MERODEA TERMS AND CONDITIONS

Welcome to Merodea.com, a website owned and operated by Modaqui, Inc. (“Merodea” and or the “Website”). Please carefully read the terms and conditions below, since they are important and represent a binding agreement between you and Merodea. In order to use this Website, you must agree without modification to all of the terms, conditions, and notices below (collectively, the “Terms and Conditions”). Any membership you may establish on the Website and/or the purchase or use of any products or services available through this Website are governed by these Terms and Conditions. By accessing, visiting, browsing, shopping, or using this Website in any way (collectively, the “Services”), you agree to be legally bound by these Terms and Conditions. If you do not agree to these Terms and Conditions, you may not use the Services or the Website.

Make sure you return to this page from time to time to review the most current version of the Terms and Conditions. Merodea reserves the right to modify these Terms and Conditions at any time, without notice, so it is important to check them periodically. Continued use of the Website and/or the Merodea Services is considered acceptance of these Terms and Conditions and any modifications which we make.

Your use of this Website is conditioned on your warranting that you:

(1) are at least 18 years of age;

(2) are of legal age to form a binding contract;

(3) have the legal authority to provide any and all information that you submit to the Website, any such information is only about yourself, and all information supplied by you on this Website is true, accurate, current, and complete; and

(4) are not a person barred from receiving services under the laws of the United States or other applicable jurisdiction.

You shall establish and use your membership on the Merodea Site, and purchase and use the products and services available through the Site, in strict compliance with these Terms and Conditions and all applicable laws, rules, and regulations (collectively, “Laws”). By accepting these Terms and Conditions, you acknowledge that all calls, emails and other communications between you and Merodea may be recorded.

PRIVACY NOTICE

We believe that your privacy is important. For this reason, we have created a privacy policy (“Privacy Policy”) that describes our collection, use, disclosure practices and other processes regarding any personal information that you provide to us. The security of your personal information is important to us. While there is no such thing as “perfect security” on the Internet, we take reasonable steps to help ensure the safety of your personal information. However, you understand and agree that such steps do not guarantee that the Site and the Services are invulnerable to all security breaches or immune from viruses, security threats, or other vulnerabilities. A copy of Merodea’s Privacy Policy is available at www.merodea.me/page/privacy.

You consent to any personal information we may obtain about you (either via the Site, by email, telephone, or any other means) being collected, stored and otherwise processed in accordance with the terms of this Privacy Policy. Merodea may update its Privacy Policy from time to time in its sole discretion and post an updated version of the notice at the website address provided above.

USE OF THE MERODEA WEBSITE

1. Membership

Before being able to access and/or use the Merodea Services, you must register as a member of the Website by providing Merodea with accurate, complete, and updated registration information which, at a minimum, requires you to, (1) agree to the these Terms and Conditions, (2) provide contact information and identification details, and (3) submit any other form of authentication required as part of the enrollment process, at Merodea’s sole discretion.

As part of your account registration, you are required to provide your accurate name, e-mail address, and a password. Access to and use of password-protected areas of the Website is restricted to authorized users only. By becoming a member and creating your account, you agree to accept responsibility for all activities that occur under your account or password. You are responsible for protecting your login credentials, for maintaining the confidentiality of your account and password, and for restricting access to your account.

You shall not use your Merodea membership for any purpose competitive to Merodea. You will notify Merodea immediately by emailing info@merodea.me of any unauthorized use of your Merodea membership known to you, whether by you or a third party. Merodea may assume that any communications we receive from your email or other address, or communications that are associated with your login credentials or your account on this Website, have been made by you unless we receive notice indicating otherwise.

You may cancel your Merodea membership at any time by unsubscribing through your email or by contacting Merodea customer support. Merodea may terminate your membership and refuse any and all current or future use of the Websites or other services, or any portion thereof, (1) in order to comply with applicable Law, (2) if you provide any information that Merodea determines, in its sole discretion, to be untrue, inaccurate, not current or incomplete (or if the information becomes untrue, inaccurate, not current or incomplete), (3) if Merodea determines, in its sole discretion, that you are using your Merodea membership in a manner not permitted by these Terms and Conditions, or (4) in other circumstances, as Merodea deems appropriate in its sole discretion.

