Terms Of Use

Last updated: April 14, 2020

Please read these terms and conditions carefully before using our Service.

Interpretation and Definitions

Interpretation

The words of which the initial letter is capitalized have meanings defined under the following conditions.

The following definitions shall have the same meaning regardless of whether they appear in singular or in plural.

Definitions

For the purposes of these Terms and Conditions:

  • Affiliate means an entity that controls, is controlled by or is under common control with a party, where “control” means ownership of 50% or more of the shares, equity interest or other securities entitled to vote for election of directors or other managing authority.
  • Company (referred to as either “the Company”, “We”, “Us” or “Our” in this Agreement) refers to The FADER Inc., 71 West 23rd Street, Floor 13, New York, NY 10010.
  • Country refers to: United States
  • Feedback means feedback, innovations or suggestions sent by You regarding the attributes, performance or features of our Service.
  • Goods refer to the items offered for sale on the Service.
  • Orders mean a request by You to purchase Goods from Us.
  • Service refers to the Website.
  • Terms and Conditions (also referred as “Terms”) mean these Terms and Conditions that form the entire agreement between You and the Company regarding the use of the Service.
  • Third-party Social Media Service means any services or content (including data, information, products or services) provided by a third-party that may be displayed, included or made available by the Service.
  • Website refers to The FADER, accessible from https://www.thefader.com
  • You means the individual accessing or using the Service, or the company, or other legal entity on behalf of which such individual is accessing or using the Service, as applicable.

Acknowledgement

These are the Terms and Conditions governing the use of this Service and the agreement that operates between You and the Company. These Terms and Conditions set out the rights and obligations of all users regarding the use of the Service.

Your access to and use of the Service is conditioned on Your acceptance of and compliance with these Terms and Conditions. These Terms and Conditions apply to all visitors, users and others who access or use the Service.

By accessing or using the Service You agree to be bound by these Terms and Conditions. If You disagree with any part of these Terms and Conditions then You may not access the Service.

Your access to and use of the Service is also conditioned on Your acceptance of and compliance with the Privacy Policy of the Company. Our Privacy Policy describes Our policies and procedures on the collection, use and disclosure of Your personal information when You use the Application or the Website and tells You about Your privacy rights and how the law protects You. Please read Our Privacy Policy carefully before using Our Service.

Rules of Conduct




You agree to abide by the following Rules of Conduct when accessing, visiting or using the Website:

i. You shall always use true, accurate, current and complete information whenever your information (such as your name and email address) is required for interaction with the Website, unless anonymity is specifically permitted;

ii. You may not interfere with any other users of the Website;

iii. You may not use the functionality and capabilities of the Website to conduct, or solicit or encourage the performance by another of, any illegal activity or other activity which infringes or violates the rights of others;

iv. You may not post or transmit any message, data, image or program which is, in Company’s sole discretion, harmful, threatening, abusive, hateful, indecent, obscene or pornographic;

v. You may not use the Website in any manner designed as a solicitation, whether commercial or otherwise;

vi. You may not use any automated software program or device, such as a spider or robot or scraper, to monitor or copy any information contained on the Website;

vii. You may not post or transmit any message, data, image or program that does or may violate the property rights of others, including intellectual property rights (including, but not limited to, copyrights, trademarks and trade secrets);

viii. You may not post or transmit any message which is libelous, defamatory, tortious or which discloses private or personal matters concerning any person (yourself excluded) or other entity;

ix. You may not impersonate any person or entity, or misrepresent your affiliation with any person or entity;

x. You may not post or transmit any file which contains a virus, worm, “Trojan Horse,” or any other contaminating, harmful or destructive code.

xi. You may not tamper with, breach, bypass, circumvent, damage, reverse engineer, hack, interfere with, alter, modify or disrupt (e.g., by introducing spam, viruses, bugs, worms, spyware, malware or any other similar harmful code) the Website, any of the security or authentication measures in place on or about the Website, any servers, networks, delivery systems or service providers used by the Website, or any content uploaded to or provided on or by the Website, nor may you attempt to do any of the foregoing prohibited activities, nor may you access, or attempt to gain access to, any non-public areas of the Website, including, but not limited to, any servers, networks, delivery systems or service providers used by the Website.

Placing Orders for Goods

By placing an Order for Goods through the Service, You warrant that You legally capable of entering into binding contracts.

Your Information

If You wish to place an Order for Goods available on the Service, You may be asked to supply certain information relevant to Your Order including, without limitation, Your credit card number, the expiration date of Your credit card, Your billing address, and Your shipping information.

You represent and warrant that: (i) You have the legal right to use any credit or debit card(s) or other payment method(s) in connection with any Order; and that (ii) the information You supply to us is true, correct and complete.

