DESIGNER DRAM, LLC
The parties to this Agreement shall be defined as follows:
a) COMPANY: The Company, as the creator, operator, and publisher of the Website, makes the Website and certain products on it available to users. Designer Dram, Company, us, we, our, ours and other first-person pronouns will refer to the Company, as well as all employees and affiliates of the Company.
b) CLIENT: You, as the user of the Website, will be referred to throughout this Agreement with second-person pronouns such as you, your, yours, or as User or Client.
c) PARTIES: Collectively, the parties to this Agreement (the Company and Client) will be referred to as Parties.
2. ASSENT & ACCEPTANCE
By using the Website, you warrant that you have read and reviewed this Agreement and that you agree to be bound by it. If you do not agree to be bound by this Agreement, please leave the Website immediately. The Company only agrees to provide use of this Website to you if you assent to this Agreement.
3. ACCESS TO THIS WEBSITE.
You must be twenty-one (21) years or older to use this Website. If you are under twenty-one (21) years of age, you are not permitted to access this Website for any reason. By using this Website (and, thus, agreeing to the Terms and Conditions) you warrant and represent that you are at least twenty-one (21) years of age. All content, offers and promotions on this Website are intended for legal use and may not be used or discussed in a manner that is illegal. As the consumer, it is your responsibility to know your local, state and federal laws regarding use. You agree that Company shall not be responsible for any liability arising from the alleged illegality of products offered to you via this website. Any governmental employee, agency, or agent must identify themselves to the operators of Company upon their entering the Website.
4. LICENSE TO USE WEBSITE.
The Company may provide you with certain information as a result of your use of the Website. Such information may include, but is not limited to, documentation, data, or information developed by the Company, and other materials which may assist in your use of the Website (“Company Materials”). Subject to this Agreement, the Company grants you a non-exclusive, limited, non-transferable and revocable license to use the Company Materials solely in connection with your use of the Website. The Company Materials may not be used for any other purpose, and this license terminates upon your cessation of use of the Website or Services or at the termination of this Agreement.
5. INTELLECTUAL PROPERTY.
You agree that the Website, all content on the Website (including all designs, texts, graphics, pictures, video, information, and their selection and arrangement), and all Services provided by the Company are the exclusive property of the Company, including all copyrights, trademarks, trade secrets, patents, product formulations (whether provided to Company by User or created by Company), and other intellectual property (“Company IP”). You agree that the Company owns all right, title and interest in and to the Company IP and that you will not use the Company IP for any unlawful or infringing purpose. You agree not to reproduce or distribute the Company IP in any way, including electronically or via registration of any new trademarks, trade names, product formulations, service marks or Uniform Resource Locators (URLs), without express written permission from the Company. You may not use, replicate, modify, copy, distribute, frame, reproduce, republish, download, display, post, transmit, or sell in any form or by any means, in whole or in part, any Company IP without our prior written consent, which may be withheld in our sole discretion. For so long as you are eligible to use the Website and you act in accordance with the terms of this Agreement: (i) You are granted a limited license to access and use the Website solely for your personal non-commercial use; and (ii) You are granted a limited license to access, use, download, or print a copy of any portion of the website content to which you have properly gained access solely for your personal non-commercial use. You must never download or republish any website content or Company IP on any Internet website and you must not incorporate any related information into any other database or compilation; and, any other use of the website content or Company IP is strictly prohibited. Such limited license is subject to all terms of this Agreement. Any use inconsistent with this Agreement shall result in termination of all licenses granted herein. In addition, the Company will take legal action in connection with any violation of this Agreement. Any use of the Website, Company IP, or any website content, other than as may be specifically authorized herein, without our prior written consent (which may be withheld in our sole discretion), is strictly prohibited. Such unauthorized use might also violate applicable laws, including copyright or trademark laws and communications statutes and regulations. This Agreement does not purport to transfer any license to any intellectual property right, whether by grant, estoppel, implication, or otherwise. At any time and from time to time, and without your consent, we may unilaterally revoke any license that we grant, in our sole discretion and without any notice or cause.
