Effective Date: September 1, 2021
Welcome and Introduction
Welcome to Edge Eyewear! We sell safety, tactical, outdoor, and lifestyle eyewear and apparel ("Products") direct to consumers through our website. In this Agreement, the term “Services” is used to refer to the transactions between us and a buyer of our Products, including all interactions and use of our website, registering for an account, and any other services and tools now known or later developed by us. The term "Services" also includes any related support services, new features, release of new features. The term "Products" also includes the release of any new products not currently available.
We hope you will carefully read through these Terms and Conditions (“Agreement”), because it is a binding agreement between you and Edge Eyewear, Inc. (“Edge Eyewear,” “Company,” “we,” “us,” “our”), which owns and offers the Services and Products pursuant to this Agreement. This Agreement is effective when you sign up or otherwise use the Services, purchase any of the Products or access any content or material that is made available by us through the Services (“Content”).
If you wish to use the Services, you must be at least 18 years old or be at least 13 and have a parent's, legal guardian's, or other caregiver's consent. You agree to keep the information you provide to us current at all times.
Company reserves the right at any time to change or discontinue the Services with or without notice. You agree that Company is not liable to you or to any third party for any modification, suspension, or discontinuance of any of the Services.
You may sign up for Services using our online registration form (“Registration Form”). The Registration Form is incorporated into this Agreement, and you agree to its provisions as if it were fully set forth herein. You may purchase Products from us using an online form on our website ("Order Form"). Each Order Form is incorporated into his Agreement, and you agree to its provisions as if it were fully set forth herein. To the extent any provision of a duly executed Registration Form or Order Form accepted by us conflicts with the provisions of this Agreement, the provisions of the Registration Form and Order Form prevail.
Parents and guardians of children who use the Services are responsible for payment as provided in an Order Form and to ensure that their children who use the Services comply with the provisions of this Agreement. When this Agreement uses the word “you,” it refers to both the parent, guardian, or other caregiver authorizing the use of the Services and the child or other individual using the Services.
When you select Products to purchase on our website, you will be prompted to create an account with us to help us better facilitate your current and future purchases. Registration is not required, but we encourage it.
You are responsible for maintaining the confidentiality of any account information, including your login and password, and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password. Company reserves the right to refuse service, terminate accounts, remove or edit content in its sole discretion. You are also solely responsible for the accuracy and currency of the data entered into the Services under your user account.
You agree to indemnify and hold Company harmless from and against any claim related to content, accuracy, or currency of the information you provide through the Services, including through any third-party service you use to sign up for and login to your account with us.
Product Purchases, Shipping, and Cancellation
At this time, we are an online-only retailer, meaning we do not have any traditional "brick and mortar" store fronts from which you can purchase our Products. Please note that shopping online is a different experience than shopping in-person. We try to make all Product descriptions and information as accurate as possible. However, please be aware that: (a) the colors of Products as shown on our website will depend on many factors – including your display settings; (b) the actual sizes of the Products may differ from how they appear on your device; (c) all Products are subject to availability and we may not be able to supply your order; and (d) we will do our best to arrange delivery of your purchased Products within a reasonable time of ordering, but please note that all tracking information is provided to us by our delivery service provider(s) and are estimates of delivery only.
When you place an order for a Product, your order is an offer to purchase the Product from us. If you order more than one Product, your order is a series of offers for each individual Product.
All orders are subject to our acceptance of the order you place. When you receive an order confirmation notice or email, we have accepted your order. We reserve the right to reject your order for any reason, including the unavailability of the Product.
You should receive a shipment notification when we ship your accepted order. The shipment notification should include tracking information for your order. Please note that all shipping and tracking information are estimates only and not guarantees of actual receipt. Please note that after we deliver your order to the shipment carrier, you accept all risk of loss and title of the Products included in your order.
You may cancel any order until you receive a shipment notification.
You may request a refund by emailing firstname.lastname@example.org.
Services, Payment, and Term
When you purchase Products via use of the Services, you are required to pay for those Products (“Fee”). The description of the Products and the associated Fees is set forth in an Order Form.
When you sign up using a credit card or other payment method, you authorize us to make the charges disclosed to you at the time you sign up, including recurring payments, where applicable.
