Terms & Conditions
Effective as of May 1, 2017
Welcome to PrinceSpring.com! This website, together with any other Prince & Spring apps, websites, or mobile websites introduced, owned or operated by Jubilant LLC are referred to individually as a “Site” and collectively as the “Sites”. The Sites are owned and operated by Jubilant LLC, its affiliates, agents and licensors (collectively, “we,” “us”, “our”, or “Jubilant”). Jubilant provides the Sites, services, content and other features (the “Services”), as applicable, to you subject to these Terms & Conditions, any terms, conditions, or policies otherwise contained on the Sites, and any updates to any such terms, conditions or policies (collectively, the “Terms”). You understand that your use of any of the Sites constitutes your consent to, and agreement to, abide by the most current version of the Terms. We may at any time revise the Terms by updating them. The most up to date version of the Terms will always be available for your review on the applicable Site.
Please review the Terms carefully. To make things a little simpler, we refer to Jubilant and its affiliates and subsidiaries as the “Company,” “Jubilant,” “we,” “our,” and “us”, and our parent company, Giddy Inc. d/b/a Boxed as “Boxed”. We refer to the users of the Sites as “you” and “your.”
BY ACCESSING OR USING THE SERVICES OR SITES, YOU AGREE TO THESE TERMS; IF YOU DO NOT AGREE, DO NOT USE THE SERVICES OR SITES. If you violate the Terms, your access to and use of the Services and Sites is unauthorized.
IMPORTANT: PLEASE NOTE THAT THESE TERMS INCLUDE YOUR AGREEMENT TO ARBITRATE CONTROVERSIES. BY USING THE SERVICES AND/OR THE SITES, YOU AGREE TO RESOLVE ANY DISPUTE WITH US THROUGH BINDING ARBITRATION, RATHER THAN IN COURT, AND YOU WAIVE CERTAIN RIGHTS TO PARTICIPATE IN CLASS ACTION LAWSUITS. TO REVIEW OUR ARBITRATION PROVISIONS, PLEASE CLICK HERE. TO REVIEW OUR CLASS ACTION WAIVER PROVISIONS, PLEASE CLICK HERE.
1. UPDATES TO THE TERMS
We may, at any time, revise, change, or otherwise update the Terms. The effective version of the Terms will be available for your review on the Sites.
Your continued access or use of any Service or Site following the posting and/or distribution of a revised, updated, or changed version of the Terms, will mean that you agree to the revised, updated, and/or changed Terms.
3. USE OF THE SITES
We wanted to set some ground rules for your use of the Services and the Sites, the promotions that we provide (including the Promo Codes), and/or your interactions with us or a third party that provides us services. Without limiting anything else in these Terms, you agree that, without our consent, you will not:
- breach the Terms or any other agreement or policy that you have entered with us;
- abuse or exploit the terms of any Promotion;
- violate any law, statute, ordinance, or regulation (for example, those governing financial services, consumer protections, unfair competition, anti-discrimination or false advertising) or act in an unauthorized, deceptive, fraudulent or otherwise unlawful manner, including by providing false, inaccurate, or misleading personal information;
- infringe our or any third party's copyright, patent, trademark, trade secret or other intellectual property rights, or rights of publicity or privacy;
- use the Services or the Sites in a manner that results in, or may result in, complaints, disputes, claims, reversals, chargebacks, fees, fines, penalties or other liability to us, a third party, or you;
- refuse to cooperate in an investigation regarding, or provide confirmation, of your identity or personal information you provide to us;
- disclose or distribute a third party’s personal information to another third party, or use the information for marketing purposes, unless you receive express consent to do so;
- send unsolicited email, SMS, MMS, or other messages to a user or use the Services to collect payments for sending, or assisting in sending, unsolicited email to third parties;
- take any action that imposes an unreasonable or disproportionately large load on our infrastructure;
- use an anonymizing proxy or use any robot, spider, other automatic device, or manual process to monitor or copy the Services or the Sites; use any device, software or routine to bypass our robot exclusion headers, or interfere or attempt to interfere, with the Sites or the Services;
- frame or utilize framing techniques to enclose any of our trademarks, logos, or other proprietary information (including images, text, page layout, or form);
- use any meta tags or any other “hidden text” utilizing the Company’s name or trademarks; or
- take any action that may cause us to lose any of the services from our internet service providers, payment processors, or other suppliers.
We reserve the right to refuse service, terminate accounts, suspend accounts, prevent the application of a Promotion, remove or edit content or products, and/or take any other legal action available to us under the Terms or at law, including, without limitation, if we believe that your conduct violates the Terms, applicable law, is harmful to our interests, or is against, without limitation, the spirit of the Terms, the Services, the Sites, or a particular Promotion.
By using the Sites, you represent and warrant that you are either at least 18 years of age or are using the Sites under the supervision of a parent or guardian. If you are under 18 years of age, you may only use the Sites with the supervision of a parent or guardian.
