Last Updated: April 3, 2020
Welcome to Wildwood® Chocolate! Wildwood® Chocolate manufactures, distributes and sells craft chocolate and confections products. The company also maintains and operates the Website and Social Media Sites explained below.
THIS AGREEMENT CONTAINS A LIMITATION OF LIABILITY, WARRANTY DISCLAIMERS, GENERAL DISCLAIMERS, AN ARBITRATION CLAUSE AND CLASS ACTION WAIVER. BY ACCESSING OR USING THE SERVICE, YOU AGREE TO BE BOUND BY THIS AGREEMENT, WHETHER YOU ARE A “VISITOR” (WHICH MEANS YOU ONLY BROWSE THE SERVICE), OR A “PURCHASER” (WHICH MEANS YOU MAKE A PURCHASE THROUGH THE SERVICE). IF YOU DO NOT ACCEPT AND AGREE TO BE BOUND BY ALL OF THE TERMS OF THIS AGREEMENT, DO NOT ACCESS OR USE THE SERVICE. YOUR USE OF THE SERVICE IS AT YOUR OWN RISK. WILDWOOD® CHOCOLATE DOES NOT ASSUME ANY LIABILITY OR MAKE ANY WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, REGARDING THE SERVICE OR YOUR ACCESS OR USE OF IT.
The Service are owned, operated and maintained by Wildwood® Chocolate and has been created for your information, enjoyment and online shopping. Your use of the Service is subject to these Terms and Policies. Wildwood® Chocolate may change this Terms and Policies agreement without notice, including changing, adding, removing, suspending, or canceling any part of the Service at any time in its sole discretion. Your use of the Service is subject to the most current version of this Agreement posted on the Website at the time of your access or use. If you access or use the Service after any changes, you agree that you have accepted, without limitation or qualification, all changes. You agree that you do not have any rights in the Service and that Wildwood® Chocolate will have no liability to you if either are modified, suspended or discontinued or your ability to access any content you may have posted is terminated.
License and General Terms
Age Requirement. You must be at least eighteen (18) years of age to access the Website or any portion of it. The Website is not directed to persons under eighteen (18). By providing information about yourself, you are stating that you are at least eighteen (18) years old, or if outside the U.S., of legal age to form a binding contract.
Communications. By providing us your email address, you agree to opt-in to receive transactional or administrative emails related to purchases you make, the Service generally, as well as marketing and promotional offers from us. If you do not wish to receive emails from Wildwood® Chocolate, you can opt-out by following the instructions in the emails you receive.
Term. Your agreement to this Agreement begins on the date you first access or use either the Website or any Social Media Site and continues as long as you access the same. All terms expressly stated to survive expiration or termination of this Agreement will so survive, and all other terms that by their nature that are intended to survive expiration or termination will continue in full force and effect after such expiration.
License. Subject to your compliance with this Agreement, Wildwood® Chocolate grants you, a limited, non-exclusive, revocable, non-sublicensable, non-transferable license, to access and use the Service for your lawful and as intended through the normal functionality of the Service. Except for the limited license granted to you in this paragraph, Wildwood® Chocolate reserves all rights in and to the Service and all Wildwood® Content (defined below) included therein.
Additional Terms. From time to time, we may require you to follow additional rules, guidelines or other conditions in order to participate in promotions or campaigns we may make available through the Service (“Additional Terms”). These Additional Terms are part of this Agreement when and as issued.
Wildwood® Chocolate Content
Except for content submitted by you and other users on the Service as address below, all material contained in the Service, including, without limitation, text, audio, information, button icons, images, designs, logos, graphics, slogans, trade dress and photographs (“Wildwood® Content”) are copyrights, trade secrets, patents, trademarks, service marks and other proprietary assets of Wildwood® Chocolate and its licensors with all rights reserved. You do not have any right to use, copy, modify, publish, license, transfer sell, reproduce, distort, display, distribute or make derivative works from any Wildwood® Content without the advance written permission of Wildwood® Chocolate. You agree that nothing contained in the Service or this Agreement should be construed as granting any license or right, by implication or otherwise, to use any Wildwood® Content or third-party content without the express prior written consent of Wildwood® Chocolate, or the third party owner of such content. Unauthorized use of any Wildwood® Content is strictly prohibited and Wildwood® Chocolate or its licensors may seek to enforce these intellectual property and privacy rights, as applicable, to the fullest extent of the law.