We will charge your credit card, debit card, gift card, or other prescribed payment method when we ship your order.
The term of this Agreement is for one (1) year from the time you create an account with us or purchase a Product, with renewal occurring automatically at the end of each year unless a party notifies the other not less than 30 days prior to the end of the then-current term that it intends to terminate this Agreement.
License and Acceptable Use
Company grants you, subject to this Agreement, a limited non-exclusive, non-sublicensable, non-transferable, revocable, license to use the Services. You may not download any portion of the website or use of any Services other than for your own personal use. You may not use any data mining, robots, or similar data gathering tools or otherwise exploit your access to the Services for any commercial purpose. You may not use any of the Company's trademarks, logos, or other proprietary graphics without express written permission, which may denied in Company’s absolute discretion. Company’s logos, product and service names are Company's trademarks. All other trademarks appearing on the website or in connection with the Services are trademarks of their respective owners, and our reference to them does not imply or indicate any approval or endorsement by their owners unless such approval or endorsement is expressly made.
In addition to any other things that might constitute a misuse of the Services, you shall not, and shall not attempt to do the following things:
- modify, alter, tamper with, repair or otherwise create derivative works of any of the Services;
- reverse engineer, disassemble or decompile the software used to provide or access the Services, or attempt to discover or recreate the source code used to provide or access the Services, except and only to the extent that the applicable law expressly permits doing so;
- use the Services for research or benchmarking or any related endeavor with the intent of creating a competing or similar product;
- create a competing or similar product to the Products;
- sell, lend, rent, resell, lease, sublicense, or otherwise transfer any of the rights granted to you with respect to the Services to any third party;
- remove, obscure or alter any proprietary rights notice pertaining to the Services;
- use the Services to: (i) engage in any unlawful or fraudulent activity or perpetrate a hoax or engage in phishing schemes or forgery or other similar falsification or manipulation of data; (ii) send unsolicited or unauthorized junk mail, spam, chain letters, pyramid schemes or any other form of duplicative or unsolicited messages, whether commercial or otherwise; (iii) advertise or promote a commercial product or service that is not available through Company; (iv) store or transmit inappropriate content, such as content: (1) containing unlawful, defamatory, threatening, pornographic, abusive, libelous or otherwise objectionable material of any kind or nature, (2) containing any material that encourages conduct that could constitute a criminal offense, or (3) that violates the intellectual property rights or rights to the publicity or privacy of others; (v) store or transmit any content that contains or is used to initiate a denial of service attack, software viruses or other harmful or deleterious computer code, files or programs such as Trojan horses, worms, time bombs, cancelbots, or spyware; or (vi) abuse, harass, stalk or otherwise violate the legal rights of a third party;
- interfere with or disrupt servers or networks used by Company to provide the Services or used by other users to access the Services, or violate any third-party regulations, policies or procedures of such servers or networks or harass or interfere with another user’s full use and enjoyment of any of the Services;
- interfere with or disrupt any shipment of any Product;
- access or attempt to access Company’s other accounts, computer systems or networks not covered by this Agreement, through password mining or any other means;
- cause, in Company’s sole discretion, inordinate burden on the Services or Company’s system resources or capacity; or
- share passwords or other access information or devices or otherwise authorize any third party to access or use the Services.
When you use the Services, including creating an account with us, or send emails to us, you are communicating with us electronically, and you consent to receive communications from us electronically. We will communicate with you by email, by text message (if applicable), or by posting notices on our website. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
If you send us any comments, feedback, materials, or letters including, without limitation, questions, comments, suggestions, criticisms or the like (“Received Materials”), those Received Materials may be deemed by us to be non-confidential and free of any claims of proprietary or personal rights. Company shall have no obligation of any kind with respect to such Received Materials, and Company will be free to reproduce, use, disclose, exhibit, display, transform, edit, abridge, create derivative works from and distribute the Received Materials without limitation or restriction. Furthermore, Company is free to use any ideas, concepts, know-how, or techniques contained in any communication you send to Company for any purpose whatsoever, including, but not limited to, developing, manufacturing, and marketing Products using such information or ideas, without compensation or any other obligations to anyone, including you.