Access and License
Subject to your compliance with the Terms and the intended use of the Services and the Sites and your payment of any costs or fees for the Services, we hereby grant you a single, non-exclusive, non-transferable, non-sublicensable, revocable limited personal license to access and use the Services and the Sites. Any violation, misuse, or breach of, or failure to comply with, the Terms shall result in the immediate revocation and termination of the licenses granted to you in these Terms, without notice to you by us. All rights not expressly granted to you in the Terms are reserved and retained by the Company or its licensors, suppliers, publishers, rights holders, or other content providers. Much of the information and data and many of the images on the Sites are updated on a real-time basis, and are proprietary or may be licensed to us by others. Therefore, except as permitted in these Terms, you may not reproduce, distribute, use, display, sell, lease, transmit, create derivative works from, translate, modify, reverse-engineer, disassemble, decompile, hack or otherwise exploit the Services or the Sites, or any portion thereof, unless expressly permitted by us in writing prior to such action. Apart from web browsers and mobile operating systems, you agree not to use any software, program, application or any other device to access or log on to our computer systems, the Services, the Sites or proprietary software, or to automate the process of obtaining, downloading, transferring or transmitting any content, information to or from our computer systems, the Services, the Sites or proprietary software. You agree not to alter or misuse screenshots obtained from the Services or the Sites or use product images outside of the Services or Sites. You may not incorporate any portion of the Services or Sites into your own programs or compile any portion of them in combination with your own programs, transfer it for use with another service, or sell, rent, lease, lend, loan, distribute or sub-license the Services or Sites or otherwise assign any rights to the Services or Sites in whole or in part.
If you provide us with your email address, you agree to receive newsletters and promotional emails, including, without limitation, certain third-party offers.
Third Party Sites & Ads
The Services and Sites may contain links to third-party websites, services, and advertisements for third parties (collectively, “Third Party Sites & Ads”). Such Third Party Sites & Ads are not under the control of the Company and the Company is not responsible for such Third Party Sites & Ads. The Company does not review, approve, monitor, endorse, warrant, or make any representations with respect to the Third Party Sites & Ads. You use all Third Party Sites & Ads at your own risk. When you link to a Third Party Site & Ad, the applicable third party’s terms and conditions apply, including the third party’s privacy and data gathering practices. You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction on or with such Third Party Sites & Ads.
Third Party Services
Terms of Promotions
From time-to-time, we may make certain offers, sales, codes, offer cards and gift codes, services, discounts, coupon offerings, promotional credits, free samples, specials, user-generated content opportunities, contests, sweepstakes and other promotions (each a “Promotion” and, collectively, the “Promotions”) available to you. Promotions may be publicized on the Sites, through advertisements, and/or through other marketing channels. If you participate in, use, or apply any Promotion, you will be subject to the Terms and any additional terms, conditions, rules, and policies applicable to the Promotion.
Unless otherwise disclosed in any applicable Promotion-specific terms, conditions, rules, or policies, Promotions are not combinable with other Promotions, have expiration dates, cannot be applied to past purchases, are subject to certain caps and limitations, are non-transferable, can only be used once per household, can only be redeemed through the Sites or the Services, and may be suspended or terminated at any time by Jubilant at Jubilant’s sole discretion. Certain promotions shall only be applicable on repeat orders. Jubilant determines, in its sole discretion, the method and timing for the application or implementation of any Promo Code, referral credit, discount, promotional credits or other Promotion and/or any other restrictions as may be determined and communicated by Jubilant in its sole discretion. Only valid promotional codes provided or promoted by Jubilant will be honored at checkout. Theft, reproduction, duplicate requests and/or other behavior intended to circumvent the proper redemption of promotional codes is prohibited and may constitute fraud. Discount codes must be entered at checkout. Certain Promotions shall only be applicable to first orders. Unless otherwise specified in the terms and conditions of the particular Promotion, Promotions shall never apply to orders placed through business accounts that utilize separate credit terms agreed to with Jubilant.
Certain Jubilant users may have access to free product samples, as offered from time-to-time by Jubilant, in its sole discretion. Product samples are subject to availability and may be replaced by Jubilant with substitutes.
To receive free product samples, you must add the requested samples to your cart on one of the Sites prior to checking out. If samples are not added to your cart before checkout, the samples will not be included in your order. Product samples cannot be added to previously placed orders. Jubilant may provide a free product sample to you that does not require your selection or addition to your cart (such as a “goodie” bag). By using the Services and the Sites, you agree to receive the free product sample, subject to availability and in Jubilant’s sole discretion. For the avoidance of doubt, Jubilant shall be under no obligation to ship any free samples.
The Company may, in its sole discretion, create promotional codes that may be redeemed towards a purchase on Boxed’s website (www.boxed.com) and/or Prince & Spring’s website (PrinceSpring.com) and its related mobile applications, or other features or benefits related to a third-party provider’s services, subject to terms that the Company establishes on a per promotional code basis ("Promo Codes"). You agree that Promo Codes: (i) must be used for the intended audience and purpose, in accordance with their terms and in a lawful manner; (ii) may not be duplicated, sold or transferred in any manner, or made available to the general public, unless expressly permitted by the Company; (iii) may be disabled by the Company at any time for any reason without liability; (iv) may only be used pursuant to the specific terms that the Company establishes for such Promo Codes; (v) are not valid for cash; and (vi) may expire prior to your use.
