OVERVIEW

This website is operated by Alwaysgoods LLC. Throughout the site, the terms “we”, “us” and “our” refer to Alwaysgoods LLC. Alwaysgoods LLC offers this website, Alwaysgood Wherever You Want, including all information, tools and services available from this site to you, the user, conditioned upon your acceptance of all terms, conditions, policies and notices stated here.

This agreement (the "Terms and Conditions") is a legally binding agreement between you and AlwaysgoodS, LLC, its affiliates, and its and their respective parents and subsidiaries (individually and collectively, "Company," "we," "our" or "us"), and governs your access to and use of the URL, http://www.alwaysgoodwyw.com and Http://alwaysgoodwhereveryouwant.com (the “Sites”), and other Alwaysgood Wherever You Want websites, social media pages, accounts, and mobile applications (if applicable) owned by or licensed to us (collectively, the "Sites"), any order you place through the Sites and, as applicable, your use of the products you purchase. The Sites are directed to adults aged 21 or older and you must be at least 21 years of age to make a purchase through the Sites and to receive delivery of the products purchased, and a valid government-issued ID will be required upon delivery. By using the Sites, including, without limitation, by participating in the Wine Services, you hereby agree to the terms and conditions set forth below, including those additional terms and conditions and policies referenced herein and/or available by hyperlink. These Terms and Conditions apply to all users of the site, including without limitation users who are browsers, vendors, customers, merchants, and/ or contributors of content. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS, PLEASE DO NOT ACCESS OR OTHERWISE USE THE SITES OR ANY INFORMATION OR MATERIALS CONTAINED ON THE SITE, DO NOT PLACE AN ORDER, AND DO NOT USE ANY PRODUCTS. THESE TERMS AND CONDITIONS INCLUDE A MANDATORY ARBITRATION AGREEMENT, WHICH MEANS THAT YOU AGREE TO SUBMIT ANY CLAIM AGAINST US TO BINDING INDIVIDUAL ARBITRATION RATHER THAN PROCEEDING IN COURT. THE ARBITRATION AGREEMENT ALSO INCLUDES A CLASS ACTION WAIVER, WHICH MEANS THAT YOU AGREE TO PROCEED WITH ANY CLAIM INDIVIDUALLY AND NOT AS PART OF A CLASS ACTION. WE RESERVE THE RIGHT TO UPDATE, CHANGE OR REPLACE THE TERMS AND CONDITIONS FROM TIME TO TIME WITH OR WITHOUT NOTICE TO YOU. 

Any new features or tools which are added to the current store shall also be subject to the Terms and Conditions. You can review the most current version of the the Terms and Conditions at any time on this page. It is your responsibility to check this page periodically for changes. YOUR CONTINUED USE OF OR ACCESS TO THE SITES, FOLLOWING THE POSTING OF ANY CHANGES, INDICATES ACCEPTANCE OF ANY MODIFICATIONS TO THE TERMS AND CONDITIONS. 
This is how we do things, so make sure you read this whole darn page, and if you still have any questions after this send us an email and we will get you squared away.

Our store is hosted on ©2019 BigCommerce Pty. Ltd. Shopping Cart Software. They provide us with the online e-commerce platform that allows us to sell our products and services to you.

SECTION 1 - GENERAL CONDITIONS

By agreeing to these Terms and Conditions, you represent that you are at least of legal age to consume alcohol in your state or province of residence. We do not sell alcohol to persons under the age of 21. If you use the Sites, you represent and warrant that you are at least twenty-one (21) years of age. We make every effort to ensure that alcoholic beverages are not delivered to anyone who is under the age of 21. In no event shall you use the Sites, the Wine Services, register for a Service, make a purchase or purchase a Gift for someone else if you are under the age of 21, nor may you do any of the foregoing activities for the benefit, or on behalf, of any person under the age of 21. If you intentionally or unintentionally misrepresent your age in order to provide alcohol to a person under the age of 21 we will cause you to be prosecuted to the full extent of the law. Any alcohol you purchase through the use of the Sites must be for personal consumption only and not for resale. If you do not agree with these conditions of use please do not use this site. We reserve the right to refuse to register any person or service, any order at any time, in our sole discretion. You understand that your content (not including credit card information), may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices. 

Credit card information is always encrypted during transfer over networks.
You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Sites, use of the Sites, or access to the Sites or any contact on the website through which the service is provided, without express written permission by us.

You agree not to Intentionally or unintentionally violate any applicable law or regulation. You also agree not to access, tamper with, or use nonpublic areas of the Sites or  ©2019 BigCommerce Pty. Ltd. Shopping Cart Softwarecomputer systems. Unauthorized individuals attempting to access or tamper with these areas may be subject to prosecution. You must not transmit any worms or viruses or any code of a destructive nature. A breach or violation of any of the Terms will result in an immediate termination of your Services.  The headings used in this agreement are included for convenience only and will not limit or otherwise affect these Terms. The paragraph headings in these Terms and Conditions, shown in boldface type, are included to help make the agreement easier to read and have no binding effect.

