Terms and Conditions
ROCK PAPER SPRINKLES TERMS + CONDITIONS
The following Terms and Conditions (“Terms”) between you (“you” or “your”) and ROCK PAPER SPRINKLES, L.L.C. (“we,” “our,” “us,” or “ROCK PAPER SPRINKLES”) describe the terms and conditions on which you may access and use the ROCK PAPER SPRINKLES website located at RockPaperSprinkles.com (the “Site”) and ROCK PAPER SPRINKLES services, purchased party supplies (the “Party”), purchased costumes as well as intellectual products such as ROCK PAPER SPRINKLES planning guides (the “Guide”), digital invitations and banners (“Product” or “Party” or “Services”). By accessing or using any of the services, you acknowledge that you have read, understood, and agreed to be bound by these Terms.
PLEASE READ THESE TERMS CAREFULLY. BY CLICKING “I ACCEPT TERMS AND CONDITIONS” OR OTHERWISE ACCESSING OR USING ANY PART OF THE SERVICES, YOU AGREE TO THESE TERMS.
Notice of Agreement to Arbitrate and Class Action Waiver
By accepting these Terms, you are agreeing to the arbitration agreement and class action waiver contained in Section 7 of these Terms below.
I. ABOUT THE SERVICES
a. Introduction
Through the Services, we provide party supplies and complimentary guidance to throw a child’s party in your home, park or other self-selected space. Independent of Party purchases, we also sell costumes and playscapes to purchase.
b. Products Included in PartiesProducts included in Parties are as listed in the Parties’ product descriptions on RockPaperSprinkles.com. Items may vary from pictures depicted on the Site and in the Guide. Rock Paper Sprinkles reserves the right to swap out and edit products and guidance as needed.
c. Mobile Charges
To the extent you access the Services through a mobile or wireless device, your carrier’s standard charges, data rates and other fees may apply.
d. Sales Eligibility
Children under 18 years may not purchase parties or costumes or playscapes or sign these Terms. A parent or legal guardian must agree to these, you are fully responsible for the use of the Services and purchase of any Products, including all legal liability.
e. Use Eligibility
ROCK PAPER SPRINKLES parties are not designed for children between the ages of 0-3. Party Products may contain small pieces, parts, and other choking hazards for young children. All Parties include balloons. ROCK PAPER SPRINKLES is not responsible for choking hazards related any product. Parent supervision of Party and Party Products is required at all times.
f. Modification of the Services or the Terms
ROCK PAPER SPRINKLES may modify these Terms or modify, suspend, or discontinue the Services at any time for any reason. ROCK PAPER SPRINKLES will use commercially reasonable efforts to notify you of material changes to these Terms by posting a notice on the Site and/or sending an email to the email address you provided to ROCK PAPER SPRINKLES upon checkout.
g. Privacy
To learn more about our privacy practices, refer to our privacy policy or contact us by emailing us at info@rockpapersprinkles.com.
II. SALE OF PARTIES + PRODUCTS
a. General Conditions
This Section 2(A) sets out terms and conditions that apply to the sale (“Sale”) of the Products.
18 YEARS OR OLDER. Products may be purchased for use by individuals under 18 years of age, but we sell only to people 18 years of age or older, who may purchase the Products with a payment card or other approved payment method. By clicking agreeing to these Terms, you represent that you are 18 years or older and that you are authorized to use the chosen payment method (including, without limitation, credit cards) for the purchasing the Products as described in these Terms.
LIMITS. You acknowledge and agree that we may place limits on purchasing of Products, including but not limited to 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 purchases of Products for any reason.
DELIVERY. All deliveries using the standard delivery period, will be through ROCK PAPER SPRINKLES’s shipping partner which may change at any time per ROCK PAPER SPRINKLES’s discretion. The shipping method used will be at the discretion of ROCK PAPER SPRINKLES.
COLLECTIONS. If you do not pay the amounts you owe to ROCK PAPER SPRINKLES when due, then ROCK PAPER SPRINKLES will need to institute collection procedures. You agree to pay ROCK PAPER SPRINKLES’s costs of collection, including without limitation reasonable attorneys' fees.
