Terms of Use

Overview

Welcome to the Benicci website. The following terms and conditions (the "Terms," “Agreement”) outlined herein constitute a legally binding agreement between you and Benicci; owned and operated by Benicci Inc., its subsidiaries, affiliates, partners, representatives, and officers (collectively referred to as "Benicci," "us," "we," or "our") and govern your access, use of and purchase of products from the Benicci website at https://benicci.com/ and any Benicci’s brand mobile application and other platforms (collectively, the “Site”), that may be made available to you for your access to the services that we offer.

By visiting our site and/ or purchasing something from us, you hereby agree to be bound by the Terms herein as it applies to your purchase or use of any products offered on the site. By accessing and/or using the Site, you represent and warrant that you have the capacity to enter into the agreement and to abide by all of the terms and conditions set forth herein. You may not access or use this website, subscribe to our newsletter or accept this agreement unless you agree with the terms herein. If you do not agree with all provisions of this agreement, please do not access and/or use the Site, sign up for our newsletter, or purchase products through the Site.

We are only willing to provide the Service to parties that have accepted all the terms and conditions herein these Terms. Please, read these Terms and any additional terms applicable to your use of the Site or the Services before using it.

By accessing or using the Services either as a registered user or not, you confirm your agreement to be bound by these Terms. These Terms expressly supersede prior agreements or arrangements with you regarding the use of the Services.

IMPORTANT ARBITRATION NOTICE: THESE TERMS CONTAIN DISCLAIMERS OF WARRANTIES AND LIMITATIONS OF LIABILITIES INCLUDING ARBITRATION AND CLASS ACTION WAIVER PROVISIONS THAT WAIVE YOUR RIGHT TO A COURT HEARING, RIGHT TO A JURY TRIAL, AND RIGHT TO PARTICIPATE IN A CLASS ACTION.  ARBITRATION IS MANDATORY AND IS THE EXCLUSIVE REMEDY FOR ANY AND ALL DISPUTES ARISING OUT OF YOUR USE OF OUR SERVICE UNLESS TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAWS.  BY ENTERING THIS AGREEMENT, YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND ALL OF THE TERMS OF THIS AGREEMENT AND HAVE TAKEN TIME TO CONSIDER THE CONSEQUENCES OF THIS IMPORTANT DECISION.

  1. Changes to this Agreement

We may modify these Terms at any time, at our sole discretion as they are subject to change. If we do so, we will let you know either by posting the modified Terms on the Service (“Amendment Notice. It’s important that you review the Terms whenever we modify them because if you continue to use the Services after we have posted modified Terms on the platform, you are indicating to us that you agree to be bound by the modified Terms.

The contents of this website may include technical inaccuracies or typographical errors. We may publish changes to the contents at any time without prior notice to you. We may also make improvements and/or changes in the products and services and/or the features described herein at any time without prior notice to you. We shall have the right to revise and edit these contents at any time. By linking, accessing, browsing, and/or using this site, you agree to be bound by any such revisions.

Because our Services are evolving over time we may change or discontinue all or any part of the Services, at any time and without notice, at our sole discretion.

PLEASE READ THESE TERMS CAREFULLY BEFORE ACCESSING OR USING THE SERVICES.

  1. Account: registration and acceptance

In order to access and use certain features of the Services, you may be required to create and maintain a user account ("Account"). You will be required to choose a username and specify a password when creating an account.

By creating an account, you are expected to provide us with accurate and complete registration information (including but not limited to your email address, and payment information,). You may also be required to provide some more information from time to time and you agree to provide Benicci with such information as may be required of you from time to time. You will also keep your registration information accurate and up-to-date.

You agree that you shall not impersonate or misrepresent your identity with any person or entity, including by using another person's login, password, or other account information without authorization from such person or entity.

You are solely responsible for maintaining the privacy of your password and account, and you are solely responsible for all activity conducted via your account by you or by anyone who uses it. You agree to keep your password secure at all times. You must notify us immediately if you believe that your account password has been compromised.

Benicci will not be responsible to you or any other party for any loss that may arise from the unauthorized use of your account, whether with or without your knowledge. You also agree to indemnify and hold us harmless for any losses incurred by Benicci or any other party as a result of someone else making use of your account as a result of your failure to safeguard your account.

