V1.1 Dec 17, 2020
ABOUT THESE TERMS
Accepting these Terms
Welcome to Completing the Puzzle! This Terms of Service agreement (“Terms”) is between you (“you” or “your”) and Completing the Puzzle, Inc. (“we,” “our,” “us,” or “Completing the Puzzle”), and governs your access to and use of our website located at completingthepuzzle.com (and any successor site thereto) (the “Site”), including Completing the Puzzle’s membership program, product rental and sale services (together with the Site, and the Content (as defined below), the “Services”).
Please review these Terms carefully; by accessing or using any of the Services, including by creating an Account (as defined below), you acknowledge that you have read, understood, and agreed to be bound by these Terms.
These Terms are a legally binding contract between you and Completing the Puzzle. By accepting these Terms, you represent that you are an individual of legal age to form a binding contract or, if you are not, that you have obtained parental or guardian consent to enter into these Terms. Under no circumstances may you access or use the Services if you are under thirteen (13) years old. Your access to and use of the Services in any way also means that you agree to all of these Terms, and these Terms will remain in effect while you access or use the Services. These Terms incorporate by reference any additional terms and conditions posted by Completing the Puzzle through the Site, or otherwise made available to you by Completing the Puzzle (the “Additional Terms”), and you understand and agree that by accessing or using any of our Services, you agree to also comply with all Additional Terms.
EXCEPT FOR LIMITED CIRCUMSTANCES DESCRIBED IN SUBCLAUSE (c) OF THE ARBITRATION AGREEMENT BELOW, YOU AGREE THAT DISPUTES BETWEEN YOU AND US WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION, OR TO A TRIAL BY JURY.
The Services are controlled or operated (or both) from the United States, and are not intended to subject Completing the Puzzle to any non-U.S. jurisdiction or law. You may not use the Services to rent or purchase Products outside of the United States. Any use of the Site is at your own risk, and you must comply with all applicable laws, rules, and regulations in doing so. We may limit the Service’s availability at any time, in whole or in part, to any person, geographic area or jurisdiction that we choose.
We may, at any time and without liability, suspend, modify, or discontinue all or part of the Services (including access to the Site via any third-party links). We encourage you to check our Site periodically for the most current Service offerings. Similarly, we may update the Content, including descriptions and specifications about Products or Services, and we reserve the right to remove any Content (as described below) at any time, for any reason (including, but not limited to, if someone alleges you contributed Content in violation of these Terms), in our sole discretion, and without notice. Completing the Puzzle will have no liability for any change in the Services, or any suspension or termination of your access to Services.
We also reserve the right to change these Terms at any time by notifying you of such changes by any reasonable means, including by posting the revised Terms on the Site. At our discretion, we may also notify you of certain changes by sending you an email to the email address associated with your Account. You are responsible for providing us with your current email address when you create an Account, and, if your email address changes, for updating your Account information to reflect your new email address. Your continued use of the Services, including by renting or purchasing Products (as defined below) from us, following any changes to these Terms will indicate your acknowledgement of such changes and agreement to be bound by the revised Terms. Any changes to the Terms will not apply to any dispute between you and us that arises prior to the date on which we posted the revised Terms incorporating such changes, or otherwise notified you of such changes. If you don’t agree with the new Terms, you may no longer access or use the Services.
ABOUT OUR SERVICES
How to Access Completing the Puzzle Services
As noted above, you must be 13 years or older to access or use the Services. To use the Services, you may be required to sign up for an account (your “Account”), select a password and username (your “Completing the Puzzle User ID”), and provide us with certain information or data, such as your contact information. You promise to provide us with accurate, complete, and up-to-date information, and to maintain and update such information. You may not select as your Completing the Puzzle User ID a name that you don’t have the right to use, or another person’s name with the intent to impersonate that person. We may reject, or require that you change, any Completing the Puzzle User ID, password or other information that you provide to us in registering for an Account. You may not transfer your Account to anyone else without our prior written permission. You may only register one Account per Paid Service (as defined below).
You may only use the Services and Products made available to you for your own personal, non-commercial use, and not on behalf of or for the benefit of any third party, and only in a manner that complies with all laws that apply to you. If your use of the Services or Products is prohibited by these Terms or any Additional Terms or applicable laws, then you are not authorized to use the Services or Products. You are solely responsible for any use by you of any Services or Products in violation of these Terms, any Additional Terms, or applicable law.
You may not share your Account (including your Completing the Puzzle User ID or password) with anyone, and you must protect the security of your Account (including your Completing the Puzzle User ID and password) and any other access tools or credentials. You’re solely responsible for any activity associated with your Account, including all charges incurred from use of the Services with your Account.
We may, for any reason, limit or restrict your access to or use of the Services, including, but not limited to, refusing to fulfill any order that you place with us or restricting orders placed under a single customer Account, payment card, or billing or shipping address. We reserve the right to limit, cancel, or prohibit any use of the Services for any reason in our sole discretion, including but not limited to availability and geographic concerns, or if we determine or suspect that you are using the Services for fraudulent or commercial purposes or for any other purposes in violation of these Terms or any Additional Terms.
Cost of the Services
We may charge you to access and use certain parts of the Services (the “Paid Services”). We reserve the right to modify or waive fees required to use certain parts of the Services. You are solely responsible for: (i) the fee for any Paid Services that you order and that are not cancelled in accordance with our cancellation policy, (ii) the price of any Products that are not returned in accordance with our policies, and (iii) any lost item fees. *
For more information about our Services, including pricing and fees and cancellation policies, please see our FAQ Section. Please note that any payment terms presented to you in the process of using or signing up for a Paid Service are deemed part of these Terms.
