TERMS OF SERVICE

Effective Date: June 25, 2021

Welcome to 213deli.com (the “Website”), owned and operated by 213 Deli LLC, a Claifornia limited liability company (“213D”, “we”, “us”, or “our”). Except as otherwise noted herein, these terms and conditions (the “Terms”) govern your use of the Website, the 213D app (the “App”), and 213D’s services, content and products (collectively, the “Service”). Please read these Terms carefully because your use of the Service constitutes your agreement to follow and be bound by these Terms. If you do not agree to these Terms, you should not access or use the Service. By using the Service, you acknowledge, accept and agree with all provisions of the Privacy Policy, including, without limitation, the use and treatment of the text and other data you choose to input, upload, or store in 213D (collectively, “Content”) and your Personal Information in accordance with the Privacy Policy.

213D reserves the right to make changes to the Service and to these Terms from time to time. When we make changes, we will post them here. For this reason, we encourage you to review these Terms whenever you use our Service because by visiting the Service, you agree to accept any such changes. 213D provides you with access to and use of the Service subject to your compliance with these Terms. No material from the Service may be copied, reproduced, republished, uploaded, posted, transmitted or distributed in any way, except as specifically permitted on the Service. The Service, including all of its information and content, such as text, data, wallpaper, icons, characters, artwork, images, photographs, graphics, music, sound, messages, software and the HTML used to generate the pages (collectively, “Materials and Content”), is 213D’s property or that of our suppliers or licensors and is protected by patent, trademark and/or copyright under United States and/or foreign laws. Except as otherwise provided on the Service or in these Terms, you may not use, download, upload, copy, print, display, perform, reproduce, publish, modify, delete, add to, license, post, transmit or distribute any Materials and Content from this Service in whole or in part, for any public or commercial purpose without the specific prior written permission of 213D. We grant you a personal, limited, nonexclusive, nontransferable license to access the Service and to use the information and services contained therein solely for your personal, noncommercial use as described below.

We reserve the right, for any reason or for no reason, in our sole discretion and without notice to you, to revise the products and services described on the Service and to terminate, change, suspend or discontinue any aspect of the Service, including, but not limited to, the Materials and Content on the Service as well as features and/or hours of availability of the Service, and we will not be liable to you or to any third party for doing so. We may also impose rules for and limits on use of the Service or restrict your access to part, or all, of the Service without notice or penalty. We have the right to change these rules and/or limitations at any time, in our sole discretion.

PLEASE READ THESE TERMS CAREFULLY TO ENSURE THAT YOU UNDERSTAND EACH PROVISION. THESE TERMS CONTAIN A MANDATORY INDIVIDUAL ARBITRATION AND CLASS ACTION/JURY TRIAL WAIVER PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS.

1. Account Creation; Eligibility.

This is a contract between you and 213D. You must read and agree to these Terms before using the Service. If you do not agree, you may not use the Service to register for an account. You may use the Service only if you can form a binding contract with 213D, and only in compliance with these Terms and all applicable local, state, national, and international laws, rules and regulations. In order to purchase from the Service you must complete the registration process to obtain a user account. You will be required to provide your name, address, e-mail address, phone number and date of birth. You must provide complete and accurate information about yourself during the registration process and you have an ongoing obligation to update this information if and when it changes. We will handle your information consistent with our Privacy Policy, which is incorporated into these Terms by reference. When you create an account, you will be required to create a user ID and password. You agree that you will never share your user ID and password with anyone else for any reason. You agree that only you will use your account. You agree to contact 213D immediately in the event you become aware of unauthorized access to your account. You agree that you are solely responsible for all activity that takes place in connection with your account and you agree to indemnify and hold harmless 213D from any damages that arise out of or in relation to use of your account. You agree that you will not create more than one account. By registering and obtaining an account you affirm that you will follow the Terms and your registration constitutes your consent to enter into agreements with us electronically.

2. Fees and Payment.

Where you sign up for paid access to the Service (a “Subscription”) through the Website or App, you must provide credit card or PayPal account information. All Subscription Fees are due in advance, and Subscriptions will automatically renew (and you will be charged) monthly unless you cancel your account. Subscription Fees will be refunded only if you cancel your Subscription within thirty (30) days of when payment is due. We will inform you prior to your Subscription renewing. We charge sales tax where required. By submitting payment, you consent to the terms of use and privacy policy of the relevant payment processor (e.g., Stripe). Payment practices of App Stores may differ according to their terms.

