectively, Los Angeles County, California, or the Southern District of California. As limited by the FAA, these Terms and the applicable JAMS rules, the arbitrator will have (a) the exclusive authority and jurisdiction to make all procedural and substantive decisions regarding a Dispute, including the determination of whether a Dispute is arbitrable, and (b) the authority to grant any remedy that would otherwise be available in court; provided, however, that the arbitrator does not have the authority to conduct a class arbitration or a representative action, which is prohibited by these Terms. The arbitrator may only conduct an individual arbitration and may not consolidate more than one individual’s claims, preside over any type of class or representative proceeding or preside over any proceeding involving more than one individual. If any term, clause or provision of this section is held invalid or unenforceable, it will be so held to the minimum extent required by law, and all other terms, clauses and provisions of this section will remain valid and enforceable. Further, the waivers set forth in this section are severable from the other provisions of these Terms and will remain valid and enforceable, except as prohibited by applicable law. You have the right to opt out of binding arbitration within thirty (30) days of the date you first accepted the terms of this section by writing to: Colnack, Inc., 1452 Campus Rd., Los Angeles, CA 90042. In order to be effective, the opt out notice must include your full name and email address and clearly indicate your intent to opt out of binding arbitration. By opting out of binding arbitration, you are agreeing to resolve Disputes in accordance with Choice of Law and Venue (section below).

Choice of Law and Venue

These Terms of Service and your relationship with Colnack are governed by and will be construed under the laws of the State of California, without regard to the conflicts of laws provisions thereof. Any dispute arising from or relating to the subject matter of these Terms or to your relationship with Colnack shall be finally settled in Los Angeles County, California, in English. Any Dispute between the parties that is not subject to arbitration or cannot be heard in small claims court, shall be resolved in the state or federal courts of the State of California and the United States, respectively, sitting in the State of California, County of Los Angeles. You and Colnack agree that these Terms affect interstate commerce and that the enforceability of this section shall be both substantively and procedurally governed by and construed and enforced in accordance with the Federal Arbitration Act, 9 U.S.C. § 1 et seq. (the “FAA”), to the maximum extent permitted by applicable law.

Miscellaneous

The failure of either you or us to exercise, in any way, any right herein shall not be deemed a waiver of any further rights hereunder. If any provision of these Terms of Service is found to be unenforceable or invalid, that provision will be limited or eliminated, to the minimum extent necessary, so that these Terms of Service shall otherwise remain in full force and effect and enforceable. You and Colnack agree that these Terms of Service are the complete and exclusive statement of the mutual understanding between you and us, and that it supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of these Terms of Service, and that all modifications to these Terms of Service must be in a writing signed by both parties (except as otherwise provided herein). No agency, partnership, joint venture, or employment is created as a result of these Terms of Service and you do not have any authority of any kind to bind Colnack in any respect whatsoever. You and Colnack agree there are no third party beneficiaries intended under these Terms.

Contact Information

Questions about the Terms of Service should be sent to us at:
Colnack
1452 Campus Road
Los Angeles, CA 90042