Changes to this Agreement
At certain times, we may in our discretion need to revise this Agreement. If we do, we will notify you by posting notices on the website or by emailing you, as appropriate in the circumstances. If you continue using the Services after the effective date of the changes, you will be deemed to have accepted the revisions. If you do not agree to the revisions, you may terminate this Agreement by notifying us via email at Service@EdgeEyewear.com. Any other changes to this Agreement must be in writing signed by both parties.
The Services are integrated with third-party applications, websites, and services (“Third Party Applications”) to make available content, products, and services to you. These Third- Party Applications may have their own terms and conditions of use and privacy policies and your use of these Third-Party Applications will be governed by and subject to such terms and conditions and privacy policies. You understand and agree that we do not endorse and are not responsible or liable for the behavior, features, or content of any Third-Party Application or for any transaction you may enter into with the provider of any such Third-Party Applications.
You may post, upload, and contribute (“post”) content to the Service (which may include, for example, pictures, text, messages, information, playlist compilations, and/or other types of content) (“User Content”). For the avoidance of doubt, “User Content” includes any such content posted to any support community we may establish, as well as to any other part of the Services.
You promise that, with respect to any User Content you post, (1) you have the right to post such User Content, and (2) such User Content, or its use by Company as contemplated by the Agreement, does not violate the Agreement, applicable law, or the intellectual property (including without limitation copyright), publicity, personality, or other rights of others or imply any affiliation with or endorsement of you or your User Content by Company or any entity or individual without express written consent from such individual or entity.
We may, but we have no obligation to, monitor, review, or edit User Content. In all cases, we reserve the right to remove or disable access to any User Content for any or no reason, including but not limited to, User Content that, in our sole discretion, violates the Agreement. We may take these actions without prior notification to you or any third party. Removal or disabling of access to User Content shall be at our sole discretion, and we do not promise to remove or disable access to any specific User Content.
You are solely responsible for all User Content that you post. We are not responsible for User Content, nor do we endorse any opinion contained in any User Content. YOU AGREE THAT IF ANYONE BRINGS A CLAIM AGAINST US RELATED TO USER CONTENT THAT YOU POST, THEN, TO THE EXTENT PERMISSIBLE UNDER LOCAL LAW, YOU WILL DEFEND, INDEMNIFY AND HOLD US HARMLESS FROM AND AGAINST ALL DAMAGES, LOSSES, AND EXPENSES OF ANY KIND (INCLUDING REASONABLE ATTORNEY FEES AND COSTS) ARISING OUT OF OR RELATED TO SUCH CLAIM.
Your License to Us
In consideration for the rights granted to you under this Agreement, you grant us the right (1) to provide advertising and other information to you, and (2) to allow our business partners to do the same. In any part of the Service, the Content you view, including its selection and placement, may be influenced by commercial considerations, including agreements with third parties. Some Content licensed, provided to or otherwise made available by us may contain advertising as part of the Content.
You grant us a non-exclusive, transferable, sub-licensable, royalty-free, perpetual, irrevocable, fully paid, worldwide license to use, reproduce, make available to the public (e.g. perform or display), publish, translate, modify, create derivative works from, and distribute any of your User Content in connection with the Service through any medium, whether alone or in combination with other content or materials, in any manner and by any means, method or technology, whether now known or hereafter created. Aside from the rights specifically granted herein, you retain ownership of all rights, including intellectual property rights, in the User Content. Where applicable and permitted under applicable law, you also agree to waive any “moral rights” (or the equivalent under applicable law) such as your right to be identified as the author of any User Content.
Company may provide links to other websites or resources. Because we have no control over such sites and resources, you acknowledge and agree that Company is not responsible for the availability or content of such external sites or resources. You may create a link to our website so long as the link does not portray Company or its products or services in a false, misleading, derogatory, otherwise offensive manner. You may not use any of Company’s logos, trademarks, or other proprietary graphics as part of your link.
Other than as set out in this section, this Agreement is not intended to grant rights to anyone except you and Company, and in no event shall the Agreement create any third-party beneficiary rights. Furthermore, the rights to terminate, rescind, or agree to any variation, waiver, or settlement of this Agreement are not subject to the consent of any other person.
