Effective Date: July 13, 2015
By accessing the Website you affirm and warrant that you are at least 21 years of age.
THIS AGREEMENT IS A LEGALLY BINDING CONTRACT AND YOU HAVE A DUTY TO READ THIS AGREEMENT BEFORE USING THE WEBSITE. THROUGH YOUR USE OF THE WEBSITE YOU MANIFEST YOUR ASSENT TO THE TERMS AND CONDITIONS CONTAINED WITHIN THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, YOU MUST IMMEDIATELY CEASE YOUR USE OF THE WEBSITE.
OWNER RESERVES THE RIGHT TO SUSPEND, REPLACE, MODIFY, AMEND, OR TERMINATE THIS AGREEMENT AT ANY TIME AND WITHIN ITS SOLE AND ABSOLUTE DISCRETION. IN THE EVENT OWNER REPLACES, MODIFIES, OR AMENDS THIS AGREEMENT, YOUR CONTINUED USE OF THE WEBSITE AFTER A CHANGE IN THE EFFECTIVE DATE ABOVE WILL CONSTITUTE YOUR MANIFESTATION OF ASSENT TO AND AGREEMENT WITH ANY REPLACEMENT, MODIFICATION, OR AMENDMENT CONTAINED WITHIN THIS AGREEMENT.
1. User Warranties
By using the Website, you warrant that you are at least 21 years of age, of sound mind, and have the capacity to agree to and uphold the terms and conditions contained within this Agreement. If you use the Website on behalf of a business entity or other third party, you warrant that you have actual authority to act as an agent of that business entity and third party and, as a component of that agency, have the right and ability to agree to the terms of this Agreement on behalf of that third party or business entity and bind that third party or business entity to the terms of this Agreement.
You warrant that your use of the Website does not violate any law, regulation, ordinance, statute, or treaty that is applicable to individuals or business entities located in the jurisdiction in which you live. You further warrant that you are not prohibited from entering into this Agreement by the terms of any preexisting agreement.
2. Limited License
You acknowledge and agree that the Website is the property of, or is licensed by, Owner and is protected under United States and international law, including, but not limited to, intellectual property laws and other personal and proprietary rights. You acknowledge and agree that your use of the Website is limited by the license granted under the terms of this Agreement, and you expressly agree that you will not use the Website in any manner not expressly authorized under the terms of this Agreement. Owner reserves all of its rights not expressly granted through this Agreement.
Owner provides you with a limited, non-exclusive, non-sublicensable, non-assignable, revocable, and royalty free license to use the Website for its customary and intended purposes. You are expressly prohibited from reproducing, preparing derivative works of, distributing copies of, publicly performing, and publicly displaying the Website. Additionally, you are expressly prohibited from scraping, framing, hacking, reverse engineering, crawling, or aggregating the Website, whether in whole or in part, without the prior written consent of Owner. The foregoing prohibition on crawling or aggregating does not apply to search engines that appropriately comply with Owner robots.txt file.
This license is revocable at any time, and any rights not expressly granted herein are reserved to Owner.
3. Acceptable Use Policy
You are expressly prohibited from using the Website to violate any law, statute, ordinance, regulation, or treaty, whether local, state, provincial, national or international, or to violate the rights of a third party, including, but not limited to, intellectual property rights, privacy rights, rights of publicity, or other personal or proprietary rights. Additionally, you are expressly prohibited from scraping, crawling, framing, posting unauthorized links to, aggregating, hacking, performing denial of service attacks on, reverse engineering, or circumventing technological protection measures of the Website. You are also prohibited from using the Website to transmit unsolicited commercial emails to third parties or users of the Website, obtaining or mining the personal data of third parties or users of the Website, harassing or defaming third parties or users of the Website, or using the Website to promote bodily harm or emotional distress to third parties or users of the Website.
5. Intellectual Property
You acknowledge and agree that any and all trademarks, trade names, design marks, or logos displayed on the Website by Owner, are common law or registered trademarks owned by or licensed to Owner. You are expressly prohibited from using the trademarks of Owner to cause confusion in, to cause mistake in, or to deceive consumers, or from falsely designating the origin of, the source of, or the sponsorship of your goods or services. You are further prohibited from using the trademarks of Owner in domain names, in keyword advertisements, to trigger keyword advertisements, or in meta tags. All other trademarks, trade names, design marks, or logos are the property of their respective owners.
You further acknowledge that any and all expressive material featured on the website is the exclusive property of Owner. Expressive material featured on the Website is protected by federal and international copyright law, and you are prohibited from reproducing, preparing derivative works of, distributing copies of, publicly performing, and publicly displaying the Website without prior written consent of Owner.
