(1) Introduction
These terms and conditions govern your use of our website; by using our website, you accept these terms and conditions in full. If you disagree with these terms and conditions or any part of these terms and conditions, you must not use our website.
(2) Licence to use website
Unless otherwise stated, we or our licensors own the intellectual property rights in the website and material on the website. Subject to the licence below, all these intellectual property rights are reserved.
You may view, download for caching purposes only, and print pages from the website for your own personal use, subject to the restrictions set out below and elsewhere in these terms and conditions.
You must not:
(a) republish material from this website (including republication on another website);
(b) sell, rent or sub-license material from the website;
(c) show any material from the website in public;
(d) reproduce, duplicate, copy or otherwise exploit material on our website for a commercial purpose;
(e) edit or otherwise modify any material on the website; or
(f) redistribute material from this website except for content specifically and expressly made available for redistribution.
You may purchase items via this website subject to the following conditions:
Buyers agree to file claims directly with the 3rd pary vendor ("label").
You may sell products and services via our website subject to the following conditions:
(a) all photos and descriptions of products for sale being representative of the product or service being sold;
(b) you must not resell 3rd party products or second hand goods;
(c) you may only displaying products for sale when they are available by updating stock levels appropriately;
(d) any orders that cannot be fulfilled must be refunded in full (via paypal refund option);
(e) any fees due to host your label and sell your products are paid
(f) any sellers with an open claim must work in good faith to resolve the claim, refund money and/or provide a replacement item, and accept a return of the item; and
(g) if a seller doesn't resolve a claim, the seller agrees to pay upflatdown the amount paid by upflatdown to the buyer. Upflatdown will invoice the seller for these amounts and seller agrees to pay upflatdown in accordance with the invoice terms.
upflatdown reserves the right to remove your label from the site at any time
Hosting of labels and sales are currently provided as a free service but will be subject to a fees at a later date. Upflatdown reserves the right to introduce fees at any time. No fees will be incurred until you have agreed to the new terms and conditions.
(3) Acceptable use
You must not use our website in any way that causes, or may cause, damage to the website or impairment of the availability or accessibility of the website; or in any way which is unlawful, illegal, fraudulent or harmful, or in connection with any unlawful, illegal, fraudulent or harmful purpose or activity.
You must not use our website to copy, store, host, transmit, send, use, publish or distribute any material which consists of (or is linked to) any spyware, computer virus, Trojan horse, worm, keystroke logger, rootkit or other malicious computer software.
You must not conduct any systematic or automated data collection activities (including without limitation scraping, data mining, data extraction and data harvesting) on or in relation to our website without our express written consent.
You must not use our website to transmit or send unsolicited commercial communications.
You must not use our website for any purposes related to marketing without our express written consent.
(4) Restricted access
Access to certain areas of our website is restricted. We reserve the right to restrict access to areas of our website, or indeed our whole website, at our discretion.
If we provide you with a user ID and password to enable you to access restricted areas of our website or other content or services, you must ensure that that user ID and password is kept confidential.
We may disable your user ID and password in our sole discretion without notice or explanation.
(5) User generated content
In these terms and conditions, “your user content” means material (including without limitation text, images, audio material, video material and audio-visual material) that you submit to our website, for whatever purpose.
You grant to us a worldwide, irrevocable, non-exclusive, royalty-free licence to use, reproduce, adapt, publish, translate and distribute your user content in any existing or future media. You also grant to us the right to sub-license these rights, and the right to bring an action for infringement of these rights.
Your user content must not be illegal or unlawful, must not infringe any third party's legal rights, and must not be capable of giving rise to legal action whether against you or us or a third party (in each case under any applicable law).
You must not submit any user content to the website that is or has ever been the subject of any threatened or actual legal proceedings or other similar complaint.v
We reserve the right to edit or remove any material submitted to our website, or stored on our servers, or hosted or published upon our website.
Notwithstanding our rights under these terms and conditions in relation to user content, we do not undertake to monitor the submission of such content to, or the publication of such content on, our website.
