Terms and Conditions
These terms of service (the “Terms”) cover your use of and access to www.marilinas.com(our “Website)
Marilinas and Company Inc.(“Marilinas” ) provides an ecommerce platform for consumers to purchase products and services online. To the extent you use the Website to browse, inquire about or purchase products or services listed on the Website, the Terms will refer to you as “Customer.” You are a Customer, for instance, if you order flowers through the Website.
PLEASE READ THIS AGREEMENT CAREFULLY. IT INCLUDES IMPORTANT INFORMATION ABOUT YOUR LEGAL RIGHTS AND OBLIGATIONS. IF YOU DO NOT ACCEPT THIS AGREEMENT, WE DO NOT GRANT YOU ANY LICENSE OR USE RIGHTS HEREUNDER, AND YOU MAY NOT USE OR ACCESS THE WEBSITE.
You must be 18 years of age or older to use the Website unless accompanied by an individual 18 years of age or older. If you are under the age of 18, please discontinue use of the Website.
You represent and warrant that you have the right, authority and capacity to enter into this Agreement and to abide by all of the terms and conditions of this Agreement. If you are representing a corporation or other legal business entity, you hereby represent and warrant that such entity is validly formed and existing under the laws of its jurisdiction and that you are duly authorized as its agent to bind it to this Agreement.
You may be given the option to register for an account through the Website (a “Customer Account”). Customer Accounts will be used to help enhance our ability to provide you with appropriate services, project specific materials, product and customer service support.
Accuracy of Information
You agree to provide us with accurate, complete and updated information with respect to your Customer Account. We may need to use this information to contact you regarding your purchases or other use of the Website.
Corporate Account Control
If you create a Client Account as a representative of or on behalf of an organization (e.g. by using a corporate email address), your organization will be entitled to control and modify that Client Account and to otherwise exercise its rights under this Agreement. If your organization elects to replace you as the representative with ultimate authority for the Client Account, we will provide you with notice following such election, and you agree to take any actions reasonably requested by us or your organization to facilitate the transfer of authority to a new representative of the organization.
You agree to safeguard your Customer Account and to make sure that others do not have access to your Customer Account or password. You are solely responsible for any activity on your Customer Account and for maintaining the confidentiality and security of your password. We are not liable for any acts or omissions by you in connection with your Customer Account. You must immediately notify us if you know or have any reason to suspect that your Customer Account has been accessed without your authorization or that your Customer Account or password has been stolen, misappropriated or otherwise compromised.
ACCEPTABLE AND PROHIBITED USE
You represent and warrant that your use of the Website is not contrary to law, including, without limitation, applicable privacy laws, export or import controls and sanctions. You may not use the Website where prohibited by law.
Unowned or Unlicensed Content
Certain content on the Website may be protected by others’ intellectual property, trade secret or other rights. You shall not copy, upload, download or share content unless you have the right to do so.
Interfering with the Website
You agree not to interfere with or disrupt the Website or servers, networks or devices connected to the Website, including by transmitting any worms, viruses, spyware, malware or any other code of a destructive or disruptive nature. You shall not inject content or code or otherwise alter or interfere with the way any of the Website are rendered or displayed in a user’s browser or device. In addition, you agree not to:
- probe, scan or test the vulnerability of any system or network;
- breach or otherwise bypass any security or authentication measures;
- access, tamper with or use non-public areas or parts of the Website, or shared areas of the Website that Marilinas has not invited you to access;
- take apart, decompile or reverse engineer any part of the Website in an effort to access things such as source code or algorithms;
- access, search or create accounts for the Website by any means (for example, scraping, spidering or crawling) other than our publicly supported interfaces;
- take action that imposes an unreasonable load on our infrastructure or that of our third party providers (where Marilinas reserves the right to determine what is reasonable or unreasonable); and
- provide your password to any other person, use any other person’s username and password, or otherwise manage your Customer Account through shared credentials (unless such management explicitly approved by Marilinas).