4. INFORMATION AND PRODUCT DESCRIPTIONS
We may include product descriptions on the Sites or in the Services. We do not, however, represent or warrant that any such product descriptions, including weight and size, or other such statements or content are accurate, complete, reliable, current, or error-free. Product images used on the Sites are intended to represent brands or types of products and may not represent the exact size, flavor, type, quantity, or other specific details about the product.
If you believe that one of the Company’s products is not as described, your sole remedy is to return it to the retailer from which you purchased it in unused condition.
If you find a description in poor taste, please notify Hi@princespring.com and it may be edited in our sole discretion.
Unless we expressly state otherwise, the fact that the Company has provided a link to a site is not an endorsement of the service or site, its content or its sponsoring organizations. We do not assume any responsibility or liability for the actions, product and content of all these and any other third parties. You should carefully review their privacy statements and other conditions of use.
The Services and/or the Sites may make available certain data, news, research, statistics, stories, product descriptions, labels, ingredient lists, product photographs, other photographs, or other information (collectively, “Information”) that we may have prepared ourselves or that may have been prepared independently by and obtained by the Company from manufacturers, vendors, suppliers, other services, news wires, statistics providers, journalists, authors, and other providers (collectively, the “Information Providers”). We do not represent, warrant, guarantee, or certify the accuracy, completeness, reliability, timeliness, or correct sequencing of the Information made available on the Sites or through the Services. You agree that the Company and the Information Providers shall not be liable in any way for the inaccuracy, incompleteness, untimeliness, or incorrect sequencing of the Information, or for any decision made or action taken by you relying upon the Information. You further agree that neither the Company, nor the Information Providers will be liable in any way for the interruption of any data, Information or other aspect of the Sites. You understand that none of the Information available through the Services or the Sites constitutes a recommendation or solicitation to take or not take any action.
Disclaimer: Our fulfillment centers handle and store a variety of products, including products made with known food allergens. We do not separate products based on their listed ingredients.
DISCLAIMER: ALTHOUGH WE WORK TO ENSURE THAT PRODUCT INFORMATION IS ACCURATE, ON OCCASION, MANUFACTURERS MAY ALTER THEIR INGREDIENT LISTS, AND ACTUAL PRODUCT CONSISTENCY, PACKAGING, AND MATERIALS MAY DIFFER FROM THE PRODUCT DESCRIPTIONS.
DISCLAIMER: PRODUCTS MAY CONTAIN MORE AND/OR DIFFERENT INGREDIENTS THAN THE INFORMATION SHOWN ON OUR SITES. WE RECOMMEND THAT YOU DO NOT SOLELY RELY ON THE INFORMATION PRESENTED AND THAT YOU PLEASE ALWAYS READ LABELS, WARNINGS, AND DIRECTIONS PROVIDED ON PRODUCT PACKAGING BEFORE USING OR CONSUMING A PRODUCT.
DISCLAIMER: CONTENT PROVIDED THROUGH THE SERVICES OR ON THE SITES IS FOR REFERENCE PURPOSES AND IS NOT INTENDED TO SUBSTITUTE THE ADVICE OF A PHYSICIAN, PHARMACIST, OR OTHER LICENSED HEALTH-CARE PROFESSIONAL. YOU SHOULD NOT USE THIS INFORMATION AS SELF-DIAGNOSIS OR FOR TREATING A HEALTH PROBLEM OR DISEASE. CONTACT YOUR HEALTH-CARE PROVIDER IMMEDIATELY IF YOU SUSPECT THAT YOU HAVE A MEDICAL PROBLEM. INFORMATION AND STATEMENTS REGARDING DIETARY SUPPLEMENTS HAVE NOT BEEN EVALUATED BY THE FOOD AND DRUG ADMINISTRATION AND ARE NOT INTENDED TO DIAGNOSE, TREAT, CURE, OR PREVENT ANY DISEASE OR HEALTH CONDITION. WE ASSUME NO LIABILITY FOR INACCURACIES OR MISSTATEMENTS ABOUT PRODUCTS MADE THROUGH THE SERVICES OR ON THE SITES.
You acknowledge that you are responsible for all materials you submit to the Company through the Services, on the Sites or on other electronic communications (including those administered by third parties like Facebook, Instagram, other social media platforms and the tools that allow you to interact with the Company or the Sites through these social media platforms). This means you are responsible for the legality, accuracy, appropriateness, originality, and copyright of any such material you submit.
Unless we indicate otherwise, by submitting any content to the Company, you represent and warrant that: (1) the content is accurate; (2) use of the content you supply does not violate these Terms; and (3) you own or otherwise control all the rights to the content that you post. The Company may, and it reserves its right to, remove or edit any such content, even though it is under no obligation to review, remove or edit such posted content. Do not submit to the Company any content, or the contact information, of third parties without proper authorization.
