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Please read these terms and conditions (these ‘Terms’) carefully as they contain important information about your rights and obligations when using this website www.mydowntowngiftcards.com (the “Website”). You should print a copy of these Terms for future reference.
These Terms will apply to the use of our Website and purchase of the Gift Cards, products and services by you (hereafter “you”/”your”) from Miconex Inc, (a company registered in the State of Delaware, having our registered office at 675 South State Street, Suite B, Dover, County of Kent, Delaware 19901. (hereafter “us”, “our” or “we”) via our Website.
1. HOW THESE TERMS APPLY
1.1 BY USING THIS WEBSITE OR ORDERING GIFT CARDS, PRODUCTS OR SERVICES, YOU (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THESE TERMS; (B) REPRESENT THAT YOU ARE OVER THE AGE OF 18, (C) REPRESENT YOU ARE A DULY APPOINTED AND AUTHORIZED OFFICER OF A LEGAL ENTITY, IF ACTING FOR SUCH ENTITY; AND (D) ACCEPT THESE TERMS AND AGREE THAT YOU ARE LEGALLY BOUND BY THEM. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT USE THE WEBSITE.
To comply with and be bound by these Terms:
1.2 Before placing an order on the Website, you will be asked to agree to these Terms by ticking the box that you accept the Terms. If you do not tick the box, you will not be able to complete your order and purchase the Gift Cards, products and services.
1.3 We reserve the right to change these Terms at any time. We will take reasonable steps to make you aware of any changes to the Terms, for example by posting them on the Website. You agree to be bound by the version of these Terms displayed on the Website at the time you use it.
1.4 These Terms refer to our Privacy Policy please see the link here https://mydowntowngiftcards.com/privacy-policy/ which also applies to individual natural persons when using this Website.
2. ACCESS
2.1 You are responsible for making all arrangements necessary for you to have access to the Website.
2.2 You are responsible for ensuring that all persons who access the Website through your internet connection are aware of these Terms, and that they comply with them.
2.3 We make reasonable efforts to ensure that the Website is available to view and use 24 hours a day throughout each year; however, this is not guaranteed. The Website may be temporarily unavailable at any time because of; server or systems failure, other technical issues, reasons that are beyond our control, required updating, maintenance or repair.
2.4 Where possible, we will try to give you warning of maintenance issues of the Website but shall not be obliged to do so.
3. INTELLECTUAL PROPERTY
3.1 In these Terms, “Intellectual Property Rights” means, including but not limited to: copyright (including designs and logos), trademarks, patents, database and other intellectual property rights and similar proprietary rights which include, (without limitation), all rights in software, design rights, registered designs, materials, works, techniques, computer programs, source codes, data, technical information, trading business brand names, goodwill, service marks, the style or presentation of the Gift Cards, products or services, creations, inventions or improvements upon or additions to an invention, confidential information, know-how and any research effort relating to Miconex Inc and the Website and its content , moral rights and any similar rights in any country (whether registered or unregistered and including applications for and the right to apply for them in any part of the world).
3.2 The software code contained in and related to the Website and the materials on the Website including text, images, videos, photographs and other materials are protected by Intellectual Property Rights owned by us and our licensors. You acknowledge that the Intellectual Property Rights in the Website and any software code used with and material supplied as part of the Website shall remain with us or our licensors.
3.3 Subject to clause 3.5, 3.6 and 3.7 you may:
a) Retrieve and display materials on the Website on a computer screen or similar display in order to purchase the Gift Cards and/or products and/or services;
b) Download and store in electronic form the Order Confirmation from the Website; and
c) Copy and print, one copy only of the Order Confirmation and our Terms from the Website.
3.4 Copying, downloading, storing, scrapping or printing the materials on the Website for any reason other than personal use or in accordance with clause 3.3 is expressly prohibited.
3.5 You agree that you will not (and will not assist or facilitate any third party to) otherwise reproduce, modify, copy, distribute, transmit, scrape, publish, display, commercially exploit or create derivative works from any of the materials on the Website.
