Terms and Conditions
1. Quincenista is a Neutral Venue. Quincenista is an innovative community and marketplace for the quinceanera industry. Quincenista is not a quinceanera product or service provider, quinceanera vendor or an agent representative. Quincenista members (“Members”) include prospective quinceaneras, familes and their Quinceanera guests (collectively, Quinceanera Members”) and companies and other third parties offering products and services related to Quinceaneras (“Vendor Members”). We and the Site function solely as a neutral venue and digital clearinghouse where Quinceanera Members and Vendor Members may connect for a particular type of service or product. We are not involved in or a party to the actual transaction between Members. As a result, We have no control over the quality, accuracy, safety, or legality of the transactions that take place on our Website, the accuracy of listings, or the ability of Quinceanera Vendors to provide items or services and we are not responsible for the actions or inactions of Quinceanera Members or Vendor Members.
Quinceanera Members: You acknowledge the following: Quincenista does not provide any of the products or services advertised or offered by Vendor Members. We do not endorse any Vendor Member, nor do We guarantee the quality of their goods or services. Any and all communications, correspondence, verbal or written, or any warranties or representations, made with regard to products and services offered through the Quincenista venue are not provided by us and are specifically and solely between you and the Vendor Member. Any transaction you enter into with a Vendor Member is strictly between you and the Vendor Member, and Quincenista is not a party to that transaction. Any dispute you have with a Vendor Member is between you and the Vendor Member, and We will not be a party to that dispute, except regarding your use of the Site, as discussed in Section 32.
We use techniques to help verify the identity of Quinceanera Vendors when they register for memberships on our Site; however, Quincenista cannot and will not guarantee each service provider’s identity; nor can we guarantee their capabilities. We have implemented a user-managed feedback system to help you evaluate Vendor Members with whom you are considering transacting business. In addition, We cannot guarantee that information provided by or about Vendor Members on the Site is accurate. You should use Quincenista as a starting point for identifying vendors to provide the products and services you need for your quinceanera, then conduct your own research to ensure that vendors you choose to do business with are appropriate for you. You acknowledge that participation in certain programs, when and if available, may under certain circumstances result in Vendor Members receiving contact information for you in accordance with the terms and conditions governing these programs.
Vendor Members: You acknowledge the following: Quincenista will not endorse you or your products or services. We are in no way responsible for assisting you in reaching an agreement with Quinceanera Members; nor are We responsible for assisting you in providing goods and services to Quinceanera Members. While all Quinceanera Members are required to give us accurate information about themselves, We cannot and will not verify this information or guarantee the ability of Quinceanera Members to complete payment for any of the products or services you provide. Any transaction you enter into with a Wedding Member is strictly between you and the Wedding Member, and Quincenista is not a party to that transaction. Any dispute you have with a Wedding Member is between you and the Wedding Member, and We will not be a party to that dispute. After Quincenista and the Vendor Member have terminated their relationship, Quincenista shall be entitled to retain all reviews associated with a Vendor Member on the Site as well as basic directory information, including, without limitation, business name, address and telephone number.
2. Membership. Membership to Quincenista is available only to entities and individuals at least 18 years of age who can form legally binding contracts under applicable law. Our services are not available to minors or to temporarily or indefinitely suspended Members. Membership in Quincenista is void where prohibited. Your Quincenista membership may not be transferred or sold to another party. If you are registering as a business entity, you represent that you have the authority to bind the entity to this Agreement. If you are registering as an individual, you represent and warrant that you are at least 18 years of age and are able to enter into a legally binding contract. Members who engage in the sale of goods and services must have a valid business operations license, as applicable. By joining Quincenista, you agree to (i) provide us with accurate, complete information about yourself and to update this information as needed; (ii) abide by all of the terms and conditions of this Agreement; (iii) safeguard your username and password; and (iv) be responsible for all activity of your membership account. In addition, in the event you contact Quincenista via telephone, you understand, acknowledge and agree that such phone conversations may be recorded. “Basic,” “Free Trial,” “Lite,” or other unpaid vendor memberships may be offered by Quincenista periodically. These unpaid vendor memberships do not guarantee any advertising placement or other benefits. Quincenista reserves the right to modify the terms of or cancel any such unpaid vendor memberships.