If you purchase a Membership Service, the subscription fee (“Subscription Fee”) will be the then-current applicable subscription rate (including all applicable taxes and fees) listed on the Membership Service on the date that you sign up for such Membership Service; provided that, if your Membership Service is based on a promotional rate, you will be charged a fee equal to the promotional rate for the duration of the promotion, and, after the expiration of the applicable promotion, you will be charged the applicable rate on a recurring monthly basis. For information on the applicable fees, including any applicable discounts and insurance charges listed during the check-out process, please see the “ Join Now” section of our Site. Completing the Puzzle reserves the right to alter the Subscription Fee or availability of any particular item at its discretion and without notice.
If you purchase a Product through the Services, the purchase price for such Product (“Purchase Price”) will be equal to the purchase fee and delivery charges listed on the Service for the applicable Product at the time of purchase. Completing the Puzzle, at its discretion and without notice, reserves the right to alter the price of a Product, the amount or availability of any discount, or the availability of any particular item. You hereby authorize us (or our third-party payment processor) to charge your Payment Method (as defined below) for the Purchase Price when you purchase Products. We will charge your Payment Method the amount of the Purchase Price immediately upon your purchase order. We do not make, and expressly disclaim, any warranties of any kind with respect to any Product that you purchase, and such Product is provided on an “AS IS” basis.
Completing the Puzzle Packaging
With the delivery of a Product, Completing the Puzzle will provide you with pre-paid, pre-addressed packaging that you can use to return the Product (“Return Packaging”), as well as instructions for returning the Product to Completing the Puzzle. You may not keep, sell, or transfer (other than to us) any Completing the Puzzle-branded packaging, accessories, or products (“Completing the Puzzle Packaging”) that we provide to you. If the Completing the Puzzle Packaging is not returned prior to the earlier of (i) thirty (30) days after the return of the associated Product or (ii) the termination, cancellation, or expiration of your Account or Paid Services, you hereby authorize us (or our third-party payment processor) to charge your Payment Method a non-refundable non-return fee for packaging and product replacement. After we charge your Payment Method for the Completing the Puzzle Packaging that you did not return, you are permitted to retain such Completing the Puzzle Packaging and product; however, we do not make, and expressly disclaim, any warranties of any kind with respect to such Completing the Puzzle Packaging or product, and the Completing the Puzzle Packaging and Product is provided to you on an “AS IS” basis. Please see our FAQ Section for the current amount we charge for non-return fees (including for packaging, and products).
Other Terms Related to Products and Services
Use of the Products
You agree to treat the Products with great care. You are responsible for any loss, destruction, or damage to the Products for any reason (other than normal usage), including due to theft, loss, mysterious disappearance, fire, major stains, or any other cause. Normal wear and tear means minor stains, bending and roughing of the edges. If you return a Product that is damaged beyond normal usage, then you hereby authorize us (or our third-party payment processor) to charge your Payment Method for the price for replacing the Product. Please see our FAQ section for the current amount we charge for replacing products.
Product and Service Descriptions
We may, in our sole discretion, provide listings, descriptions, or images of Products that are available on the Services, as well as references and links to Products, but we do not warrant that the Product listings, descriptions, or images are accurate, complete, reliable, current, or error-free, or that any Products will be available. Such information and the availability of any Product are subject to change at any time without notice. Certain weights, measures, and similar descriptions are approximate and are for convenience only. We make reasonable efforts to accurately display the attributes of Products, including the applicable colors, however the actual colors you see will depend on your computer system, and we cannot guarantee that your computer (including a smart phone or similar device) will accurately display such colors. The prices displayed for Products and Services are quoted in U.S. dollars, unless otherwise indicated.
You must provide us with accurate shipping information, so that we can timely deliver Products to you. You are responsible for providing us with accurate shipping information for deliveries and for keeping the shipping information for your Account up-to-date. If you provide us with a shipping address that is invalid or where you cannot securely accept Products upon delivery, or if you do not keep your shipping information up-to-date, you are solely responsible for any resulting loss, theft, or damage to the Products. Following delivery to the designated address, as between you and us, you will be solely responsible for the condition of each Product until you return such Product (including while they are in transit). We reserve the right to reject, cancel, or prohibit any rentals or sales of Products for any reason. Please see our FAQ Section for more information regarding deliveries.
Returns, Extensions, Shipping, and Lost Items
You agree to return each rented Product to Completing the Puzzle. We are not responsible for any personal or other items left in the Products or which are returned to Completing the Puzzle in the Return Packaging. If you believe you have accidentally or otherwise sent any such items to us, please contact customer service as soon as possible at firstname.lastname@example.org. We may, but are not required to, assist you in attempting to locate such items at your request, and we assume no responsibility or liability if we attempt to locate such items.
If you use the Return Packaging that we provide, you must use the shipping carrier specified on the pre-paid shipping label included with the Return Packaging. Completing the Puzzle will not be responsible for loss, theft, or damage to Products that are shipped back to us using any carrier other than the carrier that is specified on our Return Packaging, or for any fees or expenses that you incur due to delays in Completing the Puzzle receiving the Product. Completing the Puzzle does not ship Products outside of the United States, and you may not return Products to us from outside of the United States without our prior written permission.
In the event that you lose or damage the Return Packaging that we provide, you will be responsible for returning the Product to us in your own packaging, at your own expense. Furthermore, you acknowledge that using any packaging or shipping carriers other than our Return Packaging and the carrier specified thereon may result in delivery delays and additional delivery fees for which Completing the Puzzle will not be liable. You will be solely liable for all such delays and additional delivery fees.
For more information regarding Product returns, please refer to our FAQ Section for the most up-to-date information.