1. Ordering and Purchasing
2. Order Processing

Merodea may, in its sole discretion, choose to not process or to cancel your order in certain circumstances. This may occur, for example, when the product or service you wish to purchase is out of stock or has been mispriced, we suspect the request is fraudulent, or in other circumstances Merodea deems appropriate in its sole discretion. Merodea also reserves the right, in its sole discretion, to take steps to verify your identity to process your order. Merodea will not charge you, nor refund the charges for orders that we do not process or cancel.

2. Product and Service Descriptions

Merodea attempts to provide accurate descriptions of products and services on the Website. Merodea does not warrant, however, that the descriptions are accurate, complete, reliable, current or error-free. If a product or service offered on the Website is not as described, your sole remedy is to return the item, as specified in these Terms & Conditions.

3. Products and Service Availability

The Website may contain information regarding the availability of merchandise. This information can be used to estimate the likelihood that an item will be shipped immediately after you place your order. Unfortunately, Merodea cannot guarantee that an item listed as “in stock” will actually ship right away, as inventory can change significantly from day-to-day. In rare cases, a product or service offering may be in stock when a customer places the order, and sold out by the time Merodea attempts to process the order. Should this happen, Merodea will notify you by email. Service offerings that are out-of-stock generally are no longer available. If Merodea determines that a product or service you wish to purchase is no longer available, the item will be cancelled from your order. Merodea will notify you by email and delete the item from the Merodea Website.

4. Pricing Information

Merodea strives to provide accurate pricing information regarding the products and services available on the website. The strike-through price displayed for products on our website represents the full retail price listed on the product itself, suggested by the manufacturer or supplier. The strike-through price may or may not represent the prevailing price for retailers in every area on any particular day.

Despite our best effort, we cannot insure against pricing errors. Merodea reserves the right, at its sole discretion, to not process or to cancel any orders placed for a product or service whose price was incorrectly posted on the site as a result of an error. If this occurs, Merodea will notify you by email. In addition, Merodea reserves the right, at its sole discretion, to correct any error in the stated full retail price.

5. Shipping and Tax

Click www.merodea.me/shipping&tax for our policy regarding shipping and tax, which may change from time to time.

6. Returns and Refunds Policy

Merodea accepts returns on certain merchandise on a case-by-case basis. For Merodea‘s Return and Refunds Policy, which may change from time to time, please click www.merodea.com/shipping-returns/.

1. Website Terms of Use
2. Permitted Activities

The Website provides an online service that allows members to purchase merchandise. You may direct others to the Website for the Permitted Activities listed in this section, Permitted Activities and Conditions of Use. You may direct others to the Website by sharing hyperlinks (“links”) to offers on our Website or the link to our Website itself, whether via email, social media outlets, your personal website or blog, electronic message, text message, or otherwise. However, you may not do so for a malicious purpose, nor may you make use of such links for a commercial purpose. You may not post links to our Website or re-post offers from our Website on an aggregator website or for any other commercial purpose.

2. Prohibited Activities

The infrastructure used to provide the content and information on this Website, as well as the content and information itself, is proprietary to us or our suppliers. You may do any of the Permitted Activities outlined in Section 1 above. However, you agree not to otherwise reproduce, re-use, alter, transmit, display, sell or re-sell any information, products, or services acquired through this Website. You agree not to republish any information from this website for any commercial purpose.

Additionally, you agree not to:

– Use this Website or its contents for any commercial purpose;

– Make any speculative, false, or fraudulent purchase or any purchase in anticipation of demand;

– Access, monitor or copy any content or information of this Website using any robot, spider, scraper or other automated means or any manual process for any purpose without our express written permission;

– Violate the restrictions in any robot exclusion headers on this Website or bypass or circumvent other measures employed to prevent or limit access to this Website;

– Take any action that imposes, or may impose, in our discretion, an unreasonable or disproportionately large load on our infrastructure;

– Deep-link to any portion of this Website for any purpose without our express written permission;

-“Frame,” “mirror” or otherwise incorporate any part of this Website into any other website without our prior written authorization; or

– Create multiple accounts using multiple email addresses.

