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Terms of Use

Welcome to www.ELOQUII.com (the “Site”)! The Site is owned and operated by Eloquii Design, Inc. (“ELOQUII,” “we,” or “us”). These Terms of Use govern your use of the Site. Please read these Terms of Use carefully before using the Site. Your use of the Site confirms your acceptance of these Terms of Use. If you do not accept these Terms of Use, please do not access or use the Site. You understand and agree that we may change these Terms of Use at any time without prior notice. You should periodically visit this page to review the current Terms of Use so you are aware of any revision to which you are bound. If we do this, we will post the changes to these Terms of Service on this page and will indicate at the top of this page the date these terms were last revised. Your continued use of the Site after any such changes constitutes your acceptance of the new Terms of Use. If you do not agree to abide by these or any future Terms of Site, do not use or access (or continue to use or access) the Site.

1. Product Descriptions . All features, content, specifications, products and prices of products described or depicted on the Site (the “Products”) are subject to change at any time without notice. Certain weights, measures and similar descriptions are approximate and are provided for convenience purposes only. We make reasonable efforts to accurately display the attributes of the Products; however, we do not warrant that Product descriptions or prices are accurate. For example, Products may be unavailable, quantities of Products may be limited, Products may have different attributes than those listed on the Site or may be sold at different prices than those listed on the Site. Also, please keep in mind that the actual color of a Product that you see will depend on your computer system, and we cannot guarantee that your computer will accurately display Product colors. While it is our practice to confirm orders by email, the receipt of an email order confirmation does not constitute our acceptance of an order or our confirmation of an offer to sell a Product. We reserve the right, without prior notice, to limit the order quantity on any Product and/or to refuse acceptance of any order. We also may require verification of information prior to the acceptance and/or shipment of any order.

2. Return Policy. If you are not satisfied with your purchase, you may return it in accordance with our Return Policy, which is hereby incorporated by reference in its entirety.

3. Shipping Limitations. When an order is placed, it will be shipped to the address designated by you at check-out, as long as that shipping address is compliant with any shipping restrictions contained on the Site. The risk of loss and title for Products purchased by you passes to you upon our delivery of the items to the carrier. We are not responsible for damaged and/or lost shipments once we deliver Products to the carrier.

4. Intellectual Property Rights. We or our licensors exclusively own all right, title and interest in and to the design of the Site and all text, graphics, information, content, and other material displayed on or that can be downloaded from the Site (collectively, the “Content”). All of the foregoing are protected by copyright, trademark and other laws, and may not be used except with the prior written permission of the owner of such material. We reserve all right, title and interest in and to the Content and you must not modify any Content in any way or reproduce or publicly display, perform, or distribute or otherwise use any Content for any public or commercial purpose. You must not copy, reproduce, publish, transmit, distribute, perform, display, post, modify, create derivative works from, sell, license or otherwise exploit any Content. Any unauthorized use of Content may violate copyright laws, trademark laws, laws of privacy and publicity, and other laws and regulations and is prohibited. In the event of a violation, we or our licensors reserve the right to seek all remedies available at law and/or in equity.

The following trademarks (the “ELOQUII Marks”) are our sole and exclusive property: Other company or Product names and logos used and displayed on the Site are trademarks of their respective owners. Nothing on the Site should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of the ELOQUII Marks or other trademarks displayed on the Site, without our written permission or the written permission of the owner of the trademark, as the case may be.

5. User Submissions. The Site and our pages on social media sites (our “Social Media Pages”) permit the submission of user-submitted content, including, without limitation, ratings and reviews of Products (collectively, "User Submissions"). You understand that if you submit any User Submissions through the Site or any Social Media Pages, they may be accessed and viewed by others, including by the general public, and we do not guarantee any confidentiality with respect to any User Submissions. You are solely responsible for your own User Submissions and the consequences of publishing them on the Site. By submitting any User Submission through the Site or any Social Media Page, you hereby grant to us an unrestricted, nonexclusive, perpetual, royalty-free, sublicensable, worldwide, transferable and irrevocable license and right, but not the obligation, to use, edit, alter, copy, reproduce, disclose, display, publish, remove, prepare derivative works from, perform, distribute, exhibit, broadcast, or otherwise exploit the such User Submission, in whole or in part, in any form, media or technology, now known or hereafter developed including, without limitation, broadcast and cable television, radio, mobile transmission, and the Internet, for any purpose whatsoever including, without limitation, advertising, promotion, entertainment or commercial purposes, without any payment to or further authorization by you. Under the license granted herein, we shall be free to use any ideas or concepts contained in any User Submission without further attribution, compensation or notice to you. We reserve the right to determine in our sole discretion whether any User Submission is appropriate and complies with these Terms of Use, and whether or not to allow the uploading and/or removal of any User Submission. WE DO NOT ENDORSE ANY USER SUBMISSION OR ANY OPINION, RECOMMENDATION, OR ADVICE EXPRESSED THEREIN. WE DO NOT MAKE ANY, AND WE HEREBY DISCLAIM AND ANY ALL, WARRANTIES OR REPRESENTATIONS, EXPRESS OR IMPLIED, REGARDING ALL USER SUBMISSIONS.