3.6 No license is granted to you to use any of our trademarks or copyrights or those of our affiliated companies or licensors.
3.7 You agree that you will not use our or our licensor’s Intellectual Property Rights in any way other than allowed under these Terms and any infringement by you of our or our licensor’s Intellectual Property Rights will be a breach of these Terms and civil and criminal action may be taken.
4. USE OF THE WEBSITE
4.1 You are permitted to use the Website and the material contained in it only as expressly authorized by us and in accordance with these Terms, as may be amended from time to time, without notice to you.
4.2 Provided that you comply with all other provisions of these Terms, you may download or print one copy only of pages of our Website:
a) For your own private use; or
b) To draw attention to the content of our Website to members of your organization.
4.3 You must not:
a) Download or print pages of the Website for commercial use other than use permitted by clause 3.3;
b) Alter the content of any Website webpage you download or print; or
c) Use any images, videos or photographs on the Website.
4.4 You must:
a) Keep intact all and any copyright and proprietary notices accompanying or attached to the materials on the Website you download, copy, store or print; and
b) Acknowledge us as the owners of the content of the Website at all times.
4.5 You must not modify, adapt, scrape, translate, reverse engineer, decompile or disassemble any code or program used by or in connection with the Website. You must contact us to request our consent if you wish to take any such action to create an interoperable program and we may provide such consent, in writing, if you provide us with the information we request.
4.6 THE WEBSITE IS PROVIDED TO USER “AS IS” AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, MICONEX ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES AND ITS RESPECTIVE LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE WEBSITE, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WITHOUT LIMITATION TO THE FOREGOING, MICONEX PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND THAT THE WEBSITE WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE, OR WORK WITH ANY OTHER SOFTWARE, MOBILE APPLICATIONS, SYSTEMS, OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS, OR BE ERROR-FREE, OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES OR THE LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.
4.7 We reserve the right to:
a) Make changes to the information or materials on this Website at any time;
b) Temporarily or permanently change, suspend or discontinue any aspect of the Website, including the availability of any features, Gift Cards, products, services, information, pricing, database or content or restrict access to parts of or the entire Website without notice or liability to you or any third party; and
c) Refuse to post material on the Website or to remove material already posted on the Website at our sole discretion.
4.8 You may not use the Website for any of the following purposes:
a) Posting any unlawful, harassing, libelous, defamatory, abusive, threatening, fraudulent, malicious, harmful, vulgar, obscene, or otherwise objectionable material;
b) Stalking, harassing, threatening, blackmailing any person or violating or interfering with the rights of any other person, including their right to privacy;
c) Transmitting material that encourages conduct that constitutes a criminal offence, results in civil liability or otherwise;
d) Breaching any applicable local, national or international laws, regulations or code of practice;
e) Gaining unauthorized access to other computer systems, Website or servers;
f) Interfering with any other person’s, entities or company’s use or enjoyment of the Website;
g) Breaching any laws concerning the use of public telecommunications networks;
h) Interfering with, disrupting or damaging networks or websites connected to the Website;
i) The utilization of data mining, robots (bots) or similar data gathering and extraction tools to extract (whether once or many times) for re-utilization of any substantial parts of the Website or the contents of the Website;
j) To transmit, or procure the sending of, any unsolicited or unauthorized advertising or promotional material or any other form of similar solicitation;
k) To create and/or publish your own database that features all or any parts of the Website or the contents of the Website;
l) Making, transmitting or storing electronic copies of materials protected by copyright without the prior permission of the owner;
m) Selling or re-selling or using for commercial purposes the; Website, any of the Website content, any Gift Cards, products or services available on the Website, access to the Website, ; or
n) To represent to others that there is any connection between the Website and your business, website or your views and opinions, that we endorse you, are associated or partner with you or anything connected to you or your business.
