TERMS OF USE
Please read the following Terms of Use carefully before using any
of Consignista LLC's services, tools and/or accessing www.consignista.com hereinafter
referred to as ("the website"). All users of the website agree that
access to, and use of, this website through any device are subject to the
following Terms of Use and other applicable law. If you do not agree to these
Terms of Use, please do not use and/or access the website. For the purposes of
reference the term users shall hereinafter also be referred to as
("you").
Consignista LLC may modify these Terms of Use. You can review the
most current version of it by clicking on the "Terms of Use" link
located at the bottom of the website. The most current version will supersede
all previous versions. By continuing to use the website and services of
Consignista LLC after changes are made, you agree to be bound by such changes.
1. Age Eligibility
By using Consignista LLC's
services, tools and/or website you represent and warrant that you are at least
18 years and you are able to enter into legally binding contracts under
applicable law.
Individuals under the age of 18 must at all times use Consignista
LLC's services, tools and/or website only in conjunction with and under the
supervision of a parent or legal guardian who is at least 18 years of age. In
this and all cases, the adult is the user and is responsible for any and all
activities.
Consignista LLC may, in its sole discretion, refuse to offer
access to or use of the Website to any person or entity and change its
eligibility criteria at any time. This provision is void where prohibited by
law and the right to access the Website is revoked in such jurisdictions.
2.
Privacy
Consignista
LLC will not sell or disclose your personal information to third parties. Consignista
LLC stores and processes content on computers that are protected by physical as
well as technological security. You can review the most current version of our
Privacy Policy by clicking on the "Privacy Policy" link located at
the bottom of the website. The most current version will supersede all previous
versions. By continuing to use the Consignista LLC Service after changes are
made, you agree to be bound by such changes.
3. Use of Website
Consignista LLC does not
promote, recommend or condone use of the Consignista LLC service, tools and/or
website during certain activities, such as automobile driving, where there is
significant risk of accident. You agree not to use the Consignista LLC service,
tools and/or website during such activities.
You further agree that you will not use any robot, spider, scraper
or other automated or manual means to access the website for any purpose. You
acknowledge that harassment in any manner or form on the website, including via
e-mail, chat, or by use of obscene or abusive language, is strictly forbidden.
Impersonation of others, including a Consignista LLC or other licensed
employee, host, or representative, as well as other members or visitors on the
site is prohibited. You may not post spam, unsolicited or bulk electronic
communications, pyramid schemes, chain letters or upload to, distribute, or
otherwise publish through the website any content which is libelous,
defamatory, obscene, threatening, invasive of privacy or publicity rights,
abusive, illegal, or otherwise objectionable which may constitute or encourage
a criminal offense, violate the rights of any party or which may otherwise give
rise to liability or violate any law. You may not upload commercial content on
the website or use the website to solicit others to join or become members of
any other commercial online service or other organization. You will further not
attempt to modify, circumvent, hack or access portions of the data contained
within the website not explicitly presented to you and you will not distribute
viruses or other technologies that may cause harm to Consignista LLC and/or the
website.
You agree not to use the website in any manner that violates or
proposes a transaction which would violate any laws, expose Consignista LLC to
civil or criminal liability or violates these Terms of Use. For the avoidance
of doubt, any activities that are illegally carried on within the website will
be reported to the appropriate Federal, State or Local Authorities.
4. Website Access
a. Creating an account
You may browse the website at no charge and without registration
to it. However, by creating an account with Consignista LLC it grants you the
facility to make/complete a purchase and/or consign with us at any time. When
creating an account you represent and warrant that all required registration
information you submit is truthful and accurate, and you will maintain and
update the accuracy of such information at all times. You are responsible for
maintaining the confidentiality of your account login information and are fully
responsible for all activities that occur under your Account. You agree to
immediately notify Consignista LLC of any unauthorized use, or suspected
unauthorized use of your account or any other breach of security. Consignista
LLC cannot and will not be held liable for any loss or damage arising from your
failure to comply with the above requirements.
You confirm you will not transfer, assign or sell your account and
information contained therein to any third party.
b. License
Subject to the Terms, Consignista LLC grants you a limited,
non-exclusive, non-transferable personal (i.e., non-commercial) license to
access and use the Website and Services. The rights granted to you by the Terms
will remain in force only for so long as the Terms remain in effect. You may
not rent, transfer, assign, commercially exploit, resell or sub-license access
to the Service to any third-party. You will not (nor will you cause any of your
employees, contractors, agents and principals to) directly or indirectly
reverse engineer, decompile, disassemble or otherwise attempt to derive source
code or other trade secrets from any of Company's technology. Any future
release, update, or other addition to functionality of the Website or Services
shall be subject to the Terms. You agree not to use the Website or the Services
to: (a) violate any local, state, national or international law; (b) stalk,
harass or harm another individual; (c) collect or store personal data about
other users; (d) impersonate any person or entity, or otherwise misrepresent
your affiliation with a person or entity; or (e) interfere with or disrupt the
Services or servers or networks connected to the Services, or disobey any
requirements, procedures, policies or regulations of networks connected to the
Services. You may not (i) use any high volume, automated, or electronic means
to access the Services (including, without limitation, robots, spiders or
scripts); or (ii) frame the Website, place pop-up windows over its pages, or
otherwise affect the display of its pages.
c. Third-Party Offerings
You may be able to access websites, content, products or services
provided by third-parties through links that are made available on the Website.