  1. Intellectual property, copyrights and trademarks

Intellectual property: All the content included on our website, including, but not limited to, images, illustrations, text, scripts, graphics, audio clips, video clips, and other interactive features made available to you on the Site, logos, trademarks, and service marks contained herein, are owned by Benicci. Other service marks, logos, and names on this Site are the property of their respective owners. Any use of the Site or the contents made available to you on the Site other than as specifically authorized herein, without our prior written permission, is strictly prohibited and will terminate the license granted herein. Such unauthorized use may also violate applicable laws including without limitation copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated herein, nothing in these Terms shall be construed as conferring any license to intellectual property rights, whether by estoppel, implication, or otherwise. This license is revocable by Benicci at any time without notice and with or without cause.

Permitted use: Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-sublicensable, revocable, non-transferable license to access and use the Site subject to the Terms of this Agreement. Any rights not expressly granted herein are reserved by us.

You may not: (i) remove any copyright, trademark, or other proprietary notices from any portion of the Site; (ii) reproduce, modify, prepare derivative works based upon, distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Site except as expressly permitted by us; (iii) decompile, reverse engineer or disassemble the Site except as may be permitted by applicable law; (iv) link to, mirror or frame any portion of the Site; or (v) cause or launch any programs or scripts for the purpose of scraping, indexing, surveying, or otherwise data mining any portion of the Site or unduly burdening or hindering the operation and/or functionality of any aspect of the Site.

        4. Intellectual property, copyrights and trademarks

4.1. Product Description: We make reasonable attempts to ensure that product descriptions are as accurate as possible. Also, while we have made reasonable attempts to accurately display the colors of products, the actual colors you see will depend on your monitor or mobile device and may not be accurate as intended by us. We do not accept liability for any loss of whatsoever nature or howsoever caused, arising directly or indirectly from the use of or reliance upon this website or any of the information it contains. Your sole remedy for a product not as described is to return it in unused condition.

4.2. Product Availability: We put in our best endeavors to ensure products ordered are available for delivery, and in most cases will notify you where a product is unavailable prior to you completing your order. However, you acknowledge that in some cases this is not possible and we may need to reject an order you have placed for a product where we establish that it is actually unavailable for delivery. In such case, we will refund in full all amounts you paid in respect of such unavailable product.

4.3. Product pricing: Although we make reasonable attempts to provide accurate pricing information about the products listed on our website; typographical errors and pricing mistakes may occur in pricing. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update price information and other information at any time without prior notice; including after you have submitted your order.

4.4. Order and Order Limitations: In our sole discretion, we reserve the right to refuse or cancel an order for any reason including errors in product pricing information, to avoid fraud, and to limit the quantities of any product that may be purchased on a per order or per person basis. By placing an order for products, you accept to pay for the products including applicable taxes and all shipping, and handling charges.

        5. Payment, tax, delivery of order and risk of loss

5.1. Payment: The total cost of your order and/or purchase shall be displayed to you on the checkout page. We must receive payment in advance before processing your order unless otherwise agreed in advance in writing. Payment for purchases on the website can be made using most major credit or debit cards, and by other online payment methods made available to you at the checkout page. If you make use of a credit/debit card to pay for your order, you must use your credit/debit card or a credit/debit card that you are otherwise authorized to use. All credit/debit cardholders are subject to validation checks by third parties and authorization by the card issuer. If the issuer of the card refuses to authorize payment or any other validation checks return adverse results, we will not accept your order and we will not be liable for any delay or non-delivery and, we are not obliged to inform you of the reason for the refusal.

5.2. Tax: Benicci will add applicable sales/use tax on orders as may be necessary. The total price of your order is inclusive of any applicable tax.

5.3. Order fulfillment and shipping: If you order Products for delivery then the terms that apply to that delivery will depend upon the Product(s) that you order, the delivery address and the delivery method you select. Please see our shipping and return policy for more information about our order fulfillment and shipping practices.

5.4. Order cancellation: To cancel an order, go to your order page and select the items you want to cancel. Order will not be cancelled if the products have left our facility and handed over to the shipping company. For more information about cancellation, please see our shippig and return policy.

  1. User representation and acceptable use

You hereby represent, warrant and agree that no materials of any kind submitted through your account or otherwise posted or shared by you through the service will be in violation of the rights of any third party, including but not limited to the copyright, trademark, publicity, privacy or other personal or proprietary rights.