  • Subscription. Certain features of the Service are only available with a paid access plan (a “Subscription”). Subscription levels, features, and pricing are available at 213deli.com. Fees for Subscriptions (“Subscription Fees”) are due in advance for each billing period, with the initial payment due when you add a Subscription to your account (the “Subscription Start Date”). Except as expressly stated in these Terms, Subscription Fees are non-refundable and are based on our standard charges and billing terms in effect when payment is due. You must provide us with a valid credit card or other payment method we accept (“Payment Provider”) prior to starting a Subscription and promptly update your account if there is any change to your payment information. Your Payment Provider agreement, not these Terms, governs your use of your designated Payment Provider. We may change our fees and billing practices at any time, either by posting notice of such change on the Website or notifying you within the Services, provided that any such change will not apply to you until the next Subscription period or if you change your Subscription type.
  • Automatic Renewal. Subscriptions will automatically renew at the rates then in effect, AND YOUR PAYMENT PROVIDER WILL BE CHARGED UPON RENEWAL UNLESS YOU CANCEL YOUR SUBSCRIPTION as set forth below. By subscribing, you authorize us to charge your Payment Provider at the beginning of any Subscription period if you have not cancelled your account by such time. If we cannot process payment from your Payment Provider, we will reach out to you to update your Payment Provider information or make other arrangements for payment. If we do not receive payment within fifteen (15) days of the renewal, we may terminate your Subscription.
  • Cancellation. Subscriptions may be cancelled at any time by emailing us at hi@213deli.com. You will be able to use any Subscription you cancel until its scheduled expiration, but you will not be eligible for any pro-rata refund of the current term. However, we will refund the full Subscription Fee if you request a refund within thirty (30) days of the Subscription Start Date or any Subscription renewal date.
  • Taxes. Any sales, use, value added, or other tax based on the Subscription that we are required to pass through to customers is automatically calculated and added to all orders where applicable (except for users in the European Economic Area, (“EEA”) where VAT is included in the amount charged to you by 213D). To the extent applicable, all payments for the Services will be made free and clear of, and without reduction for, any withholding taxes. Sales tax is the sole responsibility of the user.
  • Payment Processors. We use Stripe (“Payment Processor”) for payment services (e.g., card acceptance, merchant settlement, and related services). By paying for a Subscription, you agree to be bound by the applicable Payment Processor’s terms and policies, and authorize us and the Payment Processor to share any information and payment instructions you provide with your Payment Provider and any other Third-Party Service provider(s) solely as required to complete your transactions.

 

3. Termination.

  • Term. These Terms take effect when you accept them as set forth above and will remain in force as long as you have an account or use the Service
  • Termination by 213D. If we cannot charge your Payment Provider, if you materially breach these Terms, or if required to do so by law (e.g., where the provision of the Services becomes unlawful), we may (but are not required to) suspend or terminate your Subscription and/or account, with or without notice. Termination under this section is at 213D’s sole discretion, and we will not be liable to you or any third party for any such termination.
  • Termination by You. You may terminate a Subscription at any time as set forth in Section 2. To delete your account, please email hi@213deli.com. Except as specifically described above, we will not provide any refunds for terminated Subscriptions. If you close your account, these Terms will no longer apply to you except to the extent you visit the Website and for any provisions that survive termination specified below.
  • Effect of Termination. When a Subscription expires or is terminated by 213D pursuant to this section, you will no longer have access to the service features associated with the Subscription. If you close your account, all licenses granted in these Terms will immediately terminate and you must stop all use of the Service. We may delete all data associated with your account from our servers, including Content, without liability or obligation to you. Note that, even if you close your account, you must delete our Apps to remove data from your devices. Even if you do not delete the Apps, you will not be able to access Content after you close your account. Sections 2, 3, 5, 6, 7, 8, 11, 12, 16, 18, 19, 20, 21, and 22 will survive termination or expiration of these Terms for any reason. If we terminate your account for violating these Terms, you may not attempt to create a new account.