If you make any User Submission, you hereby affirm, represent, and warrant and covenant that: (i) the content of your User Submission(s) is original; (ii) you own all right, title and interest to your User Submission(s) and have the sole and exclusive right (including all intellectual property and other proprietary rights embodied by the User Submissions or represented by such User Submissions) to license all of the rights therein to us as set forth above; (iii) use of your User Submission(s) by us in accordance with the license granted above will not infringe upon or misappropriate the rights of any third party including, without limitation, any intellectual property or privacy rights; and (iv) you have obtained written permission from any other person named, photographed or otherwise depicted or whose voice is used in your User Submission(s) which will allow us to utilize the User Submission(s) without compensation.

We do not permit copyright infringing activities on the Site, and we may remove any User Submission or other Content in our sole discretion.

6. Notice of Copyright Infringement. If you are a copyright owner or an agent thereof and believe that any User Submission or other Content infringes upon your copyrights, you may notify us by providing the following information in writing:

  1. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive copyright right that is allegedly infringed;
  2. Identification of the location where the original or an authorized copy of the copyrighted work exists;
  3. Identification of the User Submission or other Content that is claimed to be infringing and a description of the infringing activity and information reasonably sufficient to permit us to locate the same;
  4. Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an email address;
  5. A statement that the information in the notification is accurate, and, under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive copyright right that is allegedly infringed
  6. A statement that the information in the notification is accurate, and, under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive copyright right that is allegedly infringed.

Counter-Notice: If you believe that your User Submission that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner’s agent, or pursuant to the law, to upload and use the content in your User Submission, you may send a written counter-notice containing the following information to the Copyright Agent:

  1. your physical or electronic signature;
  2. identification of the content that has been removed or to which access has been disabled and the location at which the content appeared before it was removed or disabled;
  3. a statement that you have a good faith belief that the content was removed or disabled as a result of mistake or a misidentification of the content; and
  4. your name, address, telephone number, and email address, a statement that you consent to the jurisdiction of the federal court located within [Columbus, Ohio] and a statement that you will accept service of process from the person who provided notification of the alleged infringement.

If a counter-notice is received by the Copyright Agent, Company will send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member or user, the removed content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at our sole discretion

Repeat Infringer Policy: In accordance with the Digital Millennium Copyright Act and other applicable law, Company has adopted a policy of terminating, in appropriate circumstances and at Company's sole discretion, users who are deemed to be repeat infringers. Company may also at its sole discretion limit access to the Service and/or terminate the memberships of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.

Our agent for notice of claims of copyright infringement (“Copyright Agent”) can be reached as follows:

  • ELOQUII Design, Inc.
  • Two Miranova Place Suite 280
  • Columbus, OH 43215

You acknowledge that if you fail to comply with all of the requirements above, your notice may not be valid.

7. Prohibited Uses of the Site. You shall not post, transmit, redistribute, upload, or promote any communications, content or materials that (a) contain corrupted files, viruses, or any other similar software files, the intent of which is to damage the operation of another's computer; (b) are unlawful, threatening, harassing, abusive, defamatory, invasive of privacy or publicity rights, vulgar, obscene, sexually explicit, hateful, profane, indecent, racially or ethnically derogatory, or otherwise objectionable; (c) contain chain letters or pyramid schemes; (d) contain any unsolicited advertising, promotional materials, or other forms of solicitation to other users, individuals or entities; (e) include any information that references other websites, addresses, email addresses, contact information or phone numbers; (f) impersonate any person, business or entity, including our company and our employees and agents; (g) encourage conduct that would constitute a criminal offense; (h) give rise to civil liability; (i) otherwise violate any law (including, but not limited to, those governing consumer protection, unfair competition, anti-discrimination or false advertising); or (j) in doing so, amounts to any conduct that, in our judgment, restricts, impairs, interferes or inhibits any other user from using or enjoying, or is otherwise detrimental to, the Site or any Product. You shall not use automated means, including spiders, robots, crawlers, data mining tools, or the like to download data from the Site.

8. Linking to the Site. Creating or maintaining any link from another website to any page on the Site without our prior written permission is prohibited. Running or displaying the Site or any Content in frames or through similar means on another website without our prior written permission is prohibited. Any permitted links to the Site must comply will all applicable laws, rule and regulations.