Wildwood® Chocolate reserves the right, in its sole discretion, to immediately suspend or terminate access to the Service by any user who is alleged or believed to have infringed on the intellectual property rights of Wildwood® Chocolate or a third party, or who otherwise violates any intellectual property laws or regulations.
A. User Content. You may submit or post text comments and other content (such as images or graphics) (“User Content”) through certain features of the Service. You are solely responsible for all User Content that you post, or otherwise make available on the Service. You are required to be courteous and civil in all interactions with Wildwood® Chocolate, including its employees, independent contractors, agents and representatives, and with other users. We do not and cannot screen, monitor or control content posted via the Service and do not endorse, guarantee the accuracy, integrity or quality of such content. However, Wildwood® Chocolate reserves the right to monitor your User Content and you hereby provide your irrevocable consent to such monitoring and waive any expectation of privacy in your User Content. We further reserve the right, but not the obligation, in our sole discretion to edit, refuse publishing, or delete any User Content in our sole discretion. We also do not guarantee that you will not be exposed to content that you deem offensive, indecent or objectionable. You are solely responsible for your interactions with other users. We reserve the right, but have no obligation, to investigate or adjudicate disputes between you and any other user. If you believe any User Content to be in violation of this Agreement, email us at email@example.com. Under no circumstances will Wildwood® Chocolate be liable in any way for any User Content, including, but not limited to, any errors or omissions in any User Content, or any loss or damage of any kind incurred as a result of the posting of any User Content.
B. User Content License. As between you and Wildwood® Chocolate, you own all User Content, but by publishing, commenting or posting User Content via the Service, you hereby grant Wildwood® Chocolate a non-exclusive, fully-paid, royalty-free, perpetual, irrevocable, worldwide license (with the right to sublicense) to distribute, use, copy, modify, adapt, translate, create derivative works, publish, publicly perform, publicly display, store, transmit, and otherwise make available such User Content (including without limitation, your name and likeness, photographs and testimonials) for any purpose whatsoever, commercial or otherwise (including without limitation, marketing, advertising, changes to the Service, or integration of feedback or suggestions into products currently or hereinafter produced) without your consent, prior notification, compensation or credit. You also waive any "moral rights" or "performance rights" in your User Content. You also grant all users of the Service permission to view your User Content. You may request that User Content you posted be removed by contacting firstname.lastname@example.org. We may or may not be able to remove the requested User Content depending on the type of content, location and manner of positing. We have no obligation to remove any User Content, and will do so in our sole discretion and to the extent we desire. You acknowledge and agree that if we agree to remove User Content upon your request, such content may remain as back-up copies in servers and Wildwood® Chocolate retains the rights to all such copies. You represent and warrant that: (a) you own all right, title and interest in all User Content, (b) the posting of User Content does not violate the intellectual property rights, privacy rights, or any other right of any third party, and (c) the User Content complies with this Agreement, and all applicable laws.
C. Prohibited User Content. You must not post any objectionable User Content. We reserve the right, but have no obligation, to remove User Content that is, in our sole discretion, objectionable, inappropriate, off-topic, violative of any law, regulation or the right of any person. We may also, in our sole discretion, investigate or take legal action against anyone who violated or is believed to have violated this section, including suspending or terminating access to the Service. “Objectionable” User Content includes, but is not limited to content that:
D. Disclosure of Your Account Information and User Content. We may access, preserve and disclose any of your User Content if required to do so by law or if we have a good faith belief that such access, preservation or disclosure is reasonably necessary, for reasons including to: (i) responding to claims asserted against us or to comply with legal processes; (ii) enforcing these Terms and Policies; (iii) responding to claims that any User Content violates the rights of third parties; (iv) fraud prevention, risk assessment, investigation, or customer or technical support; or (v) the protection of the rights, property or personal safety of Wildwood® Chocolate (including its employees, independent contractors, agents and representatives), its users or any other person, including the reporting of a suspected crime.
E. Third Party Intellectual Property Rights / DCMA Policy. Wildwood® Chocolate respects the intellectual property of others. It is our policy to investigate any good faith allegations of copyright infringement brought to our attention. In accordance with the requirements of the Digital Millennium Copyright Act ("DMCA”), we will promptly remove materials from the Service if properly notified that the materials infringe a third party's copyright.