User grants to Company a non-exclusive, non-transferable, limited, royalty free license during the term (as defined below) to use any trademarks, tradenames, logos, designs, or other intellectual property provided by you to Company (“User IP”) in connection with the marketing of the products, including without limitation, on packaging, Company’s website pages relating to customized products, and any other of Company’s print or digital marketing materials relating to the customized products. For avoidance of doubt, all product formulations, including customized product formulations provided by You to Company, are the exclusive property of the Company as Company IP.
You warrant and represent that: (i) you are the owner or licensee of the User IP (ii) you have the legal
right to grant the license; and (iii) the User IP does not infringe the intellectual property rights of a third-party.
You shall indemnify and hold harmless Company, its parents, subsidiaries, affiliates, officers, directors,
employees, agents, and representatives of such parties, from all damages, liabilities, claims, causes of action,
costs and expenses, including reasonable attorney’s fees, arising out of or in connection with: (a) any use of the
User IP pursuant to this Agreement (b) any breach by you of the obligations, representations, or warranties herein; and (c) any infringement or violation by you of any patent or registered design, copyright, trademark, trade name, license or other proprietary right of any third party in connection with the Agreement.
6. USER OBLIGATIONS.
As a user of the Website, you may be asked to register with us. When you do so, you will choose a user identifier, which may be your email address or another term, as well as a password. You may also provide personal information, including, but not limited to, your name. You are responsible for ensuring the accuracy and security of this information. You must not share your identifying user information with any third party, and if you discover that your identifying information has been compromised, you agree to notify us. Providing false or inaccurate information or using the Website to further fraud or unlawful activity is grounds for immediate termination of this Agreement.
7. ACCEPTABLE USE.
You agree not to use the Website for any unlawful purpose, or any purpose prohibited under this clause. You agree not to use the Website in any way that could damage the Website or general business of the Company.
8. PRIVACY INFORMATION.
9. ASSUMPTION OF RISK.
You acknowledge and agree that any information posted on our Website is not intended to be legal advice and no fiduciary relationship has been created between you and the Company. The Company does not assume responsibility or liability for any advice or other information given on the Website.
10. SALE OF GOODS/SERVICES.
The Company may allow third parties to offer goods or services on the Website. The Company undertakes to be as accurate as possible with all information regarding the goods and services, including product descriptions, pricing and images. However, the Company does not guarantee the accuracy or reliability of any product information, and you acknowledge and agree that you purchase such products at your own risk.
We do not sell, offer to sell or solicit sales of alcohol. Our Website enables you to search online for alcohol and other products available for sale by alcohol beverage licensees including retailers and other parties permitted to sell alcohol directly to consumers ("Licensees"). The service is not meant to facilitate any improper furnishing of inducements by any manufacturer, importer, supplier, wholesaler or distributor of alcohol beverages to any retailer of alcoholic beverages or to facilitate any improper exclusionary practices by any alcohol beverage licensee. When you search for a product, the service shows you its availability, price and other information based on your location and information provided by the Licensees that service your location; if you prefer, you may sort and filter results based on search criteria. Our service may be limited or not available at all in some places due to local law or other restrictions.
When you order, it is an offer to purchase from a Licensee. The total purchase amount (plus any additional service fees) may be authorized by your payment card company, but your offer is not accepted by the Licensee at that time. The Licensee reviews your order and decides whether to accept it. If the Licensee decides to accept your order, they will charge your payment card for the purchase amount (plus any additional service fees) and arrange for the delivery, pick-up, or shipment.
