IMPORTANT FACTS YOU SHOULD KNOW ABOUT GRAY MATTER BRANDS
Gray Matter Brands
is NOT a Reoccurring Monthly Charge Membership Program, a Discount Club for any other goods or services, or a “Reward for Purchase Program. Gray Matter Brands is NOT a Club, Association or Membership group of any type nore do we charge any Initiation, Monthly or Annual Fee whatsoever. Any Qualified Complying Customer may use Gray Matter Brands any time they wish.
There are no costs associated with your use of Gray Matter Brands beyond the cost of your product and the $14.95 Service fee associated with each product you order. This cost is more than returned to you within the Free e-Gift Card value you will receive on every “Completed Transaction” you finalize with us and any applicable Taxes.
Gray Matter Brands Terms, Conditions, and Program Participation Rules Including The Use of Our Web Site
Last Updated January 1, 2015
Gray Matter Brands (“Company”) welcomes you to its website Gray Matter Brands (the "Website"). Throughout the Website and these Terms and Conditions, the terms “we”, “us” and “our” refer to Company. The term Company includes its related entities, suppliers, affiliates and employees, officers, directors and independent contracts where applicable. The following Terms and Conditions apply to your use of Company’s Website, as well as Company’s other service channels including but not limited to other websites, telephone services, mobile applications, social media sites and/or retail sales (“Services”) and by using our Services, you hereby agree to these Terms and Conditions. Your use of our Service and/or Website constitutes acceptance of these Terms and Conditions and our Privacy Policy, and is a legally binding agreement.
By using our Website or Services, you acknowledge that you have read, understand, and expressly agree to be legally bound by these Terms and Conditions (including our Privacy Policy, which is incorporated by reference in these Terms and Conditions.) You expressly agree to comply with these Terms and Conditions and all applicable laws and regulations governing our Website, you represent and warrant that you are at least 18 years old, and have the right, authority, and capacity to agree to Terms and Conditions. If you do not agree with the foregoing, you are not authorized to use our Services or Website.
Our Rewards Program: How it Works
Receipt of your reward gift card is conditional and will be provided to you in our discretion as a thank you gift for acknowledging a “SUCCESSFULLY COMPLETED TRANSACTION” for qualified purchases from Company as set forth below. It is not a reward for purchase or purchase incentive. “SUCCESSFULLY COMPLETED TRANSACTION” for the purposes of this agreement means you have made a Qualified Purchase, made Full and Final Payment, that there was Completed Delivery of an Acceptable Product to your designated recipient’s address, AND you have made your Formal Acknowledgement of Complete Satisfaction with the product and Service you have received from Company. This means:
1. The Product was a Qualified Purchase. All reward or gift card values may increase or decrees in face value depending on the cost of the floral arrangement or gift sent. The potential gift card value is identified in connection with the image of the Qualified Purchase. Any floral or gift products with a product value of less than $49.99 (not including service fees, or taxes) shall not be considered Qualified Purchase and no reward gift card is available for these orders.
2. You have made Full and Final Payment. Full and Final Payment means that you have made all payments indicated at the time of purchase including for the cost of the product and the service fee, and any taxes if applicable (“Full and Final Payment”). Full and Final Payment does not include any instance when you attempt to or successfully cancel payment in whole or in part, have a credit or debit card issuing entity or bank “charge back” or refund to you any portion of the Full and Final Payment for your purchase, or in any way rescind your payment due. Full and Final Payment does not include any other instance in which Company fails to receive all monies due in connection with the particular purchase, whether or not that amount was accurately displayed on our Website at your time of purchase. In the case where an unintentional error in the purchase price or other fee has been made, Company reserves the right to either substitute a product more accurately corresponding to the amount you have paid, require you to make the Full and Final Payment, or cancel the transaction completely, in Company’s sole discretion.
3. The product was delivered to the intended address identified in the purchase. Delivery is made to an address only, not necessarily to a specified person, or to any person if no one is at the address provided by you. Company’s product will be left at the address if no one is home. We recommend you notify recipient to be available to accept delivery of our products, as we will not be held liable in any way for any matter once the flowers are delivered to the identified address, even if those flowers are left in a place where others might have access to remove the flowers without the recipient’s permission. In our delivery personnel’s discretion, a second delivery attempt may be scheduled.