Billing and Payments
How Payments Work
When you place a rental order for a Product, you hereby authorize Completing the Puzzle to charge your payment card or other payment instrument (“Payment Method”) for the Membership. You must ensure that at all times your Payment Method is valid and up-to-date. You are responsible for providing complete and accurate billing and contact information to Completing the Puzzle and notifying Completing the Puzzle of any changes to such information. Completing the Puzzle will charge your Payment Method the amount of the Membership Fee immediately upon your rental order. Membership Fees exclude all federal, state, and local taxes, goods and service tax, fees, customs, duties, levies, and other governmental assessments, all of which shall be paid by you directly or, if paid by Completing the Puzzle, shall be paid by you to Completing the Puzzle in connection with your membership.
We use a third-party payment processor (the “Payment Processor”) to bill you for any Paid Services through a payment account linked to your account (your “Billing Account”). By choosing to use Paid Services, you agree to pay us, through the Payment Processor, all charges at the prices then in effect for any use of such Paid Services in accordance with the applicable payment terms, and you authorize us, through the Payment Processor, to charge your chosen Payment Method. You agree to make payment using that selected Payment Method, but if the Payment Processor is not able to charge your preferred Payment Method, you authorize us to use any Payment Method stored on record for your Billing Account. We reserve the right to suspend or cancel an order or terminate your access to the Services in the event that we are unable to successfully charge the provided Payment Method. We are not responsible for errors by the Payment Processor, and we reserve the right to correct any errors or mistakes that we or the Payment Processor make(s) even if we have or our Payment Processor has already requested or received payment. If we, through the Payment Processor, do not receive payment from you, you agree to pay all amounts due on your Billing Account upon demand.
How Recurring Billing and Auto-renewal Work
Some of the Paid Services are offered as a subscription that may consist of an initial period, for which there will be an initial charge, followed by recurring period charges as agreed to by you (“Membership Services”). If you choose a Membership Service, your Payment Method will be charged the then-current applicable rate (including all applicable taxes and fees) on the date that you sign up for such Membership Service. This date is your “Billing Date.” The applicable fee will automatically renew, meaning your Payment Method will be automatically charged the then-current applicable rate for the Membership Service during each subsequent month until you Pause or Cancel (each as defined below) the Membership Service or terminate your Account. Recurring charges will occur on a going-forward basis each month on or about the same date as your Billing Date (however, if your Billing Date does not exist in a given month, you will be billed on or around the last day of that month). The period between your Billing Dates is referred to as a “Billing Period.” As of your first Billing Date, the Membership Services are available to you, subject to these Terms. Your Account will remain active and you will remain eligible to participate in the Membership Services for subsequent Billing Periods after we successfully receive your payment for each applicable Billing Date. If you do not want to continue to be charged on a recurring monthly basis, you must Cancel or Pause the applicable Membership Service or terminate your Account before the end of the then-current Billing Period.
By choosing a recurring Membership Service, you acknowledge that such Paid Services have an initial and recurring payment feature and you accept responsibility for all recurring charges prior to cancellation. WE MAY SUBMIT PERIODIC CHARGES (E.G., MONTHLY) WITHOUT FURTHER AUTHORIZATION FROM YOU, UNTIL YOU PROVIDE PRIOR NOTICE (RECEIPT OF WHICH IS CONFIRMED BY US) THAT YOU HAVE TERMINATED THIS AUTHORIZATION OR CANCELLED OR PAUSED THE SERVICES OR YOUR ACCOUNT. Such notice will not affect charges that have already been submitted or are in process.
To change your Payment Method, go to your account portal. To delete a Payment Method or terminate your payment authorization, contact us at email@example.com or go to your account portal. For information on how to Pause or Cancel your account, see below.
Information Provided by Customers
You must provide current, complete, and accurate information for your Billing Account. You must promptly update all information to keep your Billing Account current, complete, and accurate (such as a change in billing address, credit card number, or credit card expiration date). If your Payment Method is canceled for any reason (e.g., for loss or theft) or if you become aware of a potential breach of security, such as the unauthorized disclosure or use of your User ID or password, you must promptly notify us and update your Payment Method. Changes to such information can be made in your account portal. IF YOU FAIL TO PROVIDE ANY OF THE REQUIRED INFORMATION OR KEEP SUCH INFORMATION UP-TO-DATE, YOU AGREE AND ACKNOWLEDGE THAT WE MAY CONTINUE CHARGING YOU USING ANY PAYMENT METHOD YOU HAVE ON RECORD, FOR ANY USE OF PAID SERVICES UNDER YOUR BILLING ACCOUNT, UNLESS YOU HAVE CANCELLED OR PAUSED YOUR PAID SERVICES OR TERMINATED YOUR ACCOUNT IN ACCORDANCE WITH THESE TERMS.
If the amount to be charged to your Billing Account varies from the amount you preauthorized (other than due to the imposition or change in the amount of state taxes), we shall provide notice of the amount to be charged and the date of the charge before the scheduled date of the transaction. Any agreement you have with your payment provider will govern your use of your Payment Method. You agree that we may accumulate charges incurred and submit them as one or more aggregate charges during or at the end of each Billing Period.
Your non-termination or continued use of a Membership Service reaffirms that we (and/or our Payment Processor) are authorized to charge your Payment Method for that Membership Service. We may submit those charges for payment and you will be responsible for such charges. This does not waive our right to seek payment directly from you. Your charges may be payable in advance, in arrears, per usage, or as otherwise described when you initially selected to use the Membership Service.