Title to, and ownership of, all alcohol beverages passes from a Licensee to the purchaser at the warehouse and state it is purchased in and the purchaser takes all responsibility for shipping it from the warehouse to his/her home state. By arranging for transportation of the alcohol beverages, https://designerdram.com/ is providing a service to and acting on behalf of the purchaser. By utilizing this service from https://designerdram.com/, the purchaser is representing that he/she is acting in a fashion compliant with his/her local and state laws regarding the purchase, transportation and delivery of alcohol beverages. The purchaser represents that he/she has obtained any required permission, paid any required fees, is working through properly licensed intermediaries where required, is legally entitled to take possession of alcohol beverages and is legally entitled to take quantities ordered and once again authorizes that he/she is 21 years of age.
10. SALES TAX
By regulation, we use a three-tier system in order to deliver bespoke whiskey to customers (Distillery > Distributor > Retail/Shipping Network > Customer). The Shipping partner we work with collects sales tax in states where they have physical presence (or nexus): California.
They do not collect sales tax in any other state because they are not required to collect sales tax in these states.
Important notice: Even if we do not collect sales tax from you, you may owe sales tax on your purchase. Unless you live in Alaska, Delaware, Montana, New Hampshire, or Oregon, your state most likely requires purchasers to report and pay tax on all purchases that are not taxed at the time of sale. The tax may be reported and paid on your individual income tax return or by filing a consumer use tax return. For more information, please visit your state’s department of revenue website.
11. ORDERS & DELIVERY.
Licensees are solely responsible for all activities related to the sale and provision of alcoholic beverages including but not limited to (a) selecting the products to be offered for sale via the Website (b) setting the purchase price of all products made available for sale via the Website (c) accepting or rejecting all customer orders, and (d) fulfilling all customer orders, including but not limited to completing any deliveries or shipments of orders, if applicable. Designer Dram shall have no liability to you, any customer, or any other person for lost, unprocessed, or mishandled orders.
Delivery is the sole responsibility of the Licensee. Designer Dram is not responsible for delivery of orders. Processing and delivery estimates are approximate, and Designer Dram is not responsible for any delays in delivery. The shipper reserves the right to request a scan of any customer’s photo ID for age verification before shipping any item.
DUE TO THE NATURE OF THE CUSTOMIZED PRODUCTS OFFERED FOR SALE BY THIRD PARTIES ON THIS WEBSITE, DESIGNER DRAM DOES NOT ACCEPT ANY RETURNS OR EXCHANGES AND DOES NOT PROVIDE ANY REFUNDS.
13. REVERSE ENGINEERING & SECURITY.
You agree not to undertake any of the following actions:
a) Reverse engineer, or attempt to reverse engineer or disassemble any code or software from or on the Website;
b) Violate the security of the Website through any unauthorized access, circumvention of encryption or other security tools, data mining or interference to any host, user or network.
14. DATA LOSS.
The Company does not accept responsibility for the security of your account or content. You agree that your use of the Website is at your own risk.
You agree to defend and indemnify the Company and any of its affiliates (if applicable) and hold us harmless against any and all legal claims and demands, including reasonable attorney's fees, which may arise from or relate to your use or misuse of the Website, your breach of this Agreement, or your conduct or actions. You agree that the Company shall be able to select its own legal counsel and may participate in its own defense, if the Company wishes.
16. SPAM POLICY.
You are strictly prohibited from using the Website for illegal spam activities, including gathering email addresses and personal information from others or sending any mass commercial emails.
17. THIRD-PARTY LINKS & CONTENT.
The Company may occasionally post links to third party websites or other services. You agree that the Company is not responsible or liable for any loss or damage caused as a result of your use of any third-party services that may be linked from our Website now or in the future. The Company provides third-party links as a convenience only and does not sponsor or endorse any of these sites or their contents. Company is not responsible for the content of and does not make any representations or warranties regarding the content or materials on, such linked third-party websites. If you decide to access or rely on information at a linked third-party website, you do so at your own risk.
Company has no control over these linked sites, all of which have separate privacy and data collection practices, independent of Company. Nonetheless, the Company seeks to protect the integrity of its Website, and therefore requests any feedback on sites to which it links, including if a specific link does not work.