COMMUNICATIONS. You consent to receive communications from us, including email, text messages, calls for the purposes of notifying you about the status of your order, sending you reminders, sending you your digital invitation, facilitating secondary authentication, and providing other information. We may contact you by telephone calls or text messages. Standard message and data rates charged by your mobile carrier may apply to the text messages we send you. 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 info@rockpapersprinkles.com. You acknowledge that opting out of receiving communications may impact your use of the Services."
b. Sale Conditions
RECEIPT OF THE PRODUCTS. Upon delivery, you bear responsibility for the Product(s). You acknowledge that a Secure Shipping Address is highly recommended. A “Secure Shipping Address” means a location where an individual can physically receive Product(s). In the event that an un-secure shipping address is provided, ROCK PAPER SPRINKLES does not bear liability for Products left unattended. Furthermore, you acknowledge that providing anything other than a Secure Shipping Address may result in delivery delays and additional delivery fees for which ROCK PAPER SPRINKLES will not be liable. You will be liable for all such delays and additional delivery fees.
USE OF THE PRODUCTS. By purchasing Products from ROCK PAPER SPRINKLES you agree that it is for a legitimate purpose and not to engage in unfair and/or illegal business activities or competition.
USE OF THE GUIDE: By purchasing a Party, you understand the Guide is for guidance only in hosting a party. Set-up and games listed in the Guide are suggestions only. By purchasing the Party, you are purchasing the Products provided with the Party regardless if you use or do not use of the Guide. The guide is free accompaniment to the Party. The content of the Guide is copyright protected and owned by ROCK PAPER SPRINKLES.
c. Specific Sale Conditions
SALE PRICE. The purchasing price (“Price”) for any Product will be the total price listed on the Site or App for your Product. When you place your order for a Product, you hereby authorize ROCK PAPER SPRINKLES to charge your payment card for the Product. ROCK PAPER SPRINKLES will charge your payment card the amount of the Product immediately upon your order. The Price excludes all federal, state and local taxes, GST, fees, customs, duties, levies and other governmental assessments, all of which shall be paid by you directly or, if paid by ROCK PAPER SPRINKLES, shall be paid by you to ROCK PAPER SPRINKLES in connection with your order.
RETURNS. All sales are final.
CORRECT PRODUCTS. We will deliver the Party or Product you ordered, including the specified quantity, five to ten business dates from the date ordered, except in events out of our control. In such event, we will use reasonable efforts to notify you. If we are unable ship the product, you will be entitled to a refund.
III. Use of the Services
a. ROCK PAPER SPRINKLES Content
CONTENT PROVIDED “AS IS.” All content and information available through the Services, including but not limited to Party and Product descriptions and specifications, Party and Product photos, comments from our sales team and photos and comments from other users is available to you on an “as is” basis and is to be used for general information purposes only. Such information is provided on a blind-basis, without any knowledge as to your identity or specific circumstances. The ROCK PAPER SPRINKLES Content is provided with the understanding that such information does not constitute professional advice or services. As such, you agree not to rely upon or use any ROCK PAPER SPRINKLES Content as a substitute for consultation with professional advisors. As used in these Terms, the Services include the ROCK PAPER SPRINKLES Content.
UPDATES We may update the ROCK PAPER SPRINKLES Content, including Party and Product descriptions and specifications, as we deem appropriate and without notice to you. If you have any questions about the existence of more current information, please send those questions to info@rockpapersprinkles.com. We take your questions and requests for information seriously, and we will use reasonable efforts to respond in a timely manner. However, we cannot guarantee a prompt response in all cases.
b. Third Party Content
LINKS TO THIRD-PARTY WEBSITES. The Services may contain links or references to non-ROCK PAPER SPRINKLES websites, products, services or other materials or content (“Third Party Content”). This Third Party Content is provided to you as a convenience, and ROCK PAPER SPRINKLES is not responsible for any Third Party Content or the actions of those that provide or use such Third Party Content. Any Third Party Content is independent from ROCK PAPER SPRINKLES, and ROCK PAPER SPRINKLES has no control over the Third Party Content. In addition, a link to any Third Party Content does not imply that ROCK PAPER SPRINKLES endorses, approves of or accepts any responsibility for the Third Party Content or its provider, or vice versa.
c. Acceptable Use Policy
USE OF ROCK PAPER SPRINKLES CONTENT. No part of the Services, including the ROCK PAPER SPRINKLES Content and Guide, may be reproduced or transmitted in any form, by any means, electronic or mechanical, including photocopying and recording, except that ROCK PAPER SPRINKLES authorizes you to view, copy, download, and print ROCK PAPER SPRINKLES Content (such as press releases and FAQs) that is available on the Site, provided that: (a) you use the ROCK PAPER SPRINKLES Content solely for your personal, noncommercial, informational purposes; (b) you do not modify the ROCK PAPER SPRINKLES Content; and (c) you do not remove any copyright, trademark, and other proprietary notices on the ROCK PAPER SPRINKLES Content.