(6) Limited warranties
Whilst we endeavour to ensure that the information on this website (excluding user content) is correct, we do not warrant its completeness or accuracy; nor do we commit to ensuring that the website remains available or that the material on the website is kept up-to-date.
To the maximum extent permitted by applicable law we exclude all representations, warranties and conditions relating to this website and the use of this website (including, without limitation, any warranties implied by law of satisfactory quality, fitness for purpose and/or the use of reasonable care and skill).
(7) Limitations of liability
Nothing in these terms and conditions (or elsewhere on our website) will exclude or limit our liability for fraud, for death or personal injury caused by our negligence, or for any other liability which cannot be excluded or limited under applicable law.
Subject to this, our liability to you in relation to the use of our website or under or in connection with these terms and conditions, whether in contract, tort (including negligence) or otherwise, will be limited as follows:
(a) to the extent that the website and the information and services on the website are provided free-of-charge, we will not be liable for any loss or damage of any nature;
(b) we will not be liable for any consequential, indirect or special loss or damage;
(c) we will not be liable for any loss of profit, income, revenue, anticipated savings, contracts, business, goodwill, reputation, data, or information;
(d) we will not be liable for any loss or damage arising out of any event or events beyond our reasonable control;
(e) we will not be liable for any loss or damage arising out of orders not being fullfilled by 3rd parties operating via this website;
(8) Indemnity
You hereby indemnify us and undertake to keep us indemnified against any losses, damages, costs, liabilities and expenses (including without limitation legal expenses and any amounts paid by us to a third party in settlement of a claim or dispute on the advice of our legal advisers) incurred or suffered by us arising out of any breach by you of any provision of these terms and conditions, or arising out of any claim that you have breached any provision of these terms and conditions.
(9) Breaches of these terms and conditions
Without prejudice to our other rights under these terms and conditions, if you breach these terms and conditions in any way, we may take such action as we deem appropriate to deal with the breach, including suspending your access to the website, prohibiting you from accessing the website, blocking computers using your IP address from accessing the website, contacting your internet service provider to request that they block your access to the website and/or bringing court proceedings against you.
(10) Variation
We may revise these terms and conditions from time-to-time. Revised terms and conditions will apply to the use of our website from the date of the publication of the revised terms and conditions on our website. Please check this page regularly to ensure you are familiar with the current version.
(11) Assignment
We may transfer, sub-contract or otherwise deal with our rights and/or obligations under these terms and conditions without notifying you or obtaining your consent.
You may not transfer, sub-contract or otherwise deal with your rights and/or obligations under these terms and conditions.
(12) Severability
If a provision of these terms and conditions is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions will continue in effect. If any unlawful and/or unenforceable provision would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect.
(13) Exclusion of third party rights
These terms and conditions are for the benefit of you and us, and are not intended to benefit any third party or be enforceable by any third party. The exercise of our and your rights in relation to these terms and conditions is not subject to the consent of any third party.
(14) Entire agreement
These terms and conditions, together with our privacy policy, constitute the entire agreement between you and us in relation to your use of our website, and supersede all previous agreements in respect of your use of this website.
(15) Law and jurisdiction
These terms and conditions will be governed by and construed in accordance with English law, and any disputes relating to these terms and conditions will be subject to the [non-]exclusive jurisdiction of the courts of England and Wales.
(16) Registrations and authorisations
none
(17) Copyright Infringement
upflatdown ("us" or "we") respects the intellectual property rights of others and we prohibit users from uploading, posting or otherwise transmitting through any application or website offered by us any materials that violate another party's intellectual property rights. When we receive proper Notification of Alleged Copyright Infringement as described below, we promptly remove or disable access to the allegedly infringing material and terminate the accounts of repeat infringers in accordance with the Digital Millennium Copyright Act.
A Notification of Alleged Copyright Infringement
If you believe that your own copyrighted work is accessible through any website or application provided by us in violation of your copyright, you may provide our Designated Agent with a written communication as set forth in the Digital Millennium Copyright Act ("DMCA"), 17 U.S.C. § 512(c)(3) that contains substantially the following
1. Identify in sufficient detail the copyrighted work or intellectual property that you claim has been infringed so that we can locate the material. For example, "The copyrighted work is my content that appears at http://www.mycontentpage.com/item1_qjofkrns123." If multiple copyrighted works at a single online site are covered by your Notification, you may provide a representative list of such works at that site.