Unless we indicate otherwise, if you submit any material to us, post any material on the Sites and/or provide us, including without limitation, ideas, know-how, techniques, questions, reviews, images, videos, comments, and suggestions (collectively, “Submissions”), you agree that such Submissions shall be treated as non-confidential and nonproprietary and you agree that you grant to the Company a royalty-free, worldwide, perpetual, irrevocable and fully transferable right to use, copy, distribute, display, publish, perform, sell, lease, transmit, adapt, create derivative works from such Submissions by any means and in any form and in any media, and to translate, modify, reverse-engineer, disassemble, or decompile such Submissions. All Submissions shall automatically become our sole and exclusive property and shall not be returned to you. You further agree that the Company is free to use any ideas, concepts, feedback, and know-how you provide to us. You grant the Company the right to use the name you submit in connection with such Submissions if we choose.
Without limiting any of the foregoing, the Company is free to use any ideas, concepts, know-how or techniques contained in any Submissions you send to the Company for any purpose whatsoever, including, but not limited to, developing and marketing products using such information.
6. INTELLECTUAL PROPERTY
All text, data, graphics, button icons, images, audio clips, and software (collectively, “Content”) on the Sites are the exclusive intellectual property of the Company, are licensed to the Company by third parties, or are otherwise permitted to be used by the Company. The collection, arrangement, and assembly of all Content on the Sites (the “Compilation”) belongs exclusively to the Company. The Services and the Sites, their Content and Compilation, and all software used therein is owned by, licensed to, or otherwise permitted to be used by the Company and all owned intellectual property is protected by United States Copyright Act of 1976, as amended, Title 35 of the United States Code, each other applicable domestic law and all applicable intellectual property laws of other countries. All software used in any of the Services or the Sites (the “Software”) is the property of the Company or its Software suppliers, which is also protected by U.S. and international copyright laws. The Company, PrinceSpring.com, Prince & Spring and other logos, slogans, trade names or words are trademarks and, in some cases, are pending registration.
The use of any of the Company’s Intellectual Property (as defined below), or the Intellectual Property of third parties that appears on the Sites, or in the Services, without our express written consent, or the express written consent of such third parties, is strictly prohibited. “Intellectual Property” includes, but is not limited to, all Content, Compilation, Software, logos, slogans, trade names, meta tags, and all other copyrighted information, trademarks or service marks, and patents.
6. DISCLAIMERS OF WARRANTIES
Important: This Section is important because it is a disclaimer by the Company of certain warranties and liabilities. You understand and agree that the Company will not assume responsibility for many items. We love our customers and we will always to try to do our best for each them, subject to all of the Terms and, specifically, these disclaimers.
THIS DISCLAIMER SECTION IS AN ESSENTIAL PART OF THE TERMS AND THIS AGREEMENT. THIS DISCLAIMER SECTION DOES NOT APPLY TO ANY APPLICABLE PRODUCT WARRANTIES MADE TO YOU BY THE MANUFACTURER OF THE PRODUCT.
THE SERVICES, THE SITES, AND ALL INFORMATION, SOFTWARE, CONTENT, MATERIALS, ITEMS, ADVICE, AND OTHER SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE SERVICES OR THE SITES ARE PROVIDED SOLELY ON AN 'AS IS' AND 'AS AVAILABLE' BASIS AND, THEREFORE, YOUR USE OF THE SERVICES AND/OR THE SITES IS AT YOUR RISK. THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SERVICES, THE SITES OR ANY INFORMATION, SOFTWARE, CONTENT, MATERIALS, ITEMS, ADVICE, AND OTHER SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE SERVICES OR THE SITES.
WE DISCLAIM, TO THE FULLEST EXTENT PERMITTED BY LAW, ALL WARRANTIES OF ANY KIND IN CONNECTION WITH THE USE OF THE SERVICES AND/OR THE SITES, WHETHER EXPRESS OR IMPLIED. THESE DISCLAIMERS INCLUDE, WITHOUT LIMITATION: THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE; ANY WARRANTIES IMPLIED FROM A COURSE OF PERFORMANCE OR COURSE OF DEALING; THAT ACCESS TO THE SERVICES OR THE SITES WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE FROM INACCURACIES, MISTAKES OR TYPOGRAPHICAL ERRORS; THAT THE SERVICES OR THE SITES WILL BE SECURE; THAT THE SERVICES, THE SITES OR THE SERVERS THAT MAKE THE SERVICES AND/OR THE SITES AVAILABLE WILL BE VIRUS-FREE OR FREE OF OTHER HARMFUL COMPONENTS; THAT COMMUNICATIONS SENT FROM THE SERVICES, THE SITES, OR THIRD PARTIES WORKING ON BEHALF OF THE COMPANY ARE FREE OF MALWARE OR OTHER HARMFUL COMPONENTS; AND THAT THE SERVICES, THE SITES, OR ANY INFORMATION, SOFTWARE, CONTENT, MATERIALS, ITEMS, ADVICE, OR OTHER SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE SERVICES, THE SITES, SERVERS, OR ELECTRONIC COMMUNICATIONS SENT FROM THE COMPANY OR THIRD PARTIES WORKING ON BEHALF OF THE COMPANY ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU ACKNOWLEDGE AND AGREE THAT:
YOU ASSUME FULL RESPONSIBILITY FOR YOUR USE OF THE SERVICES AND/OR THE SITES AND THAT ANY INFORMATION YOU SEND OR RECEIVE DURING YOUR USE OF THE SERVICES AND/OR THE SITES MAY NOT BE SECURE AND MAY BE INTERCEPTED OR OTHERWISE ACCESSED BY UNAUTHORIZED PARTIES; AND
THE COMPANY IS NOT RESPONSIBLE FOR ANY LOSS OR DAMAGE TO YOUR PROPERTY OR DATA THAT RESULTS FROM ANY MATERIALS YOU ACCESS OR DOWNLOAD FROM THE SITES OR THROUGH THE SERVICES.