4.9 In addition, you must not:
a) Introduce viruses, Trojans, worms, logic bombs, keystroke loggers, spyware, adware or other material which is malicious or technologically harmful to the Website or our server;
b) Impersonate any other person or fraudulently provide us with incorrect information;
c) Attempt to gain unauthorized access to the Website, the server on which the Website is stored or any server, computer or database connected to it;
d) Attack the Website or server via a denial-of-service attack or a distributed denial-of-service attack;
e) Damage, disrupt or interfere with any part of the Website or server, any equipment or network on which the Website is stored or any software used for the provision of the Website; or
f) Remove any copyright notice or notice of any other Intellectual Property Rights from the Website or any materials on the Website.
4.10 A breach of clause 3 or 4 may be a criminal offence or cause us to take civil action against you. We may report any such breach to the relevant law enforcement authorities and disclose your identity to them. In the event of such a breach, your right to use the Website, the Gift Cards, products and our services will cease immediately.
5. SUSPENDING OR TERMINATING YOUR ACCESS
5.1 We reserve the right to terminate or suspend your access to the Website our Gift Cards, products and services immediately and without notice to you if:
a) You breach these Terms (repeatedly or otherwise);
b) You are impersonating any other person or entity;
c) When requested by us to do so, you fail to provide us within a reasonable time with sufficient information to enable us to determine the accuracy and validity of any information supplied by you, or your identity; or
d) We suspect you have engaged, or are about to engage, or have in any way been involved, in fraudulent, defamatory or illegal activity on the Website.
6. BASIS OF SALE
6.1 The provision by us of the Gift Cards, products and services is expressly conditioned upon the terms and conditions contained or referred to in these Terms. Any variation to these conditions and any representations shall have no effect unless expressly agreed in writing by an authorized officer of Miconex. ANY ADDITIONAL OR DIFFERENT TERMS OR CONDITIONS SET FORTH IN ANY COMMUNICATION OR ACKNOWLEDGEMENT BY YOU OR SIMILAR COMMUNICATION ARE OBJECTED TO AND WILL NOT BE BINDING UPON MICONEX UNLESS EXPRESSLY ASSENTED TO IN WRITING BY AN AUTHORIZED REPRESENTATIVE OF MICONEX. The description of the Gift Cards, products and services in our Website does not constitute a contractual offer to sell the Gift Cards, products and services. When an order has been submitted on the Website, we can reject it for any reason, although we will try to tell you the reason without delay. The order process is set out on the Website. Each step allows you to check and amend any errors before submitting the order. It is your responsibility to check that you have used the ordering process correctly.
6.2 A “Contract” will be formed for the sale of Gift Cards, products and services ordered only when you receive an email from us confirming the order, the value of the order, your delivery address and estimated delivery date (the “Order Confirmation”). You must ensure that the Order Confirmation is complete and accurate and inform us immediately of any errors. We are not responsible for any inaccuracies in the order placed by you. By placing an order, you agree to us giving you confirmation of the Contract by means of an email with all information in it (i.e. the Order Confirmation). You will receive the Order Confirmation within a reasonable time after making the Contract, but in any event not later than the delivery of any Gift Cards, products and services supplied under the Contract. Any quotation is valid for a maximum period of 14 days from its date, unless we expressly withdraw it at an earlier time. No variation of the Contract, whether about description of the Gift Cards, products and services, prices, fees, delivery or otherwise, can be made after it has been entered into unless the variation is agreed by us in writing. Unless otherwise agreed by us, the use of our Gift Cards, products and services is personal to you and cannot be assigned or sold to a third party.
7. PRICE AND PAYMENT
7.1 The price of the Gift Cards, products and services and any additional delivery or other charges is that set at the date of the Order or such other price as we may agree in writing. Prices and charges may include sales and other applicable taxes (“Taxes”), at the rate applicable at the time of the Order. If the rate of Taxes changes between your order date and the date we supply the Gift Cards, products and services, we will adjust the rate of Taxes that you pay, unless you have already paid for the Gift Cards, products and services in full before the change in the rate of Taxes takes effect.