 

4. Electronic Communications.

With the creation of an account you agree that we may send to you electronic notices or other communication regarding this Service. These types of electronic communications will be sent to the email address that was provided during registration and/or the email address associated with your account. The contents of any communication are effective when sent, regardless of when you receive or whether you read the communication. You can stop receiving these notices and communications at any time with the deactivation of your account. By providing your email, you are representing you are of legal age to receive electronic communications and may receive electronic communications and exclusive offers. These exclusive offers may be unavailable depending on your state and local regulations. All offers are Void Where Prohibited. The email address provided will be used solely by 213D and will not be sold to, shared with, or otherwise disclosed to other parties, except as permitted under our Privacy Policy. You can choose to stop receiving offers at any time by filling out an unsubscribe request, using the unsubscribe option on communications or contacting us using the contact information on the Service.

5. Prohibited Uses.

The Service may be used only for lawful purposes and is available only for your personal, noncommercial use, which shall be limited to viewing the Service, purchasing services, providing information to the Service and downloading product information for your personal review. You are responsible for your own communications, including the transmission, posting and uploading of information, and are responsible for the consequences of such communications to the Service. 213D specifically prohibits any use of the Service, and requires all users to agree not to use the Service, for any of the following: (i) posting any information that is incomplete, false, inaccurate or not your own; (ii) engaging in conduct that would constitute a criminal offense, giving rise to civil liability or otherwise violate any city, state, national or international law or regulation, or that would fail to comply with accepted Internet protocol; (iii) communicating, transmitting or posting material that is copyrighted or otherwise owned by a third party unless you are the copyright owner or have the irrevocable permission of the owner to post it; (iv) communicating, transmitting or posting material that (a) reveals trade secrets, unless you own them or have the irrevocable permission of the owner, (b) infringes on any other intellectual property, privacy or publicity right of another, or (c) is in violation of applicable laws or regulations; (v) communicating, transmitting or transferring (by any means) information or software derived from the Service to foreign countries or certain foreign nations in violation of any applicable export control laws; or (vi) attempting to interfere in any way with the Service’s or 213D’s networks or network security, or attempting to use the Service’s service to gain unauthorized access to any other computer system.

6. Security Rules.

Violations of system or network security may result in civil or criminal liability. 213D investigates violations and may involve, and cooperate with, law enforcement authorities in prosecuting any user or users who are involved in such violations. You are prohibited from violating or attempting to violate the security of the Service, including, without limitation, the following: (i) accessing data not intended for you or logging on to a 213D server or account that you are not authorized to access; (ii) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization (or succeeding in such an attempt); (iii) attempting to interfere or interfering with the operation of our Service, our provision of services to any other visitors to our Service and our hosting provider or our network, including, without limitation, via means of submitting a virus to the Service, overloading, “flooding,” “email bombing” or “crashing” the Service; and (iv) forging any TCP/IP packet header or any part of the header information in any email or transmission or posting to our Service.

7. Pricing Information.

Although 213D has made every effort to display our services and products and the features, specifications and colors thereof as accurately as possible, the displayed colors of the products depend upon the monitor of the user, and 213D cannot guarantee that the user’s monitor will accurately portray the actual colors of the products. Prices are subject to change. 213D is not responsible for typographical errors regarding price or any other matter.