By submitting such information, You grant us the right to provide the information to payment processing third parties for purposes of facilitating the completion of Your Order.

Order Cancellation

We reserve the right to refuse or cancel Your Order at any time for certain reasons including but not limited to:

  • Goods availability
  • Errors in the description or prices for Goods
  • Errors in Your Order

We reserve the right to refuse or cancel Your Order if fraud or an unauthorized or illegal transaction is suspected.

Your Order Cancellation Rights

Any Goods you purchase can only be returned in accordance with these Terms and Conditions and Our Returns Policy.

Our Returns Policy forms a part of these Terms and Conditions. Please read our Returns Policy to learn more about your right to cancel Your Order.

Your right to cancel an Order only applies to Goods that are returned in the same condition as You received them. You should also include all of the products instructions, documents and wrappings. Goods that are damaged or not in the same condition as You received them or which are worn simply beyond opening the original packaging will not be refunded. You should therefore take reasonable care of the purchased Goods while they are in Your possession.

We will reimburse You no later than 14 days from the day on which We receive Your order cancellation notice. We will use the same means of payment as You used for the Order, and You will not incur any fees for such reimbursement.

You will not have any right to cancel an Order for the supply of any of the following Goods:

  • The supply of Goods made to Your specifications or clearly personalized.
  • The supply of Goods which according to their nature are not suitable to be returned, deteriorate rapidly or where the date of expiry is over.
  • The supply of Goods which are not suitable for return due to health protection or hygiene reasons and were unsealed after delivery.
  • The supply of Goods which are, after delivery, according to their nature, inseparably mixed with other items.
  • The supply of digital content which is not supplied on a tangible medium if the performance has begun with Your prior express consent and You have acknowledged Your loss of cancellation right.

Availability, Errors and Inaccuracies

We are constantly updating Our offerings of Goods on the Service. The Goods available on Our Service may be mispriced, described inaccurately, or unavailable, and We may experience delays in updating information regarding our Goods on the Service and in Our advertising on other websites.

We cannot and do not guarantee the accuracy or completeness of any information, including prices, product images, specifications, availability, and services. We reserve the right to change or update information and to correct errors, inaccuracies, or omissions at any time without prior notice.

Prices Policy

The Company reserves the right to revise its prices at any time prior to accepting an Order.

The prices quoted may be revised by the Company subsequent to accepting an Order in the event of any occurrence affecting delivery caused by government action, variation in customs duties, increased shipping charges, higher foreign exchange costs and any other matter beyond the control of the Company. In that event, You will have the right to cancel Your Order.

Payments

All Goods purchased are subject to a one-time payment. Payment can be made through various payment methods we have available, such as Visa, MasterCard, Affinity Card, American Express cards or online payment methods (PayPal, for example).

Payment cards (credit cards or debit cards) are subject to validation checks and authorization by Your card issuer. If we do not receive the required authorization, We will not be liable for any delay or non-delivery of Your Order.

Intellectual Property

The Service and its original content (excluding Content provided by You or other users), features and functionality are and will remain the exclusive property of the Company and its licensors.

The Service is protected by copyright, trademark, and other laws of both the Country 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 the Company.

The Website, The FADER name and logo and all content and materials, including but not limited to all graphics, photographs, images, illustrations, text, sounds, data, software, links, logos, videos, animated material, design and layout elements, available in or on the Website (collectively, “Intellectual Property”) are owned, controlled and/or licensed by The FADER or its third-party suppliers and clients, and are protected by copyrights, trademarks, service marks, patents, trade secrets, and/or other proprietary rights and the laws and treaties of the United States and other countries.

Unless expressly authorized in writing by Us or by our licensors, you shall not copy, reproduce, sell, license, rent, modify, distribute, transmit, broadcast, stream, display, perform, publish, adapt, edit, use, exploit, or create derivative works from such Intellectual Property. You further may not remove, alter, conceal or obscure any trademark, copyright, service mark or other proprietary or legal rights notices incorporated in or accompanying the Website or any content therein or thereon.

Reproduction, copying, redistribution or use for any commercial purpose whatsoever of any Intellectual Property is strictly prohibited without Our prior express written permission or without the express written permission by our licensors. Requests for permission for commercial use should be in writing and directed to The FADER at the mailing address at the end of these Terms of Use, attention: Legal Department, or to the respective third-party rights holder.

Your Feedback to Us

You assign all rights, title and interest in any Feedback You provide the Company. If for any reason such assignment is ineffective, You agree to grant the Company a non-exclusive, perpetual, irrevocable, royalty free, worldwide right and licence to use, reproduce, disclose, sub-licence, distribute, modify and exploit such Feedback without restriction.