NOTHING IN THIS SECTION SHALL EXCLUDE OR LIMIT THESE WARRANTIES, REPRESENTATIONS OR CONDITIONS TO THE EXTENT THEY MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW, IN WHICH CASE, SUCH WARRANTIES, REPRESENTATIONS OR CONDITIONS WILL BE EXCLUDED AND LIMITED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW.
7. LIMITATION OF LIABILITY
Important: This Section is important because it explains how, and the extent to which, the Company limits many of its liabilities. Like many other companies, we limit our liabilities for various reasons, including because it helps us to provide the Services and the Sites in an efficient and user-friendly manner.
YOU ACKNOWLEDGE AND AGREE THAT, TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, NEITHER THE COMPANY NOR ITS EMPLOYEES, BOARD OF DIRECTORS, OFFICERS, INVESTORS, REPRESENTATIVES, SUPPLIERS OR THIRD PARTY CONTENT PROVIDERS WILL BE LIABLE FOR ANY DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, ANY INCIDENTAL, DIRECT, INDIRECT, PUNITIVE, CONSEQUENTIAL, SPECIAL DAMAGES, LOSS OF REVENUE OR INCOME, LOST PROFITS, EXEMPLARY, COST OF SUBSTITUTE GOODS OR SERVICES, OR SIMILAR DAMAGES SUFFERED OR INCURRED BY YOU OR ANY THIRD PARTY, ARISING FROM: (i) THE USE OF ANY OF THE SERVICES, THE SITES, OR INFORMATION, SOFTWARE, CONTENT, COMPILATIONS, AND OTHER SERVICES INCLUDED ON, OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE SERVICES OR THE SITES; (ii) ANY CONTENT POSTED ON THE SITES OR AVAILABLE THROUGH THE SERVICES (INCLUDING CLAIMS OF INFRINGEMENT RELATING TO THAT CONTENT); (iii) THE SERVICES, THE SITES OR ANY OTHER SITES YOU ACCESS THROUGH A LINK FROM THE SITES; (iv) THE CONDUCT OF THIRD PARTIES ON OR THROUGH THE SERVICES OR THE SITES; (v) ANY ACTIONS WE TAKE OR FAIL TO TAKE AS A RESULT OF COMMUNICATIONS YOU SEND TO US; (vi) ANY DELAY IN OR INABILITY TO USE THE SERVICES OR THE SITES OR ANY INFORMATION, ITEMS, OR SERVICES ADVERTISED ON OR OBTAINED THROUGH THE SERVICES OR THE SITES; (vii) OUR REMOVAL OR DELETION OF ANY MATERIALS SUBMITTED OR POSTED ON THROUGH THE SERVICES AND THE SITES; OR (viii) OTHERWISE ARISING OUT OF YOUR USE OF THE SITES, IN EACH CASE, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, EVEN IF THE COMPANY, ITS SUPPLIERS, THIRD PARTY CONTENT PROVIDERS, OR ANY OTHER PERSON HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES.
TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, THE COMPANY SHALL NOT BE RESPONSIBLE FOR ANY ACTIONS YOU MAY OR MAY NOT TAKE AS A RESULT OF USING THE SERVICES OR THE SITES, AND YOU EXPRESSLY AGREE THAT YOUR USE OF THE SERVICES AND THE SITES IS AT YOUR SOLE RISK. PLEASE DO NOT USE THE SERVICES AND/OR THE SITES WHILE DRIVING OR OPERATING HEAVY MACHINERY.
THIS SECTION AND LIMITATION APPLIES, WITHOUT LIMITATION, TO ANY DAMAGES OR INJURY ARISING FROM ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECTS, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUSES, FILE CORRUPTION, COMMUNICATION-LINE FAILURE, NETWORK OR SYSTEM OUTAGE, YOUR LOSS OF PROFITS, ANY THEFT, DESTRUCTION, UNAUTHORIZED ACCESS TO, ALTERATION OF, LOSS, OR USE OF ANY RECORD OR DATA, AND ANY OTHER TANGIBLE OR INTANGIBLE LOSS.
IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”
THIS SECTION DOES NOT PREVENT A RIGHT BY A RESIDENT OF THE STATE OF NEW JERSEY TO RECOVER CERTAIN DAMAGES (INCLUDING PUNITIVE DAMAGES AND EXEMPLARY DAMAGES) NOR DOES IT LIMIT THE COMPANY’S TORT LIABILITY UNDER NEW JERSEY LAW RESULTING FROM OUR OWN INTENTIONAL OR RECKLESS CONDUCT.
YOU AGREE THAT, IF ANY PORTION OF THIS SECTION IS FOUND INVALID, VOID, OR FOR ANY REASON UNENFORCEABLE, OUR TOTAL LIABILITY TO YOU FOR DAMAGES OF ANY KIND REGARDING THE USE OF THE SERVICES OR THE SITES (REGARDLESS OF THE FOUNDATION FOR THE ACTION) SHALL NOT EXCEED THE VALUE OF THE REFUND FOR ANY APPLICABLE PRINCE & SPRING PRODUCTS PURCHASED BY YOU. THIS LIMITATION EXPRESSLY APPLIES ONLY TO ECONOMIC DAMAGES ARISING FROM THE USE OF THE SERVICES AND SITES, AND DOES NOT APPLY TO PERSONAL INJURY OR ANY INJURY CAUSED BY ALLEGED FRAUD OF THE COMPANY.
You agree, to the fullest extent permitted by law, to indemnify and hold the Company and its affiliates, officers, directors, representatives, members, shareholders, agents, suppliers, distributors, employees, service or third party providers, contractors, subcontractors, and licensors harmless from any claim, demand, damages, penalties, fines, costs, amounts paid in settlement, liabilities, obligations, taxes, liens, losses, expenses, fees and court costs and reasonable attorneys’ fees and expenses incurred in connection with any litigation made by any third party arising from: (i) your use of and access of the Services or the Sites; (ii) your violation of any term of the Terms; (iii) your violation of law or of any third party right, including without limitation infringement of the rights of a third party or of any copyright, property, or privacy right; (iv) any claims resulting from content you supply; or (v) any other claim that your use of the Services or the Sites caused damage to a third party. The Company reserves the right, at its own expense, to assume exclusive defense and control of any matter otherwise subject to indemnification by you and, in any case, you agree to cooperate with the Company if and as requested by the Company in the defense of such matter.
9. MODIFICATIONS TO THE SERVICES, THE SITES, AND TERMS
The Company reserves the right to terminate, modify, cancel or discontinue, temporarily or permanently, all or any portion of the Services and/or the Sites with or without notice. The Company also reserves the right to terminate, discontinue, modify or cancel any or all promotions, including without limitation Promo Codes, and/or modify the Terms, terms, any policy, FAQ, and/or guideline pertaining to the use of the Services and the Sites and/or any promotion (including Promo Codes), product, or service at any time and in its sole discretion without notice to you. Any changes or modifications to any of the foregoing will be effective immediately upon posting the revisions on the Sites or through the Services. As stated above, your use of the Sites and Services, any promotion, or any other product or service confirms your acceptance of the Terms and any such changes or modifications.
10. DISPUTES - AGREEMENT TO ARBITRATE CONTROVERSIES
PLEASE READ THIS SECTION CAREFULLY – IT SIGNIFICANTLY AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND TO HAVE A JURY HEAR YOUR CLAIMS.
Jubilant and you agree that these Terms, and the use of the Jubilant Sites and the Jubilant Services, involve and affect interstate commerce and that the Federal Arbitration Act and federal arbitration law apply govern the interpretation and enforcement of this Section 10.
In these Terms, the capitalized word “Dispute” shall mean any dispute, claim, or controversy arising out of or relating to the Terms (including, for example, any dispute about the validity or enforceability of the Terms), the Jubilant Services, the Jubilant Sites, your use of any of the Jubilant Services, Jubilant Sites, Promo Codes or other promotions, or to any products or services sold or distributed by Jubilant or otherwise through the Jubilant Services or the Jubilant Sites, your access or any other party’s access to and/or use of the Jubilant Services and the Jubilant Sites, and/or the provision of content, products, services, and/or technology on or through the Jubilant Services and/or the Jubilant Sites.
In the event of a Dispute, Jubilant or you must give the other party notice of the Dispute. This notice must include a brief written statement that sets forth the name, address, and contact information of the party giving it, as well as the facts giving rise to the Dispute and the relief requested. You must send any such notice to Jubilant by email to firstname.lastname@example.org and by U.S. Mail to Jubilant, Attention: Legal, 451 Broadway Avenue, Second Floor, New York, NY 10013. If Jubilant has your contact information, we will send any such notice to you by U.S. Mail to the address you have set in your account settings and to your email address.