USE OF THE SERVICES. You may not use the Services to: (i) transmit any content, information or other materials that are, or which ROCK PAPER SPRINKLES considers in its sole discretion to be, unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, offensive, obscene, pornographic, hateful or threatening to any group defined by race, religion, gender, national origin or sexual orientation, obscene, lewd, lascivious, violent, harassing or otherwise objectionable, including without limitation expressions of bigotry, prejudice, racism, hatred or profanity; (ii) sell or promote any products or services, including any controlled pharmaceutical substances, tobacco, fire arms, or alcoholic beverages; (iii) introduce viruses, worms, Trojan horses and/or harmful code; (iv) display material that exploits children under 18 years of age; (v) post any content, information or other materials that infringe, misappropriate or violate any intellectual property or other right of any third party; (vi) promote or solicit any business or promote, solicit or participate in multi-level marketing or pyramid schemes; impersonate any other person, including but not limited to, a ROCK PAPER SPRINKLES representative; (vii) post, collect or disclose any personally identifying information (including account names) or private information about children or any third parties without their consent (or their parent's consent in case of a child under 13 years of age); (viii) post or transmit 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 (ix) violate any applicable local, state, national or international laws or regulations. You also agree that you will not (and will not attempt to or permit any third party to): reverse engineer, decompile, disassemble, translate, derive the source code for, interfere with, rent, sell or lease the Services, any part thereof or access thereto.
INDEMNIFICATION FOR BREACH. By using the Services, you agree to indemnify, hold harmless and defend ROCK PAPER SPRINKLES and its officers, directors, agents and affiliates from any claims, damages, losses, liabilities, and all costs and expenses of defense, including but not limited to, attorneys' fees, resulting directly or indirectly from a claim by a third party that is based on your use of the Services in violation of these Terms.
d. Your Content
If you post, upload or make available to ROCK PAPER SPRINKLES or the Services, or otherwise submit to or through ROCK PAPER SPRINKLES as part of your use of the Services, including the Site or App, any information, data, text, images, files, links, software, chat, communication or other materials, including but not limited to photos and reviews relating to your use of the Products (“Your Content”), you hereby grant to ROCK PAPER SPRINKLES a perpetual, non-exclusive, irrevocable, fully-paid, royalty-free, sub-licensable and transferable (in whole or part) worldwide license to use, reproduce, transmit, display, exhibit, distribute, index, comment on, modify, create derivative works based upon, perform and otherwise exploit Your Content and your name, image, voice, likeness and/or other biographical information or material in connection with Your Content, in whole or in part, in all media formats and distribution methods now known or hereafter devised (including on the Site and App, in email and other promotional campaigns and on third party sites promoting the Services) in connection with the Services, including but not limited to advertising, promoting, and marketing the Services, all without further notice to you, with or without attribution, without limitation as to frequency, and without the requirement of any permission from or payment to you or to any other person or entity. You waive any right to inspect or approve any of Your Content or any use of Your Content. By submitting Your Content, you represent and warrant that Your Content and your communication thereof conform to these Terms, including Section 4(C), and that 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 ROCK PAPER SPRINKLES to exploit, Your Content in all manners contemplated by these Terms. You waive all moral rights in Your Content which may be available to you in any part of the world and confirm that no such rights have been asserted. None of Your Content 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 Your Content.
e. Your Account
Access to parts of the Services requires the creation of a user account, including a user name and password that you choose upon registration. You are solely responsible and liable for any authorized or unauthorized access to your account by any person. You agree to bear all responsibility for the confidentiality of your account information and all use or charges incurred from use of the Services with your account. You agree to notify ROCK PAPER SPRINKLES promptly of any unauthorized use of your account or password.
f. Delays
There may be delays, omissions, or inaccuracies in the Services, including the ROCK PAPER SPRINKLES Content. The Service may become unavailable due to maintenance or malfunction of computer equipment or other reasons.
g. Job Postings
ROCK PAPER SPRINKLES may list open employment positions on or through the Services. These postings are for informational purposes only and are subject to change without notice. You should not construe any information on or made available through the Services as an offer for employment or promotion or solicitation for employment not authorized by the laws and regulations of your locale.