3. Prohibited Activities. Visitors to and Members of the Site may not:
– Create an account in another’s name
– Create more than one account
– Use another’s account
– Impersonate another person or entity
– Use the Site to break the law or applicable regulations, encourage others to do so, or offer instructions on how to do so
– Offer to provide products or services that violate any applicable law, statute, ordinance or regulation (collectively “Laws”), or offer any products or services in a manner that violates any Laws
– Conduct any type of sweepstakes, promotion or contest without posting official rules
– Collect or harvest information about Site Members, including but not limited to use of robots, spiders, or similar means
– Use information on the Site to send unsolicited email to Members
– Do anything that interferes with or places an undue burden on the Site (as determined by Quincenista in our sole discretion)
– Use the Site if your membership has been temporarily or permanently suspended or revoked
– Violate any terms of this Agreement
4. Additional Terms and Conditions. You acknowledge and agree that We have the sole discretion to set forth and post additional terms and conditions for your use of the Site at various places throughout the Site including, but not limited to, fees associated with certain services or uses. You agree that those additional terms and conditions shall be considered an effective amendment to this Agreement and said terms and conditions shall be incorporated herein. Furthermore, you expressly agree that if there is any conflict between those additional terms and conditions and the Terms set forth herein, the additional terms and conditions shall govern.
5. Fees. There are currently NO minimum fees to join Quincenista for Quinceanera Members.
Quinceanera Members: There are currently no fee-based services Quincenista services. Quincenista may offer optional fee-based functionality/services, which may include services provided by third parties and your use of such functionality/services shall be subject to any applicable additional terms and conditions which may include the third parties’ terms and conditions. Your credit card will not be charged unless and until you agree to use that fee-based functionality/service and/or to incur a charge with Quincenista. The fee and timing of payments for the fee-based functionality/service will be described separately as part of the applicable fee-based functionality/service.
Quinceanera Vendors: Vendor Members with valid Vendor Accounts may opt into additional paid services (“Premium Services”). Quincenista may list the prices for these Premium Services on the Site, but it reserves the right to change these prices and to offer discounts and temporary promotions.
Charged in error. In the event you believe that Quincenista has charged you in error, you must contact Quincenista Member Services at support AT Quincenista DOT com within 90 days after such charge. No refunds will be given for any charges which are more than 90 days old.
6. Authorization to Credit and Debit Accounts. If applicable, based on the various optional fee-based programs, You irrevocably and expressly authorize Quincenista to debit or credit, as applicable, any monies to the account that you have identified for Quincenista. You agree that it is your responsibility to maintain a valid, non-expired credit card on file with us while engaging in fee-based activities on our Site. You agree that if you do not maintain a valid, non-expired card on file with us during any billing attempt, you may be subject to interest and penalties as enumerated below. You irrevocably and expressly authorize Quincenista to withhold any monies and/or debit any monies from any account that you have identified to Quincenista for any charge backs, fees, costs, deductions, adjustments and any other amounts owed to Quincenista. We reserve our rights to all actions and remedies in connection with any monies owed to Quincenista. You will indemnify, defend and hold us harmless for any claims, demands or causes of actions that We take toward any identified account pursuant to this Section.
7. Unpaid Fees. If, for any reason, any fees you owe Quincenista have not been received or in any manner realized by Quincenista (“Unpaid Fees”), you agree to pay such Unpaid Fees immediately. In addition, Quincenista may charge interest, in the amount of 2.0% per month (or the maximum amount allowed by law), on any unpaid account balance that you maintain. Any partial payments made by Members will first be applied to the most recent fees owed to Quincenista, including interest. Quincenista reserves the right to waive or reduce the amount of any Unpaid Fees, penalties, or interest at any time. You also agree to pay any attorney fees, and other costs of collection incurred by us with respect to any Unpaid Fees. You also consent and authorize us, in our sole discretion, to make appropriate reports to credit reporting agencies, financial institutions, tax agencies and law enforcement authorities, and cooperate with them in any resulting investigation or prosecution. Notwithstanding the foregoing, Quincenista agrees that it will not charge any late fees or interest to a Member’s credit card.