If you believe that your work has been copied in a way that constitutes copyright infringement, please send the following information to our designated agent. Please be advised that to be effective, your notice must include ALL of the following:
a. An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
b. A description of the copyrighted work that you claim has been infringed;
c. The location on the Service of the material that you claim is infringing;
d. Your address, telephone number, and email address;
e. A statement that your claim of infringement is based on a good faith belief; and
f. A statement made under penalty of perjury that the information you have provided is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
Submit this information via by email to: email@example.com or by mail to: Wildwood® Chocolate, 1847 E Burnside Street, Suite 105, Portland, Oregon 97214.
We may request additional information necessary to complete your DMCA notice. Please provide all requested information promptly. If you fail to comply with all of these requirements, your DMCA notice may not be processed, and the alleged infringing copyrighted content may not be removed. You represent that all information you submit in any DMCA notice is accurate.
We may disclose DMCA notices and related communications or other intellectual property complaints with third parties, including those who are accused of infringing intellectual property rights. We will also send complete counter-notifications to the party who submitted the DMCA notice. Please be advised that that party may elect to file a lawsuit against you for copyright infringement. If we do not receive notification that a lawsuit was filed within ten (10) business days after we provide notice of your counter-notification, we will repost the removed content. Until that time, your content will remain removed.
YOU MAY BE SUBJECT TO LIABILITY IF YOU KNOWINGLY MISREPRESENT THAT MATERIAL IS INFRINGING OR WAS REMOVED OR DISABLED IMPROPERLY OR BY MISTAKE UNDER SECTION 512(f) OF THE COPYRIGHT ACT, 17 U.S.C. § 512(f).
In using the Service, it is strictly prohibited to engage or attempt to engage in a prohibited activity, or to solicit another party to do the same. We reserve the right, in our sole discretion, to investigate and take legal action against anyone who breaches, or who is believed to have breached this Section, including suspending or terminating access to the Service. “Prohibited activities” include the following:
Engagement or suspected engagement in any prohibited activity may result in civil or criminal liability. Wildwood® Chocolate may investigate occurrences that potentially involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting users who are involved in such violations.
Software and other materials from the Website may be subject to United States Export Control. The United States Export Control laws prohibit the export of certain technical data and software to certain territories. No software from the Website may be downloaded or exported in violation of any such laws. Wildwood® Chocolate does not authorize the exportation of any software or technical data from the Website to any jurisdiction prohibited by the United States Export laws.
Disclaimer of Warranties
To the fullest extent permitted by law, you agree that the Service and all content provided in the Service are provided “AS IS,” “AS AVAILABLE,” “WITH ALL FAULTS” and without any warranty of any kind, express or implied, including any warranty of merchantability or fitness for a particular purpose. Further, we expressly disclaim all liability for the quality, reliability, completeness, accuracy, errors and omissions related to the Service and all content provided in the Service. We do not warrant that your access to or use of the Service will be uninterrupted or error-free; that defects, loss or damage in functionality or content will be corrected; that content is non-infringing; or the that Service or the servers that make the Service available are free of viruses or other harmful contents, or the risk of tampering, hacking or intrusion by third parties. Pricing and products may change without notice. Wildwood® Chocolate is under no obligation to update the Service or the Wildwood® Content therein and shall not be liable for the failure to correct or update such information. Your access and use of the Service is therefore at your sole risk.
Some jurisdictions may not allow us to disclaim or exclude some or all of the above described warranties. If you reside in such a jurisdiction, this disclaimer may not apply to you.
Third Party Sites and Disclaimer of Liability
The Service may contain links to products or services, including websites or applications, owned or offered by third parties, which you may access by leaving the Service. If you are on the Website, Check the Uniform Resources Locator ("URL") address provided in your web browser to see if you are still on the Wildwood® Chocolate Website or have moved to third-party site. We do not monitor or control third party linked websites or applications. Accessing any link or website from the Service, is entirely at your own risk. Reference to any third party, or their products or services, on the Service does not constitute any warranty, approval, endorsement or recommendation of any products, services, advice or information available from such sites by Wildwood® Chocolate or any of its officers, directors, members, employees, independent contractors, agents or representatives. We are not responsible for reviewing or approving third parties or the products, services or content made available by them through linked websites, applications or otherwise. You should conduct your own research regarding third parties and their products or services before engaging with any third party. We do not warrant and specifically disclaim any and all responsibility or liability to you for any damage or loss caused or alleged to be caused, by or in connection with the use of any links, sites, content, products or services made available by third parties and you hereby release Wildwood® Chocolate and its members, officers, representatives and agents from any and all such responsibility or liability for the same. In other words, your business dealings and communications with a third party you find through the Service, regarding information, content, purchase, payment or delivery of goods or services, warranties or any other matter are solely between you and such third party. If you access or use a third-party website or application, or use a third-party product or service, you do so at your own risk. Before you use any third-party product or service, you should review the applicable terms and conditions of use.
