Terms Of Use

WELCOME TO THE WALLS REPUBLIC WEBSITE

Welcome to the Walls Republic web site (the "Site"). BEFORE YOU CAN USE THE SITE, YOU MUST READ, UNDERSTAND AND AGREE TO BE BOUND BY THE FOLLOWING TERMS OF USE, ALL POLICIES AND TERMS INCORPORATED BY REFERENCE, AND ANY SUBSEQUENT CHANGES TO THE FOREGOING.

By using this Site, you signify your acceptance of these Terms of Use. If you do not agree with any part of the following Terms of Use, you must not use this Site.

Walls Republic Inc. ("Walls Republic") reserves the right to change or modify any of the terms and conditions contained in the Terms of Use or any policy or guideline of the Site, at any time and in its sole discretion. Any changes or modification will be effective upon posting of the revisions and notice of such changes to the Site. Your continued use of this Site following the posting of its changes or modifications will constitute your acceptance of such changes or modifications. Therefore, you should frequently review the Terms of Use and applicable policies from time to time to understand the terms and conditions that apply to your use of the Site.

These Terms of Use do not alter in any way the terms or conditions of any other agreement you may have with Walls Republic for other products or services.

Questions or comments about the Site or its contents should be directed to info@wallsrepublic.com.

1. INCORPORATED POLICIES OR TERMS

1.1 PRIVACY POLICY.

Walls Republic believes strongly in protecting user privacy and providing you notice of Walls Republic's collection and use data, including personal information, collected from the Site. Therefore, Walls Republic has adopted a Privacy Policy that you should refer to fully understand how Walls Republic uses and collects information.

1.2 TERMS OF SALE.

All orders placed via the Site are governed by Walls Republic's Terms of Sale. You should refer to our Terms of Sale to learn more about applicable product warranties, our return policy, and shipping terms. By ordering and/or accepting delivery of the products, you agree to be bound by these Terms of Sale, including the disclaimers and limitations of liability therein. The Terms of Sale are subject to change without prior notice at any time, in Walls Republic's sole discretion so you should review the Terms of Sale each time you make a purchase.

2. YOUR MEMBERSHIP ACCOUNT OBLIGATIONS
( FOR DESIGNERS AND DECORATORS )

After you have accepted these Terms of Use, you may open a membership account under the Membership section of the Site (the "Membership Account"). As part of the membership registration, the person who opens the Membership Account on the Site (the "Administrator") may choose to provide to us the information of other users who are authorized to perform certain functions on the Administrator's behalf through the Membership Account ("Authorized Users"). The Administrator shall specifically select which functions each Authorized User has the authority to perform via the Site.

Authorized Users can access the Site using their own personal passwords, but can only perform the selected functions on the Administrator's behalf. At any time, an Administrator may change an Authorized User's personal password to prevent his or her access to the Site, limit the Authorized User's authority to perform certain functions on behalf of the member, or otherwise change, add or delete Authorized Users. If an Authorized User is no longer authorized to act on your behalf, the Administrator is responsible for using these security procedures that we have made available to you to terminate or limit the Authorized User's access to the Site.

You will receive a password and account designation when you have completed the Membership Account information. If you are the Administrator of your Membership Account, in consideration of your use of the Site, you agree:

  1. to provide true, accurate, current and complete information about yourself and/or the company that you represent, including but not limited to information about any and all Authorized Users; including any special circumstances or restrictions that apply to each Authorized User;
  2. that you represent and warrant that you have the capacity and authority to execute agreements and place orders for Walls Republic products and services on behalf of you or your company;
  3. that an order placed by you or an Authorized User through the Site is the equivalent of a signed purchase order, and you hereby waive any future challenge to the validity and enforceability of any order submitted via the Site on the grounds that it was electronically transmitted and authorized;
  4. that you are responsible for all costs and charges, including without limitation, phone charges and telecommunications equipment, incurred in order to use the Site;
  5. that you (and your company, if applicable) are fully responsible for all activities that occur under your password or Membership Account, and accept all liability for any acts or omissions of your Authorized Users arising out of their use of the Site, even if such acts or omissions are not specifically authorised by you;
  6. to immediately notify us of any unauthorized use of your password or Membership Account or any other breach of security; and that you are fully responsible for managing your Membership Account, including but not limited to:
    • maintaining the confidentiality of passwords and/or any Membership Account information;
    • maintaining and promptly updating the Membership Account information to keep it true, accurate, current and complete;
    • ensuring that any Authorized User is has the capacity and authority to perform the functions that they have been authorized by you to perform on behalf of you or your company; and terminate or limit any Authorized User's access to the Site if any Authorized User is no longer authorized to act or perform certain functions on your behalf.

If you provide any information that is untrue, inaccurate, not current or incomplete, or we have reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, we may suspend or terminate your Membership Account and refuse any and all current and future use of the Site by you. Membership Account information and certain other information about you is subject to our Privacy Policy . For more information, please see our Privacy Policy.

3. COPYRIGHT

All copyrighted and copyrightable materials on this Site, including, without limitation, the Walls Republic logo, design, text, graphics, pictures, and other files, and the selection and arrangement ("Materials") thereof are the property of Walls Republic, ALL RIGHTS RESERVED Copyright © 2013 Walls Republic, Inc. and/or its licensors. Except as stated herein, none of the Materials may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means, including, but not limited to, electronic, mechanical, photocopying, recording, or otherwise, without the prior written permission of Walls Republic or the respective copyright owner.

4. TRADEMARKS

Walls Republic, the Walls Republic logo, and the products and services described in this Site, including without limitation, "Walls Republic", are either trademarks, service marks or registered trademarks of Walls Republic and its suppliers and licensors, and may not be copied, imitated or used, in whole or in part, without the prior written permission of Walls Republic or its suppliers or licensors.

5. USE OF SITE

Walls Republic grants you a limited license to use this Site, to make legitimate orders and purchases and shall not use this Site for any other purposes, including without limitation, to make any speculative, false or fraudulent order or any order in anticipation of demand. Such grant does not include, without limitation: (a) any resale or commercial use of the Site or content therein; (b) the collection and use of any product listings or descriptions; (c) making derivative uses of the Site and its contents; or (d) use of any data mining, robots, or similar data gathering and extraction methods.

This Site and the content provided in this Site may not be copied, reproduced, republished, uploaded, posted, transmitted or distributed without the written permission of Walls Republic , except that you may download, display and print the materials presented on this Site for the licensed purposes only; provided that, you may not, without the permission of Walls Republic or the respective copyright owner, (a) copy, publish, or post any materials on any web site, computer network or broadcast or publications media, (b) modify the materials, and (c) remove or alter any copyright, trademark and other proprietary notices contained in the materials. Unauthorized use of this Site and/or the materials contained on this Site may violate applicable copyright, trademark or other intellectual property laws or other laws.

6. AGE AND RESPONSIBILITY

You represent that you are of sufficient legal age to use this Site and to create binding legal obligations for any liability you may incur as a result of the use of this Site. You understand that you are financially responsible for all uses of this Site by you and those using your login information.

7. TERMINATION

You agree that Walls Republic, in its sole discretion, may terminate your or any Authorized User's password, account or use of the Site, or restrict your or any Authorized User's access to any component of this Site, for any reason, including without limitation, for lack of use or if Walls Republic believes that you or any Authorized User has violated or acted inconsistently with the Terms of Use or applicable laws or regulations. Walls Republic may also, in its sole discretion and at any time, discontinue providing the Site, or any part thereof, with or without notice. You agree that any termination of access to the Site under any provision of the Terms of Use may be effected without notice, and acknowledge and agree that Walls Republic may immediately deactivate or delete your Membership Account and all related information and files in your account and/or bar any further access to such files or the Site. Further, you agree that Walls Republic shall not be liable to you or any third party for any termination or restriction of access to the Site.