We refer to all such websites, content, services and products as
"Third-Party Offerings." For example, we may permit third parties to
advertise their products and services on the Website, and those advertisements
may contain links to the website(s) of the advertisers. If you elect to use
such Third-Party Offerings, you understand that your use of them will be
subject to any terms and conditions required by the applicable third-party
provider(s). You understand that we are not the provider of, and are not
responsible for, any such Third-Party Offerings and that the Terms do not
themselves grant you any rights to access, use or purchase any Third-Party
Offerings.
5. Fees and Termination
a. Fees
Joining Consignista is free. All sellers pay a percentage of the
sale price when their item(s) sell(s). Percentages of an item's sale price can
be found in our Consignment
Agreement.
Changes to Consignista LLC's Fees Policy are effective after
Consignista LLC provides you with at least fourteen (14) days' notice by
posting the changes on the website. However, Consignista LLC may choose to
temporarily change the Fees Policy for promotional events (for example, certain
designers); such changes are effective when Consignista LLC posts the temporary
promotional event on the website. Consignista LLC may, at its sole discretion,
change some or all of its services at any time. In the event Consignista LLC
introduces a new service, the fees for that service are effective at the launch
of the service. Unless otherwise stated, all fees are quoted in US Dollars
(USD).
b.
Right to Refuse Services & Termination
Consignista
LLC reserves the right in its sole discretion to terminate, suspend or restrict
your account and refuse all and any current or future use to the website and
its services without notice and for whatever reason without divulging the
reason for doing so.
6. Seller Listing & Sales
Consignista accepts new or "as new" designer apparel,
shoes and accessories for men, women and children. Designers that we accept can
be found in our Directory of
Accepted Designers. There will be no exceptions. You acknowledge and
accept that we reserve the right reject and return any item initially accepted
at your Premium Concierge Consignment Appointment to you if, after thorough
inspection, the item is found to be damaged, counterfeit or cannot be listed
for any other reason. Consignista will notify you of its decision and
will provide the reason for the item's return. We will arrange for any such
items to be returned at our cost.
All sales are binding. The seller is obligated to ship the order
to complete the transaction with the buyer in a prompt manner, unless there is
an exceptional circumstance. If you do not complete a transaction, your account
and all listings will be suspended and removed from the Site, and may be
reinstated at Consignista's sole discretion.
7. Buyer Obligations
As a buyer when you make a purchase through the website you are
obligated to complete the transaction unless the transaction is prohibited by
law or a typographical error exists in the listing information which materially
affects the terms of sale.
You accept that all orders are processed between Monday 9.00am
through to Friday 3.00pm EST.
8.
Intellectual Property
The
content on the website, except for Content by users, the trademarks, service
marks and logos contained herein ("Marks"), are owned by and licensed
to Consignista LLC. Materials provided on the website are provided to you AS IS
for your information and personal use only and may not be used, copied,
reproduced, distributed, transmitted, broadcast, displayed, sold, licensed or
otherwise exploited for any other purposes whatsoever without the prior written
consent of the respective owners. Consignista LLC reserves all rights not
expressly granted in and to the website and the materials. You agree to not
engaged in the use, copying, or distribution of any of the Materials other than
expressly permitted by Consignista LLC, including any use, copying or
distribution of third parties' materials obtained through the website for any
commercial purposes. If you download or print a copy of the materials for
personal use, you must retain all copyright and other proprietary notices
contained herein. You agree not to circumvent, disable or otherwise interfere
with security feature of the website or features that prevent or restrict use
or copying of any materials or enforce limitations on use of the website or the
materials therein.
9.
Data Transfer
By
using one or more Consignista LLC’s Services, including without limitation the website,
or conducting any business with Consignista LLC, you may be causing
communications or information to be sent through computers and electronic
networks in other locations in the United States. You agree that Consignista is
permitted to take such actions where reasonably necessary to facilitate these interactions
as part of its providing Consignista LLC Services to you.
10.