Pausing and Cancelling Services
How to Pause a Membership Service
We may, but are not obligated to, permit you to put your Membership Service on hold for one or more Billing Periods (a “Pause”). If you wish to Pause your Membership Service, you must return each Product still in your possession by your next Billing Date, in accordance with these Terms, for the Pause to go into effect. If you do not return each Product in your possession prior to your next Billing Date, your Membership Service will not be Paused and you will continue to be charged for the Membership Service. Once Paused, we will provide notice to you on or before the date that your Membership Service reactivates. You can reactivate your Membership Service during a Pause at any time prior to the set date of reactivation, and that the date on which you manually reactivate your Membership Service will become your new Billing Date. Please see our FAQ Section for more information regarding Pauses (including how to initiate a Pause or reactivate your Membership Service).
How to Cancel your Account or a Membership Service
You may terminate your Account or your Membership Service (“Cancel”) at any time. If you Cancel your Membership Service, you may use the Membership Service until the end of your then-current Billing Period and your membership will not be renewed after the expiration of your then-current Billing Period. You must return all Products in your possession in accordance with these Terms no later than thirty (30) days of the expiration of your then-current Billing Period to avoid incurring product replacement charges. Please see our FAQ Section for more information regarding how to Cancel your Account or your Membership Service.
Please note that you will not receive any refunds for amounts already paid for the Membership Services, and you will still be responsible for payment of any fees or charges (including, without limitation, all Rental Fees) incurred by you prior to termination of your Membership Service. Membership Services cannot be terminated before the end of the Billing Period for which you have already paid, and except as expressly provided in these terms, Completing the Puzzle will not refund any fees that you have already paid.
Completing the Puzzle is also free to suspend, limit, or terminate your access to or use of the Services or your Account, for any reason in our discretion, including your breach of these Terms.
The following provisions survive expiration or termination of these Terms (or your Account): “Changes,” “Late Fees,” “Completing the Puzzle Packaging,” “Returns, Extensions, Shipping and Lost Items,” “Your Content,” “Use Restrictions,” “Use of your Content,” “Limitation of Liability,” “Disclaimer of Warranties,” “Indemnity,” “Assignment,” “Choice of Law,” “Arbitration Agreement,” “Taxes,” “Waiver; Severability,” and “Entire Agreement.”
Free trials and Promotions
Any free trial or other promotion that provides access to a Paid Service must be used within the specified time of the trial. At the end of your free trial or promotion, you will be signed up to use the applicable Paid Service and charged in accordance with these Terms, unless you Cancel the Paid Service in accordance with these Terms. Please note that any payment terms presented to you in the process of using or signing up for a free trial or other promotion are deemed part of these Terms.
The following additional terms and conditions apply to the sale, use, and redemption of Completing the Puzzle electronic-only “digital” gift cards and gift credits (collectively, “Gift Cards”). Purchase and use of a Gift Card constitutes acceptance of these terms. In addition to the terms in this Section, the purchase, use, and redemption of Gift Cards is considered part of the Services subject to these Terms generally.
Redemption and Use
Gift Cards may be purchased online. Gift Cards are redeemable only for eligible Services. Limits may apply to Gift Card redemption and use at Completing the Puzzle’s discretion, and as stated in the Services or on the Gift Card packaging. A Gift Card cannot be used to purchase other Gift Cards. When a Gift Card is redeemed, the value of the subcription plus any shipping/handling fees and sales tax will be deducted from the currently available Gift Card balance. Gift card recipients must become a Completing the Puzzle member and provide a credit card in order to redeem a gift card.
Additional Terms for Digital Gift Cards
Digital Gift Cards are only issued electronically; no physical card will be provided. The digital Gift Card number will be delivered to the recipient’s email address that the purchaser provides at time of purchase of the digital Gift Card. Purchaser is responsible for providing an accurate and deliverable recipient email address. Recipients will usually receive a digital Gift Card via email within 24 hours, or on the delivery date the purchaser chooses. Digital Gift Cards may be redeemed by providing the digital Gift Card number at the time of checkout online on our Services.
Expiration and Fees
Gift Cards expire after 5 years and are not subject to any fees. Gift Cards are not redeemable or exchangeable for cash (except as required by law). Gift Cards cannot be reloaded and are not refundable. Gift Cards cannot be transferred for value.
Lost, Stolen, or Damaged Cards; Unauthorized Use
You should treat your Gift Card like cash and protect it accordingly. Title to and risk of loss for Gift Cards passes to the purchaser upon sale. Completing the Puzzle reserves the right to refuse to accept Gift Cards that Completing the Puzzle believes were fraudulently or illegally obtained. Completing the Puzzle is not responsible if a Gift Card is lost, stolen, destroyed, damaged, or used without permission. Gift Cards will be replaced if lost, stolen, or damaged only with proof of purchase and only for the value shown on Completing the Puzzle’s records. Completing the Puzzle is not responsible if your Gift Card is used without your permission.
LIMITATION OF LIABILITY
IN ADDITION TO THE GENERAL “LIMITATIONS OF LIABILITY” SECTION SET FORTH BELOW, IN THE EVENT THAT COMPLETING THE PUZZLE IS FOUND LIABLE TO YOU FOR A CLAIM ARISING FROM A GIFT CARD, YOUR SOLE AND EXCLUSIVE REMEDY WILL BE TO RECOVER ACTUAL AND DIRECT DAMAGES WHICH SHALL NOT EXCEED THE LAST BALANCE HELD ON YOUR GIFT CARD.
Ownership and Use of Intellectual Property
We and/or our suppliers and licensors own the Products and Services (including related software, code, data, and information relating thereto), and proprietary methods and systems used to provide the Services (collectively, “Our Property”), the materials, text, graphics, data, articles, photos, images, illustrations, information, and other content made available or displayed by us through the Services (collectively, “Our Materials”), and certain of the trademarks, service marks, names, and logos, including, but not limited to, Completing the Puzzle (“Marks,” and together with Our Property and Our Materials, collectively, “Content”). You agree and acknowledge that the Content is: (i) subject to other intellectual property and proprietary rights and laws, and (ii) owned by us or our suppliers and licensors. Except as expressly permitted in these Terms, Content may not be copied, modified, reproduced, republished, posted, transmitted, sold, offered for sale, redistributed, or otherwise used in any way without our prior written permission and the prior written permission of our applicable licensors.