SECTION 2 - TITLE AND OWNERSHIP

Title to and ownership of wine purchased from this website passes from Alwaysgoods LLC to Customer in the State of California. The risk of loss for all purchased items also passes from us to the Customer in the same manner and at the same time title passes to the purchaser. We do not convey or intimate the right of any person to transport beverage alcohol across any state border. The Customer takes all responsibility for the shipping of his or her wine from California to his or her home state. 

The customer, by placing an order or by utilizing this service from us, warrants to us that he/she is aware of and in compliance with the laws governing said shipment into his/her area.  The Customer is solely responsible for the shipment of wines. By placing an order with us, you authorize us to act on your behalf in processing an order, including engaging a common carrier to deliver it. By arranging for transportation of the wine, we are providing a service to, and acting on behalf of the purchaser. 

ALL CALIFORNIA ORDERS ARE SUBJECT TO SALES TAX-NO EXCEPTIONS! 

If we failed to add sales taxes when the order was placed, we reserve the right to correct and collect any sales taxes due. The Customer also represents that he/she has obtained any required permission, paid any required fees, is working through properly licensed intermediaries where required, is legally entitled to take possession of wine and is legally entitled to take quantities ordered and once again authorizes that he/she is 21 years of age. We reserves the right to choose any and all procedures, packaging and transporter of sold merchandise. We assume no liability for breach of any regulation by the Customer. We assume no liability for any misinterpretation of the above provisions.

SECTION 3 – PRODUCT DESCRIPTION, VOUCHERS, PROMOTION AND DISCOUNT CODE

Certain products or services may be available exclusively online through the website. These products or services may have limited quantities. We have made every effort to display as accurately as possible the colors and images of our products that appear at the store. We cannot guarantee that your computer monitor's display of any color will be accurate. The material on this site is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete or more timely sources of information. Any reliance on the material on this site is at your own risk. We reserve the right to limit the quantities of any products or services that we offer. All descriptions of products or product pricing are subject to change at anytime without notice, at the sole discretion of us. We reserve the right to discontinue any product at any time. Any offer for any product or service made on this site is void where prohibited. We do not warrant that the quality of any products, services, information, or other material purchased or obtained by you will meet your expectations, or that any errors in the Service will be corrected. The listing, description of, or reference to, a product or service on the Sites does not imply that the product or service is presently available. All orders of products or services are subject to prevailing law, including, as appropriate, export and import regulations and boycotting restrictions, if any, imposed by governing bodies having jurisdiction over such orders, products or services. 
This site may contain certain historical information. Historical information, necessarily, is not current and is provided for your reference only. We reserve the right to modify the contents of this site at any time, but we have no obligation to update any information on our Sites. You agree that it is your responsibility to monitor changes to our site.  Each Promo Code, discount or other promotion (a "Promotion") is governed by these Terms and Conditions and the applicable terms of the Promotion as communicated to you. Promotions may not be combined and are generally applicable to your first order only unless expressly stated otherwise in the Promotion. If you received a Promo Code, follow the instructions on our communication to redeem it. Each Promo code may only be used once and may not be used in conjunction with any other Promotion unless the applicable advertisement expressly states otherwise. The Promo Code has two separate values: (a) the amount paid; and (b) the promotional value, which is the additional value beyond the amount paid. The promotional value of any such offer is not refundable unless expressly stated otherwise, or to the extent permitted by law, and will expire on the expiration date as stated. The amount paid will expire in 30 days and may be applied toward other orders. All Promotions are subject to availability and we reserve the right to change product pricing and discounts offered at any time. Certain states do not permit us to honor certain Promotions, discounts or Promo Code, and such Promotions are void where prohibited by law.

SECTION 4 - MODIFICATIONS TO PRICES, SERVICES OR BILLING TERMS

We reserve the right, at any time, to change the Prices and availability for Products or Services sold, EFFECTIVE IMMEDIATELY UPON POSTING ON THE SITE OR BY E-MAIL DELIVERY TO YOU. We reserve the right at any time to modify or discontinue the Services (or any part or content thereof) without notice at any time. We reserve also the right at any time to change the Billing Methods for our Products and Services. We shall not be liable to you or to any third-party for any modification, price change, suspension or discontinuance of the Service. 