7.2 You must pay by submitting your credit or debit card details with your Order and Telus Pay our third-party payment provider will take payment immediately or otherwise before delivery of the Gift Cards, products and services. Via Telus Pay (our third payment processing provider), we accept Visa, Mastercard, American Express and Discover.
7.3 You must pay for the Gift Cards and/ or products before we dispatch them.
7.4 The price of the Gift Cards, products and services will be the price indicated on the Order Confirmation. We take all reasonable care to ensure that the price of the Gift Cards, products and services advised to you is correct. However please see below for what happens if we discover an error in the price of the Gift Cards, products and services in your Order.
7.5 It is always possible that, despite our best efforts, some of the Gift Cards, products and services we sell may be incorrectly priced. We will normally check prices before accepting your Order so that, where the Gift Cards, products and services correct price at your Order date is less than our stated price at your Order date, we will charge the lower amount. If the Gift Cards, products and services correct price at your Order date is higher than the price stated to you, we will contact you for your instructions before we accept your Order. If we accept and process your Order where a pricing error is obvious and unmistakable and could reasonably have been recognized by you as a mispricing, we may end the Contract, in the case of Gift Cards and products; refund you any sums you have paid and require the return of all the Gift Cards and/or products provided to you, in the case of services ask you to pay the full price for the services given.
8. DELIVERY
8.1 When you or your company purchase Downtown “Gift Cards” or our products on our Website we endeavor to deliver the Gift Cards and/or products as follows:
Within Mainland United States
Standard USPS
Outside of the Mainland United States:
International (USPS 4 to 14 Business Days) plus import duties or other national or local taxes, as applicable.
8.2 You agree we may deliver the Gift Cards and/or products in instalments if we suffer a shortage of stock or other genuine and fair reason, subject to the above provisions and provided you are not liable for extra charges.
a) If you or your nominee fail, through no fault of ours, to take delivery of the Gift Cards and/or products at the delivery location you have specified, we may charge the reasonable costs of storing and redelivering them. The Gift Cards and/or products will become your liability from the completion of delivery or your collection.
b) If you do not allow us access to your or your designated delivery location to perform the delivery as arranged (and you do not have a good reason for this) we may charge you additional costs incurred by us as a result. If, despite our reasonable efforts, we are unable to contact you or re-arrange delivery we may end the Contract and charge you for the additional costs.
9. IF THERE IS A PROBLEM WITH YOUR ORDER?
9.1 We do our best to make sure your Gift Card or product is received in good condition and with funds, but if it does not, we are here to help. You can reach us on either:
Telephone: 1-302-492-5121
Email: orders@mydowntowngiftcards.com
9.2 If we do not deliver the Gift Cards, products and services within a reasonable time, you can treat the Contract at an end.
9.3 If you treat the Contract at an end, we will (in addition to other remedies) promptly return all payments made under the Contract.
10. IMPORTANT INFORMATION
10.1 Gift Cards are issued by Pathward, N.A., Member FDIC. Funds do not expire, Non-reloadable and no cash access. For Cardholder Agreement or Customer Service: www.getmybalance.com or 1-833-558-1088.
10.2 Gift Cards and products cannot be exchanged for cash or any monetary value. Lost or stolen cards will not be replaced or compensated.
10.3 We may have to suspend the supply of the Gift Cards, products and services to:
a) Deal with technical problems or make minor technical changes;
b) Update the Gift Cards, products and services to reflect changes in relevant laws and regulatory requirements; or
c) Make changes to the Gift Cards, products and services as requested by you or notified by us to you.
10.4 We may write to you to let you know that we are going to stop providing the Gift Cards, products and services. We will use our reasonable endeavors to let you know in advance of our stopping the supply of the Gift Cards, products and services and will refund any sums you have paid in advance for Gift Cards, products and services which will not be provided.