You promise to abide by all copyright notices, trademark rules, information, and restrictions contained in or attached to any Content, and that you won’t use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell, commercialize, or otherwise exploit for any purpose any Content. You may not modify, publish, transmit, participate in the transfer or sale of, reproduce (except as expressly provided in these Terms), create derivative works based on, or otherwise exploit any of the Content or Services. You may not use our trade names, trademarks, service marks, or logos in connection with any product or service that is not ours, or in any manner that is likely to cause confusion. Nothing contained on the Site should be construed as granting any right to use any trade names, trademarks, service marks, or logos without the express prior written consent of the owner.
Anything that you post, upload, share, store, provide, or otherwise make available through the Services is a “User Submission.” We do not guarantee any confidentiality with respect to your User Submissions, and they may be viewable by others. You are solely responsible for all User Submissions that you submit or otherwise provide to the Services. You represent that (a) all of your User Submissions are accurate, complete, up-to-date, and in compliance with these Terms and all applicable laws, rules, and regulations, and (b) you own or have the necessary rights, licenses, consents, and permissions, without the need for any permission from or payment to any other person or entity, to exploit and to authorize us to exploit your User Submissions in all manners contemplated by these Terms. You waive all moral rights in User Submissions which may be available to you in any part of the world and confirm that no such rights have been asserted. No User Submissions will be subject to any obligation, whether of confidentiality, attribution or otherwise, on our part and we will not be liable for any use or disclosure of any User Submissions.
In addition, if you provide to us any ideas, proposals, suggestions, or other materials (“Feedback”), whether related to the Services or otherwise, such Feedback will be deemed a User Submission, and you hereby acknowledge and agree that such Feedback is not confidential, and that your provision of such Feedback is gratuitous, unsolicited, and without restriction, and does not place Completing the Puzzle under any fiduciary or other obligation.
You hereby grant to Completing the Puzzle and our affiliates a perpetual, non-exclusive, irrevocable, fully-paid, royalty-free, sub-licensable (through multiple tiers), and transferable (in whole or part) worldwide license to use, edit, truncate, aggregate, reproduce, transmit, display, exhibit, distribute, prepare, index, comment on, modify, create derivative works of, display, perform, and otherwise fully exploit User Submissions in connection the Services and our (and our successors’ and assigns’) businesses, including without limitation for promoting, marketing, advertising, and redistributing part or all of the Site or the Services (and derivative works thereof) in any media formats (whether now existing or hereafter created or discovered) and through any media channels, whether now existing or hereafter created or discovered (including, without limitation, third-party websites and feeds).
You represent, warrant, and agree that you will not post, upload, share, store, provide, or otherwise make available any User Submission, otherwise access or use the Content, Products or Services or interact with the Services in a manner that:
Infringes, misappropriates, or otherwise violates the intellectual property rights or any other rights of anyone else (including Completing the Puzzle);
Violates any law, rules, or regulation, including, without limitation, any applicable export control laws or privacy laws;
Is dangerous, harmful, fraudulent, deceptive, threatening, harassing, defamatory, libelous, tortious, obscene, indecent, pornographic, vulgar, unlawful, hateful, or threatening to any group defined by race, religion, gender, national origin, or sexual orientation or otherwise offensive or objectionable, or is for any commercial purpose or is used for any purpose not reasonably intended by Completing the Puzzle;
Jeopardizes the security of your or any other Completing the Puzzle user’s Account (such as by allowing someone else to log in to your Account);
Attempts, in any manner, to obtain the Completing the Puzzle User ID, password, Account, or other security information of or from any other Completing the Puzzle user or impersonates any other person, including but not limited to a Completing the Puzzle representative;
Violates the security of any computer network, or cracks any passwords or security mechanisms or encryption codes, or introduces viruses, worms, Trojan horses, spyware, or other computer code, file, or program that is potentially harmful or invasive or intended to damage or hijack the operation of, or to monitor the use of, any hardware, software, or equipment;
Runs a “Maillist,” “Listserv,” any form of auto-responder, or “spam” on the Services, or any processes that run or are activated while you are not logged into the Services, or that otherwise interferes with the proper working of the Services (including by placing an unreasonable load on the Services’ infrastructure);
Restricts or prohibits any other person from using the Services;
Frames or mirrors any portion of the Services, or otherwise incorporates any portion of the Services into any product or service, without our express prior written consent;
Removes or obscures any copyright, trademark, or other proprietary notice from the Services;
Uses any robot, spider, site search/retrieval application, or other manual or automatic device to retrieve, index, “scrape,” “data mine,” or otherwise gather Site content, or reproduce or circumvent the navigational structure or presentation of the Site, without our express prior written consent. Notwithstanding the foregoing, and subject to compliance with any instructions posted in the robots.txt file located in the Site’s root directory, Completing the Puzzle grants to the operators of public search engines permission to use spiders to copy materials from the Site for the sole purpose of (and solely to the extent necessary for) creating publicly available, searchable indices of such materials, but not caches or archives of such materials. Completing the Puzzle reserves the right to revoke such permission either generally or in specific cases, at any time and without notice;
Systematically copies or stores any portion of the Content;
Decompiles, reverse engineers, disassembles or otherwise attempts to obtain the source code or underlying ideas or information of or relating to the Products or Services, except to the extent that such restriction is expressly prohibited by applicable law;
Displays material that exploits children under 18 years of age or posts, collects, or discloses any personal information (including names) or private information about such children; or
Posts or transmits any unsolicited advertising, promotional materials, or any other forms of solicitation, including without limitation solicitations of credit card numbers, solicitations for sponsors, or promotion of raffles or contests or any other businesses or services.