SECTION 5 – ACCOUNT, ORDERS AND BILLING 

As part of the Products and Services available to you, you will have the opportunity to purchase Wine, Spirits and other merchandise. To do that, you will be asked to provide personally identifiable information such as your name, address, phone number, shipping address, email address, date of birth, and payment information as well as a password in order to make a purchase and create a personal account with us (an "Account"). Please be sure to protect the confidentiality of the password you create for your Account. You represent and warrant that all Personal Information you provide in connection with registering your Account is complete, accurate and non-fraudulent, and that you are authorized to use the method of payment you provide in connection with your use of the Account and the Sites. You agree to review and update your account and other information, including your email address and credit card numbers and expiration dates, as and when necessary to maintain the most current Personal Information, so that we can complete your transactions and contact you as needed. You are responsible for, and agree to pay promptly, all charges to your Account including applicable taxes and purchases by you or anyone you allow to use your Account. You acknowledge and agree that you may never use another customer's Account without their prior approval. We reserve the right to contact the service provider of your method of payment to conduct periodic security checks.  

Whatever method of payment you use it will be charged immediately upon checkout. We will not process orders that attempt to use an incorrect, expired, or over-the-limit credit card. However, in the event such an order is processed, we reserve the right to collect funds for any uncollected transactions owed to us. If you fail to pay any fees or charges when due or if a redelivery fee or restocking fee is imposed, we may charge such amount directly to the credit card identified in your Account and may suspend or terminate your access to your Account. You shall be responsible and liable for any fees, including attorneys' fees and collection costs, that we may incur in our efforts to collect any unpaid balances from you. Your right to use the our Services is subject to limits established by us and/or by your method of payment issuer. We reserve the right to refuse any order you place with us. We may, in our sole discretion, limit or cancel quantities purchased per person, per household or per order. These restrictions may include orders placed by or under the same customer account, the same credit card, and/or orders that use the same billing and/or shipping address. In the event that we make a change to or cancel an order, we may attempt to notify you by contacting the e-mail and/or billing address/phone number provided at the time the order was made. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers or distributors

Please review our posted Privacy Policy to understand our uses and practices about how we use and collect information from users of our Sites. Your submission of personal information through our Sites is governed by our Privacy Policy. To view our Privacy Policy click here.

SECTION 6 – SHIPPING, DELIVERIES AND RETURNS

Shipments will generally be delivered within 7  business days and require the signature of an adult over the age of 21 with valid photo ID at the time of delivery. Please note that shipments will not be left at your door without a valid signature, and we are not able to ship to a post office box.  Shipping fees are non-refundable. In the case of inclement weather or unforeseen delivery complications, it may be necessary to make adjustments to your delivery schedule. We will deliver your order as quickly as possible when the conditions permit.  If anything breaks, we give you the option to either receive a replacement product or a Company Credit for the cost of the damaged goods. please email us at info@alwaysgoodwyw.com within 3 days of receiving the shipment, including your order number and a photograph of the problem along with a clear description. This information is extremely helpful to us in making sure that our products are packaged and shipped properly. We can take action to resolve the issue as soon as substantiation of your claim has been provided. In the case that we need the damaged items returned, we will cover the return shipping cost. We only replace items if they are defective or damaged. 

Returns and cancellations are only accepted within 10 days of the date of purchase. To be eligible for a return, your item must be received by us unused, undamaged and in the same condition that you received and in its original packaging. Once the package is returned to our warehouse and inspected, we will send you an email to notify you that we have received your returned item. We will also notify you of the approval or rejection of your refund. If you receive a green light for the refund, then a refund minus shipping costs and a $13 restocking fee will be processed to your credit card or original method of payment, within a reasonable amount of days, subject to all applicable law. Please refer to our Shipping, Return and Cancellation Policy for more details. 