3. Data integrity

You represent that all of the information, data and other materials you provide on this Website or to Merodea, through any other means are true, accurate, current and complete. You are responsible for updating and correcting the information you have provided on this Website, as appropriate. You may not use a false email address or other identifying information, impersonate any person or entity or otherwise mislead as to the origin of any content. Some features that may be available on this Website require registration. By registering, you agree to provide true, accurate, current and complete information about yourself.

4. Electronic Communication

When you visit Merdodea.com, send e-mails to us, or post information to this Website, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by e-mail, or by posting notices on this site. 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.

5. License and Website Access

All content available through this Website (including, without limitation, text, design, graphics, logos, icons, images, audio clips, downloads, interfaces, code and software, as well as the selection and arrangement thereof) is the exclusive property of and owned by Merodea, its licensors or its content providers, and is protected by copyright, trademark and other applicable U.S. and foreign laws.

Merodea grants you a limited license to access and make personal use of this Website. Unless indicated to the contrary, you may access, copy, download and print the content available on this Website for your personal, non-commercial use, provided you do not modify or delete any copyright, trademark or other proprietary notices that appear in the content. Merodea or its licensors or content providers retain full and complete title to the content available on the Website, including all associated intellectual property rights, and provide this content to you under a license that is revocable at any time in Modaqui Inc.’s sole discretion. Modaqui, Inc. strictly prohibits any other use of any content available through the Site, including but not limited to:

1. any downloading, copying or other use of the content or the Site for purposes competitive to Merodea or for the benefit of another vendor or any third party;
2. any caching, unauthorized linking to the Website or the framing of any content available on the Website;
3. any modification, distribution, transmission, performance, broadcast, publication, uploading, licensing, reverse engineering, transfer or sale of, or the creation of derivative works from, any content, products or services obtained from the Website that you do not have a right to make available (such as the intellectual property of another party);
4. any uploading, posting or transmitting of any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer;
5. using any hardware or software intended to surreptitiously intercept or otherwise obtain any information (such as system data or personal information) from the Website (including, but not limited to the use of any “scraping” or other data mining techniques, robots or similar data gathering and extraction tools); or
6. any action that imposes or may impose (in Merodea’s sole discretion) an unreasonable or disproportionately large load on Merodea’s infrastructure, or damage or interfere with the proper working of our infrastructure.

You are responsible for obtaining access to the Website, and that access may involve third-party fees (such as Internet service provider or airtime charges). In addition, you must provide and are responsible for all equipment necessary to access the Website. You may not bypass any measures that have been implemented to prevent or restrict access to this Website. Any unauthorized access to the Website by you (including any such access or use that involves in any way an account you may establish on the Website or any device you may use to access the Website) shall terminate the permission or license granted to you by Merodea.

Merodea reserves the right to refuse or cancel any person’s registration for this Website, remove any person from this Website and prohibit any person from using this Website for any reason whatsoever, and to limit or terminate your access to or use of the Website at any time without notice. Merodea neither warrants nor represents that your use of the content available on this Website will not infringe rights of third parties not affiliated with Merodea. Termination of your access or use will not waive or affect any other right or relief to which Merodea may be entitled, at law or in equity.

6. Content You Submit

We like hearing from you. However, please recognize that by submitting anything to us by electronic mail, postings on this Website or in any social media platform profile owned by Modaquí, Inc. and representing Merodea (the “Communication Outlets”), or otherwise, including any reviews, questions, comments, suggestions, ideas or the like contained in any submissions (collectively, “Submissions”), (other than personal information, which is handled in accordance with the Privacy Policy, you grant Merodea a perpetual, irrevocable, non-terminable, worldwide, royalty-free and non-exclusive license to use, copy, distribute, publicly display, modify, create derivative works, and sublicense such content or any part of such content, in any media. You hereby represent, warrant and covenant that any content you provide does not include anything (including, but not limited to, text, images, music or video) to which you do not have the full right to grant such a license to Merodea.

You acknowledge and agree that Submissions are non-confidential and non-proprietary. We take no responsibility and assume no liability for any Submissions posted or submitted by you. We have no obligation to post your comments; we reserve the right in our absolute discretion to determine which comments are published on the Communication Outlets. If you do not agree to these terms and conditions, please do not provide us with any Submissions.