Copyright and Title
The Services, Products, and all copyrights, trade secrets and other proprietary rights related to the Services and Products, including any derivative work, are, and will remain the sole property of Company, regardless of the use made by you; and are protected by certain United States and international copyright laws and trademark laws. The Services are licensed, not sold, to you. Neither this Agreement nor the purchase of any Product confers any title of ownership in the Services and are not a sale of any rights in the Services, including any intellectual property rights related thereto.
Company warrants that the Services and all elements thereof do not infringe the intellectual property rights of any third party and agree to hold you harmless and indemnify you with respect to any final judgment obtained by a third party based on a claim that the Services infringe on the intellectual property rights of such third party.
Disclaimer of Warranty
EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, THE SERVICES AND PRODUCTS ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND, ORAL, WRITTEN, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF PERFORMANCE OR MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. COMPANY DOES NOT WARRANT OR GUARANTEE THE AVAILABILITY, ACCURACY, OR TRUTHFULNESS OF ANY INFORMATION PROVIDED BY OR WITH RESPECT TO THE SERVICES OR PRODUCTS. WITHOUT LIMITING THE FOREGOING, COMPANY DOES NOT WARRANT THAT ALL ERRORS CAN BE CORRECTED, OR THAT OPERATION OF THE WEBSITE AND/OR DELIVERY OF THE PRODUCTS SHALL BE UNINTERRUPTED OR ERROR-FREE. Because some jurisdictions may not allow the exclusion of implied warranties, such limitation may not apply in its entirety to Licensee. Any warranties made in this Agreement are for your benefit only.
Limitation of Liability
IN NO EVENT WILL COMPANY, ITS SUPPLIERS, SHAREHOLDERS, OFFICERS, EMPLOYEES OR AGENTS BE LIABLE FOR ANY LOST PROFITS, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUDING DAMAGES ARISING OUT OF THIS AGREEMENT OR THE USE OF OR RELIANCE UPON THE SERVICES, INCLUDING THE PURCHASE OF ANY PRODUCT, EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. UNDER NO CIRCUMSTANCES WILL COMPANY’S TOTAL LIABILITY OF ANY KIND ARISING OUT OF OR RELATED TO THIS AGREEMENT AND USE OF THE SERVICES (INCLUDING BUT NOT LIMITED TO WARRANTY CLAIMS), INCLUDING THE PURCHASE OF ANY PRODUCT, REGARDLESS OF THE FORUM AND REGARDLESS OF WHETHER ANY ACTION OR CLAIM IS BASED ON CONTRACT, TORT, OR OTHERWISE, EXCEED THE AMOUNT PAID BY YOU FOR THE PRODUCT PURCHASED. THE PARTIES AGREE THAT THIS SECTION SHALL SURVIVE AND CONTINUE IN FULL FORCE AND EFFECT DESPITE ANY FAILURE OF CONSIDERATION OR OF AN EXCLUSIVE REMEDY. THE PARTIES ACKNOWLEDGE THAT THE PRICES HAVE BEEN SET AND THE AGREEMENT ENTERED INTO IN RELIANCE UPON THESE LIMITATIONS OF LIABILITY AND THAT ALL SUCH LIMITATIONS FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES. BECAUSE SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF CONSEQUENTIAL OR INCIDENTAL DAMAGES, SUCH LIMITATIONS MAY NOT APPLY.
Service Limitations and Modifications
Company will make reasonable efforts to keep the Services operational. However, certain technical difficulties or maintenance may, from time to time, result in temporary interruptions. To the extent permissible under applicable law, we reserve the right, periodically and at any time, to modify or discontinue, temporarily or permanently, functions and features of the Services, with or without notice, all without liability to you, except where prohibited by law, for any interruption, modification, or discontinuation of the Services or any function or feature thereof. You understand and agree that Company has no obligation to maintain, support, upgrade, or update the Services, or to provide all or any specific content through the Services, including any specific Product. Company and the owners of any Content may, from time to time, remove any such Content without notice to the extent permitted by applicable law.
This Agreement will continue to apply to you until it expires by its terms or is terminated by either you or Company. However, you acknowledge and agree that the perpetual license granted by you in relation to User Content is irrevocable and will therefore continue after expiration or termination of any of this Agreement for any reason. We may terminate this Agreement or suspend your access to the Services at any time, including in the event of your actual or suspected unauthorized use of the Services and/or Content, or non-compliance with this Agreement. You may terminate this Agreement at any time.