Deceptive, Fraudulent and Criminal Behaviour
When using or accessing the Website, you agree not to:
- act in a way that is false, fraudulent, inaccurate or deceiving;
- impersonate another person, company or entity;
- engage in misleading or unethical marketing or advertising;
- use unauthorized credit cards, debit cards or other unauthorized payment devices on the Website;
- infringe or misappropriate anyone’s copyright, trademark or other intellectual property rights or to violate anyone’s privacy or publicity rights.
- threaten, harass or abuse any individuals;
- incite violence;
- publish sexually explicit or obscene material;
- condone or promote self-harm;
- condone or promote violence against any person or group based on race, ethnicity, nationality, religion, gender, gender identity, sexual preference, age or disability; or
- violate any laws through your use of the Website, including, without limitation, all local laws regarding online conduct and acceptable content.
Consequences of Prohibited Use
If we conclude, at our sole discretion, that you have misused the Website, we may take action against your Customer Account. We do our best to ensure fair outcomes, but in all cases, we reserve the right to remove any content or suspend or terminate your Customer Account without liability or notice to you, at any time and for any reason (except where prohibited by applicable law).
You may report violations of these guidelines directly to Marilinas by emailing firstname.lastname@example.org.
THIRD PARTY SERVICES, WEBSITE AND CONTENT
Third Party Services
The Website is integrated with various third party services and applications (collectively, “Third Party Services”) that may allow you to access their content and products. Examples of Third Party Services include social media platforms, eCommerce payment processors and other integration partners and service providers. These Third Party Services may have their own terms and policies, and your use of them will be governed by those terms and policies. We do not control Third Party Services, and we are not liable for the actions of any Third Party Services or for any transaction you may enter into with them. Your security when using Third Party Services is your responsibility. You also agree that we may, at any time and in our sole discretion, and without any notice to you, suspend, disable access to or remove any Third Party Services. We are not liable to you for any such suspension, disabling or removal, including without limitation for any loss of profits, revenue, data, goodwill or other intangible losses you may experience as a result (except where prohibited by applicable law).
Third Party Website
The Website may contain links to third party Website. When you access a third party Website, you do so at your own risk. We do not control and are not liable for any part of those Website or any actions of such third parties.
Third Party Content
The Third Party Website may contain content: (1) that is offensive or objectionable; (2) that contains errors; (3) that violates intellectual property, trade secret, privacy, publicity or other rights or the good name of you or third parties; (4) that is harmful to your or others’ computers or networks; (5) that is unlawful or illegal; or (6) the downloading, copying or use of which is subject to additional terms and policies of third parties or is protected by intellectual property, trade secret, privacy or other laws. We do not endorse Customer Content, or represent that we believe such content to be accurate, useful, lawful or non-harmful. We are not a publisher of, and we are not liable for, any Customer Content uploaded, posted, published or otherwise made available via the Website by you or any other Customer. You are responsible for taking precautions to protect yourself, and your computer or network, from Customer Content accessed via the Website.
MARILINAS’S INTELLECTUAL PROPERTY
Marilinas own and hereby retain all respective proprietary rights on the Website. The Website is protected by copyright or trademark under Canadian law. This Agreement does not grant you any right, title or interest in the Website, our trademarks, logos or other brand features or intellectual property or trade secrets or others’ content on the Website. You agree not to change, translate or otherwise create derivative works of the Website or others’ content.
Marilinas Can Use Your Feedback
To the extent that you give us feedback, comments, or suggestions concerning the Website (collectively, “Feedback”), you acknowledge and agree that all Feedback is Marilinas’s sole and exclusive property. You agree to irrevocably assign and transfer to us, and hereby do assign and transfer to us all of your right, title, and interest in and to the Feedback, including all intellectual property rights therein. To the extent that the foregoing assignment is ineffective for whatever reason, you agree to grant and hereby grant to Marilinas a non-exclusive, perpetual, irrevocable, royalty free, worldwide license (with the right to grant and authorize sublicenses) to make, have made, use, import, offer for sale, sell, reproduce, distribute, modify, adapt, prepare derivative works of, display, perform and otherwise exploit such Feedback without restriction. At our request and expense, you will execute documents and take such further acts as we may reasonably request to assist us in acquiring, perfecting and maintaining our intellectual property rights in and other legal protections for the Feedback.