Links to Other Websites

Our Service may contain links to third-party web sites or services that are not owned or controlled by the Company.

The Company has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party web sites or services. You further acknowledge and agree that the Company 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 the use of or reliance on any such content, goods or services available on or through any such 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 access immediately, without prior notice or liability, for any reason whatsoever, including without limitation if You breach these Terms and Conditions.

Upon termination, Your right to use the Service will cease immediately.

Disclaimer of Warranties

YOU UNDERSTAND AND AGREE THAT ALL MATERIALS, INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE WEBSITE FOR YOUR USE (THE “CONTENT”) ARE PROVIDED TO YOU “AS IS” AND “AS AVAILABLE” AND WITHOUT WARRANTIES OR REPRESENTATIONS OR ENDORSEMENTS OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. TO THE FULLEST EXTENT PERMITTED BY LAW, COMPANY, COMPANY’S PARENTS, SUBSIDIARIES, AFFILIATES, SUCCESSORS, ASSIGNS, BUSINESS PARTNERS, LICENSORS, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS, DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND FREEDOM FROM COMPUTER VIRUS. COMPANY, COMPANY’S PARENTS, SUBSIDIARIES, AFFILIATES, SUCCESSORS, ASSIGNS, BUSINESS PARTNERS, LICENSORS, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS, DO NOT WARRANT THE WEBSITE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE CONTENT IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU AGREE THAT YOUR USE OF THE THE WEBSITE IS SOLELY AT YOUR OWN RISK. BECAUSE SOME JURISDICTIONS DO NOT PERMIT EXCLUSION OF CERTAIN WARRANTIES, THIS PARAGRAPH MAY NOT APPLY, OR MAY BE LIMITED IN ITS APPLICATION, TO YOU.

Limitation of Liability




YOU UNDERSTAND AND AGREE THAT TO THE FULLEST EXTENT PERMITTED BY LAW, UNDER NO CIRCUMSTANCES SHALL COMPANY, ITS PARENTS, SUBSIDIARIES, AFFILIATES, SUCCESSORS, ASSIGNS, BUSINESS PARTNERS, LICENSORS, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS OR LICENSORS, BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES THAT RESULT, DIRECTLY OR INDIRECTLY, FROM YOUR USE OF, OR INABILITY TO USE, THE WEBSITE. THIS LIMITATION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS OR THEORY OF LIABILITY, EVEN IF COMPANY, ITS PARENTS, SUBSIDIARIES, AFFILIATES, SUCCESSORS, ASSIGNS, BUSINESS PARTNERS, LICENSORS, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS OR LICENSORS, HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION CONTAINED IN THIS PARAGRAPH, COMPANY’S LIABILITY IN SUCH JURISDICTIONS MAY BE LIMITED TO THE EXTENT PERMITTED BY LAW. UNDER NO CIRCUMSTANCES WILL COMPANY’S TOTAL LIABILITY TO YOU FOR ANY AND ALL DAMAGES, LOSSES OR CAUSES OF ACTION EXCEED THE AMOUNTS (IF ANY) YOU PAID TO COMPANY FOR USE OF THE WEBSITE DURING THE ONE (1) MONTH PERIOD PRIOR TO THE DATE YOUR CLAIM AROSE. TO THE EXTENT THAT ANY LAWSUIT IS PERMITTED UNDER THESE TERMS OF USE, YOU AGREE THAT ANY CLAIM YOU MAY HAVE ARISING OUT OF OR RELATED TO THESE TERMS OF USE, YOUR USE OF THE WEBSITES OR YOUR RELATIONSHIP WITH COMPANY MUST BE FILED WITHIN ONE (1) YEAR AFTER SUCH CLAIM AROSE; OTHERWISE, YOUR CLAIM IS PERMANENTLY BARRED.

Indemnification




To the fullest extent permitted by law, you agree to defend, indemnify, and hold harmless Company, its parents, subsidiaries, affiliates, successors, assigns, business partners, and their respective officers, directors, employees, shareholders and agents, from and against any and all damages, losses, liabilities, settlements, and claims of whatever nature, and expenses, including reasonable attorneys’ fees and costs, that arise from or are in any way connected to your use, misuse or alleged misuse of the Website, or your breach or alleged breach of these Terms of Use. Company reserves the right, in its sole discretion, to assume the exclusive defense and control of any matter subject to indemnification by you hereunder, and in the event of such election, you agree to fully cooperate with Company in asserting any available defenses.