IV. INTELLECTUAL PROPERTY
a. Ownership of the Services
The Services, including the ROCK PAPER SPRINKLES Content, including all intellectual property rights in and to the Services and any changes, modifications or corrections thereto, are the property of ROCK PAPER SPRINKLES and its affiliates and licensors, and are protected from unauthorized copying and dissemination by United States copyright law andinternational conventions and other intellectual property laws.
Nothing shall be construed as granting to you, by implication, estoppel, or otherwise, any license or right to use the Services or any ROCK PAPER SPRINKLES Content, through the use of framing or otherwise, except: (a) as expressly permitted by these Terms; or (b) with the prior written permission of ROCK PAPER SPRINKLES or such third party that may own such ROCK PAPER SPRINKLES Content.
b. Services License
Subject to your compliance with these Terms, ROCK PAPER SPRINKLES grants to you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your personal, non-commercial purposes.
c. Feedback
By sending us any feedback, ideas, suggestions, documents or proposals (“Feedback”), you grant to us an irrevocable, non-exclusive, royalty-free, perpetual, worldwide license to use, modify, prepare derivative works of, publish, distribute, sublicense and otherwise exploit the Feedback, and you waive all moral rights in the Feedback which may be available to you in any part of the world and confirm that no such rights have been asserted. You represent and warrant that the Feedback does not contain any confidential or proprietary information of any third party, and that ROCK PAPER SPRINKLES may use your Feedback without restriction or obligation to you or any third party.
d. Notice and Take Down Procedures; Copyright Agent
If you believe any ROCK PAPER SPRINKLES Content infringes your copyright, you may request removal of those materials (or access thereto) by contacting ROCK PAPER SPRINKLES’s legal team at info@rockpapersprinkles.com, and providing the following information: identification of the copyrighted work that you believe to be infringed, including a description of the work, and where possible a copy or the location (e.g., URL) of an authorized version of the work; identification of the material that you believe to be infringing and its location, including a description of the material and its URL or any other pertinent information that will allow us to locate the material; your name, address, telephone number and e-mail address; a statement that you have a good faith belief that the complained of use of the materials is not authorized by the copyright owner, its agent, or the law; a statement that the information that you have supplied is accurate, and indicating that “under penalty of perjury,” you are the copyright owner or are authorized to act on the copyright owner’s behalf; and a signature or the electronic equivalent from the copyright holder or authorized representative.
V. TERMINATION
a. Termination By You
You may deactivate your account and discontinue your use of the Services at any time. In order to deactivate your account, please contact us at info@rockpapersprinkles.com. You understand that Your Content may continue to exist and be used on or through the Service even after such deactivation.
b. Termination By ROCK PAPER SPRINKLES
Any violation of these Terms may result in suspension or termination of your access to the Services and/or removal of Your Content. ROCK PAPER SPRINKLES may also terminate your account if ROCK PAPER SPRINKLES determines that your conduct poses a risk or liability to ROCK PAPER SPRINKLES, or for any other reason as determined by ROCK PAPER SPRINKLES in its sole discretion.
c. Effects of Termination
In each of these cases, the Terms will terminate, including your license to use the Services, except that the following sections shall continue to apply: 2(A) (Collections), 2(B), 2(C), 3(A) (Failure to Pay Fees), 4(A)-(D), 5(A), 5(C) (Acknowledgment), 5(D), 6(C), and 7-9, including the mandatory arbitration and class-action waiver provisions.