TERMS OF SALE
Order Acceptance and Cancellation
You agree that your order is an offer to buy, under these Terms, all products and services listed in your order. All orders must be accepted by us or we will not be obligated to sell the products or services to you. We may choose not to accept orders at our sole discretion, even after we send you a confirmation email with your order number and details of the items you have ordered.
Prices and Payment Terms
Prices posted on the Website may be different than prices offered at its physical warehouse location. All prices, discounts, and promotions posted on the Website are subject to change without notice. The price charged for a product or service will be the price in effect at the time the order is placed and will be set out in your order confirmation email. Price increases will only apply to orders placed after such changes. Posted prices do not include taxes or charges for shipping and handling. All such taxes and charges will be added to your merchandise total, and will be itemized in your shopping cart and in your order confirmation email. We strive to display accurate price information, however we may, on occasion, make inadvertent typographical errors, inaccuracies or omissions related to pricing and availability. We reserve the right to correct any errors, inaccuracies, or omissions at any time and to cancel any orders arising from such occurrences.
We may offer from time to time promotions on the Site that may affect pricing and that are governed by terms and conditions separate from these Terms. If there is a conflict between the terms for a promotion and these Terms, the promotion terms will govern.
Terms of payment are within our sole discretion and payment must be received by us before our acceptance of an order. You represent and warrant that (1) the credit card information you supply to us is true, correct and complete, (2) you are duly authorized to use such credit card for the purchase, (3) charges incurred by you will be honored by your credit card company, and (4) you will pay charges incurred by you at the posted prices, including shipping and handling charges and all applicable taxes, if any, regardless of the amount quoted on the Site at the time of your order.
Delivery; Title and Risk of Loss
We will arrange for delivery of the products to you. Please check the individual product page for specific delivery options. You will pay all delivery and handling charges specified during the ordering process. Delivery charges are reimbursement for the costs we incur in the processing, handling, packing, and delivery of your order.
Title and risk of loss pass to you upon our transfer of the products to the carrier. Shipping and delivery dates are estimates only and cannot be guaranteed. We are not liable for any delays in delivery.
Returns and Refunds
We do not grant refunds at this time, and all products on the Website are sold on a non-returnable basis. However, we value your satisfaction and encourage you to reach out to us at email@example.com if you are less than satisfied with your purchase. If you believe that your credit card has been charged in error please contact us at firstname.lastname@example.org
TERM AND TERMINATION; RESERVATION OF RIGHTS
This Agreement will remain in effect until terminated by the upon the fulfillment and completion of your order or by us.
We reserve the following rights, which we may exercise at any time and in our sole discretion, and without liability or notice to you (except where prohibited by applicable law): (1) we may change parts or all of the Website and their functionality; (2) we may suspend or discontinue parts or all of the Website; (3) we may terminate, suspend, restrict or disable your access to or use of parts or all of the Website; and (4) we may change our eligibility criteria to use the Website (and if such eligibility criteria changes are prohibited by law where you live, we may revoke your right to use the Website in that jurisdiction). Without limiting our rights hereunder, we will endeavor to provide you reasonable notice upon suspending or terminating part or all of the Website.
Any future release, update or other addition to the Website shall be subject to this Agreement. Marilinas reserves all rights not explicitly granted in this Agreement.
All sections of this Agreement that by their nature should survive termination shall survive termination, including without limitation: Your Content, Marilinas’s Intellectual Property, Warranty Disclaimers, Limitation of Liability, Indemnification, Dispute Resolution and Governing Law.