Although we are committed to providing a safe user experience, we do not guarantee that the platform, or any content in it, will be safe, error-free or uninterrupted, or that it will be free from bugs or viruses. From time to time, access to the service may be interrupted, suspended, or restricted, including because of a fault, error or unforeseen circumstances, or scheduled maintenance. We shall not be liable to you for any loss or damage that you may suffer as a result of the service being unavailable at any time for any reason.

You agree, undertake and confirm that your use of the platform shall be strictly in accordance with the following binding guidelines:

6.1. You shall not host, display, upload, modify, publish, transmit, update or share any listing or information which:

  • is in violation of local, state, or federal laws or regulations;
  • belongs to another person and to which you do not have any right to make use of or promote an illegal or unauthorized property or copy of another person's content such as providing links to them, providing information about them;
  • is grossly harmful, harassing, blasphemous, defamatory, obscene, pornographic, paedophilic, libelous, invasive of another's privacy, hateful, or racially, ethnically objectionable, disparaging, relating or encouraging money laundering or gambling, or otherwise unlawful in any manner whatever; or,
  • is patently offensive to the online community, such as sexually explicit content, or content that promotes obscenity, pedophilia, racism, bigotry, hatred, or physical harm of any kind against any group or individual or provides material that exploits people in a sexual, violent, or otherwise inappropriate manner or solicits personal information from anyone;
  • Involves the transmission of "junk mail", "chain letters", or unsolicited mass mailing or "spamming" or contains any trojan horses, worms, time bombs, cancelbots, easter eggs, or other computer programming routines that may damage, detrimentally interfere with, diminish the value of, surreptitiously intercept or expropriate any system, data or personal information;
  • promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory, or libelous;
  • Provides instructional information about illegal activities such as making or buying illegal weapons, violating someone's privacy, or providing or creating computer viruses; contains video, photographs, or images of another person (with a minor or an adult);
  • tries to gain unauthorized access or exceeds the scope of authorized access to the Website or to profiles, blogs, communities, account information, bulletins, or other areas of the Website or solicits passwords or personal identifying information for commercial or unlawful purposes from other users.
  • Interferes with another user's use and enjoyment of the website or any other individual's user and enjoyment of similar services;
  • Refers to any website or URL that, in our sole discretion, contains material that is inappropriate for the Website or any other website, contains content that would be prohibited, or violates the letter or spirit of these Terms of Service.
  • Solicits gambling or engages in any gambling activity which we, in our sole discretion, believes is or could be construed as being illegal;

6.2. You shall not use any "deep-link", "page-scrape", "robot", "spider" or other automatic devices, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Platform or any Content, or in any way reproduce or circumvent the navigational structure or presentation of the website or any Content, to obtain or attempt to obtain any materials, documents or information through any means not purposely made available through the website.

6.3. You shall not attempt to gain unauthorized access to any portion or feature of the website, or any other systems or networks connected to the website or to any server, computer, network, or any of the services offered on or through the website, by hacking, password "mining" or any other illegitimate means.

6.4. You shall not abuse any discounts, coupons, or promotions by harvesting or farming discounts or coupons.

6.5. You shall not attempt to encourage, permit, or allow other users of the website to do anything that is prohibited or anything that violates the terms of this agreement.

6.6. You shall not use our website for fraudulent or illegal purposes, or in connection with a criminal offense or any other unlawful activity.

6.7. You shall not probe, scan or test the vulnerability of the website or any network connected to the Site nor breach the security or authentication measures on the website or any network connected to the Site. You may not reverse look-up, trace or seek to trace any information on any other user to site, or any other customer, including any account on the website not owned by you, to its source, or exploit the website or any service or information made available or offered by or through the website, in any way where the purpose is to reveal any information, including but not limited to personal identification or information, other than your own information, as provided for by Benicci.

6.8. You shall not attempt to obtain another user’s account username, password, or other security information.

6.9. You shall not conceal your true IP address or otherwise misrepresent or impersonate your identity.

6.10. You agree not to use any device, software, or routine to interfere or attempt to interfere with the proper working of the Platform or any transaction being conducted on the Platform, or with any other person's use of the Platform.

6.11. You shall not use our website for any other purpose that is other than what is intended by Benicci as described herein.