8. Protection of Intellectual Property Content. The Quincenista Site contains or uses copyrighted material, inventions, know how, potentially patentable business method material, design logos, phrases, names, logos, HTML code and/or other computer code and/or scripts (collectively, “Intellectual Property Content”), all of which, unless otherwise indicated and/or provided pursuant to a third party license, are our sole property, and We retain all appurtenant rights, interests and title thereto. We also claim ownership rights under the copyright and trademark laws with regard to the “look”, “feel”, “appearance” and “graphic function” of this Site, including but not limited to its color combinations, sounds, layouts and designs. You agree and acknowledge that your use of this Site does not confer upon you any license or permission to use our (or any third party’s) Intellectual Property Content. You shall not reproduce, modify, display, sell, or distribute the Intellectual Property Content, including but not limited to Submitted Information (as defined below) contributed by you or any other Member, or use our Intellectual Property Content in any other way for public or commercial purposes. All other trademarks, service marks and copyrights are held by their rightful owners. You may not frame or link to the Site without our prior written permission.
The Site contains trademarks, trade names, trade dress, service marks, domain names or other indicia of ownership (collectively the “Marks”) owned or licensed for use by us, including but not limited to QUINCENISTA, and the QUINCENISTA logo. Unless otherwise agreed to in writing, you agree that no right, property, license, permission or interest of any kind in or to the Marks is or is intended to be given or transferred to or acquired by you pursuant to the execution, performance or non-performance of this Agreement or any part thereof. You shall in no way contest or deny the validity of, our right of title to or license of use for, the Marks, and you shall not encourage or assist others directly or indirectly to do so, during the lifetime of this Agreement and thereafter. You shall not utilize the Marks or any similar marks in any manner that would diminish their value or harm their reputation. You shall not use or register any domain name, trademark or service mark that is identical to or similar to any of the Marks.
9. DMCA Notice.
Reporting Claims of Copyright Infringement
We take claims of copyright infringement seriously. We will respond to notices of alleged copyright infringement that comply with applicable law. If you believe any materials accessible on or from the Site infringe your copyright, you may request removal of those materials from the Site by submitting written notification to our Copyright Agent (designated below). In accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (17 U.S.C. § 512) (“DMCA”), the written notice (the “DMCA Notice”) must include substantially the following:
- Your physical or electronic signature.
- Identification of the copyrighted work you believe to have been infringed or, if the claim involves multiple works on the Site, a representative list of such works.
- Identification of the material you believe to be infringing in a sufficiently precise manner to allow us to locate that material.
- Adequate information by which we can contact you (including your name, postal address, telephone number and, if available, e-mail address).
- A statement that you have a good faith belief that use of the copyrighted material is not authorized by the copyright owner, its agent or the law.
- A statement that the information in the written notice is accurate.
- A statement, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.
Our designated Copyright Agent to receive DMCA Notices is:
privacy AT Quincenista DOT com or mail to:
Shadow Media Partners LLC dba Quincenista
9901 Brodie Lane Ste 160 #229
Austin, TX 78748
If you fail to comply with all of the requirements of Section 512(c)(3) of the DMCA, your DMCA Notice may not be effective.
Please be aware that if you knowingly materially misrepresent that material or activity on the Site is infringing your copyright, you may be held liable for damages (including costs and attorneys’ fees) under Section 512(f) of the DMCA.
If you believe that material you posted on the site was removed or access to it was disabled by mistake or misidentification, you may file a counter-notification with us (a “Counter-Notice”) by submitting written notification to our copyright agent (identified below). Pursuant to the DMCA, the Counter-Notice must include substantially the following:
- Your physical or electronic signature.
- An identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access disabled.
- Adequate information by which we can contact you (including your name, postal address, telephone number and, if available, e-mail address).
- A statement under penalty of perjury by you that you have a good faith belief that the material identified above was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled.
- A statement that you will consent to the jurisdiction of the Federal District Court for the judicial district in which your address is located (or if you reside outside the United States for any judicial district in which the Site may be found) and that you will accept service from the person (or an agent of that person) who provided the Site with the complaint at issue.
Completed Counter-Notices should be sent to:
privacy AT Quincenista DOT com or mail to:
Shadow Media Partners LLC dba Quincenista
9901 Brodie Lane Ste 160 #229
Austin, TX 78748
The DMCA allows us to restore the removed content if the party filing the original DMCA Notice does not file a court action against you within ten business days of receiving the copy of your Counter-Notice.