18. MODIFICATION & VARIATION.
The Company may, from time to time and at any time without notice to you, modify this Agreement. You agree that the Company has the right to modify this Agreement or revise anything contained herein. You further agree that all modifications to this Agreement are in full force and effect immediately upon posting on the Website and that modifications or variations will replace any prior version of this Agreement, unless prior versions are specifically referred to or incorporated into the latest modification or variation of this Agreement.
a) To the extent any part or sub-part of this Agreement is held ineffective or invalid by any court of law, you agree that the prior, effective version of this Agreement shall be considered enforceable and valid to the fullest extent.
b) You agree to routinely monitor this Agreement and refer to the Effective Date posted at the top of this Agreement to note modifications or variations. You further agree to clear your cache when doing so to avoid accessing a prior version of this Agreement. You agree that your continued use of the Website after any modifications to this Agreement is a manifestation of your continued assent to this Agreement.
c) In the event that you fail to monitor any modifications to or variations of this Agreement, you agree that such failure shall be considered an affirmative waiver of your right to review the modified Agreement.
19. ENTIRE AGREEMENT.
This Agreement constitutes the entire understanding between the Parties with respect to any and all use of this Website. This Agreement supersedes and replaces all prior or contemporaneous agreements or understandings, written or oral, regarding the use of this Website.
20. SERVICE INTERRUPTIONS.
The Company may need to interrupt your access to the Website to perform maintenance or emergency services on a scheduled or unscheduled basis. You agree that your access to the Website may be affected by unanticipated or unscheduled downtime, for any reason, but that the Company shall have no liability for any damage or loss caused as a result of such downtime.
21. TERM, TERMINATION & SUSPENSION.
The Company may terminate this Agreement with you at any time for any reason, with or without cause. The Company specifically reserves the right to terminate this Agreement if you violate any of the terms outlined herein, including, but not limited to, violating the intellectual property rights of the Company or a third party, failing to comply with applicable laws or other legal obligations, and/or publishing or distributing illegal material. If you have registered for an account with us, you may also terminate this Agreement at any time by contacting us and requesting termination. At the termination of this Agreement, any provisions that would be expected to survive termination by their nature shall remain in full force and effect.
YOU DO HEREBY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE WEBSITE IS AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, DESIGNER DRAM AND ITS RELATED PARTIES DISCLAIM ALL EXPRESS AND IMPLIED WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, COMPATIBILITY, SECURITY, ACCURACY, NONINFRINGEMENT, AND USEFULNESS, WITH RESPECT TO ANY SERVICE, THE WEBSITE, ANY WEBSITE CONTENT, OR ANY INFORMATION CONTAINED ON THE WEBSITE (COLLECTIVELY, “WORKS”). THE WORKS ARE PROVIDED “AS IS” AND “AS AVAILABLE.” YOU RELY ON THE WORKS SOLELY AT YOUR OWN RISK. WE DO NOT REPRESENT OR WARRANT THAT ANY WORKS WILL BE UNINTERRUPTED OR ERROR-FREE. THERE COULD BE DELAYS, OMISSIONS, INTERRUPTIONS, OR INACCURACIES IN THE INFORMATION OR OTHER MATERIALS THAT ARE AVAILABLE ON OR THROUGH THE WORKS. YOU ASSUME FULL RESPONSIBILITY AND RISK OF LOSS, INCLUDING LOSS OF DATA, RESULTING FROM YOUR DOWNLOADING OR USE OF THE WORKS. ALTHOUGH WE MAY TAKE REASONABLE STEPS TO PREVENT THE INTRODUCTION OF VIRUSES AND OTHER DESTRUCTIVE MATERIALS TO OR THROUGH THE WORKS, WE DO NOT GUARANTEE, REPRESENT, OR WARRANT THAT THE WORKS OR MATERIALS THAT MAY BE DOWNLOADED FROM THE WORKS ARE FREE OF SUCH DESTRUCTIVE FEATURES. WE ARE NOT LIABLE FOR ANY DAMAGES OR HARM ATTRIBUTABLE TO ANY OF THE FOREGOING.