        7. How we communicate: consent to electronic transaction, communication and disclosures

To the fullest extent permitted by law, these Terms and Conditions and any other agreements, notices or other communications from Benicci to you regarding our services being offered ("Communications") may be provided to you electronically, and you consent and agree to receive Communications in an electronic form. Electronic Communications may be posted on the pages within the Benicci website and/or delivered to your email address.

Also, you expressly consent to be contacted by us, our agents, representatives, affiliates, or anyone calling on our behalf for any and all purposes, at any telephone number, or physical or electronic address you provide or at which you may be reached.

Opting-out and withdrawal of consent: You may withdraw your consent to receive Communications electronically by contacting us in the manner described below. If you withdraw your consent, from that time forward; we may still send you relevant information about your account and any transaction detail carried out between you and us. You further acknowledge and agree that opting out and withdrawing consent may impact your use of the Benicci service.

  1. Copyright infringement and DMCA notification

Benicci respects the intellectual property of others and asks its users of the platform to do the same. Benicci’ss Service may not be used to transmit, retransmit, distribute, post, or store any material that violates any rights of any person including rights protected by copyright, trade secret, patent, or other intellectual property or similar laws and/or regulations.

Benicci has established procedures for enforcing this statement which is designed to be in accord with the Digital Millennium Copyright Act of 1998 (the “DMCA”). If you believe that your copyrighted work has been copied and is accessible on any of Benicci’s Services in a way that constitutes copyright infringement, please notify us by sending us an email at care@benicci.com.

Notification of alleged copyright infringement

In order to be valid, the notification must be in writing and must contain the following information:

8.1. a description of the copyrighted content or other intellectual property that you claim has been infringed;

8.2. a statement by you that you have a good faith belief that the use of this content or intellectual property is not authorized and for which reason;

8.3. a detailed description of where this content or intellectual property is located on the Service, in order for us to find it;

8.4. your address, telephone number, and email address;

8.5. a signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;

8.6. a statement by you, made under penalty of perjury, that the above information provided by you in the notification is accurate and that you are the copyright or intellectual property owner or authorized to act on the behalf of the copyright or intellectual property owner.

Please note that (i) any person who knowingly misrepresents to Benicci that material is infringing shall be liable to Benicci and/or the alleged infringer for any damages (including costs and attorneys’ fees) suffered or incurred by Benicci and/or the alleged infringer as a result of Benicci’s reliance on such misrepresentation and removing or disabling access to such material. (ii) Similarly, any person who knowingly misrepresents to Benicci that the material was removed or access blocked by mistake or misidentification shall be liable to Benicci and/or the copyright owner or its authorized licensee for any damages (including costs and attorneys’ fees) suffered or incurred by Benicci and/or the copyright owner or its authorized licensee as a result of Benicci’s relying on such misrepresentation and replacing such removed or blocked material.

  1. User-generated content, reviews, comments, feedback and other submissions

We may permit you from time to time to submit, upload, publish or otherwise make available textual, audio, and/or visual content and information, including commentary and reviews related to the Services, or initiation of support requests ("User-generated Content").

You acknowledge and agree that Benicci provides this review system as a means through which users can share their comments, reviews and opinions about its products publicly, and Benicci does not monitor, contribute to, influence, or censor these opinions. Benicci does not generally investigate any user-generated content posted by users for accuracy or reliability and does not guarantee that any user-generated content is accurate. You also understand and agree that you are solely responsible for your user-generated content, including the accuracy of any user content, and are solely responsible for any legal action that may be instituted by other users or third parties as a result of or in connection with your user-generated content.

You may voluntarily post, submit or otherwise communicate to us any questions, comments, suggestions, ideas, original or creative materials or other information about Benicci or our Services (collectively, "Feedback"). You understand that we may use such feedback for any purpose, commercial or otherwise, without acknowledgement or compensation to you, including, without limitation, to develop, copy, publish, or improve the Benicci Services by using the feedback at Benicci’ss sole discretion.