You agree to try to resolve any Dispute with us through informal negotiations which are to begin within 30 days of the date that any notice of Dispute is sent by email and U.S. Mail to the other party. You and we agree to use reasonable, good faith efforts to settle any Dispute through consultation and negotiations. If after 30 days of such consultation and negotiation, we still cannot resolve the Dispute and if you or Jubilant do not want to continue reasonable, good faith efforts to settle the Dispute through consultation and negotiations, Jubilant or you may then resort to the other alternatives described in this Section.
Notwithstanding anything to the contrary contained in this Section, Disputes concerning patents, copyrights, moral rights, trademarks, and trade secrets and claims of piracy or unauthorized use of the Jubilant Services or the Jubilant Sites shall not be subject to the notice, 30-day negotiation period, or arbitration as otherwise required by this Section.
Except as otherwise specifically set forth in this Section, if a Dispute of any kind between you and Jubilant remains unresolved after 30 days of reasonable, good faith efforts to settle the Dispute through consultation and negotiations, the Dispute shall be resolved by binding arbitration. This arbitration provision will also apply to any Dispute between you and any present or future parent, subsidiary, or affiliate of Jubilant, or any employee, officer, director, or investor of Jubilant.
Except as otherwise specifically set forth in this Section, any Dispute will be resolved by binding arbitration, rather than in court; provided, however, that:
if you have, in any manner, violated or threatened to violate Jubilant’s intellectual property rights, Jubilant may seek, and you shall not oppose, injunctive or other appropriate relief in any federal court located in New York County, New York, and you consent to exclusive jurisdiction and venue in such courts;
if any court or arbitrator determines that the arbitration provisions provided in this Section 10 are void or unenforceable for any reason, then the applicable Dispute shall be litigated in federal court located in New York County, New York, and you consent to exclusive jurisdiction and venue in such courts; and/or
Jubilant or you may assert claims in small claims court, if the applicable claims qualify and where jurisdiction and venue over you and Jubilant otherwise qualifies for such small claims court; provided, however, that if you decide to pursue a claim in small claims court, you agree that you shall still provide Jubilant thirty 30 days’ prior written notice by email to email@example.com and by U.S. Mail to Jubilant, Attention: Legal, 451 Broadway Avenue, Second Floor, New York, NY 10013.
Arbitration is more informal than a lawsuit in court in that there is no judge or jury in arbitration. Arbitration seeks to resolve disputes more quickly and court review of an arbitration award is limited. Instead of a judge or a jury, the case will be decided by a neutral arbitrator who has the power to award the same damages as a court (including injunctive and declaratory relief or statutory damages), and must follow these Terms as a court would. Jubilant and you agree that dispositive motions, including without limitation motions to dismiss and motions for summary judgment, will be allowed in the arbitration. The arbitrator must follow these Terms and can award the same damages and relief as a court, including injunctive or other equitable relief and attorney’s fees. Jubilant and you understand that, absent this mandatory arbitration provision and other applicable Terms, Jubilant and you would have the right to sue in court and have a jury trial. Jubilant and you further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and that the right to discovery may be more limited in arbitration than in court.
The arbitrator’s award will be in writing, shall be binding, and may be entered as a judgment in any court of competent jurisdiction.
Arbitration under this agreement shall be conducted by a single arbitrator, and at a location, governed by the Consumer Arbitration Rules and the Consumer Due Process Protocol (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”), as modified by these Terms, and administered by the AAA. The AAA Rules and fee information are available at www.adr.org. You agree to submit to the personal jurisdiction of any state or federal court in New York, New York to compel arbitration, stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator.
Payment of all filing, administration and arbitrator fees will be governed by the AAA's rules. You are responsible for all other additional costs that you may incur in the arbitration including, without limitation, attorney’s fees and expert witness costs unless Jubilant is specifically required to pay such fees under applicable law.
To begin an arbitration proceeding, you must contact Jubilant, in writing (the “Demand”), to inform us of your intent to arbitrate a dispute. This Demand must: briefly explain the dispute; list your name, your address, and, if applicable, the name of your representative; specify the amount of money in dispute, if applicable; identify the requested location for the arbitration, if an in-person hearing is requested; and state your demands. At the time you send the Demand to Jubilant, you must also send the following to the AAA: (i) a copy of the Demand; (ii) a copy of these Terms; and (iii) the applicable filing fee. You may submit these materials to the AAA by mail, online, or in person at an AAA office. As of the date of these Terms, the AAA’s mailing address is (but it should be confirmed):
American Arbitration Association
Case Filing Services
1101 Laurel Oak Road, Suite 100
Voorhees, NJ 08043
If for any reason a Dispute between Jubilant and you is before a court (e.g., if the arbitration provisions are found unenforceable), Jubilant and you agree to waive, to the fullest extent allowed by law, any trial by jury. As more fully set forth above, we also both agree that you or we may bring suit in court to enjoin infringement or other misuse of intellectual property rights.
If any provision of this arbitration agreement is found unenforceable, the unenforceable provision shall be severed, and the remaining arbitration terms shall be enforced.