8. User License Grant; Social Media Agreement.

  • We do not claim ownership of user-generated content and material. Any and all photographs, articles, images, graphics, videos, sounds, music, audio recordings, text, files, profiles, communications, comments, feedback, suggestions, ideas, concepts, questions, data or other content that you: (i) submit or post on the Service, on any of our blogs, social media accounts or through tools or applications we provide for posting or sharing such content with us; or (ii) have posted or uploaded to your social media accounts, including but not limited to Instagram, Twitter, Facebook, Tumblr and Pinterest, that are tagged with #213Deli or any other 213D promoted hashtag (collectively “User Content”) shall be deemed non-confidential and non-proprietary. By submitting or posting any User Content, you grant to 213D a perpetual, irrevocable, royalty-free, worldwide, sublicensable and transferable license to copy, publish, translate, modify, reformat, create derivative works from, distribute, reproduce, sell, display, transmit, publish, broadcast, host, archive, store, cache, use or otherwise exploit all or any portion of the User Content, as well as your name, persona and likeness (and the likeness of any other person appearing therein, including, without limitation, any minor child) included in any User Content and your social media account handle, username, real name, profile picture and/or any other information associated with the User Content, in any commercial or noncommercial manner whatsoever, in whole or in part, in any and all distribution channels, forms, media or technology, whether now known or hereafter developed, including, but not limited to, in stores, printed marketing materials, emails, web pages, social media accounts and for any other marketing, advertising, public relations, sales or promotional purposes with or without attribution and without further notice to you. Neither you, nor any other person or entity, will have the right to: (a) receive any royalty or consideration of any kind for the use of the User Content pursuant to these Terms; or (b) inspect or approve the editorial copy or other material that may be used in connection with the User Content. 213D will be free to use any ideas, concepts, know-how or techniques contained in such User Content for any purpose whatsoever, including, but not limited to, developing, manufacturing and marketing products and services that incorporate or otherwise rely upon such information. 213D shall have no obligation to monitor User Content, use or display User Content, compensate you for submitting User Content or respond to any User Content. 213D retains the right, in its sole discretion and without prior notice, to remove, revise or refuse to post any User Content for any reason or no reason. Subject to the licenses granted in these Terms, you retain ownership of any copyright and other rights you may have in the User Content.
  • By submitting or posting User Content on the Service, on your social media accounts or through any tools or applications we provide for posting or sharing your User Content with us, you represent and warrant that: (i) you own or control any and all rights in and to the User Content, and the right to grant all of the rights and licenses in these Terms, and if you are not the holder of such rights, the holder of such rights has completely and effectively waived all such rights and irrevocably granted you the right to grant the licenses stated above without the need for payment to you or any other person or entity; (ii) you have obtained permission from any individuals that appear in the User Content to use, and grant others the right to use, their name, image, voice and/or likeness without the need for payment to you or any other person or entity; (iii) you hereby give permission on behalf of any minor children that appear in the User Content, to which you are the legal guardian, to use, and grant others the right to use, their name, image, voice and/or likeness without the need for payment to you or any other person or entity; (iv) you are 18 years of age or older; and (v) the User Content does not (a) contain false or misleading information, (b) infringe on the intellectual property, privacy, publicity, statutory, contractual or other rights of any third party, (c) contain any libelous, defamatory, obscene, offensive, threatening or otherwise harassing or hateful content, (d) contain any addresses, email addresses, phone numbers or any contact information or (e) contain computer viruses, worms or other harmful files. Upon request by 213D, you will furnish 213D any documentation, substantiation or releases necessary to verify your compliance with these Terms. You are solely responsible for the User Content and you hereby agree to indemnify and hold 213D and its members, manager, employees, agents, affiliates, assigns and licensees harmless from any and all damages, claims, expenses, costs or fees arising from or in connection with a breach of any of the foregoing representations or your violation of any law or rights of a third party.
  • 213D does not guarantee the truthfulness, accuracy or reliability of any User Content or endorse any opinions expressed by you or anyone else. By submitting or posting the User Content you fully and unconditionally release and forever discharge 213D and its officers, directors, employees and agents from any and all claims, demands and damages (actual or consequential, direct or indirect), whether now known or unknown, of every kind and nature relating to, arising out of or in any way connected with: (i) disputes between you and one or more users or any other person or entity; or (ii) the use by 213D or you of the User Content, including, without limitation, any and all claims that use of the User Content pursuant to these Terms violates any of your intellectual property rights, copyrights, rights of publicity or privacy, “moral rights,” or rights of attribution and integrity. You acknowledge and agree that 213D has no control over, and shall have no liability for any damages resulting from, the use (including, without limitation, re-publication) or misuse by you or any third party of any User Content. 213D acts as a passive conduit for User Content and has no obligation to screen or monitor User Content. If 213D becomes aware of any User Content that allegedly may not conform to these Terms, 213D may investigate the allegation and determine in its sole discretion whether to take action in accordance with these Terms. 213D has no liability or responsibility to Users for performance or nonperformance of such activities.
  • Without limiting the foregoing in any way, 213D has the absolute right to remove and/or delete without notice any User Content within its control in its sole discretion. You consent to such removal and/or deletion and waive any claim against 213D for such removal and/or deletion. 213D is not responsible for failure to store posted content or other materials you transmit through the Service. You should take measures to preserve copies of any data, material, content or information you post to the Service or any other sites or platforms.