You understand that your user-generated content shall be considered non-confidential and non-proprietary; and that by posting, inputting, uploading, sharing, providing, or otherwise submitting any user-generated content to the Benicci site, Benicci will treat such user-generated content as non-confidential. User hereby grants Benicci, its affiliates, and marketing partners, a worldwide, non-exclusive, royalty-free, perpetual, irrevocable right, sublicensable (through multiple tiers) and transferable right and license to reproduce, use, publish, distribute, translate, reformat, transmit, display, modify, create derivative works of and otherwise commercially exploit (including but not limited to over the Internet, broadcast television or any other uses or media {including any or all existing and future social media platforms}) such user-generated content, in whole or in part, including existing and future rights that Benicci (or its successor) may otherwise become entitled to that do not yet exist, as well as new uses, media, means and forms of exploitation throughout the universe exploiting current or future technology yet to be developed in the future all Content in connection with the sale of products through the Benicci Site and for the listing, advertising, marketing and promotion of such products, including without limitation, through the Benicci Site, third party websites, e-mail, social media or any other medium.

  1. Third-party website links and intellectual property

Some links on the website may allow you to leave the website. The linked websites are not in any way under the control of Benicci, and we are not responsible for the contents of any of such linked websites or any link contained in a linked site or any changes or updates to such websites.

Benicci is not responsible for any form of transmission sent or received from any linked website. We are providing these links to you only as a convenience, and the inclusion of any link does not imply affiliation, adoption, or endorsement by us of the website. Your use of any linked website is at your own risk and is subject to the terms of use and privacy policies located on such site.

You understand that any content or information made available or expressed by a third party on the Benicci platform is that of the respective owner(s) and not Benicci’ss. Benicci neither approves nor is responsible for the accuracy, currency or reliability of any content, opinion, information, advice or statement made on the website by anyone.

  1. Privacy

In the course of accessing and/or using the site and the Services that we offer; we may obtain certain information about you or you may be required to provide certain information to us. All uses of your information will be treated in accordance with our Privacy Policy which herein forms an integral part of these Terms. Please refer to our Privacy Policy for information on how we collect, use and disclose information from our users. If you use the Services and/or the site, and/or if you register for an account, you are accepting our Privacy Policy, which may be amended from time to time. If you do not agree to have your information used in any of the ways described in the Privacy Policy, you must discontinue the use of the website and the Services.

  1. Warranty disclaimer

Our website and services are provided “as available” and on an “as-is” basis. Benicci makes no warranties of any kind, expressed or implied. We strive to provide our site 24 hours a day 365 days a year, but we do not guarantee our website will always be available. Benicci will not be liable for any loss due to our website not being available. Benicci will not be liable for any loss due to errors in our software or the software of others that we use.

To the fullest extent permissible by applicable law, we disclaim all responsibility, liability, representations, and warranties of any kind, express or implied for: (i) operation, accessibility, or security of this website, and the accuracy, completeness, availability, timeliness, currency, or reliability of any of the content or data found on this website, (ii) any harm to your computer system, loss of data, or other harm that results from your access to or use of any Content (iii) the deletion of, or the failure to store or to transmit, any Content and other communications maintained by the Services; including, but not limited to, any implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. We do not guarantee continuous, uninterrupted, or secure access to its services, and the operation of our website may be interfered with by numerous factors outside of our control. Your use of the Services that we offer is at your sole risk.

To the fullest extent permissible by applicable law, we disclaim all representations and warranties of any kind, express or implied, as to the operation, accessibility, or security of this website, and the accuracy, completeness, currency, or reliability of any of the content or data found on this website, including, but not limited to, any implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. We do not guarantee continuous, uninterrupted, or secure access to its services, and the operation of our website may be interfered with by numerous factors outside of our control. Your use of the Services that we offer is at your sole risk.

While we have made attempts to provide accurate and valid information on our site, no representation is made or warranty given as to the validity, completeness, availability, timeliness, security, reliability or accuracy of the contents. In particular, you should be aware that the contents may be incomplete, may contain errors, or may have become out of date. You should therefore verify information obtained from the site before you take any action upon it. No advice or information, whether oral or written, obtained by you from us, shall create any warranty not expressly made herein.

Some states do not permit limitations or exclusions of implied warranties, so the above limitations may not apply to you.

  1. Limitation of liability

To the extent permitted by law, we assume no responsibility, and in no event and under no legal or equitable theory, whether in tort, contract, strict liability, or otherwise shall Benicci or any of its employees, directors, officers, agents, or suppliers be liable to you or any other person for any loss, claim, damage, lost profits or any special, incidental, indirect or consequential damages of any kind arising out of or in connection with your access to, or inability to access, the website, or from your reliance on any information provided on the website, even if we have been advised of the possibility of such damages.