VI. DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY
a. Disclaimer of Warranties
THE SERVICES AND PRODUCTS, INCLUDING ALL TRIAL PROGRAMS, ARE PROVIDED “AS IS” WITHOUT ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF MERCHANTABILITY, QUALITY OR FITNESS FOR A PARTICULAR USE. SPECIFICALLY, BUT WITHOUT LIMITATION, ROCK PAPER SPRINKLES DOES NOT WARRANT THAT: (I) THE SERVICES, INCLUDING THE ROCK PAPER SPRINKLES CONTENT, ARE CORRECT, ACCURATE, RELIABLE OR COMPLETE; (II) THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE; (III) DEFECTS WILL BE CORRECTED, (IV) THE SERVICES OR THE SERVER(S) THAT MAKES THE SERVICES AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR (V) THE PRODUCTS WILL BE FIT FOR YOUR INTENDED PURPOSE OR OTHERWISE ACCORD WITH YOUR EXPECTATIONS. THIS DISCLAIMER DOES NOT APPLY WHERE OTHERWISE PROHIBITED BY LAW.
b. Limitation of Liability
UNDER NO CIRCUMSTANCES SHALL ROCK PAPER SPRINKLES BE LIABLE FOR ANY DAMAGES OF ANY KIND, INCLUDING WITHOUT LIMITATION DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, MULTIPLE OR OTHER DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE USE OF, OR THE INABILITY TO USE, THE SERVICES AND/OR THE PRODUCTS, EVEN IF ROCK PAPER SPRINKLES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOUR SOLE AND EXCLUSIVE REMEDY HEREUNDER SHALL BE AS SET FORTH UNDER SECTION 7(A) OR TO DISCONTINUE YOUR USE OF THE SERVICES AND TERMINATE THESE TERMS. THE FOREGOING LIMITATION OF LIABILITY DOES NOT APPLY WHERE OTHERWISE PROHIBITED BY LAW.
VII. DISPUTE RESOLUTION, ARBITRATION AND CLASS ACTION WAIVER
This Section 7 includes an arbitration agreement and an agreement that all claims will be brought either in arbitration or in small claims court and, in either case, only in an individual capacity (and not as a class action or other representative proceeding). Please read it carefully.
a. Informal Process First
Both you and ROCK PAPER SPRINKLES agree that in the event of any dispute between us, you and ROCK PAPER SPRINKLES will first contact the other party and make a good faith sustained effort to resolve the dispute before resorting to more formal means of resolution.
b. Mandatory Arbitration of Disputes
All disputes between you and ROCK PAPER SPRINKLES will be resolved by BINDING ARBITRATION. YOU HEREBY AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend your rights under this contract, except for matters that may be taken to small claims court. Your rights will be determined by a neutral arbitrator, NOT a judge or jury. You agree that any dispute arising out of or relating to this Agreement, including with respect to the interpretation of any provision of this Agreement or concerning the performance or obligations of ROCK PAPER SPRINKLES or you, shall be resolved by mandatory and binding arbitration submitted to JAMS in accordance with its Commercial Arbitration Rules at the request of either ROCK PAPER SPRINKLES or you pursuant to the following conditions:
(1) Place of Arbitration Hearings. Unless you elect to conduct the arbitration by telephone or written submission, an in-person arbitration hearing will conducted at a JAMS facility in your area or at a JAMS facility in Springfield, Illinois.
(2) Selection of Arbitrator shall be made pursuant to JAMS’ Streamlined Arbitration Rules & Procedures or JAMS’ Comprehensive Arbitration Rules & Procedures, depending on the amount of the claim as specified herein.
(3) Conduct of Arbitration. The arbitration shall be conducted by a single neutral arbitrator under JAMS’ Streamlined Arbitration Rules & Procedures. For claims exceeding $5,000.00, the arbitration shall be conducted under JAMS’ Comprehensive Arbitration Rules & Procedures Subject to the applicable JAMS procedure, the arbitrator shall allow reasonable discovery in the forms permitted by the Federal Rules of Civil Procedure, to the extent consistent with the purpose of the arbitration. The arbitrator(s) shall have no power or authority to amend or disregard any provision of this section or any other provision of these Terms of Service, except as necessary to comply with JAMS’ Policy on Consumer Arbitrations Pursuant to Pre-Dispute Clauses Minimum Standards of Procedural Fairness. The arbitration hearing shall be commenced promptly and conducted expeditiously. If more than one day is necessary, the arbitration hearing shall be conducted on consecutive days unless otherwise agreed in writing by the parties.
(4) Findings and Conclusions. The arbitrator(s) shall, after reaching judgment and award, prepare and distribute to the parties written findings of fact and conclusions of law relevant to such judgment and award and containing an opinion setting forth the reasons for the giving or denial of any award. The award of the arbitrator(s) shall be final and binding on the parties, and judgment thereon may be entered in a court of competent jurisdiction.