Thank you for buying chocolate from Wildwood® Chocolate on the Website! We stand behind our products. If you are not satisfied with your purchase we will replace or refund you the purchase price.
If you wish to purchase a product made available through the Service (“Purchase”), you will be asked to supply certain information relevant to your Purchase including, without limitation, your name, billing and shipping address, and credit card information. You represent and warrant that: (i) you have the legal right to use the credit card(s) or other payment method(s) you provide in connection with any Purchase; and that (ii) the information you supply to us is true, correct and complete. The Service uses third-party services to complete payment and shipping for Purchases. By submitting your information, you grant us the right to provide the information you provide to these third parties.
From time to time, Wildwood® Chocolate may change or update the Wildwood® Content on the Service including products offered in its sole and absolutely discretion. This means that availability of products may change, be replaced or removed without advanced notice to you. Certain Wildwood® Content that is available on one platform, such as the Website, may not be available on another, such as a Social Media Site. We may experience delays in updating the information on the Website, Social Media Sites, advertising materials or other websites or media. The information on these platforms may contain errors or inaccuracies and may not be complete or current. Products may be mispriced, described inaccurately, or unavailable on the Service and we cannot guarantee the accuracy or completeness of any information found on the Service. We therefore reserve the right to change or update information and to correct errors, inaccuracies, or omissions at any time without prior notice.
Please see our FAQs for our shipping policies and other purchase related information.
Limitation on Liability
IF YOU DO NOT ACCEPT THE LIMITATION OF LIABILITY BELOW, YOU ARE NOT AUTHORIZED TO ACCESS OR USE THE SERVICE.
Use of the Service is at your own risk. To the fullest extent permitted by law, in no event shall Wildwood® Chocolate, nor its affiliates, officers, members, employees, independent contractors, agents or representatives be liable for: (I) any direct, indirect, incidental, special, consequential, punitive, or exemplary damages, including but not limited to damages for personal injury, death, loss of livelihood, loss of enjoyment, pain or suffering, emotional distress, loss of profits, loss of future earnings, goodwill, use, and/or any other damages or other intangible losses, (II) use of the Service, (III) errors, omissions, inaccuracies, completeness of content; (IV) content posted by other users that you may feel to be defamatory or offensive, (IV) objectionable or illegal conduct of any third party, including other users, (V) resolution, Internet bandwidth, device compatibility or viewing capabilities, (VI) availability, defect, delay, interruption, cessation or other failure of the Service, (VII) any product or service offered by a third party through the Service, (VIII) intrusion, hacking or violation of the Service by any third party including unauthorized access to servers and access or use of your personal or financial information stored therein, (IX) malware, including bots, bugs, viruses, Trojan horses, (X) the security of the Service including the unauthorized access, interception, corruption, damage or misuse of any information you download or share, (XI) any other loss or damage of any kind incurred as a result of the use of any content published or transmitted, through the Service, or (XII) anything else subject to a disclaimer set forth in this Agreement, whether such above listed claims are based on theories of warranty, contract, tort, or any other legal theory, and whether or not Wildwood® Chocolate is advised of the possibility of such damages. Furthermore, Wildwood® Chocolate is not liable even if it has been negligent or if its representative has been advised of the possibility of such damages. No communication of any kind between you and Wildwood® Chocolate, or a Wildwood® Chocolate representative, shall constitute a waiver of any limitation on liability hereunder or create any additional warranty not expressly stated in this Agreement. In the event that this limitation on liability is not enforceable, our total liability to you shall not exceed the amounts paid by you to access the Service.
THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU TO THE EXTENT THAT APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES.
You agree to indemnify, defend, and hold harmless Wildwood® Chocolate and its affiliates, members, officers, employees, independent contractors, consultants, agents, and representatives, from and against any and all liability, claims, damages, liabilities, obligations, losses, costs and expenses (including attorney's fees) that arise from: (i) your access to or use of the Service; (ii) breach by you of any term of this Agreement; (iii) your violation of a third party right, including an intellectual property right, or (iv) any claim related to your User Content. We reserve the right to assume the exclusive defense and control of any matter subject to indemnification and you agree to cooperate with Wildwood® Chocolate in connection with such indemnification obligations. This indemnification obligation shall survive the expiration or termination of this Agreement.