9. Third Party Sites. Periodically, links may be established from the Site to external websites operated by third parties (each, a "Third Party Site"). These links are provided for your convenience only and do not imply that we endorse any Third Party Site or any content therein. We do not control and we are not responsible or liable for any Third Party Site or any content, advertising, products, or other materials on or available from any Third Party Site. Access to a Third Party Site is at your own risk, and we will have no liability for any damages or loss caused or alleged to be caused by or in connection with any purchase, use of or reliance on any content, goods, or services available on or through any Third Party Site.

10. Your Account. You may choose to create an account at the Site (an “Account”). In order to do so, you will have to create a username and password. To protect your Account, you should choose a username and password different than names, birthdays, or street addresses associated with you. You are responsible for maintaining the confidentiality of your username and password and for restricting access to your computer. You are responsible for all activities that occur under your Account or with your username and password.

11. Personal Information. Any personal information that you provide to us through your use of the Site or your Account is subject to the terms of our Privacy Policy, which is hereby incorporated by reference in its entirety.

12. Disclaimers. THE SITE AND THE CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND. WE, TOGETHER WITH OUR AFFILIATES, SUBSIDIARIES AND THE RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS (COLLECTIVELY, THE “ELOQUII PARTIES”) DISCLAIM ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE WARRANTY OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE. NONE OF THE ELOQUII PARTIES WILL BE LIABLE FOR ANY DELAYS OR INTERRUPTIONS OF THE SITE FROM WHATEVER CAUSE. NONE OF THE ELOQUII PARTIES WARRANTS THAT THE SITE WILL OPERATE ERROR-FREE OR THAT THE SITE, THE SERVERS, OR THE CONTENT ARE FREE OF COMPUTER VIRUSES OR SIMILAR CONTAMINATION OR DESTRUCTIVE FEATURES. IF YOUR USE OF THE SITE OR ANY CONTENT RESULTS IN THE NEED FOR SERVICING OR REPLACING EQUIPMENT OR DATA, NONE OF THE ELOGUII PARTIES WILL BE RESPONSIBLE FOR THOSE COSTS. YOU AGREE THAT YOU USE THE SITE AND THE CONTENT AT YOUR OWN RISK.

ALL USER SUBMISSIONS ARE PROVIDED BY USERS AND NOT BY US. WE HAVE THE RIGHT, BUT NOT THE OBLIGATION, TO REMOVE USER SUBMISSIONS. AS SUCH, NONE OF THE ELOQUII PARTIES MAKES ANY REPRESENTATIONS OR WARRANTIES WITH RESPECT TO, AND NONE OF THE ELOQUII PARTIES WILL HAVE ANY LIABILITY IN CONNECTION WITH, ANY USER SUBMISSIONS.

THE PRODUCTS ARE PROVIDED BY THIRD PARTY MANUFACTURORS AND SUPPLIERS, AND NOT BY US. THE PRODUCTS ARE SUBJECT ONLY TO ANY APPLICABLE WARRANTIES MADE BY THE APPLICABLE MANUFACTURERS OR SUPPLIERS, IF ANY. NONE OF THE ELOQUII PARTIES MAKES, AND HEREBY DISCLAIMS, ANY WARRANTIES AND REPRESENTATIONS OF ANY KIND REGARDING THE PRODUCTS, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION THE WARRANTEIS OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE. NONE OF THE ELOQUII PARTIES WILL HAVE ANY LIABILITY IN CONNECTION WITH ANY PRODUCT. THE FOREGOING DISCLAIMERS OF WARRANTIES IN THIS SECTION 12 OF THE TERMS OF USE ARE NOT ENFORCEABLE WITH RESPECT TO VISITORS OF THE SITE FROM NEW JERSEY, TO THE EXTENT THAT SUCH DISCLAIMER IS UNREASONABLE.

13. Limitations of Liability.IN NO EVENT WILL ANY OF THE ELOQUII PARTIES BE LIABLE TO YOU OR ANY THIRD PARTY, FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATING TO THE SITE, THE CONTENT, ANY USER SUBMISSION OR ANY PRODUCT, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY.THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY TO LIABILITY ARISING FROM ANY ELOQUII PARTY’S NEGLIGENCE, GROSS NEGLIGENCE OR INTENTIONAL MISCONDUCT. ANY LIMITATION OF ELOQUII’S LIABILITY WITH RESPECT TO LIABILITY ARISING FROM ANY ELOQUII PARTY’S NEGLIGENCE, GROSS NEGLIGENCE OR INTENTIONAL MISCONDUCT IS NOT ENFORCEABLE WITH RESPECT TO VISITORS OF THE SITE FROM NEW JERSEY.

