Thank you (“you”, “your” or “Customer”) for purchasing products from the Shade Room (the “Products”).  The ecommerce portions of the website shop.theshaderoom.com (the “Website”) are owned and operated by The Shade Room, LLC and Flourysh, Inc. and their respective affiliates (“Sellers”, “our”, “us”, or “we”).  These Terms of Use and Purchase (these “Terms”) govern your use of the Website and purchase of Products.  If you do not agree to be bound by these Terms, please cease use of the Website immediately and do not purchase any Products.

 

1. Products. All features, content, specifications, Products and prices described or depicted on the Website are subject to change at any time without notice.  Certain measures, specifications and Product descriptions are approximate and are provided for convenience purposes only. We make reasonable efforts to ensure that information on the Website is complete, accurate and current. However, we do not represent or warrant as to the completeness, accuracy or currentness of any information.  By placing an order, you represent that the Products ordered will be used only in a lawful manner.  We reserve the right to improve, enhance, modify, or discontinue features or functionality of the Website on a periodic basis. 

 

2. Confirmations. While it is our practice to confirm Product orders by email or text messaging (the “Confirmation”), the receipt of a Confirmation does not constitute our acceptance of an order.  We reserve the right, without prior notice, to limit the order quantity on any Product and/or to refuse service to any customer. We also may require verification of information prior to the acceptance and/or shipment of any order.  

 

3. Shipping and Cancellations. Our current shipping and handling policy is that orders over $35 are shipped without a fee.  However, this policy is subject to change.  Once ordered, a Product can be canceled within fifteen (15) minutes of ordering. Attempts to cancel orders beyond fifteen (15) minutes after purchase are subject to review by the Sellers, and the request to cancel may or may not be granted, based on the current status of the order processing. Certain jurisdictions may provide additional statutory rights related to cancellations. Nothing herein is meant to limit your cancellation rights under applicable law.

 

4. Returns, Exchanges and Refunds.

 

1. Returns. You have 30 days after receiving your item to request a return. To be eligible for a return, your item must be: (1) in the same condition that you received it; (2) unworn and unused; (3) with tags in place; and (4) in its original packaging.  You will also need the receipt or proof of purchase.  To initiate a return, please email shop-support@theshaderoom.com.  Include in the email: (i) your name and email address; (ii) your order number; (iii) a brief description of the item you wish to return; and (iv) the reason for the return.  Certain items cannot be returned, like perishable goods (such as food, flowers, or plants), custom products (such as special orders or personalized items), personal care goods (such as beauty products) and gift cards. We also do not accept returns for hazardous materials, flammable liquids, or gases. Please contact us at shop-support@theshaderoom.com if you have questions or concerns about returns for your specific item.

 

1. Please inspect your order upon receipt and contact us at shop-support@theshaderoom.com immediately if the item is defective, damaged or if you receive the wrong item, so that we can evaluate the issue and respond appropriately.

 

1. Exchanges.  The fastest way to ensure you get what you want is to return the item you have, and once the return is accepted, make a separate purchase for the new item.

 

1. Refunds.  We will notify you once we have received and inspected your return to let you know if the refund was approved. If approved, a refund will be sent via your original payment method. Please remember it can take some time for your bank or credit card company to process and post the refund.

 

5. Fees for Product Purchases. For all Product purchases, you will be required to provide credit card or debit card (collectively, “Payment Card”) information.  We do not process Payment Cards ourselves but use a third-party payment processor to do so.  You agree to pay all charges for Product purchases. When you provide Payment Card information or other information necessary to facilitate payment to us, you represent and warrant to us that you are the authorized user of the Payment Card.  In the event legal action is necessary to collect on balances due, you shall reimburse us for all expenses incurred to recover sums due, including reasonable attorneys' fees and other costs of collection.  You understand that we may hold and store such Payment Card information to facilitate payment and for other purposes as permitted by law.

 

6. Account Information. You are encouraged, but not required, to create a user account (the “Account”) to purchase Products.  Having an account will expedite and streamline the Product ordering process.  With respect to the Account information or information you provide when purchasing Products as a “Guest” (the “Account Information”) you represent, warrant and covenant that you will: (a) provide true, accurate, current and complete Account Information; and (b) maintain and promptly update the Account Information to keep it true, accurate, current and complete. If you provide any Account Information that is untrue, inaccurate, not current or incomplete, or we have reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, we reserve the right to suspend or terminate your Account and refuse any and all current or future use of the Website.  You are entirely responsible for: (i) the security and confidentiality of your password and Account; and (ii) any and all activities that occur under your Account. You will not share your Account Information, user name or password with any third party or permit any third party to logon to the Website using your Account Information. You shall immediately notify us of any unauthorized use of your Account or any other breach of security of which you become aware.  We have the right to provide Account Information as appropriate, such as in response to administrative or legal process, orders, subpoenas, or warrants, or to protect our rights.