8. DISCLAIMER OF WARRANTIES AND REPRESENTATIONS

YOUR USE OF THE SITE IS AT YOUR SOLE RISK. THE SITE AND THE MATERIALS THEREIN ARE PROVIDED "AS IS" AND "AS AVAILABLE" BASIS. YOU ACKNOWLEDGE THAT YOU HAVE BEEN ADVISED BY WALLS REPUBLIC TO UNDERTAKE YOUR OWN DUE DILIGENCE WITH RESPECT TO THIS SITE.

WALLS REPUBLIC EXPRESSLY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, OF ANY KIND WITH RESPECT TO THIS SITE OR ITS USE, INCLUDING BUT NOT LIMITED TO MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, COMPLETENESS, CURRENCY, RELIABILITY OR SUITABILITY OF ANY OF THE CONTENT OR DATA FOUND ON THIS SITE, TITLE AND NON-INFRINGEMENT, AND THOSE ARISING BY STATUTE OR OTHERWISE IN LAW OR EQUITY, OR FROM A COURSE OF DEALING OR USAGE OF TRADE.

9. LIMITATION OF LIABILITY

YOU AGREE THAT WALLS REPUBLIC,SHALL NOT BE LIABLE FOR DAMAGES ARISING FROM THE OPERATION, CONTENT, ACCESS TO OR USE OF THE SITE. YOU AGREE THAT THIS LIMITATION OF LIABILITY, IS COMPREHENSIVE AND APPLIES TO ALL DAMAGES OF ANY KIND, INCLUDING WITHOUT LIMITATION DIRECT, INDIRECT, COMPENSATORY, SPECIAL, INCIDENTAL, PUNITIVE AND CONSEQUENTIAL DAMAGES INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF WALLS REPUBLIC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES).

10. INDEMNIFICATION

You shall indemnify, defend and hold harmless WALLS REPUBLIC from and against any loss, liability, claim, cause of action, demand, damages, costs or expenses including without limitation reasonable legal, accounting and other professional fees, brought by or on your behalf in excess of the liability described herein or by third parties arising from or in connection with your use or any of your Authorized Users' use of this Site, including but not limited any violation by you or any Authorised User of the Terms of Use. Walls Republic reserves the right, to assume the exclusive defense and control of any matter, subject to indemnification by you, which shall not excuse your indemnity obligations.

11. RELATIONSHIP

The relationship between Walls Republic and you will be that of independent contractors, and neither of us nor any of our respective officers, agents or employees will be held or construed to be partners, joint ventures, fiduciaries, employees or agents of the other as a result of this Agreement or use of this Site.

12. APPLICABLE LAW

This Agreement and its performance shall be governed by the laws of the Province of Ontario, Canada without regard to its conflict of law provisions. You consent and submit to the exclusive jurisdiction of the courts located in the City of Toronto , in the Province of Ontario, Canada, in all disputes arising out of or relating to the use of this Site and this Agreement.

13. ASSIGNMENT

You may not assign, convey, subcontract or delegate your rights, duties or obligations hereunder.

14. SEVERABILITY

These Terms of Use shall be deemed severable. In the event that any provision is determined to be unenforceable or invalid, such provision shall nonetheless be enforced to the fullest extent permitted by applicable law, and such determination shall not affect the validity and enforceability of any other remaining provisions.

15. HEADINGS

The heading used in these Terms of Use are included for convenience only and will not limit or otherwise affect these Terms of Use.

16. ENTIRE AGREEMENT

These Terms of Use, together with those incorporated herein or referred to herein constitute the entire agreement between us relating to the subject matter hereof, and it supersedes any prior understandings or agreements (whether electronic, oral or written) regarding the subject matter, and may not be amended or modified except in writing or by making such amendments or modifications available on this Site.