DISCLAIMER OF WARRANTY
MARILINAS SERVICES, INCLUDING, WITHOUT LIMITATION, MARILINAS CONTENT, IS PROVIDED ON AN “AS IS” OR “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, NEITHER MARILINAS NOR ANY OF THEIR EMPLOYEES, MANAGERS, OFFICERS OR AGENTS (COLLECTIVELY, THE “MARILINAS PARTIES”) MAKE ANY REPRESENTATIONS OR WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, AS TO: (1) THE WEBSITE; (2) THE CONTENT OF THE WEBSITE; (3) THE PRODUCTS OR SERVICES OFFERED ON THE WEBSITE; OR (4) SECURITY ASSOCIATED WITH THE TRANSMISSION OF INFORMATION TO MARILINAS OR VIA THE WEBSITE. IN ADDITION, THE MARILINAS PARTIES HEREBY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, CUSTOM, TRADE, QUIET ENJOYMENT, SYSTEM INTEGRATION AND FREEDOM FROM COMPUTER VIRUS.
THE MARILINAS PARTIES DO NOT REPRESENT OR WARRANT THAT THE WEBSITE WILL BE ERROR-FREE; THAT ACCESS TO THE WEBSITE WILL BE UNINTERRUPTED; THAT DEFECTS WILL BE CORRECTED; OR THAT THE WEBSITE OR THE SERVER THAT MAKES THE WEBSITE AVAILABLE IS FREE FROM ANY HARMFUL COMPONENTS, INCLUDING, WITHOUT LIMITATION, VIRUSES. THE MARILINAS PARTIES DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT THE INFORMATION (INCLUDING ANY INSTRUCTIONS) ON THE WEBSITE IS ACCURATE, COMPLETE, OR USEFUL. YOU ACKNOWLEDGE THAT YOUR USE OF THE WEBSITE IS AT YOUR SOLE RISK. THE MARILINAS PARTIES DO NOT WARRANT THAT YOUR USE OF THE WEBSITE IS LAWFUL IN ANY PARTICULAR JURISDICTION, AND THE MARILINAS PARTIES SPECIFICALLY DISCLAIM SUCH WARRANTIES. SOME JURISDICTIONS LIMIT OR DO NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES SO THE ABOVE DISCLAIMER MAY NOT APPLY TO YOU TO THE EXTENT SUCH JURISDICTION’S LAW IS APPLICABLE TO YOU AND THIS AGREEMENT.
BY ACCESSING OR USING THE WEBSITE YOU REPRESENT AND WARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE THE WEBSITE.
THE MARILINAS PARTIES DO NOT ENDORSE CONTENT AND SPECIFICALLY DISCLAIM ANY RESPONSIBILITY OR LIABILITY TO ANY PERSON OR ENTITY FOR ANY LOSS, DAMAGE (WHETHER ACTUAL, CONSEQUENTIAL, PUNITIVE OR OTHERWISE), INJURY, CLAIM, LIABILITY OR OTHER CAUSE OF ANY KIND OR CHARACTER BASED UPON OR RESULTING FROM ANY CONTENT.