Please be aware that if you knowingly materially misrepresent that material or activity on the Site was removed or disabled by mistake or misidentification, you may be held liable for damages (including costs and attorneys’ fees) under Section 512(f) of the DMCA.
It is our policy in appropriate circumstances to disable and/or terminate the accounts of users who are repeat infringers.
10. Disputes Among Members; Release. You are solely responsible for your interactions with other Quincenista Members, and We are not party to any such disputes. We reserve the right, but have no obligation, to monitor disputes between you and other Members. You agree to release Quincenista, its officers, directors, agents, and employees from all claims, demands and damages (actual and consequential) of any kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with any disputes between you and any other Quincenista Members. If you are a California resident, you waive California Civil Code §1542, which states: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.”
12. Information You Submit. The Site offers the opportunity for Members to share information with other Members through message boards as part of the Quincenista Community (the “Community”), Vendor Member advertisements and listings, and other means (any information submitted to the Site through any of these means, “Submitted Information”). By using these functions, you agree to abide by the terms of this Agreement. Quincenista reserves to itself the right but does not have the obligation to monitor posts made to the Community and other Submitted Information. Members are solely responsible for the content of their Submitted Information.
Our Site acts as a passive conduit for any and all communication and/or distribution of information, and We do not control the Submitted Information of Quincenista Members. We cannot and will not evaluate and We are not responsible for the accuracy, reliability, completeness, veracity or suitability of any Submitted Information or for verifying the identity of the submitting Member. Like any information you obtain through the Internet, you should verify Submitted Information before acting upon it. Quincenista is not responsible for any losses you may incur as a result of relying on Submitted Information, even if We were advised of the possibility of such losses.
By posting Submitted Information to any part of the Site, you automatically grant, and you represent and warrant that you have the right to grant, to Quincenista an irrevocable, perpetual, non-exclusive, transferable, fully-paid-up, royalty-free, worldwide license (with the right to sublicense at multiple levels) to use, copy, publicly perform, publicly display, reformat, translate, excerpt (in whole or in part) and distribute such Submitted Information for any purpose and in any format on or in connection with the Site, the Quincenista business, or the promotion thereof, to prepare derivative works of, or incorporate into other works, such Submitted Information, and to grant and authorize sublicenses of the foregoing. You acknowledge that Quincenista may retain archived copies of your Submitted Information and may continue to use your Submitted Information in connection with any materials that were created prior to your removal of your Submitted Information, in accordance with the license described above.
Furthermore, by posting Submitted Information, you expressly represent and warrant the following: (i) you are the owner, with all appurtenant rights thereto, of any and all communication, content and/or information that you post on the Site; or (ii) you are the legitimate and rightful grantee of a worldwide, royalty free, perpetual, irrevocable, sub-licensable, non-exclusive license to use, distribute, reproduce and distribute such communication, content and/or information. You furthermore represent and warrant that all persons and entities connected with the Submitted Information, and all other persons and entities whose names, voices, photographs, likenesses, works, services and materials have been used in the Submitted Information or its exploitation, have authorized the use of their names, voices, photographs, likenesses, performances, and biographical data in connection with the advertising, promotion, trade and other exploitation of the Submitted Information and the rights granted herein.
You agree that your Submitted Information:
– Will not contain your personal information that you do not wish to be made public or to be displayed in accordance with the applicable settings that you indicate.
– Will not violate or possibly cause us to violate any applicable law, statute, ordinance or regulation
– Will not violate the terms of this Agreement
– Will not infringe any third party’s intellectual property rights including but not limited to copyright, patent or trademark rights
– Will not contain obscene, lewd, or suggestive content and or pornography
– Will not be libelous, threatening, harassing, racist, or defamatory. This specifically includes making legal claims of any sort about Quincenista employees, agents, other members, or the Site
– Will not contain the proprietary information of another person or entity
– Will not contain any computer hardware or software, viruses, Trojan horses, worms, spyware, or any other computer programming that may interfere with the operation of our Site or our systems and or create or impose a large burden or load on our Site or systems
– Will not scan or test the vulnerability or security of our Site or the system within which it operates
– Will not be used for commercial or public purposes outside of the requirements of this Agreement. Specifically, your Submitted Information may not be used to advertise the products or services of others and my not contain links to third-party web sites.