Advertising
Certain
Consignista LLC’s Services, including without limitation the website, may
include advertisements, whether from Consignista LLC or third parties with whom
Consignista LLC partners. This advertising may be targeted to information found
within one or more Consignista LLC Services, whether submitted by you or by
others. You consent to the placement, targeting and display of such advertising
as consideration for your use of the Consignista LLC Services. In addition, Consignista
LLC and/or its partners, affiliates or agents may, from time to time, send you
pertinent information about the Consignista LLC Services or other offerings
which may be of interest to you. You consent to receive such communications as
part of using the Consignista LLC Services, including without limitation the website.
However, you may "opt-out" of any such communications at any time.
11.
Unsolicited Submission Policy
Unless
expressly requested by Consignista LLC in writing, Consignista LLC will not
consider, review or evaluate unsolicited ideas, "pitches," scripts,
treatments, compositions, business models, product or service descriptions or
any other confidential or proprietary information that you submit to Consignista
LLC. This policy serves to avoid misunderstandings in the unlikely event that
any of Consignista LLC’s business or creative activities have some coincidental
similarities with the activities of another. If, in spite of this policy you
still choose to submit any such items to Consignista LLC, then you specifically
agree that: (1) your entire submission will automatically become the sole and
exclusive property of Consignista LLC, and you will not receive any form of
compensation for it; (2) Consignista LLC will have no obligation to return your
submission or respond to you in any way; (3) Consignista LLC will have no
obligation to keep your submission confidential or secret; and (4) Consignista LLC
has a royalty-free, unrestricted, worldwide, perpetual, irrevocable,
non-exclusive and fully transferable, assignable and sub-licensable right and
license to copy, reproduce, modify, adapt, publish, translate, create
derivative works from, distribute, perform, or display your submission for any
purpose whatsoever.
Further,
to the extent that you may choose to communicate such items to another user in
the Consignista LLC community, you act completely at your own risk and Consignista
LLC 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.
12. No Warranty & Liability Limit
CONSIGNISTA LLC PROVIDES ITS SERVICE "AS IS" AND WITHOUT
ANY WARRANTY OR CONDITION, WHETHER EXPRESS, IMPLIED OR STATUTORY. CONSIGNISTA
LLC SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY,
FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. Some states do not allow
the disclaimer of implied warranties, so the foregoing disclaimer may not apply
to you. Consignista LLC assumes no liability or responsibility for any errors
or omissions in the Consignista LLC service, tools or website; any failures,
delays or interruptions in the Consignista LLC service; any losses or damages
arising from the use of the Consignista LLC service, tools or website,
including, without limitation, any damage to your mobile device; or any conduct
by users of the Consignista LLC service, tools or website. We reserve the right
to deliver the Consignista LLC service, tools or website in our sole and
absolute discretion.
IN NO EVENT SHALL CONSIGNISTA LLC, ITS SHAREHOLDERS, DIRECTORS,
OFFICERS, EMPLOYEES OR AGENTS BE LIABLE (JOINTLY OR SEVERALLY) TO YOU FOR LOSS
OF USE OR ANY SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES ARISING
OUT OF OR IN CONNECTION WITH THE CONSIGNISTA LLC SERVICE OR THESE TERMS OF USE,
ON ANY THEORY OF LIABILITY, AND WHETHER OR NOT ADVISED OF THE POSSIBILITY OF
DAMAGE. Some states do now allow the exclusion of certain damages, so the above
may not apply to you. If any applicable authority holds any portion of this
section to be unenforceable, then liability will be limited to the fullest
possible extent permitted by applicable law.
13. Indemnity
You agree to indemnify and hold Consignista LLC and its related
companies, and each of their respective shareholders, directors, officers,
employees, agents, suppliers and merchant partners harmless from and against
any third-party claim or cause of action, including reasonable attorneys' fees
and court costs, arising, directly or indirectly, out of your use of the Consignista
LLC service, tools or website or your violation of any law or the rights of any
third party.
14.
Disputes
a.
Governing Law
YOU AGREE THAT
THESE TERMS OF USE OR ANY CLAIM, DISPUTE OR CONTROVERSY (WHETHER IN CONTRACT,
TORT OR OTHERWISE, WHETHER PREEXISTING, PRESENT OR FUTURE, AND INCLUDING
STATUTORY, COMMON LAW AND EQUITABLE CLAIMS) BETWEEN YOU AND CONSIGNISTA LLC
arising from or relating to these Terms of Use, their interpretation or breach,
termination or validity, the relationships which result from these Terms of Use,
the Consignista LLC Service, Consignista LLC advertising or any related
transaction SHALL, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, BE
GOVERNED BY THE LAWS OF THE STATE OF DELAWARE, WITHOUT REGARD TO ITS CONFLICTS
OF LAWS RULES.