 

9. Privacy Policy.

Notwithstanding anything else to the contrary contained in these Terms of Use, 213D’s use of any personally identifiable information (name, etc.) you provide via the Service shall be governed by our Privacy Policy. For further information regarding 213D’s protection of your personal information, please refer to our Privacy Policy.

10. California Consumer Rights Notice.

Under California Civil Code Section 1789.3, California users are entitled to the following consumer rights notice: If you have a question or complaint regarding the Service, please either send an email to hi@213deli.com or write to us at 213 Deli LLC, 10866 Wilshire Blvd., Suite 1650, Los Angeles, CA 90024. Residents of California may contact the California Department of Consumer Affairs Division of Consumer Services, Complaint Assistance Unit by mail at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.

11. Content Rights.

While you own the Content you store within the Service (subject to third party rights), you acknowledge and agree that 213D (and our licensors) own(s) all legal right, title and interest in and to the Service, including, without limitation, all software that is part of the Service and all 213D software deployed by you or a third party to enable capturing of Content originating outside the Service or any of the 213D software applications for compatible computing devices that enable access and use of the Service through such device.

12. Proprietary Rights.

As between you and 213D, 213D is the owner and/or authorized user of any registered or unregistered trademark, trade name and/or service mark appearing on the Service, and is the copyright owner or licensee of the Materials and Content on the Service, unless otherwise indicated. The 213D logos, designs, titles, phrases and product names and the copyrights, trademarks, service marks, trade dress and/or other intellectual property in such materials (collectively, the “Intellectual Property”) are owned by 213D and may be registered in the United States and internationally. You agree not to display or use the Intellectual Property in any manner without 213D’s prior written permission. Nothing on the Service should be construed to grant any license or right to use any of the Intellectual Property without the prior written consent of 213D. Except as otherwise provided herein, use of the Service does not grant you a license to any Materials and Content or features you may access on the Service and you may not modify, rent, lease, loan, sell, distribute or create derivative works of such Materials and Content, features or materials, in whole or in part. Any commercial use of the Service is strictly prohibited, except as allowed herein or otherwise approved by us. You may not download or save a copy of any of the Materials and Content or screens for any purpose except as otherwise provided by 213D. If you make use of the Service, other than as provided herein, in doing so you may violate copyright and other laws of the United States and/or other countries, as well as applicable state laws, and you may be subject to liability for such unauthorized use. The information on the Service, including, without limitation, all site design, text, graphics, interfaces and the selection and arrangements of such is protected by law, including, but not limited to, copyright law.

13. Right to Modify the Service.

We retain the right, in our sole discretion, to implement new elements as part of and/or ancillary to the Service, including changes that may affect the previous mode of operation of the Service. We expect that any such modifications will enhance the overall Service, but it is possible that you may not agree with us. We also reserve the right to establish limits to the nature or size of storage available to you, the number of transmissions, the ability to send or receive email messages, the nature or size of any index or library information, the nature of, or your continued ability to access or distribute, your Content and other data, and impose other limitations at any time, with or without notice.

You also acknowledge that a variety of 213D actions may impair or prevent you from accessing your Content or using the Service at certain times and/or in the same way, for limited periods or permanently, and agree that 213D has no responsibility or liability as a result of any such actions or results, including, without limitation, for the deletion of, or failure to make available to you, any Content. You agree that we shall not be liable to you or to any third party for any modification, suspension or discontinuance of any part of the Service. However, if you are a paid subscriber of 213D through a Subscription and find that any such modifications or interruption of the Service adversely affects you, you may notify our customer support team, explain the adverse impact the modification has created and, if you desire, request a termination of your Subscription. Upon receipt of any such request, we will endeavor to promptly remedy the adverse impact caused by the modification, extend the duration of your Subscription for a period of time equal to the interruption and/or refund a portion of your Subscription fee equal to the remaining unused term of the Subscription, as we determine appropriate or as may be required by applicable law.