SECTION 7 - ACCEPTABLE USE POLICY AND UNLAWFUL ACTIVITY

You hereby agree that you are solely responsible for your conduct in connection with your use of the Sites and for any and all acts and omissions that occur under your Account or password. We reserve the right to investigate complaints we may receive in connection with your use of the Sites, your Account, or placement of orders of any products or Gifts. Without limiting the generality of the foregoing, we may report any suspected illegal activity to law enforcement officials and regulatory bodies, and in doing so, may disclose any relevant information to such officials and/or regulators, including, without limitation, your Personal Information, IP address(es), and your Sites usage history as provided in our Privacy Policy. In connection with your use of the Sites, you further agree not to engage in any of the following prohibited activities: (a) to solicit others to perform or participate in any unlawful acts; (b) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (a) create an Account or make any purchase if you are under twenty-one (21) years of age; (b) interfere with or inhibit the use of the Sites by other users; (c) use the Sites for commercial purposes for yourself and/or third parties (for example, by selling, or attempting to sell, your purchases to others, etc.); (d) create an Account using a false identity, alter-ego, by impersonating a third party, or creating any other false account; (e) interfere with, disrupt or attempt to gain unauthorized access to other Accounts on the Sites or any other computer network; (f) copy, reverse engineer the source code of any part of the Sites; (g) post any comment or product review on the Sites or Social Media Pages that is private, obscene, vulgar, violent, harassing, abusing, insulting, defaming, slandering, discriminatory or defamatory based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (h) disseminate or transmit files, graphics, software or other material that actually or potentially infringes the copyright, trademark, patent, privacy, trade secret or other personal or proprietary right; (i) disseminate or transmit viruses, Trojan Horses, or any other malicious code; (j) to collect or track the personal information of others; (l) to spam, phish, pharm, pretext, spider, crawl, or scrape; (m) for any obscene or immoral purpose; or (n) use the Sites in a manner or engage in any other activity that would violate any of the terms and conditions contained in these Terms and Conditions or any applicable laws. Violation of the foregoing restrictions will result in immediate termination of your Account, and may potentially subject you to further liability. We may investigate any reported violation of these Terms and Conditions and take any action that we deem appropriate. Such action may include, but is not limited to, issuing warnings, closing your Account, suspending future shipments under your Order or Gift purchase, unilaterally removing posted content and/or reporting any activity that we suspect violates any law or regulation to appropriate law enforcement officials, regulators, or other third parties. We have the right but not the obligation to monitor and edit or remove any activity or content that we determine in our sole discretion are unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or these Terms of Service. You are solely responsible for any comments you make and their accuracy. We take no responsibility and assumes no liability for any content posted by you or any third-party.  We may provide you with access to third-party Websites over which we neither monitor nor have any control nor input. We shall have no liability whatsoever arising from or relating to your use of optional third-party tools. Any use by you of other Websites offered through our Sites is entirely at your own risk and discretion and you should ensure that you are familiar with and approve of the terms on which tools are provided by the relevant third-party provider(s).

SECTION 8 - THIRD PARTY CONTENT, LINKS, MONITORING and SERVICERS

You may have contact or other interaction with third parties by clicking third-party links on our Sites and being directed to third-party websites (the "Third-Party Servicers"). You acknowledge and agree that you are proceeding at your own risk and any such Third-Party Servicers are not under our control. We are not responsible for examining or evaluating the content or accuracy and we do not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third-parties. We shall be in no way responsible or liable for any acts, omissions, breaches, representations or warranties made by any such Third-Party Servicers, or for any losses, injuries, or other damages you incur in connection with your contact or other interaction with them, including the content on, or the privacy practices of, such Third-Party Servicers. We are not also liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party websites.

Our Sites may contain links to other web sites or resources. You acknowledge and agree that Alwaysgoodwyw.com is not responsible or liable for (1) the availability or accuracy of such web sites or resources; or (2) the content, advertising, or products on or available from such web sites or resources. The inclusion of any link on our Site does not imply that we endorse the linked site. Any opinions, advice, statements, services, offers, events or other information or content expressed or made available on our Sites by third parties (including information providers and users) are those of the respective author(s) or distributor(s) and not of us. We neither endorses nor are responsible for the accuracy or reliability of any opinion, advice, information, or statement made on our Sites by anyone other than authorized Alwaysgood Wherever You Want employees acting in their official capacities. If you visit of, or submit information to, any Third-Party Servicer, your visit and the information you submit are governed by the privacy statement of that Third-Party Servicer. We encourage you to carefully read the privacy statements of any website you visit. As required by the Communications Decency Act of 1996, we hereby notify you that parental control protections (such as computer hardware, software, or filtering services) are commercially available that may assist you in limiting access to Content that may be harmful to minors. Among the many companies that provide Internet blocking and screening software are CyberPatrol, NetNanny, SurfWatch, and GuardOne. We do not sponsor or endorse any of these companies or their services. 

Facebook® is a registered trademark of Facebook, Inc. (“Facebook”). Instagram® is a registered trademark of Instagram, LLC. SnapChat® is a registered trademark of Snap Inc. (“SnapChat”). Please be advised that we are in any way affiliated with Facebook, Instagram or SnapChat and our offerings are not endorsed, administered or sponsored by any of those parties.

SECTION 9 – ERRORS AND INACCURACIES OR OMISSIONS

We strive to provide complete, accurate, up-to-date information on our Sites. Unfortunately, despite those efforts, human or technological errors may occur. Occasionally there may be information on our site or in the Service that contains typographical errors, inaccuracies or omissions that may relate to product descriptions, pricing, promotions, offers, product shipping charges, transit times and availability. However, in the event any such mistakes occur, we shall be held harmless for any such errors. 