10.5 DISCLAIMER OF WARRANTIES. ALL GIFT CARDS, PRODUCTS AND SERVICES ARE PROVIDED “AS IS” AND MICONEX HEREBY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHER, ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE OR TRADE PRACTICE. WITHOUT LIMITING THE FOREGOING, MICONEX MAKES NO WARRANTY OF ANY KIND THAT THE GIFT CARDS, SERVICES, OR ANY PRODUCTS OR RESULTS OF THE USE THEREOF, WILL MEET YOUR OR ANY OTHER PERSON’S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE COMPATIBLE OR WORK WITH ANY SOFTWARE, SYSTEM OR OTHER, OR BE SECURE, ACCURATE, COMPLETE, FREE OF HARMFUL CODE OR ERROR FREE.
YOU ACKNOWLEDGE AND AGREE THAT IN THE EVENT THAT THERE IS ANY DEFECT WITH RESPECT TO THE GIFT CARDS, PRODUCTS OR SERVICES, THE EXCLUSIVE REMEDIES AVAILABLE TO YOU SHALL BE THE REPLACEMENT OF SUCH PRODUCTS AND SERVICES OR A REFUND, AS DESCRIBED HEREIN.
11. RETURN & REFUNDS POLICY
11.1 While we hope you will be happy with your Gift Card(s) and/ or products, we know you may sometimes need to return them. Please see below for further information.
11.2 We are happy to offer a full refund on Gift Cards and/or products, as long as it’s within the cancellation period listed below.
12. RETURN COSTS
12.1 We will pay the costs of return of the Gift Cards and/ or products:
a) If the Gift Cards and/or products are faulty or misdescribed; or
b) If you are ending the Contract because we have told you of an upcoming change to the Gift Cards and/or products or these terms, an error in pricing or description, a delay in delivery due to events outside our control or because you have a legal right to do so as a result of something, we have done wrong.
c) In all other circumstances (including where you are exercising your right to change your mind within the 14 days cancellation period) you must pay the costs of return of the Gift Cards and/or products. We would recommend a form of tracked mail to ensure safe receipt. We do not accept liability for the loss of your returned Gift Cards and/or products or your postage charges.
13. RECEIVING YOUR REFUND
13.1 Once the Gift Card or product has been received by us and verified, your refund will be processed within 5 to 10 Business Days in the United States. Refunds will be made to the credit or debit card used for your purchase only.
14. OUR RIGHT TO CANCEL
14.1 We may end the Contract for any Gift Cards, products and services at any time by writing to you if:
a) You do not make any payment to us when it is due and you still do not make payment within seven (7) days of us reminding you that payment is due;
b) You do not, within a reasonable time of us asking for it, provide us with information that is necessary for us to provide the Gift Cards, products and services, for example, delivery address or email address or Contract details;
c) You do not, within a reasonable time, allow us to deliver the Gift Cards and/or products to you or collect them from us; or
d) You do not, within a reasonable time, allow us to supply the services.
14.2 If we end the Contract in the situations listed above, we will refund any money you have paid in advance for the Gift Cards, products and/or services we have not provided but we may deduct or charge you reasonable compensation for the net costs we will incur as a result of your breaking the Contract.
15. LINKING TO THE WEBSITE
15.1 You must not create a link to the Website from another website, document or any other source without first obtaining our prior written consent.
15.2 Any agreed link must:
a) Be to the Website’s homepage and not to any other page on the Website;
b) Be established from a website that is owned by you and does not contain content that is offensive, controversial, defamatory, infringes any Intellectual Property Rights or other rights of any other person, company or entity or does not comply in any way with the laws of any applicable state and the law in any country from which they are hosted;
c) Be provided in such a way that is fair and legal and does not damage our reputation or goodwill or take advantage of it;
d) Not suggest any form of association, approval or endorsement on our part where none exists;
e) Not cause the Website or content on the Website to be embedded in or ‘framed’ by any other website; and
f) Not cause the content of the Website to be displayed differently from the way it appears on the Website.