You may opt not to be bound by the provisions requiring arbitration by sending written notice of your decision to opt out to Jubilant by email to firstname.lastname@example.org. The notice must be sent within 30 days of your first use of any of the Jubilant Services or the Jubilant Sites after the posting of these Terms on November 30, 2016. If you do not opt out pursuant to this Section 10, you will be bound to arbitrate Disputes in accordance with the terms of this Section 10. If you opt out of the provisions requiring arbitration, Jubilant will not be bound by the terms of this Section either with respect any Dispute it has with you.
11. CLASS ACTION WAIVER
PLEASE READ THIS SECTION CAREFULLY. IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS.
For purposes of this Section, we will also use the capitalized word “Dispute” to mean any dispute, claim, or controversy arising out of or relating to the Terms (including, for example, any dispute about the validity or enforceability of the Terms), the Jubilant Services, the Jubilant Sites, any products or services sold or distributed by Boxed or otherwise through the Boxed Services or the Jubilant Sites, your access or any other party’s access to and/or use of the Jubilant Services and the Jubilant Sites, and/or the provision of content, products, services, and/or technology on or through the Jubilant Services and/or the Jubilant Sites.
Jubilant and you agree to resolve any Dispute brought in an individual capacity, and not on behalf of, or as part of, any purported class, consolidated, or representative proceeding. Jubilant and you further agree to not participate in any consolidated, class, or representative proceeding (existing or future) brought by any third party arising out of or relating to any Dispute with a third party.
If any court or arbitrator determines that the class/consolidated/representative action waiver set forth in this Section is void or unenforceable for any reason or that arbitration can proceed on a class, consolidated, or representative basis, then the disputes, claims, or controversies will not be subject to arbitration and must be litigated in federal court located in New York County, New York.
If any clause within this Class Action Waiver Section is found to be illegal or unenforceable, that specific clause will be severed from this Section, and the remainder of its provisions will be given full force and effect.
This Class Action Waiver Section will also apply to any claims asserted by you against any present or future parent, subsidiary or affiliated company of Jubilant, or any employee, officer, director, or investor of Jubilant, and to any claims asserted by any of them against you, to the extent that any such claims is a Dispute.
In addition to any other legal or equitable remedies, we may, without prior notice to you, immediately terminate the Terms and/or or terminate or revoke any or all your rights granted under the Terms. Upon any such termination, you shall immediately cease all access to and use of the Services and the Sites. Any termination of the Terms shall not affect the respective rights and obligations of the parties arising before the date of termination.
The provisions of the Terms are intended to be interpreted in a manner which makes them valid, legal, and enforceable. If any provision of the Terms is found to be partially or wholly invalid, illegal or unenforceable, such provision shall be modified or restricted to the extent, and in the manner, necessary to render it valid, legal, and enforceable. It is expressly understood and agreed between the parties that such modification or restriction may be accomplished unilaterally by us, or alternatively, by disposition of an arbitrator or a court of law. If such provision cannot under any circumstances be so modified or restricted, it shall be excised from the Terms without affecting the validity, legality or enforceability of any of the remaining provisions.
14. GOVERNING LAW AND JURISDICTION
The laws of the State of New York apply to everything relating to your relationship and dealings with the Company. This means that the Terms, any and all disputes, claims and controversies arising out of or relating to the Services or the Sites shall be governed by and construed exclusively in accordance with the laws of the State of New York, without giving effect to its conflict of law provisions.
15. COPYRIGHT COMPLAINTS
If you believe that your work has been copied in a way that constitutes copyright infringement, please contact:
Prince & Spring
451 Broadway, Second Floor
New York, NY 10013
Attention: Customer Service
16. OUR ADDRESS
Please send any questions or comments (including all inquiries unrelated to copyright infringement) regarding the Services or the Sites to:
Prince & Spring
451 Broadway, Second Floor
New York, NY 10013
Attention: Customer Service
17. 100% SATISFACTION GUARANTEE
Our goal is that you are completely satisfied with your purchase of Prince & Spring branded items. If for any reason you are not satisfied, please let us know within 60 days of your purchase by:
Emailing Hi@PrinceSpring.com and include your order number; and
State the reason for your dissatisfaction.
Requests must be emailed with the information set forth above in order to be processed. Upon receiving your request, our customer service team will act promptly to achieve your satisfaction and may credit your account with Boxed with the actual purchase price paid by you for the products with which you are not satisfied after any Promotions, discounts, credits and coupons have been applied to your order of such products. REFUND LIMITED TO ONE TIME PER ORDER.
THIS OFFER REPRESENTS A LIMITED WARRANTY. This warranty may give you specific legal rights which vary from state to state. Requests must be emailed. This offer is valid in the United States and Washington, D.C. only. THE TERMS OF THE 100% SATISFACTION GUARANTEE ARE SUBJECT TO CHANGE OR CANCELLATION BY US AT ANYTIME WITHOUT NOTICE TO YOU.