We reserve the right to correct any errors, inaccuracies or omissions, including after an order has been submitted, and to change or update information at any time without prior notice. We shall have the right to refuse or cancel any such orders whether or not the order has been confirmed and your credit card charged. If your credit card has already been charged for the purchase and your order is canceled, We shall as soon as possible issue a credit to your credit card account in the amount of the charge.  In addition, you acknowledge that the particular technical specifications and settings of your computer and its display could affect the accuracy of its display of the colors and look of products offered on the Sites. We undertake no obligation to update, amend or clarify information in the Services or on any related website, including without limitation, pricing information, except as required by law. No specified update or refresh date applied in the Service or on any related website, should be taken to indicate that all information in the Service or on any related website has been modified or updated.

SECTION 10 - DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY

We do not guarantee, represent or warrant that your use of our service will be uninterrupted, timely, secure or error-free, OR THAT DEFECTS THEREWITH WILL BE CORRECTED, or that the Alwaysgood Wherever You Want website and its server are free of computer viruses and other harmful components. 

ALTHOUGH OUR ENDEAVORS TO PROVIDE CURRENT, ACCURATE AND RELIABLE INFORMATION ON THE SITES, IT DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE EVENTS OR THE ACCURACY, RELIABILITY OR ANY USE OF INFORMATION ON THE SITES.  YOUR USE OF THE SITES IS SOLELY AT YOUR OWN RISK AND YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR ALL COSTS ASSOCIATED WITH ALL NECESSARY SERVICING OR REPAIR, REPLACING OF ANY EQUIPMENT OR DATA, YOU USE IN CONNECTION WITH YOUR USE OF THE WEBSITE. WE AND OUR SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, AND ACCURACY OF THE WINE.COM SITE. 

You agree that from time to time we may remove the service for indefinite periods of time or cancel the service at any time, without notice to you.

THE SITES AND THE CONTENT ARE PROVIDED "AS IS", "AS AVAILABLE", AND WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, DURABILITY, MERCHANTABILITY, MERCHANTABLE QUALITY, AND FITNESS FOR A PARTICULAR PURPOSE, AND ALL WARRANTIES THAT MAY BE IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE HEREBY EXPRESSLY DISCLAIMED TO THE EXTENT PERMITTED BY LAW PROVIDED. YOU ALSO HEREBY WAIVE ALL RIGHTS UNDER CALIFORNIA CIVIL CODE SECTION 1542, IF APPLICABLE, WHICH PROVIDES THAT A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS FOR 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 AT SUCH TIME, MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.

LIMITATION OF LIABILITY

In no case shall The COMPANY, our directors, officers, employees, affiliates, agents, contractors, interns, suppliers, service providers or licensors be liable, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, STRICT LIABILITY OR OTHERWISE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOST PROFITS, LOST REVENUE, LOST SAVINGS, LOST DATA, REPLACEMENT COSTS, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR USE OF OR PERFORMANCE, THE DELAY OR INABILITY TO USE THE SITES, YOUR PLACEMENT OR DELIVERY OF ORDERS OF PRODUCTS, OR YOUR USE OF THE SERVICES, including, but not limited to, any errors or omissions in any content, or any loss or damage of any kind incurred as a result of the use of the service or any content (or product) posted, transmitted, or otherwise made available via the service, even if advised of their possibility, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY EVENTS, INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS OBTAINED THROUGH THE SITES, OR OTHERWISE ARISING OUT OF THE USE OF THE SITES, EVEN IF THE COOMPANY OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES .

IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SITES, OR WITH ANY OF THESE TERMS OF SERVICE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITES. THIS SOLE AND EXCLUSIVE REMEDY IS SEPARATE AND INDEPENDENT OF ANY OTHER PROVISION THAT LIMITS ALWAYSGOODS LLC LIABILITY OR YOUR REMEDIES. 

BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF THE FORGOING WARRANTIES, LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, OR OTHER CLAIMS AND DAMAGES, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN THE EVENT APPLICABLE STATE OR FEDERAL LAW DOES NOT ALLOW THE COMPLETE EXCLUSION OR LIMITATION OF LIABILITY OF CLAIMS AND DAMAGES AS SET FORTH IN THIS AGREEMENT, IN SUCH STATE OR JURISDICTIONS, OUR LIABILITY SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW. 

SECTION 11 - INDEMNIFICATION

You agree to indemnify, defend and hold harmless Alwaysgoods LLC and its parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns and employees, co-branders or other partners, from and against any losses, costs, liabilities, settlements, fines, (including reasonable attorneys’ fees and costs) resulting from any claim or demand, suit or proceeding, threatened or otherwise, at law or in equity, made by any third-party due to or arising out of your breach of these Terms and Conditions, your Content or the documents they incorporate by reference, your use of the Service, your connection to the Service, your violation of the Terms and Conditions, or your violation of any law or the rights of a third-party and/or (v) use of the Sites or your Account by any other person accessing the Sites using your computer or Internet access account.