You understand, therefore, that by using the Benicci platform, you may be exposed to services that are potentially dangerous, offensive, harmful, unsafe or otherwise objectionable, and that you use the Benicci services at your own risk. Nothing in this agreement or the Benicci website constitutes or is meant to constitute, advice of any kind.

Some states do not permit limitation or exclusion of liability for incidental or consequential damages, so the above limitation or exclusion may not apply to you.

  1. Indemnification

You agree that as a condition of use of the Services, you will indemnify, defend, and hold harmless Benicci, its officers, directors, employees, agents, licensors and suppliers (collectively, the "Service Providers") from and against any and all losses, expenses, damages and costs, including reasonable attorneys' fees, resulting from your use of the Services or any product, including any claims alleging facts that if true would constitute a violation of these Terms or any activity related to your account (including negligent or wrongful conduct) by you or any other person accessing the Services using your account.

  1. Agreement term and termination

Unless both you and Benicci expressly agree otherwise in writing, either of us may terminate this Agreement in our sole discretion, at any time, without explanation, upon written notice to the other, which will result in the termination of the other Terms of Service as well, except as otherwise provided herein.

  • Termination by Benicci: We may terminate this Agreement or terminate or suspend your Account immediately at any time for any reason or for no reason upon notice to you. If we terminate or suspend your Account, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your Account, we reserve the right to pursue any available legal action. When terminating your Account, we may delete the Account and any information in it. You have no ownership rights to your Account.
  • Termination by You: You may terminate this Agreement by completely and permanently ceasing to use the site and site services (provided that there are no outstanding Services ordered under your Account). If you attempt to terminate this Agreement while there are still outstanding Services ordered under your account, this Agreement shall not terminate until such Services have been performed or otherwise canceled as permitted by this Agreement.
  1. Choice of law and jurisdiction

These Terms and your use of the service are governed by and construed in accordance with the laws of the State of Florida and the United States of America, applicable to agreements made and to be entirely performed within the State of Florida, without regard to its conflict of law principles.

  1. Dispute resolution; arbitration

Dispute resolution; arbitration

  • Informal negotiations

To expedite dispute resolution and control the cost of any dispute, controversy or claim related to this Agreement (or the breach, termination, enforcement, interpretation or validity thereof) (“Dispute”), you as a user of the Benicci Services agree to first attempt to negotiate any Dispute (except those Disputes expressly provided below) informally for at least thirty (30) days before initiating any arbitration. Such informal negotiations commence upon written notice from one person to the other.

  • Agreement to Arbitrate

In the event where informal negotiation did not work, you and Benicci agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Services, Products or Content (collectively, “Disputes”) will be settled by binding arbitration, except that each party retains the right: (i) to bring an individual action in small claims court and (ii) to seek injunctive or other equitable relief in a 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 (the action described in the foregoing clause (ii), an “IP Protection Action”).

Without limiting the preceding sentence, you will also have the right to litigate any other Dispute if you provide Benicci with written notice of your desire to do so by email at care@benicci.com within thirty (30) days following the date you first agree to these Terms (such notice, an “Arbitration Opt-out Notice”). If you don’t provide Benicci with an Arbitration Opt-out Notice within the thirty (30) day period, you will be deemed to have knowingly and intentionally waived your right to litigate any Dispute except as expressly set forth in clauses (i) and (ii) above.

The exclusive jurisdiction and venue of any IP Protection Action or, if you timely provide Benicci with an Arbitration Opt-out Notice, will be the state and federal courts located in the state of New York and each of the parties hereto waives any objection to jurisdiction and venue in such courts. Unless you timely provide Benicci with an Arbitration Opt-out Notice, you acknowledge and agree that you and Benicci are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Further, unless both you and Benicci otherwise agree in writing, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this “Dispute Resolution” section will be deemed void. Except as provided in the preceding sentence, this “Dispute Resolution” section will survive any termination of these Terms

(iii) Arbitration Rules

The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer-Related Disputes (the “AAA Rules”) then in effect, except as modified by this “Dispute Resolution” section. (The AAA Rules are available at www.adr.org/arb_med or by calling the AAA at 1-800-778-7879.) The Federal Arbitration Act will govern the interpretation and enforcement of this Section.