Any sections of this Agreement that, either explicitly or by their nature, appear to be reasonably intended to remain in effect even after termination of the Agreements, shall survive termination.
Governing Law and Jurisdiction
The Services are operated by Company from its offices in Utah in the United States. The validity, construction, and performance of this Agreement is governed by and construed in accordance with the laws of the State of Utah, without reference to choice of law principles. You expressly agree that exclusive jurisdiction for any claim or dispute with Company, this Agreement, or relating in any way to your use of the Services, including your purchase of any Products, resides in the federal and state courts located in Salt Lake County, Utah, and you submit to and consent to jurisdiction and venue in said courts. You agree to waive any defense pertaining to jurisdiction and venue. In the event any provision hereof shall be held by a tribunal of competent jurisdiction to be contrary to law, the remaining provisions of this Agreement remain in full force and effect.
In case of an action to enforce any rights or conditions of this Agreement, or appeal from said proceeding, it is mutually agreed that the losing party in such suit, action, proceeding or appeal shall pay the prevailing party’s reasonable attorney fees and costs incurred.
No waiver of any provision of this Agreement constitutes a waiver of any other provision, whether or not similar, nor does any waiver constitute a continuing waiver. Failure to enforce any provision of this Agreement does not operate as a waiver of such provision or any other provision or of the right to enforce such provision or any other provision.
Severability; Binding Effect
If any provision of this Agreement is invalid or unenforceable in any respect for any reason, the validity and enforceability of any such provision in any other respect and of the remaining provisions of this Agreement are not impaired. This Agreement is binding on and inures to the benefit of the parties and their heirs, personal representatives, successors, and assigns.
Company will not be liable for or be in breach of or default under this Agreement on account of, any delay or failure to perform as required by this Agreement because of any cause or condition beyond Company’s reasonable control. This provision includes any delay in delivery of any purchased Products or failure by any common carrier to deliver such Products.
Defense and Indemnification
In addition to the other provisions of this Agreement, you agree to defend Company from any actual or threatened third party claim arising out of or related to your use of the Services and purchase of any Products, your failure to comply with any of the provisions of applicable law, and your breach of any of the provisions of this Agreement. In addition, you agree to indemnify, defend, and hold harmless Company from and against: (a) all damages, costs, and attorney fees finally awarded against Company in any proceeding under this section; (b) all out-of-pocket costs (including reasonable attorney fees) reasonably incurred by Company in connection with the defense of such proceeding (other than when you have accepted defense of such claim); and (c) if any proceeding arising under this section is settled, any amounts to any third party agreed to by you in settlement of any such claims.
Provisions Specific to Products
Our Products are backed by a manufacturer warranty up to one year from the purchase date, excluding but not limited to scratched lenses and normal wear and tear. For questions related to a warranty or to make a warranty claim, call us at our toll-free number: 1-800-866-213-7204, email us at warranty@edgeEyewear.com, or please click on the following link.
Privacy and Security
Company complies with all applicable data protection and privacy laws, including the provisions of the General Data Protection Regulation (“GDPR”) made effective in the EU on May 25, 2018, the California Consumer Privacy Act of 2018 ("CCPA"), and the California Privacy Rights Act ("CPRA"), recently enacted and parts of which take effect on January 1, 2022. We are committed to protecting the security of your personal information, and we take commercially reasonable technical and organizational measures that are designed to that end.
- Keep all Data strictly confidential and disclose Data only on a strict need-to-know basis to authorized users only as required for fulfilling an individual’s contractual obligations (“Confidentiality”); however, you agree that you shall not disclose or otherwise make accessible Data under any circumstances to anyone who has not been obliged to Data Secrecy and Confidentiality.
- Ensure that your obligations of Data Secrecy and Confidentiality are observed forever, both during and after the expiration or termination of any agreement with us or any contractual relationship you may have another party.
- Upon our request to provide Company with satisfactory evidence that you have complied with your obligations of Data Secrecy and Confidentiality as set forth in this Agreement.