SECTION 12 - SEVERABILITY

In the event that any provision of these of these Terms and Conditions is determined to be unlawful, void or unenforceable, such provision shall be deemed severed from these Terms and Conditions, and these Terms and Conditions shall otherwise remain in full force and effect unless its purpose cannot be effected absent the severed provision.  

SECTION 13 - TERMINATION

The agreement contained in these Terms and Conditions is effective upon your acceptance as set forth herein, and shall continue in full force and effect until terminated. The obligations and liabilities of the parties incurred prior to the termination date shall survive the termination of this agreement for all purposes. You may terminate your Account at any time for any reason by e-mailing us at info@alwaysgoodwyw.com. We reserve the right to collect fees and charges incurred before you cancel your Account. If you wish to cancel a username or password, or if you become aware of any loss, theft or unauthorized use of a username or password, you must notify us immediately. We reserve the right to delete or change any username or password at any time and for any reason.  If in our sole judgment you fail, or we suspect that you have failed, to comply with any term or provision of these Terms of Service, we also may terminate this agreement at any time without notice and you will remain liable for all amounts due up to and including the date of termination; and/or accordingly may deny you access to our Services (or any part thereof). We may suspend or terminate your account or your use of our Sites at any time, for any reason or for no reason at all. If we terminate your Account without cause, we will refund on a prorated basis any portion of your Membership fee (if applicable) that you prepaid in advance for the remaining portion of your then-current Membership term. We reserve the right to change, suspend, or discontinue all or any aspects of the Sites at any time without prior notice.

SECTION 14 - COPYRIGHTS AND PROTECTION OF CONTENT PROVIDED BY US

We respect the intellectual property rights of others and we ask our users to do the same. Except as expressly authorized by us, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on our Sites, in whole or in part.  We grant you the limited right to access and make use of the Sites as a user. Our Sites and all its contents: text, prices, graphics, logos, icons, images, audio clips and software on our Sites ("Sites Content") are copyrighted materials owned by or licensed to us. The Sites Content may contain trademarks, service marks and trade names which are owned by us and our affiliates, and may also contain brand and product names which are trademarks, service marks or trade names which are owned by certain third parties. Any Events described in the Site Content may be subject to other intellectual property rights, the exercise of which rights are expressly reserved by us, our affiliates, or third parties. Unless authorized in writing and in advance by us or the applicable rights holder, you may not sell, reproduce, distribute, copy, duplicate, resell, modify, display, publicly perform, prepare derivative works based on, frame, mirror, repost, exploit for any commercial purpose, or otherwise use any of the Sites Content in any way for any public or commercial purpose without prior written consent of AlwaysgoodS LLC or the rights holder. You may not use the Sites Content on any other web site or in a networked computer environment for any purpose. If you violate any of these terms, your permission to use the Sites Content will automatically terminate, you must immediately destroy any copies you have made of the Sites Content, and we may end your authorization to use our Sites. Nothing contained in the Sites shall be construed as conferring any license or right under any copyright, trade secret, patent, trademark or other intellectual property rights of AlwaysgoodS LLC, its affiliates, or any third party, and, except as provided in these Terms of Service, the exercise of all such Intellectual Property Rights in the services, products, processes or technologies described in the Site Content are expressly reserved to AlwaysgoodS LLC, its affiliates, and/or any third party, as applicable. No provisions of these Terms and Conditions shall be construed to convey any property right in or license to the Content unless expressly provided to the contrary.

If, at our request, you send specific submissions (for example contest entries) or without a request from us you send creative ideas, suggestions, proposals, plans, or other materials, whether online, by email, by postal mail, or otherwise (collectively, 'comments'), you grant us a nonexclusive, royalty-free, perpetual, irrevocable, and fully sublicensable right to use, reproduce, modify, adapt, publish, perform, translate, create derivative works from, distribute, and display such content throughout the world in any media. You grant us and sublicensees the right to use the name that you submit in connection with such comments, if they choose. You represent and warrant that you own or otherwise control all of the rights to the comments that you post; that the comments are accurate; that use of the comments you supply does not violate this policy and will not cause injury to any person or entity; and that you will indemnify us for all claims resulting from comments you supply.

We take claims of copyright infringement seriously. If you believe any materials accessible on or from this site (the “Sites”) infringe your copyright, you may request removal of those materials (or access to them) from the Sites by submitting written notification to our copyright agent (designated below). We will respond to notices of alleged copyright infringement that comply with applicable law. 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 Website, 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, email 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:

Copyright Agent, Legal Department, AlwaysgoodS LLC, PO Box 7565, THOUSAND OAKS, CA, 91359

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 Website is infringing your copyright, you may be held liable for damages (including costs and attorneys' fees) under Section 512(f) of the DMCA.