(iv) Arbitration Process

A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. (The AAA provides a general Demand for Arbitration form and a separate form for Demand for Arbitration for California residents.) The arbitrator will be either a retired judge or an attorney licensed to practice law and will be selected by the parties from the AAA’s roster of arbitrators. If the parties are unable to agree upon an arbitrator within seven (7) days of delivery of the Demand for Arbitration, then the AAA will appoint the arbitrator in accordance with the AAA Rules.

(v) Arbitrator’s Decision

The arbitrator will render an award within the time frame specified in the AAA Rules. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator’s award of damages must be consistent with the terms of the “Limitation of Liability” section above as to the types and amounts of damages for which a party may be held liable. The arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant’s individual claim. If you prevail in arbitration, you will be entitled to an award of attorneys’ fees and expenses, to the extent provided under applicable law.

(vi) Changes

Notwithstanding the provisions as regards how we can make changes to these Terms, if Benicci changes this “Dispute Resolution” section after the date you first accepted these Terms (or accepted any subsequent changes to these Terms), you may reject any such change by sending us written notice (including by email to care@benicci.com) within 30 days of the date such change became effective, as indicated in the “Last Updated” date. By rejecting any change, you are agreeing that you will arbitrate any Dispute between you and Benicci in accordance with the provisions of this “Dispute Resolution” section as of the date you first accepted these Terms (or accepted any subsequent changes to these Terms).

  1. General provisions
  • Typographical errors

Benicci reserves the right to revoke any stated offer and to correct any inaccuracies, errors or omissions (including even after an order has been submitted and accepted by us). Where a product listed on the website is mistakenly listed at an incorrect price, Benicci reserves the right to refuse or cancel any orders placed for such product listed at the incorrect price, whether or not such order has been confirmed by Benicci and your payment method already charged. In the event that your payment method has already been charged for the purchase and your order is cancelled, Benicci shall issue a credit to your payment method account.

  • Severability
If any provision of these Terms is determined by a court to be invalid, void or unenforceable, the Parties agree that the remaining provisions of this Agreement will not be affected thereby and that this Agreement will in any event otherwise remain valid and enforceable.
  • Survival

After this Agreement terminates, the terms of this Agreement and the other Terms that expressly or by their nature contemplate performance, after this Agreement terminates or expires, will survive and continue in full force and effect. For example, the provisions requiring arbitration, permitting audits, protecting intellectual property, indemnification, payment of fees, reimbursement, and setting forth limitations of liability each, by their nature, contemplate performance or observance after this Agreement terminates. Without limiting any other provisions of the Terms, the termination of this Agreement for any reason will not release you or Benicci from any obligations incurred prior to termination of this Agreement or that thereafter may accrue in respect of any act or omission prior to such termination.

  • Waiver
No waiver of any of the provisions of this Agreement will constitute a continuing waiver unless otherwise expressly so provided in writing. The failure of either Party to enforce at any time any of the provisions of this Agreement, will in no way be construed to be a present or future waiver of such provisions. We do not guarantee that well will pursue legal actions against all breaches of this Agreement.
  • Assignment
You may not assign these Terms, or any of its rights or obligations hereunder, without Benicci’s prior written consent in the form of a written instrument signed by a duly authorized representative of Benicci. We may assign these Terms without your consent. Subject to the foregoing restrictions, the Terms herein are binding upon and will inure to the benefit of the successors, heirs, and permitted assigns of the parties.
  • Force Majeure

Notwithstanding the other provisions of this Agreement, if either party is in good faith prevented from performing its obligations under this Agreement because of an event beyond the control of the Party concerned, including without limitation, war (declared or undeclared), acts of God, terrorism, earthquake, accident, explosion, fire or flood, such Party will promptly notify the other Party, and while so affected, the affected Party will be relieved from performing its obligations provided that, the Party affected will take all reasonable steps to promptly remedy the cause of such delay or failure if it is in its power to do so.

Benicci also reserves the right to modify, suspend, or cease to operate entirely if operations become inoperable. We shall not be liable to you for any liability or impact that any of such modifications may have on you.

  • Entire Agreement

These Terms with other policies presented to you, constitute the entire agreement between you and us with respect to the platform and its use and supersedes all prior agreements, proposals, communications between the parties, and understandings, whether oral or written.

  • Heading

The section headings herein this Agreement are included for ease of reference and convenience only and shall not be given any legal import nor shall it have any binding effect.

  1. Questions or complaints?

Feedback, comments, requests for technical support, and other communications relating to the Services should be directed to us. Please contact us at care@benicci.com.