You are also responsible for obtaining, maintaining, and paying for all hardware and all telecommunications and other services needed to access or use the Services. A violation of any of the foregoing is grounds for termination of your right to use or access the Services.
Third Party Materials
Certain Services functionality may contain links or connections to, or otherwise make available access to, third-party websites, services, information, services, products, or other materials that are not owned or controlled by Completing the Puzzle (“Third Party Materials”), or allow for the routing or transmission of such Third Party Materials, including via links. When you access or use any Third Party Materials, you are directing us to access, route and transmit to you the applicable Third Party Materials. Your use of Third Party Materials is at your own risk and is subject to any additional terms, conditions, and policies applicable to such Third Party Materials (such as terms of service or privacy policies of the providers of such Third Party Materials).
If there is a dispute between participants on this site or Services, or between users and any third party, including in connection with any Third Party Materials, you agree that Completing the Puzzle is under no obligation to become involved and you are solely responsible for such disputes.
Ratings and Reviews
Our Services may allow you to rate and post reviews of Products. Any ratings or reviews provided by you are considered User Submissions and are governed by these Terms. Ratings and reviews are not endorsed by Completing the Puzzle, and do not represent the views of Completing the Puzzle or of any affiliate or partner of Completing the Puzzle. Completing the Puzzle does not assume liability for any ratings and reviews or for any claims, liabilities, or losses resulting from or relating to ratings or reviews. We reserve the right to modify, remove, or exclude any rating and/or review for any reason at any time, without notice.
Copyright Infringement Claims
The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that materials available on the Services infringe your copyright, you (or your agent) may send to Completing the Puzzle a written notice by mail, email, or fax, requesting that Completing the Puzzle remove such material or block access to it. If you believe in good faith that someone has wrongly filed a notice of copyright infringement against you, the DMCA permits you to send to Completing the Puzzle a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA. See http://www.copyright.gov/ for details. Notices and counter-notices must be sent in writing to Completing the Puzzle as follows: by mail to Completing the Puzzle., 2901 Barton Skyway, #1002, Austin, Texas, 78746; by email to firstname.lastname@example.org; or by phone via 410-913-4420.
LIMITATION OF LIABILITY
TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE) SHALL ANY OF THE COMPLETING THE PUZZLE PARTIES (AS DEFINED BELOW) BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING DAMAGES FOR LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF DATA, LOSS OF GOODWILL, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, (B) ANY SUBSTITUTE PRODUCTS, SERVICES OR TECHNOLOGY, (C) ANY AMOUNT, IN THE AGGREGATE, IN EXCESS OF THE GREATER OF (I) ONE-HUNDRED ($100) U.S. DOLLARS OR (II) THE AMOUNTS PAID BY YOU TO COMPLETING THE PUZZLE IN CONNECTION WITH THE SERVICES IN THE TWELVE (12)-MONTH PERIOD PRECEDING THE FIRST EVENT GIVING RISE TO A CLAIM OR (D) ANY MATTER BEYOND OUR REASONABLE CONTROL. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL OR CERTAIN OTHER DAMAGES, SO THE ABOVE LIMITATION AND EXCLUSIONS MAY NOT APPLY TO YOU. THIS LIMITATION OF LIABILITY DOES NOT APPLY TO NEW JERSEY RESIDENTS OR TRANSACTIONS. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE COMPLETING THE PUZZLE PARTIES DO NOT MAKE ANY EXPRESS OR IMPLIED WARRANTIES OR REPRESENTATIONS WITH RESPECT TO THE SERVICES AND THE COMPLETING THE PUZZLE PARTIES SHALL NOT BE LIABLE FOR ANY INTERRUPTIONS OR ERRORS RELATED THERETO.
DISCLAIMER OF WARRANTIES
Neither Completing the Puzzle nor its licensors, suppliers, partners, parent, subsidiaries, or affiliated entities, and each of their respective officers, directors, members, employees, consultants, contract employees, representatives, and agents, and each of their respective successors and assigns (Completing the Puzzle and all such parties together, the “Completing the Puzzle Parties”) make any representations or warranties concerning the Services, including without limitation regarding any content contained in or accessed through the Services or any Products, and the Completing the Puzzle Parties will not be responsible or liable for the accuracy, copyright compliance, legality, or decency of material contained in or accessed through the Services or any claims, actions, suits procedures, costs, expenses, damages, or liabilities arising out of or in any way related to your participation in or use of the Services. We make no warranty that the Products or Services will meet your requirements, or that the Services will be uninterrupted, timely, secure, or error free; nor do we make any warranty as to the results that may be obtained from the use of the Products, or Services, or that defects in the Products or Services will be corrected. The Services may become unavailable due to maintenance or malfunction of computer equipment or other reasons. You understand and agree that you will be solely responsible for any damage to your computer or loss of data that results from the download of any material in any way related to the Services and/or our Content. No advice or information, whether oral or written, obtained by you from us through the Services or otherwise will create any warranty, representation, or guarantee not expressly stated in these Terms.
TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, THE SERVICES, PRODUCTS, CONTENT, AND ANY THIRD PARTY MATERIALS ARE PROVIDED BY COMPLETING THE PUZZLE (AND ITS LICENSORS AND SUPPLIERS) ON AN “AS-IS,” “WHERE IS,” AND “AS AVAILABLE” BASIS, AND COMPLETING THE PUZZLE HEREBY DISCLAIMS ALL REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT USE OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
Completing the Puzzle may from time to time engage third-party couriers (“Couriers”) to facilitate delivery of Products. Couriers are independent contractors and not employees, partners, agents, joint ventures, or franchisees of Completing the Puzzle. Completing the Puzzle shall not be liable or responsible for any delivery services provided by Couriers, or any errors or misrepresentations made by any of them. If you opt to have Products delivered by Courier, you agree to bear responsibility for receipt of Products shipped to the delivery location specified at time of check out. Completing the Puzzle highly recommends that you provide a secure location where you can physically receive Product(s) (including from a Courier), and Completing the Puzzle does not bear liability for Products left unattended, by you, a Courier, or otherwise. You hereby acknowledge that Completing the Puzzle does not supervise, direct, control, or monitor a Courier’s provision of services. Any interactions or disputes between you and a courier are solely between you and that courier. Completing the Puzzle and its licensors shall have no liability, obligation or responsibility for any interaction between you and any courier.
Consent to Receive Periodic Messages
By using the Services, you consent to receiving communications from us, including informational text messages (such as for purposes of notifying you about the status of your order, sending you reminders, facilitating secondary authentication, and providing other transactional information) to the phone number that you provide by any means, including through an automated telephone number dialing system. You represent and warrant that you are the owner of the phone number that you provide when you create an Account. Standard text messaging and data rates charged by your mobile carrier may apply to the text messages we send you, and any and all such charges, fees, taxes, or costs are your sole responsibility. You may opt out of receiving communications by following the unsubscribe procedures we provide to you. In the case of text messages, you may opt out by replying "STOP" to a text message you receive from us or by emailing email@example.com. You acknowledge that opting out of receiving communications may impact your use of the Services. Please note also that you will need to opt out of communications for each Service that you sign up for. You agree to indemnify and hold Completing the Puzzle harmless from and against any and all claims, liabilities, damages (actual and consequential), losses and expenses (including attorneys’ fees) arising from or in any way related to your breach of the foregoing.
You are responsible for complying with United States export controls and for any violation of such controls, including any United States embargoes or other federal rules and regulations restricting exports. You represent, warrant and covenant that you are not (a) located in, or a resident or a national of, any country subject to a U.S. government embargo or other restriction, or that has been designated by the U.S. government as a “terrorist supporting” country; or (b) on any of the U.S. government lists of restricted end users.
You agree to indemnify and hold the Completing the Puzzle Parties harmless from and against any and all claims, liabilities, damages (actual and consequential), losses, fees, and expenses (including attorneys’ fees) arising from or in any way related to any claims, suit, action, or demand (“Claims”) relating to (i) your access to and use of the Services (including any actions taken by a third party using your account) and any Products rented from us (including any failure to return such Products), (ii) your User Submissions, (iii) your violation of these Terms, or any applicable law, rules, or regulation, (iv) your infringement, misappropriation, or other violation of any third-party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right, and (v) any dispute or issue between you and any third party, including any Courier, Product merchant, or other third party. In the event of such Claim, we will attempt to provide notice of the Claim to the contact information we have for your account (provided that failure to deliver such notice shall not eliminate or reduce your indemnification obligations hereunder).
You may not assign, delegate or transfer these Terms or your rights or obligations hereunder, or your Account, in any way (including by operation of law or otherwise) without Completing the Puzzle's prior written consent. We may transfer, assign, or delegate these Terms and our rights and obligations (in whole or in part) without your consent or notice to you.
Choice of Law
These Terms are governed by and will be construed under the laws of the United States (including federal arbitration law) and the laws of the State of Texas, without regard to the conflicts of laws provisions thereof.
Please read the following Arbitration Agreement carefully (subsections (a) though (f) below will be referenced herein as the “Arbitration Agreement”) because it requires you to arbitrate certain disputes and claims with Completing the Puzzle and limits the manner in which you can seek relief from Completing the Puzzle. Both you and Completing the Puzzle acknowledge and agree that for the purposes of any dispute arising out of or relating to the subject matter of these Terms, Completing the Puzzle's officers, directors, employees, and independent contractors (“Personnel”) are third-party beneficiaries of these Terms, and that upon your acceptance of these Terms, Personnel will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as the third-party beneficiary hereof.
(a) Arbitration Rules; Applicability of Arbitration Agreement. The parties shall use their best efforts to settle any dispute, claim, question, or disagreement arising out of or relating to the subject matter of these Terms directly through good-faith negotiations, which shall be a precondition to either party initiating arbitration. If such negotiations do not resolve the dispute, such dispute shall be finally settled by binding arbitration in accordance with this Arbitration Agreement. The arbitration will proceed in the English language, in accordance with the American Arbitration Association under its Consumer Arbitration Rules, as amended by this Arbitration Agreement (the “Rules”) then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes. The Consumer Arbitration Rules are available online at https://www.adr.org/sites/default/files/CommercialRules_Web_FINAL_2.pdf. The arbitrator will conduct hearings, if any, by teleconference or videoconference, rather than by personal appearances, unless the arbitrator determines upon request by you or by us that an in-person hearing is appropriate. Any in-person appearances will be held at a location which is reasonably convenient to both parties with due consideration of their ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, such determination should be made by the AAA or by the arbitrator. The arbitrator’s decision will follow the terms of this Agreement and will be final and binding. The arbitrator will have authority to award temporary, interim or permanent injunctive relief or relief providing for specific performance of this Agreement, but only to the extent necessary to provide relief warranted by the individual claim before the arbitrator. The award rendered by the arbitrator may be confirmed and enforced in any court having jurisdiction thereof. Notwithstanding any of the foregoing, nothing in this Agreement will preclude you from bringing issues to the attention of federal, state, or local agencies and, if the law allows, they can seek relief against us for you.