14. Right to Engage Third Parties.

213D engages certain affiliates or other third parties (“Service Providers”) to provide technical or other services relating to all or part of the Service, and you hereby agree that such involvement by these Service Providers is acceptable. In addition, 213D may contract with third party resellers of the Subscription and payment processors to enable payments in your local currency and payment systems. Please see our Privacy Policy to understand the extent to which any affiliate or third party may have access to your account information or Content.

15. Right to Update Our Service.

In connection with any modification of the Service, 213D may automatically download software updates on your computers and devices from time to time with the intention of improving, enhancing, repairing and/or further developing the Service. 213D will endeavor to provide you with the option of whether or not to install the update; however, in certain circumstances (e.g., security risks), 213D may require you to install the update to continue accessing the Service. In all cases, you agree to permit 213D to deliver these updates to you (and you to receive them) as part of your use of the Service.

16. Copyright Complaints.

If you believe that your work has been copied in a way that constitutes copyright infringement, please provide 213D’s copyright agent the following information required by the Online Copyright Infringement Liability Limitation Act of the DMCA, 17 U.S.C. §512 (“DMCA”). Please be advised that to be effective, the notice must include ALL of the following: (i) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (ii) identification of the copyright work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site; (iii) identification of the material that is claimed to be infringing or to be the subject of infringing activity and information reasonably sufficient to permit us to locate the material; (iv) information reasonably sufficient to permit us to contact the complaining party; (v) a statement that the complaining party has a good-faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or as a matter of law; and (vi) a statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. Notices of claimed copyright infringement and counter-notices should be delivered via email to info@213deli.com or by mail addressed to 213 Deli LLC, 10866 Wilshire Blvd., Suite 1650, Los Angeles, CA 90024. In accordance with the DMCA, it is our policy to terminate use of our Service by repeat infringers in appropriate circumstances.

17. Third-Party Links.

The Service may contain links to websites, applications or other products or services operated by other companies (“Third-Party Platforms”). 213D does not endorse, monitor or have any control over these Third-Party Platforms, which have separate terms of use and privacy policies. 213D is not responsible for the content or policies of Third-Party Platforms and you access such Third Party Platforms at your own risk.

18. Disclaimers and Limitations of Liability.

  • 213D publishes information on its Service as a convenience to its visitors. While 213D attempts to provide accurate and timely information, there may be inadvertent technical or factual inaccuracies and typographical errors. We reserve the right to make corrections and changes to the Service at any time without notice. The products described on the Service may not be available in your region. 213D does not claim that the information on the Service is appropriate to your jurisdiction or that the products described on its Service will be available for purchase in all jurisdictions.
  • You assume all responsibility and risk with respect to your use of the Service, which is provided “AS IS.” 213D DISCLAIMS ALL WARRANTIES, CONDITIONS, REPRESENTATIONS AND ENDORSEMENTS OF ANY KIND, EITHER EXPRESS OR IMPLIED, WITH REGARD TO INFORMATION ACCESSED FROM OR VIA THE SITE, INCLUDING, WITHOUT LIMITATION, ALL CONTENT AND MATERIALS, FUNCTIONS AND SERVICES PROVIDED ON THE SITE, WHICH ARE PROVIDED WITHOUT WARRANTY OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES CONCERNING THE AVAILABILITY, ACCURACY, COMPLETENESS, USEFULNESS OR CONTENT OF INFORMATION, UNINTERRUPTED ACCESS AND ANY WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. 213D DOES NOT WARRANT THAT THE SITE OR ITS FUNCTION OR THE CONTENT AND MATERIALS OR THE SERVICES MADE AVAILABLE THEREBY WILL BE TIMELY, SECURE, UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS WILL BE CORRECTED. 213D MAKES NO WARRANTY THAT THE SITE WILL MEET USERS’ EXPECTATIONS OR REQUIREMENTS. NO ADVICE, RESULTS OR INFORMATION, OR MATERIALS WHETHER ORAL OR WRITTEN, OBTAINED BY YOU THROUGH THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. IF YOU ARE DISSATISFIED WITH THE SITE, YOUR SOLE REMEDY IS TO DISCONTINUE USING THE SITE. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. THIS LIMITATION OF LIABILITY MAY NOT APPLY TO ALL USERS AND MAY BE LIMITED BY APPLICABLE LAW, AND CERTAIN USERS MAY HAVE ADDITIONAL RIGHTS NOT EXPRESSED HEREIN.
  • 213D makes no warranties of any kind regarding any sites not controlled by 213D to which you may be directed or hyperlinked from this Service. Hyperlinks are included solely for your convenience, and 213D makes no representations or warranties with regard to the accuracy, availability, suitability or safety of information provided in such sites not controlled by 213D. 213D does not endorse, warrant or guarantee any products or services offered or provided by or on behalf of third parties on the Service.
  • IN NO EVENT SHALL 213D, ITS AFFILIATES OR ANY OF THEIR RESPECTIVE MEMBERS, MANAGERS, OFFICERS, EMPLOYEES, AGENTS OR CONTENT OR SERVICE PROVIDERS BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, LOSSES OR CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE OR OTHERWISE) ARISING FROM OR IN ANY WAY RELATED TO THE USE OF, OR THE INABILITY TO USE, OR THE PERFORMANCE OF THE SITE OR THE CONTENT AND MATERIALS OR FUNCTIONALITY ON OR ACCESSED THROUGH THE SITE, INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUE, OR ANTICIPATED PROFITS, OR LOST BUSINESS, DATA OR SALES OR ANY OTHER TYPE OF DAMAGE, TANGIBLE OR INTANGIBLE IN NATURE, EVEN IF 213D OR ITS REPRESENTATIVE OR SUCH INDIVIDUAL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THIS LIMITATION OR EXCLUSION OF LIABILITY, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