– Will not create liability for Quincenista in any manner whatsoever
– Will not involve the upload, or insertion of, any programming language or code into or onto, our Site
You further agree not to impersonate another Member or attempt to disguise or conceal the author of any Submitted Information. We reserve the absolute right, but do not have the obligation, to remove or restrict any Submitted Information for any reason or no reason at all, including but not limited to Submitted Information you post to the Site that is in violation of this Agreement or is otherwise inappropriate, as determined in Quincenista’s sole discretion. In addition, we reserve the right to terminate Members who violate these rules.
You agree to use common sense and good judgment when conducting or posting any online communication or distribution of information. You assume legal responsibility for and will indemnify us from, all damages incurred as a result of any of your Submitted Information.
13. Rating and Review Disputes. If you undermine the integrity of our Rating and Review system in any way, your membership may be suspended or terminated. Each Vendor Member acknowledges that your Rating and Review (“feedback”) consists of opinions left by other Quincenista members and a machine calculated feedback score. You further acknowledge that Quincenista does not make judgments on the veracity of opinions or statements.
- Members may only leave one feedback item per unique transaction, whether positive, neutral, or negative, for any other Vendor Member.
- The Member leaving the review must have conducted business with the Vendor Member and be able to provide proof of that business.
- By submitting feedback, you agree that feedback is subject to compliance audit by the Quincenista Compliance Team at any time. Any feedback item investigated by the Quincenista Compliance Team may be temporarily or permanently removed.
In order to protect the integrity of the Rating and Review system, Quincenista will only consider removing a feedback item under the following scenarios:
- If feedback posted contains language that is profane, vulgar, discriminatory or contains adult material.
- If Quincenista is provided with a binding ruling or settlement agreement from a valid and certified dispute resolution service, or is provided with a court order finding that the feedback is slanderous, libelous, defamatory or otherwise illegal or the court order requires removal.
- If feedback posted makes any reference to actions taken or purported to be taken by Quincenista or any law enforcement organization
- If feedback posted seeks to elicit or solicit any Member’s contact information, such as other Member email addresses, for any non-Quincenista related commercial or business purposes, or to transmit any unsolicited advertising, “junk mail,” “spam,” or “chain letters”
- If the Member who left feedback cannot be reached by Quincenista or fails, within two months from the date Quincenista attempts to contact such member as part of the dispute process, to validate that the business was conducted with the Vendor Member.
- If feedback contains personally identifiable information of other members, personnel of Vendor Members or any other person. Personally identifiable information includes, but is not limited to, full names, date of birth, physical addresses, email addresses, credit card numbers, social security numbers or any other identification number provided by a government.
14. Filing a Ratings and Review Dispute. Members may use the built-in Review Dispute Tool provided in the Quincenista Vendor Member interface to initiate a Review Dispute or send an email to support AT Quincenista DOT com. All Vendor Members in receipt of a feedback item will have the opportunity to respond publicly to the feedback within the Quincenista interface.
15. Fraud. Quincenista may suspend or terminate your account if We suspect that you have engaged in fraudulent activity in connection with our Site, as determined in our sole discretion. Fraudulent acts include, but are not limited to, the manipulation of the Rating and Review System.
16. Manipulating Ratings and Reviews – You acknowledge and agree that the Site is a neutral venue and that all transactions for services are made by and between you and other Members only and, therefore, We cannot, do not and will not make any comments on behalf of you or your services. As a consequence, you acknowledge that the key component and integrity of the Site is the ability of Members to leave Rating and Review about you and/or your services (whether positive, neutral or negative) AND for other Members to read and evaluate those feedback reviews and make voluntary choices based upon that feedback. Therefore, in order to preserve the key component and integrity of the Site, you shall NOT:
– Attempt to restrict in any way a Member’s right to post a review, by contract or otherwise;
– Offer a Member cash or other compensation in any form in exchange for a more favorable review;
– Post and/or cut and paste and/or copy the content of a Member feedback review from the Site to your own personal or business site, to any other third party Web site and/or to or on any of your own personal, business or third-party marketing/advertising materials, regardless of the form;
– Attempt to gain feedback by receiving multiple feedback from the same member;
– Post or attempt to post, in any manner or by any means, a feedback review on your own account; or
– Misrepresent or impersonate another Member.
