Terms and Conditions ("Terms")

Last updated: December 14, 2015

Please read these Terms and Conditions ("Terms", "Terms and Conditions") carefully before using any website (the "Services") operated by Super Deluxe, LLC (“Super Deluxe”, “us”, “we”, or “our”).

Your access to and use of the Services is conditioned upon your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others who wish to access or use the Services.

By accessing or using the Services you agree to be bound by these Terms. If you disagree with any part of the terms, then you do not have permission to access the Services.

Communications

By creating an account on our service, you agree to subscribe to newsletters, marketing or promotional materials and other information we may send. However, you may opt out of receiving any, or all, of these communications from us by following the unsubscribe link or instructions provided in any email we send.

Super Deluxe Content

All designs, text elements, layouts, graphics, user interfaces, photographs, videos, logo designs, sounds, music, artwork and computer code making up the Service, including but not limited to the design, structure, selection, coordination, expression, “look and feel” and arrangement of such content are, unless submitted by a Super Deluxe user, owned, controlled by or licensed to Super Deluxe and subject to a variety of legal protections, including copyright, trademark, trade dress, patent and/or contract, with all applicable rights being hereby reserved. Nothing in these Terms is intended to or shall convey any right or license in or to any of Super Deluxe’s content, except as specifically provided for herein.

When using the Services you may be exposed to materials or information that could have factual inaccuracies or ommissions, or that you may consider offensive, indecent, objectionable or inappropriate. You agree that Super Deluxe shall in no way be liable or responsible for such exposure.

User-Generated Content

Our Services allows you to post, link, store, share and otherwise make available certain information, text, graphics, videos, music compositions, or other material ("User-Generated Content"). You are responsible for the User-Generated Content that you post on or through the Service, including its legality, reliability, and appropriateness.

By posting User-Generated Content on or through the Service, you represent and warrant that: (i) the User-Generated Content is yours (you own it) and/or you have the right to use it and the right to grant us the rights and license as provided in these Terms, and (ii) that the posting of your User-Generated Content on or through the Services does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person or entity. We reserve the right to terminate the account of anyone found to be infringing on a copyright.

You retain any and all of your rights to any User-Generated Content you submit, post or display on or through the Services and you are responsible for protecting those rights. We take no responsibility and assume no liability for User-Generated Content you or any third party posts on or through the Services. However, by posting Content using the Services you grant us the right and a non-exclusive, royalty-free, worldwide, fully sublicensable, and assignable license to use, modify, publicly perform, publicly display, reproduce, and distribute such User-Generated Content on and through the Services. You agree that this license includes the right for us to make your User-Generated Content available to other users of the Service, who may also use your Content subject to these Terms. This license shall continue unabated unless and until either said item is deleted from Super Deluxe’s systems, whether by your or Super Deluxe. Super Deluxe shall have no duty to retain copies of your User-Generated Content for any specific length of time, and cannot guarantee access to such content at any given moment.

Super Deluxe has the right but not the obligation to monitor and edit all User-Generated Content provided by users.

In addition, User-Generated Content found on or through this Services are the property of Super Deluxe or used with permission. You may not distribute, modify, transmit, reuse, download, repost, copy, or use said User-Generated Content, whether in whole or in part, for commercial purposes or for personal gain, without express advance written permission from us.

Accounts

When you create an account with us, you guarantee that you are above the age of 13, and that the information you provide us is accurate, complete, and current at all times. Inaccurate, incomplete, or obsolete information may result in the immediate termination of your account on the Services.

You are responsible for maintaining the confidentiality of your account and password, including but not limited to the restriction of access to your computer and/or account. You agree to accept responsibility for any and all activities or actions that occur under your account and/or password, whether your password is with our Services or a third-party service. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account.

You may not use as a username the name of another person or entity or that is not lawfully available for use, a name or trademark that is subject to any rights of another person or entity other than you, without appropriate authorization. You may not use as a username any name that is offensive, vulgar or obscene.