SECTION 15 - FORCE MAJEURE

Neither the Company nor any service provider, including but not limited to Service partners, local fulfillment retailers, licensors, licensees, officers, directors, members, agents, employees, representatives or affiliates , shall be liable for performance of its obligations under these Terms and Conditions if it is prevented, forbidden or delayed from performing, or omits to perform, any act or requirement under this Terms of Service by reason of (a) any provision of any present or future law or regulation of any state or of the United States, (b) any act of God, war, civil unrest, or emergency condition, (c) the unavailability, failure or interruption of the Internet; or (d) any act or omission of a third party, or any other circumstances beyond the reasonable control of the Company or its service providers including but not limited to Service partners, local fulfillment retailers, licensors, licensees, officers, directors, members, agents, employees, representatives or affiliates.

SECTION 16 - ENTIRE AGREEMENT AND WAIVER

These Terms and Conditions, our Privacy Policy, and any other terms or agreements that may be posted on the Sites (as may be amended from time to time) contain the entire agreement between you and us relating to the Sites and your use of the Sites, and supersede any previous agreements, arrangements, undertakings or proposals, written or oral, between you and us in relation to such matters. Failure to enforce or insist upon compliance with any of the terms or conditions of this Agreement or failure to give notice to declare this Agreement or any licenses granted hereunder terminated shall not constitute a general waiver or relinquishment of any such terms, conditions or acts but the same shall be and remain at all times in full force and effect. These Terms and Conditions and any policies or operating rules posted by us on this site or in respect to The Service constitutes the entire agreement and understanding between you and us and govern your use of our Sites and Service, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms and Conditions). No oral explanation or oral information shall alter the interpretation of our agreement. You confirm that, in agreeing to accept these Terms and Conditions and Privacy Policy, you have not relied on any representation except insofar as the same has expressly been made a representation in these agreements, and you agree that you shall have no remedy in respect of any representation which has not become a term of these agreements. Any ambiguities in the interpretation of these Terms and Conditions shall not be construed against the drafting party. These Terms and Conditions are personal to you and you may not transfer, assign, or delegate these Terms and Conditions to anyone without the express written permission of us. Any attempt by you to assign, transfer, or delegate these Terms and Conditions without the express written permission of us shall be null and void. 

SECTION 17 - DISPUTES

Any dispute or claim relating in any way to your use of any of our Services, or to any products or services sold or distributed by us will be resolved by binding arbitration, rather than in court. SPECIFICALLY, WHEN YOU AGREE TO THESE TERMS AND CONDITIONS, YOU ARE AGREEING TO A DISPUTE RESOLUTION POLICY THAT INCLUDES (1) A REQUIREMENT TO ARBITRATE ANY CLAIM, DISPUTE OR CONTROVERSY, INCLUDING ALL STATUTORY CLAIMS AND ANY STATE OR FEDERAL CLAIMS, THAT MAY ARISE OUT OF OR RELATE TO THESE TERMS AND CONDITIONS, OUR PRIVACY POLICY OR YOUR USE OF THE SITES OR ANY PRODUCT OR SERVICE PROVIDED THROUGH THE SITES; AND (2) ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS, SO A WAIVER OF ANY RIGHT TO BRING A CLASS ACTION OR PRIVATE ATTORNEY GENERAL CLAIM. BY AGREEING TO ARBITRATION, YOU UNDERSTAND AND AGREE THAT YOU ARE WAIVING YOUR RIGHT TO MAINTAIN OTHER AVAILABLE RESOLUTION PROCESSES, SUCH AS A COURT ACTION, TRIAL BY JURY, OR ADMINISTRATIVE PROCEEDING, IN ORDER TO SETTLE YOUR DISPUTE.

To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to AlwaysgoodS LLC, ATTN: Legal Department, PO Box 7565, THOUSAND OAKS, CA, 91359

You and we agree that in the event of any dispute between us, you and we will first try to resolve the dispute by talking with each other. Accordingly, neither you nor we may start a formal proceeding for at least thirty (30) days after one of us notifies the other in writing of a dispute. The parties shall attempt to resolve any controversy or claim arising out of, or relating to, any provision of the agreement or the breach thereof by good faith negotiations between the parties.