SOME JURISDICTIONS DO NOT ALLOW (1) THE DISCLAIMER OR EXCLUSION OF CERTAIN WARRANTIES, (2) THE LIMITATION OR EXCLUSION OF LIABILITY FOR NEGLIGENCE, INCIDENTAL OR CONSEQUENTIAL DAMAGES OR (3) CERTAIN CONTRACTUAL INDEMNIFICATION OBLIGATIONS IMPOSED ON WEBSITE USERS. ACCORDINGLY, SUCH DISCLAIMERS, EXCLUSIONS, LIMITATIONS OR CONTRACTUAL INDEMNIFICATION PROVISIONS MAY NOT BE ENFORCEABLE ON VISITORS FROM ANY SUCH JURISDICTION

In the event of any problem with the Site, any Content or User Submission, you agree that your sole and exclusive remedy is to cease using this Site. In the event of any problem with any Product, you agree that your sole and exclusive remedy, if any, is from the manufacturer of such Product, in accordance with such manufacturer's warranty, if any, or to seek a return and refund for the Product in accordance with our Return Policy.

14. Indemnification. You agree to defend, indemnify and hold the ELOQUII Parties harmless from and against any and all claims, losses, liabilities and expenses (including, without limitation, attorneys’ fees) arising from or relating to (i) any User Submission(s) made by you; (ii) your use the Site or any Content; (iii) purchase of any Product by you; or (iv) breach by you of these Terms of Use; PROVIDED THAT IN NO EVENT WILL YOU HAVE ANY OBLIGATION TO INDEMNIFY ANY ELOQUII PARTY FOR ANY LOSS, LIABILITY OR EXPENSE ARISING FROM ANY NEGLIGENT, GROSSLY NEGLIGENT, RECKLESS, WILLFUL, FRAUDULENT OR INTENTIONAL CONDUCT COMMITTED BY ANY ELOQUII PARTY. ANY OBLIGATION TO INDEMNIFY ANY ELOQUII PARTY FOR ANY LOSS, LIABILITY OR EXPENSE ARISING FROM ANY NEGLIGENT, GROSSLY NEGLIGENT, RECKLESS, WILLFUL, FRAUDULENT OR INTENTIONAL CONDUCT COMMITTED BY ANY ELOQUII PARTY IS NOT ENFORCEABLE AGAINST ANY VISITOR OF THE SITE FROM NEW JERSEY

15. Termination. You or we may suspend or terminate your Account, your use of the Site, and/or your ability to make User Submissions at any time, for any reason or for no reason. You are personally liable for any orders placed or charges incurred prior to termination. We reserve the right to change, suspend, or discontinue all or any aspect of the Site at any time without notice.

16. Miscellaneous. In the event that any portion of these Terms of Use is held to be invalid or unenforceable, then such portion shall be construed in accordance with the applicable law as nearly as possible to reflect the original intentions of the parties, and the remainder of these Terms of Use shall remain in full force and effect. The sections of these Terms of Use entitled Intellectual Property, Disclaimers, Limitation of Liability, Indemnification, and Miscellaneous shall survive the termination of these Terms of Use. The paragraph headings herein are provided only for reference and shall have no effect on the construction or interpretation of these Terms of Use. You expressly absolve and release the ELOQUII Parties from any claim of harm resulting from a cause beyond their control, including, but not limited to, failure of electronic or mechanical equipment or communication lines, telephone or other interconnect problems, computer viruses, unauthorized access, theft, operator errors, severe weather, earthquakes, or natural disasters, strikes or other labor problems, wars, terrorist activities or governmental restrictions. You may not assign this Agreement. No waiver shall be effective unless in writing. Neither the course of conduct between parties nor trade practice shall act to modify any provision of this Agreement. This Agreement and any other agreements between the parties entered into through this Site shall be governed by and construed in accordance with the laws of the State of Ohio. Except for proceedings commenced by us to protect our intellectual property or confidential information which may be brought in any court of competent jurisdiction, the parties mutually agree that any and all disputes arising hereunder shall be resolved exclusively by state or federal courts located in the State of Ohio. These Terms of Use contain the entire agreement of the parties concerning the subject matter and supersedes all existing agreements and all other oral, written or other communication between the parties. You will comply with all laws, rules and regulations which are now or hereinafter promulgated by any government authority or agency which govern or apply to the operation and use of the Site, or any Content, User Submissions or Product. You agree to transact with us and receive all notices electronically. We will provide notices by posting them on the Site, or, in some cases, we may provide notice by email to users with Accounts. To receive electronic notices, you must have access to the Internet, an Internet browser that can access the Site and/or access to the email address you provided to us. You will need a printer attached to your personal computer to print any notices. You can retrieve an electronic copy and a printable version of the Terms and Conditions by clicking on the "Terms of Use" link at the Site. You agree that a printed version of these Terms of Use and other agreements entered into by you on the Site in electronic form will be admissible in judicial or administrative proceedings to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

Last Updated: March 18, 2016