17. Coupons. We may allow you to receive promotional coupons (“Coupons”) that may be used to purchase goods and services from third parties (“Coupon Vendors”). In no event shall We be responsible for providing the goods and/or services indicated in a Coupon. We shall have no liability for the goods and/or services provided under a Coupon. You agree to look solely to the Coupon Vendor for the goods and/or services to be provided; therefore, the Coupon Vendors are responsible for any damages, claims or liabilities, including, but not limited to, injuries and property damages. You hereby release Us and our affiliates, officers, directors, employees, shareholders, agents from and you waive, and release us and our officers, directors, employees and agents from, any and all claims, causes of action, damages, liabilities, costs, and attorneys’ fees and expenses whatsoever, known or unknown, arising out of the goods and/or services provided in connection with the Coupons. Additional terms and conditions may be contained on each Coupon. Any violation of the Coupon terms and conditions will make the Coupon void. We are not responsible for lost or stolen Coupons. The combination of a Coupon with other coupons or offers is at the sole discretion of the Coupon Vendors. Coupons are not redeemable for cash. Only one Coupon per redemption. A Coupon is automatically void if prohibited by law. A Coupon may not be used for alcohol, tips, taxes, and any other statutory limitations. Any Coupon credit for use of the Coupon for less than its face value shall be at the sole discretion of the Coupon Vendor, unless otherwise required by law. You acknowledge and agree that Quincenista may stop (permanently or temporarily) providing the Coupons to you or to users generally at Quincenista’s sole discretion, without prior notice to you.
20. No Agency. You hereby agree and acknowledge that your provision of services and/or your use of the Site, does not confer or imply any contractor (independent or otherwise), agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship with us and furthermore that no affiliation, association or connection exists between you and us. In no event shall you have authority to bind, commit, contract for, or otherwise obligate Quincenista in any manner whatsoever.
21. Right to Reject or Remove Members. We reserve the absolute right to reject your participation, or remove you from your current participation, in the Quincenista Site at any time and for any reason or for no reason and without notice to you. Actions that may result in the rejection or removal of your participation can include, but are not limited to: any violation of the Terms of this Agreement; your creation, maintenance and/or management of more than one account; your non-payment in full any Unpaid Fees; any attempt by you to improperly influence, or cause another to improperly influence the feedback of Members; or any attempt by you to harass, or cause another to harass, or have inappropriate communications with a Member.
22. Petition for Reinstatement. Upon your removal from the Site, you may petition for reinstatement. Your petition for reinstatement must include the following: (i) a written statement as to why you should be reinstated and (ii) your contact information. Your Petition will be reviewed at our discretion and any determination as to your reinstatement will be based on our sole judgment. Your submission of a petition does not, in any manner, guarantee, that you will be reinstated and We specifically disclaim any and all representations with respect to any such guarantee. We will contact you as to our decision to reinstate you. We are not obligated to give you any reason or basis as to our decision. You understand that any decision as to reinstatement may be a simple, yes or no. All decisions are final.
23. Confidentiality/Non-Disclosure. As a result of the performance of this Agreement and whether due to any intentional or negligent act or omission, We may disclose to you or you may otherwise learn of or discover, our documents, business practices, object code, source code, management styles, day-to-day business operations, capabilities, systems, current and future strategies, marketing information, financial information, software, technologies, processes, procedures, methods and applications, or other aspects of our business (“Our Information”). You hereby agree and acknowledge that any and all of Our Information is confidential and shall be our sole and exclusive intellectual property and proprietary information. You agree to use Our Information only for the specific purposes as allowed by the performance of this Agreement. Any disclosure of Our Information to a third party specifically including a direct competitor is strictly prohibited and will be vigorously challenged in a court of law. All obligations contained herein shall survive the termination of this Agreement. Furthermore, you acknowledge that our information is proprietary, confidential and extremely valuable to us, and that We would be materially damaged by your disclosure of Our Information. You acknowledge and agree that monetary damages provide an insufficient remedy for the breach of this confidentiality obligation, and that We shall be entitled to injunctive relief.
24. Record Keeping/Audit. We reserve the right to keep all records of any and all communications between you and other Members for administration purposes.