You are fully responsible for the content of your Submissions, (specifically including, but not limited to, reviews posted to the Communication Outlets). You are prohibited from posting or transmitting to or from the Communication Outlets: (i) any unlawful, threatening, libelous, defamatory, obscene, pornographic, or other material or content that would violate rights of publicity and/or privacy or that would violate any law; (ii) any commercial material or content (including, but not limited to, solicitation of funds, advertising, or marketing of any good or services); and (iii) any material or content that infringes, misappropriates or violates any copyright, trademark, patent right or other proprietary right of any third party. You shall be solely liable for any damages resulting from any violation of the foregoing restrictions, or any other harm resulting from your posting of content to the Communication Outlets.

You acknowledge that Merodea may exercise its rights (e.g. use, publish, delete) to any content you submit without notice to you. If you submit more than one review for the same merchandise, only your most recent submission is eligible for use. 

Merodea’s policies with respect to claims by third parties that the content of the Communication Outlets, including the content of any Submissions, infringes the copyrights owned by said third party can be found in the Claims of Copyright Infringement section below.

Also, you acknowledge that you are responsible for any content you may submit through the Communication Outlets, including the legality, reliability, appropriateness, originality and copyright of any such content. You may not upload to, distribute or otherwise publish through the Communication Outlets any content that:

1. is confidential, proprietary, invasive of privacy or publicity rights, infringing on intellectual property rights, unlawful, harmful, threatening, false, fraudulent, libelous, defamatory, obscene, vulgar, profane, abusive, harassing, hateful, racially, ethnically or otherwise objectionable, including, but not limited to any content that encourages conduct that would constitute a criminal offense, violates the rights of any party or otherwise gives rise to civil liability or otherwise violates any applicable U.S. of foreign laws;
2. may contain software viruses or malware;
3. contains advertisements or solicitations of any kind, or other commercial content;
4. is designed to impersonate others;
5. contains personal information (such as messages that include phone numbers, Social Security numbers, payment card numbers, account numbers, addresses or employer references), except where we expressly ask you to provide such information;
6. contains messages by non-spokesperson employees of Merodea purporting to speak on behalf of Merodea or containing confidential information or expressing opinions concerning Merodea;
7. contains messages that offer unauthorized downloads of any copyrighted, confidential or private information;
8. contains multiple messages placed within individual folders by the same user restating the same point;
9. contains chain letters of any kind; or
10. contains identical (or substantially similar) messages to multiple recipients advertising any product or service, expressing a political or other similar message, or any other type of unsolicited commercial message; this prohibition includes but is not limited to (a) using the invitation functionality that may be available on the Website to send messages to people who do not know you or who are unlikely to recognize you as a known contact; (b) using the Website to connect to people who do not know you and then sending unsolicited promotional messages to those direct connections without their permission; or (c) sending messages to distribution lists, newsgroup aliases or group aliases.
11. Links

This Website may contain hyperlinks to other websites or resources operated by third parties not affiliated to Merodea. Such hyperlinks are provided as a convenience to you and as an additional reference only. Different terms and conditions and privacy policies may apply to your use of any linked sites or resources. We do not control such websites, and therefore are not responsible for their contents, privacy policy or other practices of such websites. Also, we are not responsible or liable for any content, advertising, products or other materials on or available from such sites or resources. Inclusion of links to other sites or resources should not be viewed as an endorsement of the content of linked sites or resources. Further, it is up to you to take precautions to ensure that whatever links you select or software you download (whether from this Website or other websites) is free of such items as viruses, worms, trojan horses, defects and other items of a destructive nature. Merodea is not responsible or liable, directly or indirectly, for any damage, loss or liability caused or alleged to be caused by or in connection with any use of or reliance on any such content, products or services available on or through any such linked site or resource.