4. Acceptable Product means: Acceptable Product means the product delivered met the parameters as follows: our Products are designed and not just duplicated, our products are both seasonal and perishable and you agree and accept that our product images displayed on our website are approximately what you are purchasing, that no two plants or flowers are identical, and that some substitutions may need to be made, at our sole discretion, using similar flowers, floral varieties, colors, containers, ornamentations and materials that the local florist has in stock and that meet our Quality and Freshness guidelines. Further, there is no guarantee of any stem counts or specific quantity of a particular flower or color even if the image shown that you have based your selection on depicts a different number or quantity of a particular flower, filler or accent greens or floral variety on any of our flower arrangements unless explicitly specified in the product description. The value or your product is based on a local value and cost of product and materials and will vary from location to location.
3. The product was delivered by Company in a timely manner. We get your product purchase delivered to the designated recipient address as quickly as possible, usually the same or next day. However, we cannot guarantee delivery dates as there are many factors that impact delivery dates including but not limited to holidays, bad weather and sometimes just an unusually large number of order. You hereby agree and accept that all deliveries are based on a priority of occasion basis and are as follows:
a. Funeral and Sympathy Occasions
b. Business and Work Day Delivery’s
c. Hospitals, Care or Rehab Facility’s
d. Residential/Home and other types of Deliveries
Deliveries may be made as late as 7 PM. A late delivery may be necessary to accommodate a second delivery attempt or on Holidays or just an extremely busy day.
5. Formal Acknowledgement of Successfully Completed Transaction. Formal Acknowledgement of Successfully Completed Transaction means that you do All of the following: Upon delivery of your ordered product you should receive an email from Company or it’s Affiliate confirming delivery of your order. Please complete any and all investigation necessary to confirm Completed Delivery of Acceptable Product including verifying with the intended recipient they have received an Acceptable Product. You may then confirm “Successfully Completed Transaction” with us electronically. By confirming “Successfully Completed Transaction”, you hereby represent and warrant that you have in fact confirmed delivery of an Acceptable Product to your intended recipient.
By confirming “Successfully Completed Transaction”, you hereby waive any and all claims, causes of action or other right or remedy to assert insufficiency of the ordered product in any way including but not limited to non-conformity with the pictured product on the Website, insufficient freshness, inappropriate or incomplete delivery of the ordered product. You further represent that you will not seek a refund of any full or partial payment.
No Cash Value for Rewards Card/No Replacement Cards.
All gift cards, whether physical or electronic, that are sent to our customers as a reward “Successfully Completed Transaction” are sent with no warranty of value for sale, trade or transfer to another individual or entity of any sort. A valid ID may be required for redemption. Protect your electronic or physical gift card like cash, Company is not responsible for lost, stolen or destroyed electronic or physical gift cards and lost or stolen reward cards will not be replaced. There is purchase made of these rewards cards and as such no intended or implied cash value of any electronic or physical gift card. Any breach of these Terms and Conditions may result in the gift card being deactivated, voided electronically, or not honored at the represented brand. No replacement gift cards will be given by Company or the unaffiliated gift card brand owner.
If you have any problem, issue or complaint about either your Services, our Website, or your reward gift card, you hereby agree to contact Company, either by email inquiry by logging into your account and sending an email containing your inquiry or questions, or by contacting Company’s customer service department during regular business hours at 1-866-736-3356.
ALL SALES ARE FINAL AND NO CANCELLATION, MODIFICATIONS OR ALTERATIONS OF ANY TYPE WILL BE REQUESTED BY OR ATTEMPTED BY (CUSTOMER) OF ANY ORDER OR TRANSACTION OR ENCLOSURE CARD MESSAGE AND WILL NOT BE PERMITTED OR GRANTED FOR ANY REASON.
Ownership of Intellectual Property
The images and words on our Website are either owned by us or used under license from a third party. In the case of the names of companies identified on the particular rewards gift cards, these names and trademarks are the exclusive property of their respective owner. Use by Company in connection with the Website or Services is not intended to create any false designation of association, sponsorship, false designation of origin, false or misleading description of fact, or false or misleading representation of fact, to cause confusion, or mistake as to the affiliation, connection, or association of trademark with another Company. Company is unaffiliated with the companies identified by the rewards gift cards.