LIMITATION OF LIABILITY; WAIVER
UNDER NO CIRCUMSTANCES WILL THE MARILINAS PARTIES BE LIABLE TO YOU FOR ANY LOSS OR DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, FOR ANY DIRECT, INDIRECT, ECONOMIC, EXEMPLARY, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL LOSSES OR DAMAGES) THAT ARE DIRECTLY OR INDIRECTLY RELATED TO: (1) THE WEBSITE; (2) ANY CONTENT ON THE WEBSITE; (3) YOUR USE OF, INABILITY TO USE, OR THE PERFORMANCE OF THE WEBSITE; (4) ANY ACTION TAKEN IN CONNECTION WITH AN INVESTIGATION BY THE MARILINAS PARTIES OR LAW ENFORCEMENT AUTHORITIES REGARDING YOUR OR ANY OTHER PARTY’S USE OF THE WEBSITE; (5) ANY ACTION TAKEN IN CONNECTION WITH COPYRIGHT OR OTHER INTELLECTUAL PROPERTY OWNERS; (6) ANY ERRORS OR OMISSIONS IN THE SITE’S OPERATION; OR (7) ANY DAMAGE TO ANY USER’S COMPUTER, MOBILE DEVICE, OR OTHER EQUIPMENT OR TECHNOLOGY INCLUDING, WITHOUT LIMITATION, DAMAGE FROM ANY SECURITY BREACH OR FROM ANY VIRUS, BUGS, TAMPERING, FRAUD, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER LINE OR NETWORK FAILURE OR ANY OTHER TECHNICAL OR OTHER MALFUNCTION. SUCH LOSSES OR DAMAGES INCLUDE, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, LOSS OF DATA, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, EVEN IF FORESEEABLE OR EVEN IF THE MARILINAS PARTIES HAVE BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE, STRICT LIABILITY OR TORT (INCLUDING, WITHOUT LIMITATION, WHETHER CAUSED IN WHOLE OR IN PART BY NEGLIGENCE, ACTS OF GOD, TELECOMMUNICATIONS FAILURE, OR THEFT OR DESTRUCTION OF THE SERVICE). IN NO EVENT WILL THE MARILINAS PARTIES BE LIABLE TO YOU OR ANYONE ELSE FOR LOSS, DAMAGE OR INJURY, INCLUDING, WITHOUT LIMITATION, DEATH OR PERSONAL INJURY. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN NO EVENT WILL THE MARILINAS PARTIES TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OR ACTION EXCEED THE TOTAL AMOUNT THAT YOU HAVE SPENT ON THE WEBSITE WITHIN THE LAST CALENDAR YEAR.
YOU AGREE THAT IN THE EVENT YOU INCUR ANY DAMAGES, LOSSES OR INJURIES THAT ARISE OUT OF MARILINAS’S ACTS OR OMISSIONS, THE DAMAGES, IF ANY, CAUSED TO YOU ARE NOT IRREPARABLE OR SUFFICIENT TO ENTITLE YOU TO AN INJUNCTION PREVENTING ANY EXPLOITATION OF ANY WEB SITE, SERVICE, PROPERTY, PRODUCT OR OTHER CONTENT OWNED OR CONTROLLED BY THE MARILINAS PARTIES, AND YOU WILL HAVE NO RIGHTS TO ENJOIN OR RESTRAIN THE DEVELOPMENT, PRODUCTION, DISTRIBUTION, ADVERTISING, EXHIBITION OR EXPLOITATION OF ANY WEBSITE, PROPERTY, PRODUCT, SERVICE, OR OTHER CONTENT OWNED OR CONTROLLED BY THE MARILINAS PARTIES.
MARILINAS IS NOT RESPONSIBLE FOR THE ACTIONS, CONTENT, INFORMATION, OR DATA OF THIRD PARTIES, AND YOU RELEASE US, OUR DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS FROM ANY CLAIMS AND DAMAGES, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH ANY CLAIM YOU HAVE AGAINST ANY SUCH THIRD PARTIES.
You agree to defend (at Marilinas’s request), indemnify and hold harmless Marilinas’s, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, losses, and expenses, including without limitation, reasonable lawyers’ fees and costs, arising out of or in any way connected with any of the following (including as a result of your direct activities on the Website or those conducted on your behalf): (i) your content or your access to or use of the Website; (ii) your breach or alleged breach of this Agreement; (iii) your violation of any third-party right, including without limitation, any intellectual property right, publicity, confidentiality, property or privacy right; (iv) your violation of any laws, rules, regulations, codes, statutes, ordinances or orders of any governmental and quasi-governmental authorities, including, without limitation, all regulatory, administrative and legislative authorities; or (v) any misrepresentation made by you. You will cooperate as fully as required by Marilinas in the defense of any claim. Marilinas reserves the right to assume the exclusive defence and control of any matter subject to indemnification by you, and you will not in any event settle any claim without the prior written consent of Marilinas.
If there is any dispute arising out of the Website, by using the Website, you expressly agree that any such dispute shall be governed by the laws of the Province of Alberta.