8. Software available on Merodea’s Website

Any software that is made available to download from this Website (“Software”) is the copyrighted work of Merodea, our Parent Companies, Affiliates and/or our respective providers. Your use of such Software is governed by the terms of the end user license agreement, if any, which accompanies, or is included with, the Software (“License Agreement”). You may not install or use any Software that is accompanied by or includes a License Agreement unless you first agree to the License Agreement terms. For any Software made available for download on this Website not accompanied by a License Agreement, we hereby grant to you, the user, a limited, personal, nontransferable license to use the Software for viewing and otherwise using this Website in accordance with these terms and conditions and for no other purpose.

Please note that all Software, including, without limitation, all HTML code and Active X controls contained on this Website, is owned by Merodea, our Parent Companies, Affiliates and/or our respective providers, and is protected by copyright laws and international treaty provisions. Any reproduction or redistribution of the Software is expressly prohibited, and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible.

WITHOUT LIMITING THE FOREGOING, COPYING OR REPRODUCTION OF THE SOFTWARE TO ANY OTHER SERVER OR LOCATION FOR FURTHER REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PROHIBITED. THE SOFTWARE IS WARRANTED, IF AT ALL, ONLY ACCORDING TO THE TERMS OF THE LICENSE AGREEMENT.

9. DISCLAIMERS

EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THESE TERMS AND CONDITIONS, OR REQUIRED BY APPLICABLE LAW, MERODEA MAKES NO REPRESENTATIONS, COVENANTS OR WARRANTIES AND OFFERS NO OTHER CONDITIONS, EXPRESS OR IMPLIED, REGARDING ANY MATTER, INCLUDING, WITHOUT LIMITATION, THE MERCHANTABILITY, SUITABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, OR NON-INFRINGEMENT OF MERODEA MEMBERSHIP, ANY CONTENT ON THE WEBSITE, OR ANY PRODUCTS OR SERVICES PURCHASED THROUGH THE MERODEA WEBSITE, AS WELL AS WARRANTIES IMPLIED FROM A COURSE OF PERFORMANCE OR COURSE OF DEALING. IN ADDITION, MERODEA EXPRESSLY RESERVES THE RIGHT TO CORRECT ANY PRICING ERRORS OR OTHER ERRORS ON OUR WEBSITE. IN THE EVENT OF A PRICING ERROR, IF AVAILABLE, WE WILL OFFER YOU THE OPPORTUNITY TO PURCHASE THE MERCHANDISE AT THE CORRECT PRICE OR WE WILL CANCEL YOUR ORDER WITHOUT PENALTY TO YOU.

IN CERTAIN JURISDICTIONS, THE LAW MAY NOT PERMIT THE DISCLAIMER OF WARRANTIES, SO THE ABOVE DISCLAIMER MAY NOT APPLY TO YOU.

MERODEA MAKES NO REPRESENTATIONS ABOUT THE SUITABILITY OF THE INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES CONTAINED ON THIS WEBSITE FOR ANY PURPOSE. THE INCLUSION OR OFFERING OF ANY PRODUCTS OR SERVICES ON THIS WEBSITE DOES NOT CONSTITUTE ANY ENDORSEMENT OR RECOMMENDATION OF SUCH PRODUCTS OR SERVICES BY MERODEA. ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND. MERODEA DISCLAIMS ALL WARRANTIES THAT THIS WEBSITE, ITS SERVERS OR ANY EMAIL SENT FROM MERODEA ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. MERODEA HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT.

YOUR USE OF THIS WEBSITE IS AT YOUR SOLE RISK. THE WEBSITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE RESERVE THE RIGHT TO RESTRICT OR TERMINATE YOUR ACCESS TO THE SITE OR ANY FEATURE OR PART THEREOF AT ANY TIME. MERODEA DISCLAIMS ANY WARRANTIES THAT ACCESS TO THE WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE; THAT THE WEBSITE WILL BE SECURE; THAT THE WEBSITE OR THE SERVER THAT MAKES THE WEBSITE AVAILABLE WILL BE VIRUS-FREE; OR THAT INFORMATION ON THE WEBSITE WILL BE CORRECT, ACCURATE, ADEQUATE, USEFUL, TIMELY, RELIABLE OR OTHERWISE COMPLETE. IF YOU DOWNLOAD ANY CONTENT FROM THIS WEBSITE, YOU DO SO AT YOUR OWN DISCRETION AND RISK. YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH CONTENT. NO ADVICE OR INFORMATION OBTAINED BY YOU FROM THE WEBSITE SHALL CREATE ANY WARRANTY OF ANY KIND.