6. Third-Party Links
You acknowledge and agree that the Website may contain links to third-party websites or content that Owner does not own or control. You are advised to review the terms and conditions of any third-party websites or content linked to through the Website, and you agree that Owner will not be responsible for websites not under the ownership or control of Owner. Owner specifically disclaims any responsibility for the content available on any other websites linked to the Website. Your use of or access to any other websites linked to the Website is at your own risk.
8. Term and Termination
The term of this Agreement will begin upon your first accessing of the Website and will continue until the earlier of the following: (i) Owner terminates your access to the Website; or (ii) you cease using the Website. Owner reserves the right to terminate the Website or your access to the Website in its sole and absolute discretion and without prior notice.
9. Disclaimer of Warranties and Limitation of Liability
YOU ACKNOWLEDGE AND AGREE THAT THE WEBSITE IS PROVIDED ON AN “AS-IS” BASIS AND WITHOUT WARRANTY OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE, MERCHANTABILITY, ACCURACY, FITNESS FOR A PARTICULAR PURPOSE, SECURITY, AND NON-INFRINGEMENT. WHEREVER PERMITTED BY LAW, YOU ACKNOWLEDGE THAT OWNER WILL NOT BE HELD RESPONSIBLE OR LIABLE FOR ANY CLAIMS, DAMAGES, JUDGMENTS, CHARGES, OR FEES ARISING OUT OF OR RELATED TO YOUR USE OF OR ACCESS TO THE WEBSITE, INCLUDING, BUT NOT LIMITED TO, COMPENSATORY DAMAGES, CONSEQUENTIAL DAMAGES, SPECIAL DAMAGES, INCIDENTAL DAMAGES, PUNITIVE DAMAGES, EXEMPLARY DAMAGES, COSTS AND ATTORNEYS’ FEES, DAMAGES ARISING OUT OF ERRORS OR OMISSIONS, AND DAMAGES ARISING OUT OF THE UNAVAILABILITY OF THE WEBSITE OR DOWNTIME. VOID WHERE PROHIBITED.
You agree to indemnify, defend, and hold harmless Owner from any and all losses, including, but not limited to, costs and attorneys’ fees, arising out of or related to (i) your use of the Website, (ii) your violation of any term or condition of this Agreement; (iii) your violation of the rights of third parties, including, but not limited to, intellectual property rights or other personal or proprietary rights; and (iv) violation of any law, statute, ordinance, regulation, or treaty, whether local, state, provincial, national or international. Your obligation to defend Owner will not provide you with the ability to control Owner’s defense, and Owner reserves the right to control its defense, including its choice of counsel and whether to litigate or settle a claim subject to indemnification.
11. Choice of Law
This Agreement shall be governed in all respects by the laws of the State of Michigan. You agree that any claim or dispute you may have against Owner must be resolved by a court located in Grand Traverse County, Michigan. You agree to submit to the personal jurisdiction of the courts located within Grand Traverse County, Michigan for the purpose of litigating all such claims or disputes.
12. Force Majeure
Owner will not be responsible for any delay or failure in performance of the Website arising out of any cause beyond Owner’s control, such as acts of God, war, riots, fire, terrorist attacks, power outages, severe weather, or other accidents.
The representations, warranties, duties, and covenants made by you under this Agreement will survive the termination of this Agreement or the Website, including, but not limited to, your duty to indemnify and defend Owner.
In the event any term or condition of this Agreement is deemed invalid or unenforceable, the remaining terms and conditions of this Agreement will remain in full force and effect.
This Agreement will be deemed to have been drafted by both parties, and the terms and conditions of this Agreement will not be interpreted against its drafter.
You are expressly prohibited from assigning your rights and duties under this Agreement. Owner reserves the right to assign its rights and duties under this Agreement, including in a sale of Owner or its Website.
No term or condition of this Agreement or breach of this Agreement will be deemed to have been waived or consented to unless said waiver is writing and signed by the party to be charged.
This Agreement is the entire agreement between the parties and supersedes all previous agreements or representations between the parties.
19. Payment Processing
Earthen Ales uses Braintree, a division of PayPal, Inc. (Braintree) for payment processing services. By using the Braintree payment processing services you agree to the Braintree Payment Services Agreement available at https://www.braintreepayments.com/legal/gateway-agreement, and the applicable bank agreement available at https://www.braintreepayments.com/legal/bank-agreement-us#wellsfargo. If you have questions regarding the MSA, please contact Braintree at 877.434.2894.