Digital Millennium Copyright Act, 17 U.S.C. 512
Take Down Notice
If you believe that your intellectual property has been infringed on our Website or in any other provision of our Services, you may provide Company notice thereof via its Copyright Agent. Please include all of the following information:
a. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
b. 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;
c. Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
d. Information reasonably sufficient to permit us to contact the complaining party;
e. 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 the law; and
f. 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.
The Company's Copyright Agent for notice of claims of copyright infringement on or regarding this site can be reached as follows:
Copyright Agent
Attn: Angela Small Booth, Attorney at Law
119 Figueroa Street, Ventura, California 93001
Telephone: 805-765-5413
Facsimile: 805-765-5413
Email: angie@angiesmall.org
Please note, the Copyright Act Section 512(f), states:
Misrepresentations. - Any person who knowingly materially misrepresents under this section —
(1) that material or activity is infringing, or
(2) that material or activity was removed or disabled by mistake or misidentification,
shall be liable for any damages, including costs and attorneys' fees, incurred by the alleged infringer, by any copyright owner or copyright owner's authorized licensee, or by a service provider, who is injured by such misrepresentation, as the result of the service provider relying upon such misrepresentation in removing or disabling access to the material or activity claimed to be infringing, or in replacing the removed material or ceasing to disable access to it.
Disclaimers and Limitation of Liability
You expressly agree that you use the Service, Website and/or purchase our products at your sole risk. Neither the Company, nor its affiliates, officers, directors, or employees, agents, third-party service providers or third-party content providers, independent contractors, deliveries services, etc. (collectively, "Associates"), warrant that the Service will be uninterrupted or error-free; nor do they make any warranty as to the results that may be obtained from the use of Service. Company's sole maximum liability will be, within its sole discretion, to either refund the actual purchase price paid by the customer, or to replace and deliver an equivalent product as soon as reasonably practicable.
The Service is provided on an "as is," "as available" basis and the Company specifically disclaims warranties of any kind, either expressed or implied, including but not limited to warranties of title or implied warranties of merchantability or fitness for a particular purpose. Under no circumstances shall the Company, its Affiliates, nor any other party involved in creating, producing, manufacturing, distributing, marketing, or selling the Services, Website or any product hereunder be liable for any direct, indirect, incidental, special, or consequential damages, including without limitation, lost profits that result from the use of or inability to use the service, including but not limited to reliance by you on any information obtained from the Service or that result from mistakes, omissions, interruptions, deletion of files or email, errors, defects, viruses, delays in operation or transmission, or any failure of performance, whether or not resulting from acts of god, communications failure, theft, destruction, or unauthorized access to the company's records, programs, or services.
Right To Refuse Service
Company reserves the right, within its sole discretion, to refuse to accept and process any customer order for any reason, or to suspend, discontinue any and all offers, promotions, discounts, including but not limited to, any and all rewards or offers in the event of advertising errors and/or the actual or suspected misuse, fraud or abuse associated with said rewards or offers or customer orders.
Third Party Service Providers
Some aspects of the Services may be dependent upon a third party service provider, such as a wireless carrier or social media platform. We do not control such third party service providers and are not liable for their acts or omissions. In addition, such third party service provider may have their own terms, policies and guidelines. You should become familiar with all such terms, policies or guidelines prior to using the Services through such third party service provider.
CONTENT
Proprietary Rights
You acknowledge that the Service contains information, data, software, photographs, graphs, videos, typefaces, graphics, music, sounds, and other material (collectively "Content") that are protected by copyrights, trademarks, or other proprietary rights. You may not copy modify, remove, delete, augment, add to, publish, transmit, participate in the transfer or sale of, create derivative works from, or in any way exploit any of the Content, in whole or in part. Except as provided herein, or under the laws of the United States of America, you may not copy, download, upload, post, reproduce, or distribute in any way Content on this Website.
Third Party Content on the Web Site
The Company respects the rights of all copyright holders and in this regard it has adopted and implemented a policy that provides for the termination of user privileges and membership in appropriate circumstances of users who infringe the rights of copyright holders.