25. Submissions. We always want to receive messages and feedback from Quincenista Members and welcome any comments regarding the Site. However, please be aware that any ideas, suggestions comments or proposals you send to Quincenista (collectively, “Submissions”) are non-confidential, shall become the sole property of Quincenista, and you hereby assign all right, title and interest in such Submissions. To the extent Submissions cannot be assigned to Quincenista, you hereby grant and agree to grant to Quincenista all rights needed for Quincenista to incorporate and commercialize the Submissions at no charge or encumbrance to Quincenista and you agree that Quincenista may disclose the Submissions to any third party in any manner and you agree that Quincenista has the ability to sublicense all Submissions in any form to any third party without restriction. Quincenista shall own all rights therein, including all intellectual property rights. Quincenista shall be entitled to use and/or disseminate the Submissions in any manner and for any purpose whatsoever, commercial or otherwise, without compensation or credit to you.
26. Remedies. Remedies for use of our Site that violate this Agreement include, but are not limited to, the immediate termination of your membership, notifying our Members of your actions, issuing a warning (including a public warning), temporarily suspending your membership, monetary compensation, and injunctive relief.
27. No Warranty. QUINCENISTA, OUR EMPLOYEES, AND OUR SUPPLIERS PROVIDE THE SITE AND THE SERVICES THEREON “AS IS” WITHOUT ANY WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY. WITHOUT LIMITING THE FOREGOING, WE SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. QUINCENISTA FURTHER DOES NOT WARRANT THAT THIS SITE OR ANY INFORMATION, SERVICES OR TOOLS OFFERED ON THIS SITE WILL MEET YOUR REQUIREMENTS, WILL BE ACCURATE, COMPLETE OR CURRENT, OR WILL GIVE ACCURATE, COMPLETE OR CURRENT RESULTS; THAT OPERATION OF THE SITE, INCLUDING TOOLS OR OTHER SERVICES OFFERED ON THE SITE, WILL BE TIMELY, SECURE, UNINTERRUPTED, OR FREE FROM ERROR OR OMISSION OR FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS; OR THAT ANY ERRORS ON THE SITE WILL BE CORRECTED. QUINCENISTA DOES NOT REPRESENT OR WARRANT THAT DATA YOU STORE ON THE SITE (FOR EXAMPLE, IN CONNECTION WITH TOOLS) WILL BE SECURE, AVAILABLE OR PRESERVED. QUINCENISTA DOES NOT REPRESENT OR WARRANT THAT ALL TOOLS OR OTHER SERVICES ON THE SITE WILL CONTINUE TO BE OFFERED.
28. Limited Liability. IN NO EVENT SHALL QUINCENISTA, OUR EMPLOYEES, OR OUR SUPPLIERS BE LIABLE TO YOU OR ANYONE ELSE FOR DIRECT, INDIRECT DAMAGES, LOST PROFITS, ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, OR DAMAGES OF ANY KIND WHATSOEVER ARISING OUT OF OR RELATING TO THE USE OF OR INABILITY TO USE THE SITE, FOR USE OF COUPONS, OR FOR ANY DECISION MADE OR ACTION TAKEN BY YOU IN RELIANCE ON INFORMATION CONTAINED ON THE SITE, WHETHER IN AN ACTION FOR BREACH OF WARRANTY OR CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION, AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY. OUR LIABILITY, AND THAT OF OUR EMPLOYEES AND SUPPLIERS, TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO THE LESSER OF THE AMOUNT OF FEES YOU PAY TO US IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY OR $100, NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY.
29. Indemnity. You agree to indemnify and hold us and our affiliates, officers, directors, agents, and employees harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising in any manner in whole or in part out of your use of the Site, including but not limited to (i) your advertising, provision of or failure to pay for goods or services promoted on the Site; and (ii) claims that any of your Submitted Information includes materials owned by third parties without authorization, was defamatory or harassing, or otherwise violated the rights of any third party.
30. Links to Other Sites
This Site may contain links to other sites which are provided solely as a convenience to you, or which are provided by other Members. Quincenista is not responsible for the availability of external sites or resources linked to the Site, and does not endorse and is not responsible or liable for any content, advertising, products or other materials on or available from such sites or resources. Transactions that occur between you and such third-party sites are strictly between you and the third party and are not the responsibility of Quincenista. Because Quincenista is not responsible for the availability or accuracy of these outside resources or their contents, you should review the terms and conditions and privacy policies of these linked sites, as their policies may differ from ours.