23. LIMITATION ON LIABILITY.
YOU DO HEREBY ACKNOWLEDGE AND AGREE THAT DESIGNER DRAM AND ITS RELATED PARTIES ARE NOT LIABLE FOR ANY INJURY, LIABILITY, CLAIM, LOSS, DAMAGE, EXPENSE, COST (INCLUDING ATTORNEYS FEES INCURRED AT TRIAL, ON APPEAL, OR OTHERWISE), DEBT, FINE, CHARGE, OR LIEN, WHETHER DIRECT OR INDIRECT, INCLUDING CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, PUNITIVE, LOST PROFITS, OR OTHERWISE, THAT ARISES OUT OF OR RELATES TO (A) THIS AGREEMENT, (B) YOUR USE OR INABILITY TO ACCESS THE WEBSITE, (C) INABILITY TO USE THE SERVICE, (D) ANY UNAUTHORIZED ACCESS OR ALTERATION OF YOUR TRANSMISSION OR DATA. YOU DO HEREBY WAIVE ANY AND ALL CLAIMS WITH RESPECT TO THE FOREGOING, WHETHER BASED IN BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), STATUTORY, OR OTHER GROUNDS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR TOTAL LIABILITY FOR ANY AND ALL CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STATUTORY, OR OTHER CLAIMS ARISING OUT OF OR RELATING TO (I) THIS AGREEMENT, (II) YOUR USE OF THE WEBSITE, OR (III) INABILITY TO USE THE SERVICE (IV) ANY UNAUTHORIZED ACCESS OR ALTERATION OF YOUR TRANSMISSION OR DATA IS LIMITED TO THE SUM OF $10. SOME JURISDICTIONS DO NOT ALLOW FOR LIMITED LIABILITY OR EXCLUSION OF IMPLIED WARRANTIES; AND, IF ANY OF THOSE LAWS APPLY TO YOU, THEN SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MIGHT NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
24. GENERAL PROVISIONS:
a) LANGUAGE: All communications made or notices given pursuant to this Agreement shall be in the English language.
b) JURISDICTION, VENUE & CHOICE OF LAW: Through your use of the Website, you agree that the laws of the State of California shall govern any matter or dispute relating to or arising out of this Agreement, as well as any dispute of any kind that may arise between you and the Company, with the exception of its conflict of law provisions. In case any litigation specifically permitted under this Agreement is initiated, the Parties agree to submit to the personal jurisdiction of the state and federal courts in Los Angeles, California. The Parties agree that this choice of law, venue, and jurisdiction provision is not permissive, but rather mandatory in nature. You hereby waive the right to any objection of venue, including assertion of the doctrine of forum non conveniens or similar doctrine.
c) ARBITRATION: In case of a dispute between the Parties relating to or arising out of this Agreement, the Parties shall first attempt to resolve the dispute personally and in good faith. If these personal resolution attempts fail, the Parties shall then submit the dispute to binding arbitration. The arbitration shall be conducted by a single arbitrator, and such arbitrator shall have no authority to add Parties, vary the provisions of this Agreement, award punitive damages, or certify a class. The arbitrator shall be bound by applicable and governing Federal law as well as the law of the following state: California. Each Party shall pay their own costs and fees. Claims necessitating arbitration under this section include, but are not limited to: contract claims, tort claims, claims based on Federal and state law, and claims based on local laws, ordinances, statutes or regulations. Intellectual property claims by the Company will not be subject to arbitration and may, as an exception to this sub-part, be litigated. The Parties, in agreement with this sub-part of this Agreement, waive any rights they may have to a jury trial in regard to arbitral claims.