Obligations

When using the Services, you agree:

Third-Party Materials and Websites

The Services may include access to materials or information created by or obtained via third parties, or links to other websites or online locations that have such items. You understand and agree that, due to the distributed nature of the Internet and digital content generally, Super Deluxe does not and cannot review or control the accuracy, appropriateness or completeness of such materials or information, and has no liability whatsoever arising from your exposure thereto.  Trademarks, trade names and/or commercial identifiers or third parties that appear on the site are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by Super Deluxe. Also, while using the Service, you may from time to time come into contact with third parties that are misrepresenting their identity or otherwise acting under false pretenses. You agree that Super Deluxe does not and cannot fully confirm the purported identity or any particular person or entity, and it is not responsible for any damage or loss resulting from interactions stemming therefrom. You bear sole responsibility for evaluating and verifying with whom you are interacting and whether any information or materials they may provide are accurate and/or trustworthy.

Onward Transfer

By using the Service, you may be causing communications or information to be sent through computers and electronic networks in other locations in the United States and abroad. By using such Service, you give Super Deluxe consent to perform such actions where reasonably necessary to provide Services to you.

Advertising

The Services may include advertisements, whether from Super Deluxe or from third parties. This advertising may be based upon information obtained via the Service, and whether such information was submitted by you, by others or collected automatically. You consent to the placement, targeting and display of such advertising as partial consideration for your use of the Services. In addition, Super Deluxe and its various partners, affiliates or agents may, from time to time, send you pertinent information about the Services or other offerings which may be of interest to you. You consent to receive such communications as part of using the Services. You may “opt-out” of these communications at any time by sending an email to contact@superdeluxe.com.  However, note that Super Deluxe will still send communications that are needed to provide Services to you, such as a response to a password or customer support request.  

Copyright Policy

We respect the intellectual property rights of others. It is our policy to respond to any claim that Content posted on the Services infringes on the copyright or other intellectual property rights ("Infringement") of any person or entity.

If you are a copyright owner, or authorized on behalf of one, and you believe that the copyrighted work has been copied in a way that constitutes copyright infringement, please submit your claim via email to contact@superdeluxe.com, with the subject line: “Copyright Infringement” and include in your claim a detailed description of the alleged Infringement as detailed below, under “DMCA Notice and Procedure for Copyright Infringement Claims”.

You may be held accountable for damages (including costs and attorneys’ fees) for misrepresentation or bad-faith claims on the infringement of any Content found on and/or through the Services on your copyright.

DMCA Notice and Procedure for Copyright Infringement Claims

You may submit a notification pursuant to the Digital Millennium Copyright Act (DMCA) by providing the following information in writing (see 17 U.S.C 512(c)(3) for further detail):

Notices should be submitted to contact@superdeluxe.com.

Super Deluxe will, upon receipt of a properly-formatted notice, act expeditiously to remove the allegedly offending content or disable public access to same. Super Deluxe will also send a copy of any infringement notice to the party said to be responsible for the infringement at issue.  If you have received such a notice, you may opt to file a counter-notice, stating essentially that you dispute the allegations made in the notice and formally requesting that any material removed or disabled be reposted. A counter-notification should include the following information: 

Repeat offenders will, at Super Deluxe’s option, have their user accounts and/or access to the Services removed or disabled irrespective of the status of any particular notification or counter-notification.

Intellectual Property

The Services and its original content (excluding Content provided by users), features and functionality are and will remain the exclusive property of Super Deluxe and its licensors. The Services is protected by copyright, trademark, and other laws of both the United States and foreign countries. Our trademarks and trade dress may not be used in connection with any product or service without the prior written consent of Super Deluxe.

Links to Other Web Sites

Our Services may contain links to third party web sites or services that are not owned or controlled by Super Deluxe.

Super Deluxe has no control over, and assumes no responsibility for the content, privacy policies, or practices of any third party web sites or services. We do not warrant the offerings of any of these entities/individuals or their websites.

You acknowledge and agree that Super Deluxe shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such third party web sites or services.

We strongly advise you to read the terms and conditions and privacy policies of any third party web sites or services that you visit.