31. Legal Compliance. You shall comply with all applicable domestic and international laws, statutes, ordinances and regulations regarding your use of our service and your listing, shipping, transporting, and solicitation of offers to ship and transport items.
32. Governing Law; Venue and Jurisdiction. By visiting or using the Site, you agree that the laws of the State of Texas, without regard to principles of conflict of laws of any state or jurisdiction, will govern these Terms and any dispute of any sort that might arise between you and Quincenista or any of our affiliates. With respect to any disputes or claims not subject to arbitration (as set forth below), you agree not to commence or prosecute any action in connection therewith other than in the state and federal courts of Maryland, and you hereby consent to, and waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to, venue and jurisdiction in the state and federal courts of Maryland.
33. Arbitration. Disputes between you and Quincenista regarding the Site and our services should be reported to support@Quincenista.com . We will attempt to resolve any disputes you have with us. Because We are a neutral venue We are not responsible for resolving any disputes between you and members regarding services or transactions. Any claim or controversy arising out of or relating to your use of this Site, to the goods or services provided through Quincenista, this Agreement, or to any acts or omissions for which you may contend Quincenista is liable, including but not limited to any claim or controversy as to arbitrability (“Dispute”), shall be finally, and exclusively, settled by arbitration. The arbitration shall be held before one arbitrator under the commercial arbitration rules of the American Arbitration Association (“AAA”) in force at that time. The arbitration shall be conducted in Travis County, Texas. The arbitrator shall be selected pursuant to the AAA rules. Should no AAA rule regarding Texas selection of an arbitrator be in effect, the Member shall select an arbitrator from a panel of arbitrators acceptable to Quincenista. In any arbitration, the parties will split the cost of the filing fee, plus the costs associated with the first day of arbitration, with the remaining costs of arbitration paid by the non-prevailing party.
Any judgment upon an award rendered by the arbitrators may be entered in any court of competent jurisdiction in Austin, Texas. The arbitrators shall not have the power to award damages in connection with any Dispute in excess of actual compensatory damages and shall not multiply actual damages or award consequential, punitive or exemplary damages, and each party irrevocably waives any claim thereto. The agreement to arbitrate shall not be construed as an agreement to the joinder or consolidation of an arbitration under this Agreement with an arbitration of disputes or claims of any non-party, regardless of the nature of the issues or disputes involved.
THIS AGREEMENT PROVIDES THAT ALL DISPUTES BETWEEN YOU AND QUINCENISTA WILL BE RESOLVED BY BINDING ARBITRATION. YOU THUS GIVE UP YOUR RIGHT TO GO TO COURT TO ASSERT OR DEFEND YOUR RIGHTS. YOU ALSO GIVE UP YOUR RIGHT TO PARTICIPATE IN OR BRING CLASS ACTION LAWSUITS. YOUR RIGHTS WILL BE DETERMINED BY NEUTRAL ARBITRATORS AND NOT A JUDGE OR JURY. You are entitled to a fair hearing, but the arbitration procedures are simpler and more limited than rules applicable in court. Arbitrator decisions are enforceable as any court order and are subject to very limited review by a court. By using Quincenista’s goods and services or the Site, you consent to these restrictions.
Should a Dispute arise and should the arbitration provisions herein become inapplicable or unenforceable, or in any instance of any lawsuit between you and Quincenista, the parties agree that jurisdiction over and venue of any suit shall be exclusively in the state courts sitting in Austin, Texas and federal courts sitting in Dallas, Texas. If either party employs attorneys to enforce any right in connection with any Dispute or lawsuit, the prevailing party shall be entitled to recover reasonable attorneys’ fees.
34. Security. Quincenista uses industry standard practices to protect your personal information, including firewalls and Secure Socket Layers. We utilize several different security techniques to protect data from unauthorized access, but, Except as specified in a Terms of Purchase, We cannot guarantee the security of our system. Except as specified in a Terms of Purchase, we also do not guarantee uninterrupted or secure access to our system, as the operation of our Site can be interrupted by numerous factors outside of our control.