b. Binding Arbitration
ANY CLAIM,
DISPUTE OR CONTROVERSY (WHETHER IN CONTRACT, TORT OR OTHERWISE, WHETHER
PREEXISTING, PRESENT OR FUTURE, AND INCLUDING STATUTORY, COMMON LAW,
INTENTIONAL TORT AND EQUITABLE CLAIMS) BETWEEN YOU AND CONSIGNISTA LLC, its
agents, employees, principals, successors, assigns, affiliates (collectively
for purposes of this paragraph, "Consignista LLC") arising from or
relating to these Terms of Use, their interpretation or breach, termination or
validity, the relationships which result from these Terms of Use (including, to
the full extent permitted by applicable law, relationships with third parties
who are not signatories to these Terms of Use), the Consignista LLC Service, Consignista
LLC advertising or any related transaction SHALL BE RESOLVED EXCLUSIVELY AND
FINALLY BY BINDING ARBITRATION ADMINISTERED BY THE AMERICAN ARBITRATION
ASSOCIATION, JAMS OR THE NATIONAL ARBITRATION FORUM, IN ACCORDANCE WITH THEIR
APPLICABLE RULES, OR ANY OTHER ESTABLISHED ALTERNATIVE DISPUTE RESOLUTION
PROVIDER MUTUALLY AGREED UPON BY THE PARTIES. The arbitration will be limited
solely to the dispute between you and Consignista LLC. NEITHER YOU NOR CONSIGNISTA
LLC SHALL BE ENTITLED TO JOIN OR CONSOLIDATE CLAIMS BY OR AGAINST OTHER
CUSTOMERS OR ARBITRATE ANY CLAIM AS A REPRESENTATIVE OR CLASS ACTION OR IN A
PRIVATE ATTORNEY GENERAL CAPACITY. Any award of the arbitrator shall be final
and binding on each of the parties and may be entered as a judgment in any
court of competent jurisdiction. Each party shall pay its own costs and
attorneys' fees. However, if any party prevails on a statutory claim that
affords the prevailing party attorneys' fees, or if there is a written
agreement providing for fees, the arbitrator may award reasonable fees to the
prevailing party, under the standards for fee shifting provided by law.
c. Limitations of Actions
Any claim or
cause of action arising out of or related to your use of the Consignista LLC
Service must be filed within one (1) year after such claim or cause of action
arose, regardless of any statute or law to the contrary. In the event any such
claim or cause of action is not filed within such one (1) year period, such
claim or cause of action shall be forever barred.
15.
Entire Agreement
These
Terms collectively represent the entire agreement and understanding between you
and Consignista and supersede any other agreement or understanding (written,
oral or implied) that you and Consignista LLC may have had. Any statement,
inducement, promise, covenant or condition not expressly found either in these
Terms shall be deemed as void.
16.
Force Majeure
Neither
you nor Consignista LLC will be deemed to have any liability whatsoever to the
other or to any third party for any failure of performance hereunder occasioned
by an act of God, force of nature, war or warlike activity, insurrection or
civil commotion, labor dispute, transportation delay, governmental regulatory
action whether or not with proper authority or other cause similar or
dissimilar to the foregoing and beyond its reasonable control, provided the
affected party gives prompt notice to the other party.
17.
Severability
Each
Term shall be deemed to be severable. If any Term or portion thereof is found
to be invalid or unenforceable, such invalidity or unenforceability shall in no
way effect the validity or enforceability of any other Term. Headings are for
reference purposes only and in no way define, limit, construe or describe the
extent or scope of such section. Our failure to enforce any provision of these Terms
of Use shall not constitute a waiver of that or any other provision. These Terms
of Use set forth the entire understanding and agreement between you and Consignista
LLC with respect to the subject matter hereof.
18.
Notices
Both
you and Consignista LLC may give notice to one another as follows: (i)
electronic mail transmission; (ii) first class mail or certified mail, postage
prepaid; (iii) or express courier, cost prepaid. Or, in your case, to the email
address you provide to Consignista LLC (either during the registration process
or when your email address changes). Notice shall be deemed given 24 hours
after email is sent, unless the sending party is notified that the email
address is invalid. Alternatively, Consignista LLC may give you notice by
certified mail, postage prepaid and return receipt request, to the address
provided to Consignista LLC. In such case, notice shall be deemed given three
days after the date of mailing.
19.
Assignment/Sublicensing
These
Terms, and any rights and licenses granted hereunder, may not be transferred,
assigned or sublicensed by you without Consignista LLC's express written
consent. On the other hand, Consignista LLC may assign, sublicense or otherwise
transfer these Terms or any individual Term, at its option, without restriction
and without prior notice to you.
20.
Third-Party Beneficiaries
No
Term is meant or intended to benefit any third party.
Updated:
April, 7, 2017