IN CERTAIN JURISDICTIONS, THE LAW MAY NOT PERMIT THE DISCLAIMER OF WARRANTIES, SO THE ABOVE DISCLAIMER MAY NOT APPLY TO YOU.

1. LIMITATION OF LIABILITY

THE PROVIDERS WHOSE PRODUCTS AND SERVICES ARE AVAILABLE ON THE MERODEA WEBSITE ARE INDEPENDENT CONTRACTORS AND NOT AGENTS OR EMPLOYEES OF MERODEA. MERODEA IS NOT LIABLE FOR THE ACTS, ERRORS, OMISSIONS, REPRESENTATIONS, WARRANTIES, BREACHES OR NEGLIGENCE OF ANY SUCH SERVICE PROVIDERS OR FOR ANY PERSONAL INJURIES, DEATH, PROPERTY DAMAGE, OR OTHER DAMAGES OR EXPENSES RESULTING THEREFROM.

YOU ACKNOWLEDGE AND AGREE THAT YOU ASSUME FULL RESPONSIBILITY FOR YOUR USE OF THE WEBSITE AND/OR FOR USE OF THE MERODEA MEMBERSHIP, COMMUNICATIONS WITH THIRD PARTIES, AND PURCHASE AND USE OF THE PRODUCTS AND SERVICES AVAILABLE THROUGH THE MERODEA WEBSITE. YOU ACKNOWLEDGE AND AGREE THAT ANY INFORMATION YOU SEND OR RECEIVE DURING YOUR MEMBERSHIP AND/OR USE OF THE WEBSITE MAY NOT BE SECURE AND MAY BE INTERCEPTED BY UNAUTHORIZED PARTIES. YOU ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE WEBSITE IS AT YOUR OWN RISK AND THAT THE WEBSITE IS MADE AVAILABLE TO YOU AT NO CHARGE. RECOGNIZING SUCH, YOU ACKNOWLEDGE AND AGREE THAT, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW (INCLUDING, WITHOUT LIMITATION, CONSUMER PROTECTION LAW), NEITHER MERODEA NOR ITS LICENSORS, SUPPLIERS OR THIRD PARTY CONTENT PROVIDERS (“MERODEA SUPPLIERS”) WILL BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, EXEMPLARY, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR OTHER DAMAGES ARISING OUT OF OR IN ANY WAY RELATED TO (1) THIS WEBSITE, OR ANY OTHER WEBSITE OR RESOURCE YOU ACCESS THROUGH A LINK FROM THIS WEBSITE; (2) ANY ACTION WE TAKE OR FAIL TO TAKE AS A RESULT OF COMMUNICATIONS YOU SEND TO US; (3) YOUR MERODEA MEMBERSHIP, ANY TERMINATION OR CANCELATION OF YOUR MEMBERSHIP, ANY REFERRAL CREDIT PROGRAM (OR ASSOCIATED CREDITS); (4) ANY PRODUCTS OR SERVICES MADE AVAILABLE OR PURCHASED THROUGH THE MERODEA WEBSITE, INCLUDING ANY DAMAGES OR INJURY ARISING FROM ANY USE OF SUCH PRODUCTS OR SERVICES; (5) ANY DELAY OR INABILITY TO USE THE WEBSITE OR ANY INFORMATION, PRODUCTS OR SERVICES ADVERTISED IN OR OBTAINED THROUGH THE WEBSITE; (6) THE MODIFICATION, REMOVAL OR DELETION OF ANY CONTENT SUBMITTED OR POSTED ON THE WEBSITE; OR (7) ANY USE OF THE WEBSITE, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF MERODEA SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. IT IS THE RESPONSIBILITY OF THE USER TO EVALUATE THE ACCURACY, COMPLETENESS OR USEFULNESS OF ANY OPINION, ADVICE OR OTHER CONTENT AVAILABLE THROUGH THE WEBSITE, OR OBTAINED FROM A LINKED WEBSITE OR RESOURCE. THIS DISCLAIMER APPLIES, WITHOUT LIMITATION, TO ANY DAMAGES OR INJURY ARISING FROM ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, FILE CORRUPTION, COMMUNICATION-LINE FAILURE, NETWORK OR SYSTEM OUTAGE, LOSS OF PROFITS BY YOU, OR THEFT, DESTRUCTION, UNAUTHORIZED ACCESS TO, ALTERATION OF, LOSS OR USE OF ANY RECORD OR DATA, AND ANY OTHER TANGIBLE OR INTANGIBLE LOSS. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NEITHER MERODEA NOR ITS LICENSORS, SUPPLIERS OR THIRD PARTY CONTENT PROVIDERS SHALL BE LIABLE FOR ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF ANY USER OF THE WEBSITE. YOUR REMEDY FOR ANY OF THE ABOVE CLAIMS OR ANY DISPUTE WITH MERODEA IS TO DISCONTINUE YOUR USE OF THE WEBSITE. YOU AND MERODEA AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE WEBSITE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES OR THE CAUSE OF ACTION IS PERMANENTLY BARRED. BECAUSE SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, OR THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, ALL OR A PORTION OF THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