If you and we are unable to resolve our dispute by talking to each other, you and we each agree that, to the fullest extent permitted by law, any controversy or claim arising out of or relating to our relationship, either the Terms and Conditions or the Privacy Policy (including any dispute as to their breach, termination, enforcement, interpretation or validity), the Sites or any product or service provided under or in connection with our relationship that is not resolved will be resolved exclusively by final and binding arbitration before one arbitrator in the county of Ventura, California under the rules of the American Arbitration Association then in effect. The prevailing party shall be entitled to collect its reasonable costs, expenses, and interest (including reasonable attorneys’ fees, arbitration fees, and other such costs). EACH PARTY UNDERSTANDS THAT BY AGREEING TO THIS BINDING ARBITRATION PROVISION, BOTH PARTIES GIVE UP THEIR RESPECTIVE RIGHTS TO TRIAL BY JURY. You have a right to hire an attorney, at your own cost, to represent you in arbitration. The arbitrator's decision shall be final and binding and may be enforced by any state or federal court that has jurisdiction; provided, however, that the arbitrator shall not have authority to make errors of law and any arbitration award may be challenged if the arbitrator does so. The arbitrator shall give a written statement of the disposition of each claim and the award, including any award of costs, expenses or interest, shall provide a concise written statement of the essential findings and conclusions upon which it is based. Notwithstanding any provision in these Terms and Conditions to the contrary, we agree that if we make any future material change to this arbitration agreement, it will not apply to any individual claim(s) of which you had already provided notice to us.

You and we agree not to join or consolidate claims in arbitration by or against the other. You and we also agree that you and we will not be entitled to bring any claim as a representative member of a class or in a private attorney general capacity against the other, or against our service partners, Licensed Retailers, local fulfillment retailers, licensors, officers, directors, members, agents, employees, representatives, affiliates and predecessors. YOU HEREBY WAIVE ANY RIGHT TO BRING A CLASS ACTION OR PRIVATE ATTORNEY GENERAL CLAIM. You and we retain our respective rights to make any complaint to regulatory agencies or governmental investigators. A court may sever any portion of this provision that it may find to be unenforceable, except for the prohibition on class, representative or private attorney general arbitration.

Notwithstanding any of the foregoing, if we are suffering irreparable harm arising out of or related to your use of the Sites, we are not precluded from bringing an action or claim with respect thereto before the appropriate federal or state court located in the county of Los Angeles, California, and you consent to personal and subject matter jurisdiction of such court related to any such action or claim.

NOTICE TO CALIFORNIA USERS

Residents of California who use the Sites are entitled to know there are no charges to the consumer for use of our Sites, other than the cost of any products or services purchased therein and any applicable taxes, shipping fees, and other charges associated with such purchases. Unless otherwise stated, these charges appear for each purchase on the order confirmation pages relating to each purchase and e-mailed to the consumer after purchase. We reserve the right to change our pricing. You may contact us to resolve a complaint regarding any aspect of our service emailing us at: info@alwaysgoodwyw.com

SECTION 18 - APPLICABLE LAW 

These Terms and Conditions, the Privacy Policy, and all issues collateral thereto shall be governed and construed in accordance with the laws of the State of California pertaining to contracts made and to be performed entirely therein and without regard to its conflict of laws principles.  You are responsible for compliance with applicable local laws, keeping in mind that access to the Sites may not be legal by certain persons or in certain countries. If any provision of these Terms and Conditions is held by a court of competent jurisdiction to be contrary to law, then such provision(s) shall be construed, as nearly as possible, to reflect the intentions of the parties, with all other provisions remaining in full force and effect.

SECTION 19 - MODIFICATION TO TERMS AND CONDITIONS AND SERVICES

We reserve the right, at our sole discretion, without specific notice to you provided, to update, change or replace any part of these Terms and Conditions by posting updates and changes to our website. It is your responsibility to check our website periodically for changes. however, that (a) any amendment or modification to the provisions applicable to dispute resolution shall not apply to any disputes incurred prior to the applicable amendment or modification; and (b) any amendment or modification to pricing and/or billing provisions shall not apply to any charges incurred prior to the applicable amendment or modification (as the Terms and Conditions in effect at the time of the subject dispute or incurred changes shall govern, as applicable). The latest version of these Terms and Conditions will be posted to the Sites, and you can review the most current version of the Terms and Conditions at any time at this page prior to using the Sites.  Any such changes to these Terms and Conditions will become effective immediately and your continued use of or access to our Sites or the Service following the posting of any changes to these Terms and Conditions constitutes acceptance of those changes. You will not be eligible for any compensation because you cannot use any part of the Sites or because of a failure, suspension or withdrawal of all or part of the Sites. We may at any time and from time to time modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that we shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service. 

Accessibility

We are committed to ensuring that persons with disabilities have access to our goods and services, including those offered through our Sites, and we are in the process of improving the accessibility of our website. As such, we strive to adhere to the Web Content Accessibility Guidelines 2.0 and 2.1 Levels A and AA, a set of guidelines developed by the World Wide Web Consortium and used to ensure that digital content is accessible to everyone.  We are always learning and looking for ways to improve accessibility.

SECTION 20 - CONTACT US

If you have any questions about the Terms and Conditions please contact us by email at:  info@alwaysgoodwyw.com 

You can also reach us via normal mail at: 

Alwaysgood Wherever You Want, PO Box 7565, THOUSAND OAKS, CA, 91359

The Terms and Conditions were updated May 17, 2020.

 

California Proposition 65

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