Termination

We may terminate or suspend your account and bar access to the Services immediately, without prior notice or liability, under our sole discretion, for any reason whatsoever and without limitation, including but not limited to a breach of the Terms.

If you wish to terminate your account, you may simply discontinue using the Services. You may request to have your account “deleted” by sending written notice to Super Deluxe via contact@superdeluxe.com. Upon receipt of such notice, Super Deluxe will make all commercially reasonable efforts to remove your information and materials from its systems and/or disable public access to same. However, you acknowledge and agree that, due to the distributed nature of the Internet and digital technology generally, not all such information and materials can be “deleted” in every manner desired.

All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

Privacy

Super Deluxe is committed to protecting your privacy. By using the Service, you consent to the collection, use and sharing of information about you. Please visit shift.superdeluxe.com/privacy to learn about the practices Super Deluxe follows with respect to such information. You may also send questions or concerns that you may have to contact@superdeluxe.com.

Unsolicited Submission and Feedback Policy

Unless expressly requested by Super Deluxe in writing, Super Deluxe will not consider, review or evaluate unsolicited ideas, “pitches,” scripts, treatments, compositions, business models, product or service descriptions, inventions ideas, or any other confidential or proprietary information that you submit to Super Deluxe (each an “Unsolicited Submission”). This policy serves to avoid misunderstandings in the unlikely event that any of Super Deluxe’s business or creative activities have some coincidental similarities with the activities of another. Furthermore, Super Deluxe may, but is not obligated to, specifically request feedback, suggestions, input and/or ideas from its users (collectively, “Feedback”). You specifically acknowledge and agree that: (i) any and all Unsolicited Submission or Feedback that you provide, including, but not limited to, any content, functionality or application that is produced as a result of such Unsolicited Submission or Feedback, will automatically become the sole and exclusive property of Super Deluxe and that you have no right, title or interest therein by reason of such Unsolicited Submission or Feedback, (ii) you will not receive any form of compensation or recognition from Super Deluxe for any Unsolicited Submission or Feedback, or any content, functionality or application that is produced as a result of such Unsolicited Submission or Feedback;  (iii) Super Deluxe will have no obligation to return your Unsolicited Submission and/or Feedback or to respond to you in any way;  (iv) Super Deluxe will have no obligation to keep your Unsolicited Submission and/or Feedback confidential; (v) your Unsolicited Submission and/or Feedback does not contain the confidential or proprietary information of any third parties, and (vi) Super Deluxe may have something similar to your Unsolicited Submission and/or Feedback already under consideration or in development. Further, to the extent that you may choose to communicate such items to another user in the Super Deluxe community, you act completely at your own risk and Super Deluxe will in no way be responsible for ensuring that the recipient considers, reviews or evaluates your submission, or compensates you for them or preserves their confidentiality.

Indemnification

You agree to defend, indemnify and hold harmless Super Deluxe and its licensee and licensors, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees), resulting from or arising out of a) your use and access of the Service, by you or any person using your account and password; b) a breach of these Terms, or c) Content posted on the Services. In addition, you are solely responsible for your interactions with other users of the Services, the public or with any merchants or third party providers you encounter when using a Services. To the fullest extent permitted under law, you release Super Deluxe from any and all claims or liability related to any product or service, including a third party’s failure to comply with applicable law and/or failure to abide by these Terms, and any conduct or speech, whether online or offline, of any other user

Limitation of Liability

In no event shall Super Deluxe, nor its directors, employees, partners, agents, suppliers, or affiliates, be liable for any indirect, incidental, special, consequential or punitive damages, including without limitation, loss of profits, data, use, goodwill, or other intangible losses, resulting from (i) a dispute regarding any Terms, (ii) your access to or use of or inability to access or use the Service; (iii) any conduct or content of any third party on the Service; (iv) any content obtained from the Service; and (v) unauthorized access, use or alteration of your transmissions or content, whether based on warranty, contract, tort (including negligence) or any other legal theory, whether or not we have been informed of the possibility of such damage, and even if a remedy set forth herein is found to have failed of its essential purpose.

Disclaimer

Your use of the Services is at your sole risk. The Services is provided on an “AS IS” and “AS AVAILABLE” basis. The Services is provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, non-infringement or course of performance.