Legal Compliance


We make no representation that the content on the Website is appropriate or available for use in locations outside the United States, and accessing the Website from jurisdictions outside the United States where such content is illegal or prohibited. You understand and agree that your access and use of the Website is at your own initiative and risk, and in compliance with, and pursuant to, the laws of the jurisdiction from where you initiate such access and/or the laws of the jurisdiction where you access, visit or use the Website.

Governing Law

These Terms of Use shall be governed by, enforced and be construed in accordance with the laws of the State of New York, excluding its provisions as to choice of law or conflict of laws. You expressly agree that the exclusive jurisdiction for any claim or action arising out of or relating to these Terms of Use or your use of the Website shall be the federal or state courts in and for the State, City and County of New York, and you further agree and submit to the exercise of personal jurisdiction of such courts for the purpose of litigating any such claim or action, and waive any argument of inconvenient forum.

Disputes Resolution

If You have any concern or dispute about the Service, You agree to first try to resolve the dispute informally by contacting the Company.

For European Union (EU) Users

If You are a European Union consumer, you will benefit from any mandatory provisions of the law of the country in which you are resident in.

United States Legal Compliance

You represent and warrant that (i) You are not located in a country that is subject to the United States government embargo, or that has been designated by the United States government as a “terrorist supporting” country, and (ii) You are not listed on any United States government list of prohibited or restricted parties.

Severability and Waiver

Severability

If any provision of these Terms is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect.

Waiver

Except as provided herein, the failure to exercise a right or to require performance of an obligation under this Terms shall not effect a party’s ability to exercise such right or require such performance at any time thereafter nor shall be the waiver of a breach constitute a waiver of any subsequent breach.

Translation Interpretation

These Terms and Conditions may have been translated if We have made them available to You on our Service.

You agree that the original English text shall prevail in the case of a dispute.

Changes to These Terms and Conditions

We reserve the right, at Our sole discretion, to modify or replace these Terms at any time. If a revision is material We will make reasonable efforts to provide at least 30 days’ notice prior to any new terms taking effect. What constitutes a material change will be determined at Our sole discretion.

By continuing to access or use Our Service after those revisions become effective, You agree to be bound by the revised terms. If You do not agree to the new terms, in whole or in part, please stop using the website and the Service.

Procedure for Making Claims of Copyright Infringement

Company, its affiliates and subsidiaries respect the intellectual property rights of others, and we require our third-party content suppliers and other vendors to do the same.

If you believe that any content or materials on the Website is infringing your intellectual property rights, please contact Our copyright agent in writing at the mailing address listed below pursuant to Title 17, United States Code, Section 512(c)(3) (the “Digital Millennium Copyright Act”). Any such notice must be in writing and must include (i) a detailed identification of what material(s) you allege to be infringed, (ii) identification of the material(s) you allege is infringing and its location (including the URL) on the Website, (iii) a statement to the effect that there is a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law, (iv) a statement by the author of such notice, made under penalty of perjury, that the above information in such notice is accurate and that such author is the copyright owner or authorized to act on the copyright owner’s behalf, and (v) the electronic or physical signature of the author of such notice, including such author’s name, address, telephone number, and email address.

Our agent for copyright issues relating to the Website is as follows:

The FADER
Attn: Copyright Agent / Legal Department
71 West 23rd Street, Floor 13
New York, NY 10010
dmca@thefader.com

Miscellaneous

These Terms of Use do not create a partnership, joint venture, employment or agency relationship between you and Company, and you have no authority to bind Company in any way. Company shall have the right to assign these Terms of Use or any of Company’s rights hereunder in whole or in part to any third party. You may not assign these Terms of Use without Company’s express prior written consent. Except as otherwise explicitly stated herein, all notices to us shall be in writing and shall either be served by certified or registered mail (return receipt requested) or via overnight express mail delivery service with confirmation of receipt (such as Federal Express), in each case with all charges prepaid. Notices shall be deemed effective when received by the party notified. We may give you notice electronically, either (i) by email, or (ii) by posting such notice on the Website. These Terms of Use constitute the entire agreement between you and Company with respect to the subject matter hereof, and supersedes all prior or contemporaneous communications and proposals whether oral, written, or electronic between you and Company with respect to the Website and the content thereof. The section headings and captions used in these Terms of Use are used for reference and convenience purposes only and shall not be used to construe or interpret these Terms of Use. By accessing, visiting or using the Website, you warrant that you have legal capacity to enter into the agreement set out in these Terms of Use.

Contact Us

If you have any questions about these Terms and Conditions, You can contact us:

The FADER
Attn: Terms of Use / Legal Department
71 West 23rd Street, Floor 13
New York, NY 10010

ToUconcern@thefader.com