1. Indemnities

You agree to defend, indemnify, and hold harmless Merodea and/or their respective providers and any of their officers, directors, employees and agents from and against any claims, causes of action, demands, recoveries, losses, damages, fines, penalties or other costs or expenses of any kind or nature including but not limited to reasonable legal and accounting fees, brought by third parties as a result of:
(a) your breach of this Terms and Conditions or the documents referenced herein;
(b) your violation of any applicable U.S. or foreign law or the rights of a third party
(c) your use of this Website; or (d) fraud you commit, or your intentional misconduct or gross negligence. Merodea will control the defense of any claim to which this indemnity may apply, and in any event, you shall not settle any claim without the prior written approval of Merodea.

2. Trademarks and Copyrights

The trademarks, logos and service marks (“Marks”) displayed on the Site are the property of Merodea or its licensors or content providers, or other parties. Users or any parties acting on their behalf are prohibited from using any Marks for any purpose including, but not limited to use as meta tags on other pages or sites without the written permission of Merodea or such third party which may own the Marks. You may not use frames or utilize framing techniques or technology to enclose any content included on the Website without Merodea’s express written consent. Further, you may not utilize any Website content in any meta tags or any other “hidden text” techniques or technologies without Merodea’s express written consent. All content (including any software programs) available on or through the Website is protected by copyright, trademark and other applicable U.S. and foreign laws. All rights reserved.

If you are aware of any infringement of our brand, please let us know by e-mailing us at info@merodea.com.

3. Claims of Intellectual Property Infringement

Merodea respects the intellectual property of others, and we ask our users to do the same. You are hereby informed that Merodea has adopted and reasonably implemented a policy that provides for the termination in appropriate circumstances of website users or Merodea members who are repeat copyright infringers. Merodea may, in appropriate circumstances and at its discretion, disable and/or terminate the accounts and/or memberships of users who may be infringing the intellectual property of a third party. If you believe in good faith that materials hosted by us infringe your copyright, you (or your agent) may send us a written notice that includes the following information:

1. A clear identification of the copyrighted work you claim was infringed.
2. A clear identification of the material you claim is infringing the copyrighted work, and information that will allow us to locate that material on the Website, such as a link to the infringing material.
3. Your contact information so that we can reply to your complaint, preferably including an email address and telephone number.
4. A statement that you have a “good faith belief that the material that is claimed as copyright infringement is not authorized by the copyright owner, its agent, or the law.”
5. A statement that “the information in the notification is accurate, and under penalty of perjury, the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.”
6. The notice must be signed by the person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Notices with respect to this Website should be sent to us by any of the following methods: email to info@merodea.com by mail to the address below or by phone at the number below:

 

Modaqui, Inc. – Merodea

Attn: IP/Trademark Counsel

1418 Ponce de León Ave., Suite 101

San Juan, PR 00907

 

We will review and address all notices that comply with the above requirements.