By accessing or using the Service, you agree that the exclusive means of resolving any dispute or claim between you and Wildwood® Chocolate (including any officer, member, employee, independent contractor, agent or representative, or any affiliate of any of these parties (the “Wildwood® Parties”)) arising out of or relating to: (i) this Agreement, (ii) the Service, or (iii) any transaction between us, shall be by binding arbitration. You and Wildwood® Chocolate further agree that any decision regarding the enforceability or validity of this arbitration provision will be determined by the arbitrator and not by any court. You further agree not to, under any circumstances, bring or maintain any claim against the Wildwood® Parties as part of a class action, class arbitration, or other representative action or proceeding, or to join arbitration proceedings. In agreeing to this, YOU ARE GIVING UP YOUR RIGHT TO GO TO COURT INCLUDING YOUR RIGHT TO A JURY TRIAL. YOU ARE ALSO GIVING UP YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR OTHER CLASS PROCEEDING. If you do not agree to this arbitration agreement and class action waiver, you must tell us in writing and not access or use the Service.
In arbitration, your claims will be heard and determined by a neutral arbiter, not a judge or jury. You are entitled to a fair hearing in front of the arbitrator. Arbitration is usually a more informal streamlined procedure than a court proceeding. An arbitrator can grant the same relief that a court can award. Therefore, decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons. The arbitrator will not have the authority to: (1) consolidate claims brought by more than one person against the Wildwood® Parties; (2) preside over any representative or class action against the Wildwood® Parties; or (3) award damages to a class. Any proceeding to confirm, modify, or vacate an arbitration award, may be commenced in any court of competent jurisdiction. You acknowledge and agree that this class action waiver is material to the agreement to arbitrate disputes.
This Agreement, and any dispute between you and Wildwood® Chocolate, shall be governed by the laws of the state of Oregon without regard to principles of conflicts of law, provided that this arbitration agreement shall be governed by the Federal Arbitration Act. Arbitration will be administered by the American Arbitration Association (“AAA“), and conducted under AAA’s Commercial Arbitration Rules (“AAA Rules”) in effect at the time of the dispute. You may obtain copies of the AAA Rules which explain how to begin an arbitration procedure by visiting the AAA website at www.adr.org, or by calling AAA at (800) 778-7879.
In the event that this arbitration agreement is for any reason held to be unenforceable, any litigation against the Wildwood® Parties may be commenced only in the federal or state courts located in Portland, Oregon. You hereby irrevocably consent to the jurisdiction of these courts and waive any right to a trial by jury.
Integration. This Agreement together with the FAQs, any Additional Terms, and legal notices published on the Service, shall constitute the entire agreement between you and Wildwood® Chocolate and shall and supersede any prior agreements between you and Wildwood® Chocolate with respect to the Service and the provisions of this Agreement.
Modification. We reserve the right to modify this Agreement in our sole discretion at any time without advance notice. We will post all updated versions of the Agreement on the Website. Modifications will go into effect on the date posted on the Website. It is your responsibility to review all modifications. Your access and/or use of the Service after this Agreement is modified will constitute your consent to all revised terms.
Assignment. We may transfer or assign this Agreement and any of our rights and/or obligations under this Agreement at any time in our sole discretion. This Agreement may not be transferred or assigned by you without Wildwood® Chocolate’s express prior written consent.
Waiver and Severability. The failure by Wildwood® Chocolate to exercise or enforce any right under this Agreement shall not constitute a waiver of such right or provision. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, all other provisions of this Agreement shall remain in full force and effect.
Statute of Limitations. All claims or causes of action arising out of or related to the access or use of the Service, or this Agreement, must be filed within one (1) year after such claim or cause of action arises or be forever barred, regardless of any law or statute to the contrary.
Governing Law and Venue. This Agreement shall be governed by the laws of the State of Oregon, without respect to its conflict of laws principles. Any claim or dispute between you and Wildwood® Chocolate that arises in whole or in part out of this Agreement or from the access or use of the Service shall be decided exclusively by an arbitrator or court of competent jurisdiction located in Portland, Oregon, as provided above in this Agreement. To that end, you agree that the Service shall be deemed to be based in Oregon and to be a passive service that does not give rise to personal jurisdiction over Wildwood® Chocolate, either specific or general, in jurisdictions other than Oregon.
Contact and Notice. If you have any questions or comments regarding this Agreement or the Service, please contact us at: firstname.lastname@example.org or by mail to: 1847 E Burnside Street, Suite 105, Attn. Online Support.