 

19. Indemnity.

You agree to indemnify and hold 213D, its managers, members, officers, employees, agents and affiliates harmless from any and all claims, liabilities, damages, costs and expenses, including actual outside attorneys’ fees and court costs, in any way arising from, related to or in connection with your use of the Service, your violation of these Terms or the posting or transmission of any materials on or through the Service by you, including, but not limited to, any third-party claim that any information, materials or User Content you provide infringes any third-party proprietary right. You further agree to reimburse 213D, within thirty (30) days of each demand for reimbursement, for any and all costs, liabilities, expenses, fees, fines, professional fees and other amounts paid or incurred by 213D (or such other indemnitee) in connection with the foregoing indemnity.

20. Governing Law and Disputes.

THE PARTIES AGREE THAT THESE TERMS, ANY SALES THEREUNDER, AND/OR ANY CLAIM, DISPUTE OR CONTROVERSY (WHETHER IN CONTRACT, TORT OR OTHERWISE) BETWEEN YOU AND 213D ARISING FROM OR RELATING TO THESE TERMS, ITS INTERPRETATION OR THE BREACH, TERMINATION OR VALIDITY THEREOF, THE RELATIONSHIPS THAT RESULT FROM THESE TERMS, 213D’S ADVERTISING, OR ANY RELATED PURCHASE SHALL BE GOVERNED BY THE LAWS OF THE STATE OF CALIFORNIA, WITHOUT REGARD TO CONFLICTS OF LAW.