 

We suggest that you consult your legal advisor before filing a notice or counter-notice. Also, be aware that you may be liable for damages if you make a false claim of copyright infringement.

 

Merodea may update this contact information from time to time without notice to you. We will post the current contact information on this Site.

4. Survival of Terms After Agreement Ends

Notwithstanding any other provisions of these Terms and Conditions, or any general legal principles to the contrary, any provision of these Terms and Conditions that imposes or contemplates continuing obligations on a party will survive the expiration or termination of these Terms and Conditions.

5. Force Majeure

Merodea shall be excused from performance under these Terms and Conditions, to the extent it is prevented from or delayed from performing, in whole or in part, as a result of an event or series of events caused by or resulting from (1) weather conditions or other elements of nature or acts of God, (2) acts of war, acts of terrorism, insurrection, riots, civil disorders or rebellion, (3) quarantines or embargoes, (4) labor strikes, or (5) other causes beyond the reasonable control of Merodea. In the event that Merodea is temporarily unable to ship to you a purchased item because of such an event, Merodea will give you the option of deferring shipment or receiving a refund of your charges.

6. General

From time to time, Merodea may offer special promotional offers that may or may not apply to your Merodea account. You agree to be bound by any additional terms and conditions for these special offers, which will be indicated accordingly.

This Website is operated by a United States entity and this Agreement is governed by the laws of the Commonwealth of Puerto Rico, USA. You hereby consent to the exclusive jurisdiction and venue of courts in Puerto Rico, USA, in all disputes arising out of or relating to the use of this Website. Use of this Website is unauthorized in any jurisdiction that does not give effect to all provisions of these terms and conditions, including, without limitation, this paragraph.

You agree that no joint venture, partnership, or employment relationship exists between you and the Merodea Companies as a result of this Agreement or use of this Website.

Our performance of this Agreement is subject to existing laws and legal process, and nothing contained in this Agreement limits our right to comply with law enforcement or other governmental or legal requests or requirements relating to your use of this Website or information provided to or gathered by us with respect to such use. To the extent allowed by applicable law, you agree that you will bring any claim or cause of action arising from or relating to your access or use of this Website within two (2) years from the date on which such claim or action arose or accrued or such claim or cause of action will be irrevocably waived.

If any part of this Agreement is found to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions will not in any way be affected or impaired. Our failure or delay in enforcing any provision of this Agreement at any time does not waive our right to enforce the same or any other provision(s) hereof in the future.

This Agreement (and any other terms and conditions referenced herein) constitutes the entire agreement between you and Merodea with respect to this Website and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between the customer and Merodea with respect to this Website. A printed version of this Agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

Fictitious names of companies, products, people, characters, and/or data mentioned on this Website are not intended to represent any real individual, company, product, or event.

Any rights not expressly granted herein are reserved. The failure of Merodea to act with respect to a breach of these Terms and Conditions by you or others does not waive Merodea’s right to act with respect to subsequent or similar breaches. If any content on this Website, or your use of the Website, is contrary to the laws of the place where you are when you access it, the Website is not intended for you, and we ask you not to use the Website. You are responsible for informing yourself of the laws of your jurisdiction and complying with them.

Merodea does not guarantee it will take action against all breaches of these Terms and Conditions. Except as otherwise expressly provided in these Terms and Conditions, there shall be no third-party beneficiaries to these Terms and Conditions.

7. Changes to These Terms and Conditions

You acknowledge and agree that Merodea may, in its sole discretion, modify, add or remove any portion of these Terms and Conditions at any time and in any manner, by posting revised Terms and Conditions on the Website. You may not amend or modify these Terms and Conditions under any circumstances. The current version of these Terms and Conditions is available at www.merodea.com/company/websiteterms. It is your responsibility to check periodically for any changes we make to the Terms and Conditions. Your continued use of this Website after any changes to the Terms and Conditions means you accept the changes.

8. How to Contact Us

If you have any questions or comments about these Terms and Conditions or the Website, please contact us by email at info@merodea.com. You also may write to us at:

Modaqui, Inc.

Attn: Legal Department

1418 Ponce de Leon Ave. Suite 101

San Juan, PR 00907

Effective Date: August 4^th, 2015