15.2 We have no obligation to inform you if the address of the Website home page changes and it is your responsibility to ensure that any link you provide to our Website homepage is at all times accurate
15.3 We reserve the right to withdraw our consent without notice and without providing any reasons for withdrawal. Upon receiving such notice you must immediately remove the link and inform us once this has been done.
16. WEBSITE EXTERNAL LINKS
16.1 To provide increased value and convenience to our users, we may provide links to other websites or resources for you to access at your sole discretion and risk. You acknowledge and agree that, as you have chosen to enter the linked website, we are not responsible for the availability of such external websites or resources, and do not review or endorse and are not responsible or liable in any way, whether directly or indirectly, for:
a) The privacy policies of such websites;
b) The content of such websites, including (without limitation) any advertising, content, products, goods or other materials or services on or available from such websites or resources;
c) The use which others make of these websites; and
d) Any damage, loss or offence caused or alleged to be caused to you, your business or company, arising from or in connection with the use of or reliance upon any such advertising, content, products, goods, materials or services available on and/or purchased by you from such external websites or resources.
17. DISCLAIMER
17.1 The content on the Website is provided for general information only. It is not intended to be advice on which you should rely. It shall be your responsibility to ensure that any Gift Cards, products and services or information available through the Website meet your specific requirements.
17.2 We attempt to ensure that the information available on the Website at any time is accurate. However, we do not guarantee the accuracy or completeness of material on this Website. We use reasonable endeavors to correct errors and omissions as quickly as practicable after becoming aware or being notified of them. We make no commitment to ensure that such material is correct or up to date.
17.3 The Website is provided on an ‘as is’ and ‘as available’ basis without any representation or endorsement made and we make no warranties or guarantees, whether express or implied, statutory or otherwise (unless otherwise expressly stated in these Terms or required by law).
17.4 We make no representation or warranty of any kind express or implied statutory or otherwise regarding the availability of the Website or that it will be timely or error-free, that defects will be corrected, or that the Website or the server that makes it available are free of viruses. malware or bugs.
17.5 We will not be responsible or liable to you for any loss of content or material uploaded or transmitted through the Website and we accept no liability of any kind for any loss or damage from action taken in reliance on material or information contained on the Website.
17.6 You are responsible for maintaining appropriate anti-virus software on and appropriately configuring the technological devices, platform and computer programs you use to access the Website that are in your control. You must bear the risk associated with the use of the internet. In particular, we will not be liable for any damage or loss caused by a distributed denial-of-service attack, any viruses, Trojans, worms, logic bombs, keystroke loggers, spyware, adware or other material which is malicious or technologically harmful that may infect your computer, hardware, software, peripheral computer equipment, computer programs, data, database or other proprietary material as a result of your use of the Website or you downloading any material posted or sold on the Website or from any website linked to it.
18. LIMITATION OF LIABILITY AND INDEMNITY
18.1 IN NO EVENT WILL WE BE LIABLE UNDER OR IN CONNECTION WITH THIS AGREEMENT OR ITS SUBJECT MATTER UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY AND OTHERWISE, FOR ANY: (a) LOSS OF PRODUCTION, USE, BUSINESS, REVENUE OR PROFIT OR DIMINUTION IN VALUE; (b) IMPAIRMENT, INABILITY TO USE OR LOSS, INTERRUPTION OR DELAY OF THE SERVICES, (c) LOSS, DAMAGE, CORRUPTION OR RECOVERY OF DATA, OR BREACH OF DATA OR SYSTEM SECURITY, OR (d) CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED OR PUNITIVE DAMAGES, REGARDLESS OF WHETHER SUCH PERSONS WERE ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE.
18.2 We cannot exclude or limit our liability to you for:
a) Death or personal injury; or
b) Any other matter for which it would be unlawful for us to exclude or attempt to exclude our liability within State of Delaware
18.3 You agree to fully indemnify, defend and hold us, our officers, directors, employees, affiliates, agents, contractors, interns, suppliers, service providers, subcontractors or licensors , harmless immediately on demand, from and against all claims, including but not limited to all losses (including loss of profit, revenue, goodwill or reputation), costs and expenses, (including reasonable administrative and legal costs), arising out of any breach of these Terms by you, your business or your company, or any other liabilities arising out of your, your business or your company use of this Website or any other person accessing the Website using your personal information with your authority.