d) CLASS ACTION WAIVER: YOU AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND COMPANY ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND. CLAIMS AND REMEDIES SOUGHT AS PART OF A CLASS ACTION, PRIVATE ATTORNEY GENERAL OR OTHER REPRESENTATIVE ACTION ARE SUBJECT TO ARBITRATION ONLY ON AN INDIVIDUAL (NON-CLASS, NON-REPRESENTATIVE) BASIS, AND THE ARBITRATOR MAY AWARD RELIEF ONLY ON AN INDIVIDUAL (NON-CLASS, NON-REPRESENTATIVE) BASIS.
e) ASSIGNMENT: This Agreement, or the rights granted hereunder, may not be assigned, sold, leased or otherwise transferred in whole or part by you. Should this Agreement, or the rights granted hereunder, be assigned, sold, leased or otherwise transferred by the Company, the rights and liabilities of the Company will bind and inure to any assignees, administrators, successors, and executors.
f) SEVERABILITY: If any part or sub-part of this Agreement is held invalid or unenforceable by a court of law or competent arbitrator, the remaining parts and sub-parts will be enforced to the maximum extent possible. In such condition, the remainder of this Agreement shall continue in full force.
g) NO WAIVER: In the event that we fail to enforce any provision of this Agreement, this shall not constitute a waiver of any future enforcement of that provision or of any other provision. Waiver of any part or sub-part of this Agreement will not constitute a waiver of any other part or sub-part.
h) HEADINGS FOR CONVENIENCE ONLY: Headings of parts and subparts under this Agreement are for convenience and organization, only. Headings shall not affect the meaning of any provisions of this Agreement.
i) NO AGENCY, PARTNERSHIP OR JOINT VENTURE: No agency, partnership, or joint venture has been created between the Parties as a result of this Agreement. No Party has any authority to bind the other to third parties.
j) FORCE MAJEURE: The Company is not liable for any failure to perform due to causes beyond its reasonable control including, but not limited to, acts of God, acts of civil authorities, acts of military authorities, riots, embargoes, pandemics and epidemics, acts of nature and natural disasters, and other acts which may be due to unforeseen circumstances.
k) ELECTRONIC COMMUNICATIONS PERMITTED: We will communicate with you by email and/or text message or by posting notices on the Website. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically or post on the Website satisfy any legal requirement, if any, that such communications be in writing.
25. LABEL DESIGN
You acknowledge and agree that our designer may get creative with your label, in order to provide you the best aesthetic and the best overall, bespoke experience. Our designers also correct spelling and grammar in most cases. You will receive a preview of your label before it goes to print and you agree to contact us ASAP should there be a mistake on your label. We operate with humans and technology and errors can occur either at the time of order by you, or by our team and the label review is in place so we can make sure the label is exactly to your specifications.
We will not be held liable for dissatisfaction on the label after we have sent you a preview and you have failed to correct any errors.
While we respect and accept all views and opinions, we are a team from diverse backgrounds and reserve the right to ask customers to reframe wording on a label that:
- Denigrates or shows hostility or aversion because of race, color, religion, sex, sexual orientation, gender identity or expression, national origin, age, disability, marital status, citizenship, genetic information, or any other characteristic protected by law.
Should a customer not be willing to reframe the wording in question, we reserve the right to decline the order and will promptly refund the payment.
You acknowledge that:
- Shipping can take 2 - 4 weeks
- If you're in a state that has additional regulations around the shipping of alcohol, your whiskey will take longer (3-4 weeks)
- Your tracking information will not update immediately, but rather when the package has arrived at the first hub in your state (applicable to all carriers except FedEx)
- A signature is required upon delivery
27. DAMAGED PRODUCT
You acknowledge and agree that:
- You will inspect your package for any damage upon delivery
- Should there be any damage, you will immediately document the damage via photos and/or video
- If you contact us more than 2 days after you have signed for your package, we will be unable to compensate for any damage claimed
28. YOUR CONSENT
Questions? Please Contact Us
If you have any questions about these Terms of Service, please contact us at email@example.com.