User Submissions
No User Submission is Confidential. With regard to any content or work, including, without limitation, creative ideas, suggestions, postings, artwork, material or other submissions whether via email, feedback, a public forum or otherwise (collectively, "User Submissions"), you grant the Company and its Affiliates the worldwide, perpetual, royalty-free, irrevocable, non-exclusive right to use, communicate, reproduce, publish, display, perform, modify, alter, adapt, translate, sublicense, distribute, create derivative works from and exploit such User Submissions in any manner, including on the Service or any other web sites, in television programs, on radio, in books, magazines, articles, commentaries, and in any other medium now known or later developed without your consent. You also warrant that you own or otherwise control all of the rights to any User Submissions you submit or post on or to the Service or otherwise transmit to the Company and that our public posting and other public or private use of such User Submissions will not infringe the rights of any third party. You acknowledge that you are not entitled to any compensation for any User Submissions you may submit or post.
The Company is not responsible for screening, policing, editing, or monitoring Content (including User Submissions). The Company and/or its Affiliates may elect to but are not obligated to monitor User Submissions. Company and/or its Affliates are not responsible for any User Submissions or material appearing in any forum on or in connection with the Service or Website, except for Content created by one of our authorized representatives.
Use of Internet Forums
An "internet forum" is a publicly accessible message board, user review and rate forum, or other interactive service or promotion on or accessible via the Website or Service, and includes both public boards and folders. You hereby agree use any such forum in connection with our Services or Website strictly according to the Terms and Conditions herein, including these Terms and Conditions. You will not submit or post, or send to any other user, or Company or our Affiliates, any material that is unlawful, harmful, threatening, abusive, harassing, defamatory, invades a person's privacy, violates any intellectual or other property rights, or is vulgar, obscene, sexually explicit, profane, hateful, racially, ethnically, or otherwise objectionable, including but not limited to any material that encourages conduct that would constitute a criminal offense, give rise to civil liability, or otherwise violate any applicable local, state, national, or international law.
You agree also not to use any false e-mail address, impersonate any person or entity, or otherwise mislead as to the origin of a communication or other Content, or attempt to do any such acts. You will not use our internet forum in a manner that is commercial, that solicits funds, or that advertises or solicits goods or services that relates to securities, or that you know, or should have known, to be false. You will not submit, post, or transmit any information, software or other material that contains a virus or other harmful component.
Compliance with Laws and Regulations
You agree to use the Content and this Service in compliance with all applicable laws, rules and regulations and in a manner that does not, in the sole judgment of the Company, negatively reflect on the goodwill or reputation of the Company or any of its Affiliates.
The Company reserves the right to remove or delete any material that it deems, in its sole discretion, to be harmful to Company or its Affiliates, the Service, customers, Website users, or any rights of the Company or any third party, or to violate any applicable law.
We recognize and respect the importance of maintaining the privacy of our users, customers and subscribers and have established a privacy policy as a result. In our Privacy Policy, which constitutes part of these Terms of Use.
Indemnity
You agree to indemnify, defend and hold harmless the Company, its Affiliates and any of their respective officers, directors, agent or employees, from and against any and all liability, claims, costs and expenses (including without limitation reasonable legal fees and expenses), brought by you or any third party alleging, arising, related or resulting from (i) your use (or use by any third party using your account) of the Service, including in violation or breach of the Terms of Use, (ii) your User Submissions or (iii) your violation of any law, rule or regulation.
Termination of Usage
The Company may terminate your access, or suspend your access to all or part of the Services, without notice, for any reason, including conduct that the Company, in its sole discretion, believes is a violation or breach of these Terms of Use, is in violation of any applicable law or is harmful to the interests of another user, customer, recipient, subscriber, a third-party Provider, Merchant, Sponsor, Licensor, content or service provider, the Company or its Affiliates.
Severability
If any term or other provision of these Terms of Use is deemed by a court of competent jurisdiction to be invalid, illegal or unenforceable, against public policy, all other valid terms and conditions herein shall remain in full force and effect.