21. Dispute Resolution and Binding Arbitration.

YOU AND 213D ARE AGREEING TO GIVE UP ANY RIGHTS TO LITIGATE CLAIMS IN A COURT OR BEFORE A JURY, OR TO PARTICIPATE IN A CLASS ACTION OR REPRESENTATIVE ACTION WITH RESPECT TO A CLAIM. OTHER RIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT MAY ALSO BE UNAVAILABLE OR MAY BE LIMITED IN ARBITRATION. ANY CLAIM, DISPUTE OR CONTROVERSY (WHETHER IN CONTRACT, TORT OR OTHERWISE, WHETHER PRE-EXISTING, PRESENT OR FUTURE, AND INCLUDING STATUTORY, CONSUMER PROTECTION, COMMON LAW, INTENTIONAL TORT, INJUNCTIVE AND EQUITABLE CLAIMS) BETWEEN YOU AND 213 DELI LLC, its members, managers, agents, employees, successors, assigns, direct and indirect subsidiaries, and any third party providing any products or services to you in connection with your purchase (collectively, “213D”) arising from or relating in any way to your purchase of Product (as defined in the Terms of Sale), your use of the Service, these Terms, its interpretation or the breach, termination or validity thereof, the relationships that result from these Terms (including relationships with third parties who are not signatories to these Terms), 213D’s advertising or any related purchase SHALL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION. The arbitrator shall have exclusive authority to resolve any dispute relating to arbitrability and/or enforceability of this arbitration provision including any unconscionability challenge or any other challenge that the arbitration provision or these Terms is void, voidable or otherwise invalid. The arbitration shall be administered by the American Arbitration Association (AAA) or JAMS (or a substitute forum if both are unavailable). Arbitration proceedings shall be governed by this provision and the applicable procedures of the selected arbitration administrator, including any applicable procedures for consumer-related disputes, in effect at the time the claim is filed. Consumer claimants (individuals whose transaction is intended for personal, family or household use) may elect to pursue their claims in small-claims court rather than arbitration. The arbitration or small-claims court proceeding will be limited solely to the customer’s individual dispute or controversy. You agree to arbitration on an individual basis. In any dispute, NEITHER YOU NOR 213D SHALL BE ENTITLED TO JOIN OR CONSOLIDATE CLAIMS BY OR AGAINST OTHER CUSTOMERS/USERS, OR ARBITRATE OR OTHERWISE PARTICIPATE IN ANY CLAIM AS A CLASS REPRESENTATIVE, CLASS MEMBER OR IN A PRIVATE ATTORNEY GENERAL CAPACITY. If any provision of this arbitration agreement is found unenforceable, the unenforceable provision shall be severed and the remaining arbitration terms shall be enforced (but in no case shall there be class arbitration). The arbitrator shall be empowered to grant whatever relief would be available in court under law or in equity. This transaction shall be governed by the Federal Arbitration Act 9 U.S.C. sec. 1-16 (FAA). Any award of the arbitrator(s) shall be final and binding on each of the parties, and may be entered as a judgment in any court of competent jurisdiction. Payment for all filing, administration and arbitrator fees will be governed by the rules of the applicable arbitration administrator, provided, that 213D will reimburse those fees for claims totaling less than $10,000 unless the arbitrator determines the claims are frivolous. If you prevail on any claim that affords the prevailing party statutory attorneys’ fees, the arbitrator may award reasonable fees to you under the standards for fee shifting provided by law. Information on AAA or JAMS and their applicable rules are available at the following numbers and URLs: (i) American Arbitration Association: (800) 778-7879, www.adr.org; and (ii) JAMS: (800) 352-5267, www.jamsadr.com. If for any reason a claim proceeds in court rather than in arbitration each of you and 213D waive any right to a jury trial. Moreover, each of you and 213D both agree that either party may bring suit in court to enjoin infringement or misuse of intellectual property rights.

22. General.

These Terms constitute the entire agreement between you and 213D and govern your use of the Service, and they supersede any prior agreements between you and 213D, provided, however, that these Terms shall be read in conjunction with the “Terms of Sale” and “Privacy Policy,” as applicable. You also may be subject to additional terms and conditions that are applicable to certain parts of the Service. You agree that this Service shall be deemed a passive website solely based in California, USA, which does not give rise to personal jurisdiction over 213D in jurisdictions other than California. 213D may terminate this agreement and deny you access to the Service at any time, immediately and without notice, if in 213D’s sole discretion you fail to comply with any provision of these Terms. You agree that no joint venture, partnership, employment or agency relationship exists between 213D and you as a result of these Terms or your use of the Service. Any claim or cause of action you may have with respect to 213D or the Service must be commenced within one (1) year after the claim or cause of action arose or be forever barred. The failure of 213D to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. If any provision in these Terms of Use is held invalid, the remainder of these Terms shall continue to be enforceable. If any provision in these Terms is deemed unlawful, void or unenforceable, then that provision is deemed severable from these Terms and the remaining provisions are still valid and enforceable. You may not assign these Terms nor any of your rights or obligations under these Terms without 213D’s express prior written consent. These Terms inure to the benefit of 213D’s successors, assigns, affiliates and licensees. The section titles in these Terms are for convenience only and have no legal or contractual effect. All notice required or permitted under these Terms shall be made in writing by mail or by email to:

213 Deli LLC

10866 Wilshire Blvd., Suite 1650

Los Angeles, CA 90024

hi@213deli.com