2. Identify the URL or other specific location on the application or website provided by us that contains the material that you claim infringes your copyright described in Item 1 above. You must provide us with reasonably sufficient information to locate the alleged infringing material. For example, "The content at the following URL infringes on my copyright: http://www.anothercontent.com/item2_hjdsi899."
3. Provide the electronic or physical signature of the owner of the copyright or a person authorized to act on the owner's behalf.
4. Include a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law.
5. Include a statement by you that the information contained in your Notice is accurate and that you attest under the penalty of perjury that you are the copyright owner or that you are authorized to act on the owner's behalf.
6. Include your name, mailing address, telephone number and email address.
You may submit your Notification of Alleged Copyright Infringement to our Designated Agent by fax, mail, or E-Mail as set forth below:
Designated Copyright Agent
Abi Yates
25 Princeway
Frodsham
Cheshire
WA6 6RX
United Kingdom
Phone:
+33(0)6 10 10 47 92
E-Mail:
abi@upflatdown.com
Please note that you may be liable for damages, including court costs and attorneys fees, if you materially misrepresent that content on our website and/or application is copyright infringing.
Upon receiving a proper Notification of Alleged Copyright Infringement as described in this Section A, we will expeditiously remove or disable access to the allegedly infringing material and promptly notify the alleged infringer of your claim. We also will advise the alleged infringer of the DMCA statutory Counter Notification procedure described below in Section B by which the alleged infringer may respond to your claim and request that we restore this material. If we receive a Notification of Alleged Copyright Infringement that does not contain all of the information described above, but provides a way for us to contact you, we will promptly follow up with you to request that you provide any information not previously provided.
B. Counter Notification
If you believe your own copyrighted material has been removed from our website or application as a result of mistake or misidentification, you may submit a written Counter Notification to our Designated Agent pursuant to 17 U.S.C. § 512(g)(2) and (3). To be an effective Counter Notification under the DMCA, your Counter Notification must include substantially the following:
1. Identification of the material that has been removed or disabled and the location at which the material appeared before it was removed or disabled.
2. A statement that you consent to the jurisdiction of the Federal District Court in which your address is located, or if your address is outside the United States, for any judicial district in which the service provider may be found.
3. A statement that you will accept service of process from the party that filed the Notification of Alleged Copyright Infringement or the party's agent.
4. Your name, address and telephone number.
5. A statement under penalty of perjury that you have a good faith belief that the material in question was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled.
6. Your physical or electronic signature.
You may submit your Counter Notification to our Designated Agent by fax, mail, or E-Mail as set forth below:
Designated Copyright Agent
Abi Yates
25 Princeway
Frodsham
Cheshire
WA6 6RX
United Kingdom
Phone: +33(0)6 10 10 47 92
E-Mail: abi@upflatdown.com
If you send us a valid, written Counter Notification meeting the requirements described above, we will restore your removed or disabled material after 10 business days but no later than 14 business days from the date we receive your Counter Notification, unless our Designated Agent first receives notice from the party filing the original Notification of Alleged Copyright Infringement informing us that such party has filed a court action to restrain you from engaging in infringing activity related to the material in question.
Please note that if you materially misrepresent that the disabled or removed content was removed by mistake or misidentification, you may be liable for damages, including costs and attorney's fees.
C. Repeat Infringer Policy
In accordance with the Digital Millennium Copyright Act (DMCA) and other applicable law, we will terminate access to our website or application by users who are repeat infringers. We may also at our sole discretion limit access to our application and/or website and/or terminate the memberships of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.
(17) Our details
The full name of our company is upflatdown.
We are registered in England & Wales under registration number registration in process.
Our address is upflatdown, 25 Princeway, Frodsham, Cheshire, WA6 6RX.
You can contact us by email to contact@upflatdown.com.