 

7. Security.  We will maintain commercially reasonable security measures in providing and operating the Website. We reserve the right to suspend access to the Website in the event of a suspected or actual data or security breach.  However, no security system is foolproof.  We are not liable for any damages incurred by you in connection with any unauthorized access resulting from the actions or inactions of you or any third-party other than our employees or representatives.

 

8. Third Party Resources.  The Website may permit you to link to third-party software, third-party technology and/or provide links to third party websites, content, or resources (“Third Party Resources”). We are not responsible for the contents of any Third Party Resources, or any changes or updates to such Third Party Resources. We shall not be responsible or liable for any damage or loss caused or alleged to be caused by or in connection with your use of or reliance on any content, goods or services available on or through any Third Party Resources.

 

9. Intellectual Property. The Website and all of its enhancements, upgrades, modifications, customizations, derivative works, selections, algorithms, compilations, aggregations, source code and/or object code, and copies thereof, and all information, methods, processes and all intellectual property contained therein (collectively, the “Website IP”) are and will remain the property of Sellers.  Sellers have and will retain exclusive right and title to, and has all patent, copyright, trademark, trade secret and all other intellectual property rights in and to the Website IP.  Nothing in this Agreement will be construed as transferring any aspects of such rights to you with the exception of your limited right to use and access the Website.  The Sellers shall have the right to register patents, trademarks and copyrights related to the Website with any governmental authority anywhere in the world.

 

10. Use of Personal Data.  Personal Data (as defined below) may be requested from you as part of the Product purchase and/or Account registration process.  Typically, this Personal Data is limited to your name, email address, mailing address and telephone number.  Personal Data will be handled and processed in accordance with our Privacy Policy, which you agree to be bound by.  Generally, we may collect and process Personal Data in order to provide you with requested information, the Products you have purchased and/or because we are legally required to do so.  You grant us permission to use the Personal Data to contact you with respect to Website and/or Product-related inquiries, surveys, customer care, technical support and/or to provide you with marketing materials or information of interest. Personal Data is information that identifies an individual or can be used to identify or contact an individual, such as name, email address, mailing address, telephone number or internet protocol address.
11. Contacting You. By using the Website and/or purchasing Products, you expressly authorize Sellers and our respective parents, subsidiaries, affiliates, agents, representatives, assigns and service providers (collectively, the "Messaging Parties") to contact you using automated telephone dialing systems, artificial or prerecorded voice messaging, text messaging, and automated email systems in order to provide any and all relevant information as well as to market Products and services to you.  You authorize the Messaging Parties to make such contacts using any telephone numbers (including wireless, landline, VOIP numbers and hereinafter developed technology and regardless of whether such number is on the Do Not Call Registry) or email addresses you supply to us.
12. Restrictions. Except as expressly permitted by these Terms, you shall not, and you agree not to authorize, encourage, or permit any third party to: (a) modify, adapt, alter, translate, or create derivative works from the Website; (b) assign, lease, rent, loan, or otherwise transfer the Website; (c) use any analytics, data, content, or other output created by or from the Website on behalf of, or to perform any services for, any third party or include such analytics, data, content or other output in any services or products provided by you to any third party; (d) reverse engineer, decompile, disassemble or otherwise attempt (i) to defeat, avoid, bypass, remove, deactivate or otherwise circumvent any protection mechanisms in the Website, including without limitation, any such mechanism used to restrict or control the functionality of the Website or its authorized users or (ii) to derive the source code or the underlying ideas, algorithms, structure or organization from the Website; (e) remove, modify or obscure any proprietary notices within the Website; (f) use any robot, spider, scraper or other automated means to access the Website; or (g) provide access to the Website to any person or entity that engages in illegal or deceptive trade practices or any other practices proscribed under applicable law.

 

13. Export.  You will not export or re-export, directly or indirectly, the Website, and/or any technology included as part of the Website, in whole or in part, to any countries outside the USA except as permitted under the law. We operate the Website from the USA. We make no representation that the Website or its content are appropriate or available for use outside of the USA. Users who access the Website from outside the USA do so at their own risk and must bear all responsibility for compliance with local laws.