Governing Law & Arbitration
The Company from its offices within the United States of America controls the Services. The Company makes no representation that this Service or the Content is appropriate or available for use in other locations. Those persons and entities that choose to access this Service from other locations do so on their sole initiative, are responsible for compliance with all applicable local laws, and hereby waive any protections not provided to them under the laws of the United States.
You hereby agree that any and all claims, disputes, controversies, actions or proceedings relating to or arising Company, its Website, its Services, Affiliates, its products (collectively referred to as "Claims"), shall be governed by the internal substantive laws of the State of California without regard to its conflict of laws principals and that any and all Claims shall be resolved exclusively by final and binding arbitration administered by the American Arbitration Association ("AAA"). By using our Website and /or Services you hereby consent to personal jurisdiction and venue in the State of California and the City of Ventura. You agree that: (i) any arbitration shall be conducted before a single arbitrator pursuant to the applicable Rules and Procedures established by the AAA; (ii) the arbitration shall be held telephonically or at a location determined by the AAA pursuant to the Rules and Procedures of the AAA; (iii) the arbitrator shall have the authority to award actual direct damages as set forth herein only with no authority to issue any fines and penalties nor award punitive damages or equitable relief; (iv) EXCEPT AS SET FORTH BELOW IN SUBPART (vi), THERE SHALL BE NO RIGHT TO LITIGATE YOUR CLAIM IN COURT AND NO RIGHT TO A JURY TRIAL, (v) your claim shall be arbitrated on an individual basis, and that you shall not have the right to participate in a representative capacity, or as a member of any class of claimants pertaining to any Claim subject to arbitration, and that the arbitrator shall have no authority to consolidate or join the Claims of other persons or parties who may be similarly situated and may only resolve Claims, and render awards between you and the Company and its Affiliates alone. With the exception subpart (v) above, if any part of this arbitration provision is deemed invalid, unenforceable or illegal, or otherwise conflicts with the Rules and Procedures of the AAA, then same shall be stricken and the balance of this arbitration provision shall remain in effect and construed accordingly. For more information on the AAA and its Rules and Procedures, you may visit the AAA website at http://www.adr.org.
Acknowledgment and Changes
This Agreement represents the entire understanding between you and the Company and its Affiliates and supersedes any prior or subsequent statements or representations. YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS by accessing any areas of the Service. We reserve the right to change the Terms and Conditions from time to time. If we make any change to the Terms and Conditions, we will post those changes on this, or any other appropriate page, and they will become effective upon the later of 1) the date specified by the Company, if any, or 2) the posting. By accessing the Service after changes are made to the Terms and Conditions and posted on the Service, you agree to be legally bound and to abide by the amended terms.
FREE e-Gift Card Offer:
Our FREE e-Gift Card offer applies to individual product values of $49.99 or more. There is an additional $ 14.99 service fee on every product purchased. All products pictured will vary in size and appearance from any image on our website or a completely different flower arrangement may be delivery if a substitution is necessary due to local product and container availability. Floral verity stem count will very and all products will be filled to current local market prices as related to any floral variety that is displayed in any product image on our web site. Variations will occur in product colors or vases / baskets or containers used and product appearance due to design interpretation and local product availability. Due to the perishable nature of our products, no customers service claim may be made after 48 hours of delivery. All FREE e-Gift Cards will be purchased withing 72 business hours of customer verification waver of product delivery conformation and satisfaction and no claim of deficiency of any nature may be make including the freshness or longevity of the product delivered or the service received may be made after customer has “Completed their Transaction” All FREE e-Gift Card Brands very it the time required to send gift cards to their recipient you have selected. Please treat all e-Gift Cards like cash, lost or stolen gift cards cannot be replaced for any reason whatsoever. All FREE e-Gift Cards not claimed within 90 Days of your purchase will be voided and will not be replaced. You are solely responsible to be aware of all independent Terms Conditions and Limitations, Terms of Use or any legal rights or any Federal of State protections you may have relating to any gift card brand you have selected as your Reward/ Rebate You may use this offer as often as you like. Any violation of our Program Rules, Terms, Conditions or the use of our web site will VOID our FREE e-Gift Card offer and any remedy’s available to Gray Matter Brands you have previously agreed to will be enforced.