(5) Costs and Fees. You will be subject to a $250 filing fee to initiate an arbitration. To the extent permitted by JAMS procedures, each party shall bear its own costs and expenses and an equal share of the arbitrators' and administrative fees of arbitration, with ROCK PAPER SPRINKLES remaining responsible for its share of costs, expenses and fees plus any costs, expenses and fees required of it under JAMS procedures.
(6) Litigation. The Federal Arbitration Act and federal arbitration law apply to this Agreement. Either party also may, without waiving any remedy under this Agreement, seek from any court having jurisdiction any interim or provisional relief that is necessary to protect the rights or property of that party, pending the establishment of the arbitral tribunal (or pending the arbitral tribunal's determination of the merits of the controversy). We also both agree that you or we may bring suit in court to enjoin infringement or other misuse of intellectual property rights.
(7) Other. The Federal Arbitration Act and federal arbitration law apply to these Terms and Conditions.
c. Class Action Waiver
The parties expressly waive any ability to maintain any class action in any forum. Any arbitration, claim or other proceedings by or between you and ROCK PAPER SPRINKLES shall be conducted on an individual basis and not in any class action, mass action, or on a consolidated or representative basis. You further agree that the arbitrator shall have no authority to award class-wide relief or to combine or aggregate similar claims or unrelated transactions. You acknowledge and agree that this agreement specifically prohibits you from commencing arbitration proceedings as a representative of others. If for any reason a claim proceeds in court rather than in arbitration, we each waive any right to a jury trial. Any claim that all or part of this Class Action Waiver is unenforceable, unconscionable, void, or voidable may be determined only by a court of competent jurisdiction and not by an arbitrator.
VIII. MISCELLANEOUS
JURISDICTIONAL ISSUES. ROCK PAPER SPRINKLES makes no representation that the Services are appropriate or available for use outside the United States. Those who choose to access the Services or any part thereof from outside the United States do so at their own risk and are responsible for compliance with applicable local laws. The Services may contain references or cross references to products or services that are not available or approved by the appropriate regulatory authorities in your country. Such references do not imply that ROCK PAPER SPRINKLES intends to announce or make available such products or services to the general public, or in your country. Contact ROCK PAPER SPRINKLES at info@rockpaperspinkles.com to determine which products and services may be available to you.
EXPORT LAWS. The laws of the United States of America prohibit the export of certain software and data to particular persons, territories, and foreign states. You agree not to export the Services, including the ROCK PAPER SPRINKLES Content, or any part thereof, in any way, in violation of United States law.
GOVERNING LAW AND VENUE. These Terms are governed and interpreted pursuant to the laws of the State of Illinois, notwithstanding any principles of conflicts of law. Any disputes in connection with these Terms that, notwithstanding the mandatory arbitration provision we have agreed to above, results in court action, shall be resolved exclusively by a state or federal court located in Springfield, Illinois, and you specifically consent to the personal jurisdiction of such courts and waive any claim of forum non conveniens.
ENTIRE AGREEMENT. These Terms are the entire agreement between you and ROCK PAPER SPRINKLES relating to the subject matter herein and shall not be modified except by ROCK PAPER SPRINKLES in accordance with these Terms, or as otherwise agreed in writing by you and ROCK PAPER SPRINKLES. No employee, agent or other representative of ROCK PAPER SPRINKLES has any authority to bind ROCK PAPER SPRINKLES with respect to any statement, representation, warranty or other expression not specifically set forth in these Terms.
SEVERABILITY AND WAIVER. If any part of these terms is unlawful, void, or unenforceable, that part will be deemed severable and will not affect the validity and enforceability of the remaining provisions. The failure of a party to require performance of any provision will not affect such party’s right to require performance at any time thereafter, nor shall a waiver of any breach or default of these Terms or any provision of these Terms constitute a waiver of any subsequent breach or default or a waiver of the provision itself.
ASSIGNMENT. You may not assign or transfer these Terms or any of your rights or obligations under these Terms. ROCK PAPER SPRINKLES may assign these Terms at any time without notice to you.
FORCE MAJEURE. ROCK PAPER SPRINKLES will not be liable for, or be considered to be in breach of these Terms on account of, any delay or failure to perform as required by these Terms as a result of any cause or condition beyond ROCK PAPER SPRINKLES’s reasonable control.