Super Deluxe, its subsidiaries, affiliates, and its licensors do not warrant that a) the Services will function uninterrupted, secure or available at any particular time or location; b) any errors or defects will be corrected; c) the Services is free of viruses or other harmful components; or d) the results of using the Services will meet your requirements. Moreover, while Super Deluxe makes every effort to ensure the accuracy and reliability of its content, it bears no responsibility for any loss, cost or damage arising out of or in connection with any inaccuracies, errors or omissions or objectionable content contained therein.

Exclusions

Some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so the limitations above may not apply to you. In these jurisdictions, Super Deluxe’s liability shall nonetheless be limited to the fullest extent permitted by law.

Governing Law

These Terms shall be governed and construed in accordance with the laws of California, United States, without regard to its conflict of law provisions. Any dispute shall be resolved by confidential arbitration in the City of Los Angeles, by a sole arbitrator pursuant to the substantive and procedural provisions of the Federal Arbitration Act. The arbitration shall be initiated and conducted at the Los Angeles office of JAMS, or its successor. By using any Services, you hereby willingly consent to both the above-described dispute resolution proceedings, and to the relinquishment of your rights to a trial by jury. If you have concerns or questions about how this impacts your particular situation, you are encouraged to consult an attorney.

Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions of these Terms will remain in effect. These Terms constitute the entire agreement between us regarding our Service, and supersede and replace any prior agreements we might have had between us regarding the Services.

Assignment

These Terms, and any rights and licenses granted thereby or any obligation incurred hereunder, may not be transferred, assigned or sublicensed by you without Super Deluxe’s express written consent. On the other hand, Super Deluxe may assign, sublicense or otherwise transfer this Agreement or any individual Term, right or obligation, at its option, without restriction and without prior notice to you.

Third-Party Beneficiaries

These Terms are not meant or intended to benefit any third party.

“Open Source” Software

From time-to-time, Super Deluxe may make use of certain “open source” software components or programs in order to provide Services to you. Where applicable, you consent to the use of any such items. You also acknowledge and agree that such components or programs were created by third parties not owned or controlled by Super Deluxe, and that Super Deluxe does not, simply by virtue of their use or integration into any Services, make any guarantees or warranties regarding their quality or authenticity.

California Civil Code Section 1789.3 Compliance

Californians have rights to certain information on providers of “electronic commercial services” pursuant to Civil Code Section 1789.3 and California Business and Professions Code Section 17538. The contact email address for Super Deluxe is contact@superdeluxe.com. Currently, there are no fees or charges imposed by Super Deluxe for simply using the Services. However, there may, at some later stage, be costs or fees for the Services that are levied via separate subscription or transaction charges, as well as any applicable taxes or governmental fees. You may also choose to purchase goods or services from Super Deluxe affiliates/partners via the Super Deluxe platform. If you wish to raise a complaint about a particular transaction, please contact Super Deluxe directly in writing via the methods listed above. Further, if you wish to contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs, their address is: 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, U.S.A., and their telephone number is +1(800) 952-5210.

Void Where Prohibited

Super Deluxe is located in Los Angeles, CA, within in the United States of America. While certain Services may be accessible in other countries throughout the world, not all Services can or will be available or appropriate for use everywhere. Super Deluxe may, at its option and without notice to you, restrict access to any Services or limit same to certain geographic areas. If you choose to utilize the Services from anywhere so limited or restricted, or from anywhere outside the United States generally, you do so at your own risk and you bear sole responsibility for complying with all applicable laws or regulations.

Changes

We reserve the right, at our sole discretion and without notice to you, to modify, supplement or replace these Terms at any time. Any such modifications, supplements or replacements will be deemed effective immediately and incorporated by reference into these Terms as additional terms. Super Deluxe encourages you to regularly check for updates, as they may involve important changes affecting your legal rights.

By continuing to access or use our Services after any revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you are no longer authorized to use the Services.

Contact Us

If you have any questions about these Terms, please contact us at contact@superdeluxe.com.