19. FORCE MAJEURE
19.1 In the event of any failure by a party to fulfil their obligations in these Terms because of something beyond its reasonable control then:
a) The party will advise the other party as soon as reasonably practicable; and
b) The party’s obligations will be suspended so far as is reasonable, provided that that party will act reasonably, and the party will not be liable for any failure which it could not reasonably avoid, but this will not affect the rights relating to delivery and any right to cancel the Contract.
19.2 In addition we shall have no liability to you for any breach of these Terms including but not limited to inability to provide the Gift Card or services or cancellation of a Gift Card or services caused by Force Majeure, an event or circumstance beyond our reasonable control including, but not limited to; strikes, lock-outs or other industrial disputes, breakdown of systems or network access; pandemic, epidemic, lockdown (national or local) flood, fire, explosion or accident, civil unrest or war.
20. USE OF PERSONAL DATA
20.1 In order to go on our Website and purchase our Gift Cards, products or services we collect personal data on you. This information will only be requested and processed in accordance with our Privacy Policy, please see the link here https://mydowntowngiftcards.com/privacy-policy/
21. COMPLAINTS
21.1 We try to avoid any dispute, so we deal with complaints in the following way. If a dispute occurs the consumer should contact us on the details below and hopefully, we can find a solution
Email orders@mydowntowngiftcards.com or
Telephone: 1-302-492-5121
2.2 We will aim to respond with an appropriate solution within five (5) business days in the United States. We will try to resolve any disputes with you quickly and efficiently. If you are unhappy with us please contact us as soon as possible in writing. If you and we cannot resolve a dispute using our complaint handling procedure, We will:
a) let you know that we cannot settle the dispute with you; and
b) give you certain information required by law about our alternative dispute resolution provider.
22. GENERAL
22.1 We reserve the right to change the domain address of this Website and any services, Gift Cards, products, prices, product specifications and availability at any time, at our sole discretion.
22.2 Each of the sub-clauses of these Terms should be considered separately. If any of the clauses in these Terms are found to be unenforceable, invalid or illegal, the rest of the Clauses in these Terms will continue to be enforceable and have full effect.
22.3 These Terms and any policies or operating rules posted by us on our Website including but not limited to; our Privacy Policy, in respect to the Gift Cards, products and services constitutes the entire agreement and understanding between you and us and govern your use of the Gift Cards, products and services, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of those documents).
22.4 We will not lose our rights under these Terms by reason of any delay by us in enforcing those rights. We will not be bound by any agreement not to enforce our rights under these Terms unless we have agreed not to do so in writing. Any delay by us in enforcing our right, non-enforcement of our rights or agreement not to enforce our rights in respect of one breach by you of these Terms will not prevent us from fully enforcing our rights in respect of any other breach by you of these Terms.
22.4 We may transfer, assign, subcontract, delegate, license and mortgage our rights and obligations under these Terms to another legal entity, company or organization.
22.5 You may only transfer your rights or your obligations under these Terms to another person if we agree to this in writing.
23. GOVERNING LAW AND JURISDICTION
23.1 The Website is controlled and operated in the United States of America.
23.2 These Terms (including any non-contractual matters) are governed by the laws of the State of Delaware.
23.3 These Terms are governed by and construed in accordance with the internal laws of the State of Delaware without giving effect to any choice or conflict of law provision or rule that would require or permit the application of the laws of any jurisdiction other than those of the State of Delaware. Any legal suit, action or proceeding arising out of or related to this Agreement or the licenses granted hereunder shall be instituted exclusively in the state or federal courts of the State of Delaware, and each party irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action or proceeding. Service of process, summons, notice or other document by mail to such party’s address set forth herein shall be effective service of process for any suit, action or other proceeding brought in any such court.