 

14. Disclaimer Of Warranties.

 

1. We do not guarantee, represent or warrant that your use of the Website will be uninterrupted, timely, secure or error-free.  You expressly agree that your use of, or inability to use, the Website and/or purchase Products is at your sole risk. THE WEBSITE IS PROVIDED “AS IS” AND “AS AVAILABLE”, WITHOUT ANY REPRESENTATIONS OR WARRANTIES, EITHER EXPRESS OR IMPLIED.  WE DISCLAIM ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, DURABILITY, TITLE, AND NON-INFRINGEMENT.

 

1. TO THE EXTENT PERMITTED BY LAW, ALL PRODUCTS PURCHASED VIA THE WEBSITE ARE SOLD “AS IS, WHERE IS” WITHOUT ANY WARRANTY OR GUARANTEE. WITH RESPECT TO PRODUCTS, WE DISCLAIM: (i) ALL WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, ANY IMPLIED WARRANTIES; AND (ii) ALL LIABILITY FOR PRODUCT DEFECT OR FAILURE, CLAIMS THAT ARE DUE TO NORMAL WEAR, PRODUCT MISUSE, ABUSE, PRODUCT MODIFICATION, IMPROPER PRODUCT SELECTION, NON-COMPLIANCE WITH ANY CODES, OR MISAPPROPRIATION. WE MAKE NO WARRANTIES TO THOSE DEFINED AS "CONSUMERS" IN THE MAGNUSON-MOSS WARRANTY-FEDERAL TRADE COMMISSION IMPROVEMENTS ACT. THE FOREGOING EXCLUSIONS DO NOT APPLY TO THE EXTENT PROHIBITED BY LAW.

 

15. Limitation of Liability. TO THE EXTENT PERMITTED BY LAW, IN NO EVENT SHALL SELLERS, OUR PARENTS, SUBSIDIARIES, SUCCESSORS AND ASSIGNS, AND EACH OF OURS AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, CONTRACTORS, SUPPLIERS, SERVICE PROVIDERS OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION LOST PROFITS, LOST REVENUE, LOST SAVINGS, LOSS OF DATA, REPLACEMENT COSTS, OR ANY SIMILAR DAMAGES, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, ARISING FROM YOUR USE OF THE WEBSITE. OUR MAXIMUM LIABILITY FOR YOUR USE OF THE WEBSITE OR THE PURCHASE OF PRODUCTS SHALL BE EQUAL TO THE PURCHASE PRICE PAID FOR THE PRODUCTS AT ISSUE.

 

16. Indemnity. You agree to defend, indemnify and hold Sellers, our parents, subsidiaries, affiliates and each of their respective officers, directors, employees, agents, representatives, successors and assigns, harmless from any claim, loss or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your use of our Website, your purchase of Products and/or your violation of these Terms.

 

17. Dispute Resolution/Waiver of Jury Trial/Class Action Waiver.

 

1. These Terms, your purchase of Products and your use of the Website shall be governed by and construed in accordance with the laws of the State of Georgia, without reference to otherwise applicable principles of conflicts of law.  Any dispute related to these Terms, your purchase of Products or your use of the Website shall be submitted solely to the state or federal courts located in Fulton County, Georgia.  You and us submit exclusively to such jurisdiction and venue.  Judgments may be enforced in any court in the world having jurisdiction over such matters. 

 

1. YOU AND US WAIVE ANY RIGHT TO A TRIAL BY JURY FOR A DISPUTE RELATED TO THESE TERMS, YOUR PURCHASE OF PRODUCTS OR YOUR USE OF THE WEBSITE.

 

1. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AND US AGREE THAT NEITHER PARTY SHALL BRING ANY LAWSUIT, ACTION, PROCEEDING OR CLAIM OF ANY NATURE PERTAINING TO THESE TERMS, YOUR PURCHASE OF PRODUCTS OR YOUR USE OF THE WEBSITE AGAINST THE OTHER PARTY AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING.

 

18. Entire Agreement. These Terms, and the documentation referenced herein, are complete and reflect the entire agreement between us and you with respect to its subject matter, and supersedes all previous written or oral negotiations, commitments and writings. No promises, representations, understandings, warranties and agreements have been made by us except as expressly referred to herein.  These Terms may be revised at any time and from time to time by updating this page.  You should visit this page from time to time to review the then current Terms because they are binding on you.