(b) Class Action Waiver. You agree that any arbitration under these Terms will take place on an individual basis; class arbitrations and class actions are not permitted and you are agreeing to give up the ability to participate in a class action. Notwithstanding anything to the contrary in this Arbitration Agreement or any other provision of these Terms or in the American Arbitration Association’s Consumer Arbitration Rules, disputes regarding the enforceability, revocability, or validity of the foregoing class action waiver may be resolved only by a civil court of competent jurisdiction and not by an arbitrator. In any case in which (i) the dispute is filed as a class, collective, or representative action, and (ii) there is a final judicial determination that all or part of such class action waiver is unenforceable, then the class, collective, and/or representative action, to that extent, must be litigated in a civil court of competent jurisdiction, but the portion of such class action waiver that is enforceable shall be enforced in arbitration.
(c) Small Claims Court; Infringement. Notwithstanding the foregoing obligation to resolve disputes using arbitration, both you and Completing the Puzzle may assert claims, if they qualify, in small claims court in Travis County, Texas or any United States county where you live or work. Furthermore, both you and Completing the Puzzle will have the right to pursue injunctive or other equitable relief at any time, from any court of competent jurisdiction, to prevent the actual or threatened infringement, misappropriation, or violation of a party's copyrights, trademarks, trade secrets, patents, or other intellectual property rights.
(d) Waiver of Jury Trial. You and Completing the Puzzle are each waiving the right to trial by a jury and instead choosing to have claims and disputes resolved by arbitration. Except for disputes that qualify for small claims court, all disputes arising out of or related to these Terms or any aspect of the relationship between you and Completing the Puzzle, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, will be resolved pursuant to this Arbitration Agreement. Except as provided above regarding the class action waiver, such disputes include, without limitation, disputes arising out of or relating to interpretation or application of this arbitration provision, including the enforceability, revocability or validity of the arbitration provision or any portion of the arbitration provision. All such matters shall be decided by an arbitrator and not by a court or judge. However, as set forth above, the preceding arbitration requirement shall not apply to disputes to the extent relating to the interpretation or application of the class action waiver above, including its enforceability, revocability, or validity.
(e) Exclusive Venue. In any circumstances where the foregoing Arbitration Agreement permits either you or Completing the Puzzle to litigate any dispute arising out of or relating to the subject matter of these Terms in court, then the foregoing Arbitration Agreement will not apply to either party, and both you and Completing the Puzzle agree that any judicial proceeding (other than small claims actions) will be brought in the state or federal courts located in Travis County, Texas.
(f) Severability. If the prohibition against class actions and other claims brought on behalf of third parties contained above is found to be unenforceable, then all of the preceding language in this Arbitration Agreement section will be null and void. This Arbitration Agreement will survive the termination of your relationship with Completing the Puzzle.
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 material that is harmful to minors. Information identifying current providers of such protections is available from https://en.wikipedia.org/wiki/Comparison_of_content-control_software_and_providers. Please note that Completing the Puzzle does not endorse any of the products or services listed on such site.
You will be responsible for paying, withholding, filing, and reporting all federal, state, and local goods and services taxes, duties, customs, duties, levies, and other governmental assessments associated with your activity in connection with the Services (including any purchase or rental of any Products and Membership Services), provided that Completing the Puzzle may, in its sole discretion, do any of the foregoing on your behalf or for itself as it sees fit.
The failure of either you or us to exercise, in any way, any right herein shall not be deemed a waiver of any further rights hereunder. If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated, to the minimum extent necessary, so that these Terms shall otherwise remain in full force and effect and enforceable.
There may be delays, omissions, or inaccuracies in the Services, including the Content. The Services may become unavailable due to maintenance or malfunction of computer equipment or other reasons. You agree that Completing the Puzzle is not, and will not be, liable for any such delays, omissions, inaccuracies, or unavailability.
You and Completing the Puzzle agree that these Terms are the complete and exclusive statement of the mutual understanding between you and Completing the Puzzle, and that these Terms supersede and cancel all previous written and oral agreements, communications, and other understandings relating to the subject matter of these Terms. You hereby acknowledge and agree that you are not an employee, agent, partner, or joint venture of Completing the Puzzle, and you do not have any authority of any kind to bind Completing the Puzzle in any respect whatsoever.
Notice to New Jersey Consumers
If you are a consumer residing in New Jersey, the following provisions of these Terms do not apply to you (and do not limit any rights that you may have) to the extent that they are unenforceable under New Jersey law: (a) the disclaimer of liability for any indirect, incidental, consequential, special, exemplary, or punitive damages of any kind (for example, to the extent unenforceable under the New Jersey Punitive Damages Act, New Jersey Products Liability Act, New Jersey Uniform Commercial Code, and New Jersey Consumer Fraud Act; (b) the limitations of liability for lost profits or loss or misuse of any data (for example, to the extent unenforceable under the New Jersey Identity Theft Protection Act and New Jersey Consumer Fraud Act); (c) application of the limitations of liability to the recovery of damages that arise under contract and tort, including negligence, strict liability, or any other theory (for example, to the extent such damages are recoverable by a consumer under New Jersey law, including the New Jersey Products Liability Act); (d) the requirement that you indemnify the Completing the Puzzle Parties (for example, to the extent the scope of such indemnity is prohibited under New Jersey law); and (e) the New York governing law provision (for example, to the extent that your rights as a consumer residing in New Jersey are required to be governed by New Jersey law).
Information or Complaints
If you have any questions or complaints regarding the Services or about these Terms, you may contact us at firstname.lastname@example.org. For any questions related to Services or Products, please contact us at email@example.com. Please note that email communications will not necessarily be secure; accordingly you should not include credit card information or other sensitive information in your email correspondence with us. California residents may reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by mail at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.