Terms & Conditions
1. Introduction
THE SITE AND RELATED CONTENT AND SERVICES ARE PROVIDED SUBJECT TO THESE TERMS AND CONDITIONS. PLEASE READ THE FOLLOWING INFORMATION CAREFULLY. YOUR CONTINUED USE OF THE SITE WILL INDICATE YOUR AGREEMENT TO BE BOUND BY THE TERMS AND CONDITIONS SET FORTH BELOW. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, PROMPTLY EXIT THE SITE.
IMPORTANT NOTICE TO YOU
These Terms and Conditions of Use, the Privacy Policy and the Cookies Policy (collectively, the “Terms and Conditions”), govern your use of www.gardenia.net, including without limitation use of all content, data, images, information and other materials posted on or available through the website (collectively, the “Site”). By using the Site, you agree that you have reviewed and understand the Terms and Conditions to your full satisfaction, that you accept and are subject to the Terms and Conditions, and that Jardins Sans Secret, LLC (“Jardins Sans Secret”) is permitted to use the information it collects through the Site as set forth below or in the Privacy Policy. If you are not in agreement with the Terms and Conditions, you must immediately leave and no longer use the Site. To the extent that there is any conflict between a provision of the Terms and Conditions of Use and a provision in the Privacy Policy or Cookies Policy, the provision in the Terms and Conditions of Use shall prevail. If you breach any of these Terms and Conditions, your authorization to use the Site shall automatically terminate.
These Terms and Conditions are in addition to any other agreement you may have with Jardins Sans Secret, including any agreement governing purchase or use of Jardins Sans Secret’s products or services by you or your organization.
2. Ownership
The Site is owned and operated by Jardins Sans Secret. Except for Third Party Content (defined below) all content, data, information and other materials on or directly accessible from the Site, including any and all modifications, updates, upgrades, extensions, components and derivative works thereto, is owned by Jardins Sans Secret, its affiliates, licensors and/or vendors. The Site and all content are protected by the United States and international copyright and trademark laws. Any rights not expressly granted by the Terms and Conditions or any applicable end user license agreements are reserved by Jardins Sans Secret and/or its vendors and licensors.
Except for Third Party Content, the contents of the Site may not be distributed, modified, reproduced, or used, in whole or in part, without the prior written consent of Jardins Sans Secret, except that you may download content from the Site to any single computer, provided you keep intact all copyright, trademark, and other proprietary notices and comply with these terms and any additional applicable end user license agreements. Except as provided in these Terms and Conditions, any use of these materials on any other website or networked computer environment for any purpose is prohibited.
3. Third Party Content
The Site may display, include, make available, or otherwise link to content, data, information, applications, websites, or other materials generated or provided by third parties (“Third Party Content”). You understand that Third Party Content may include content that may be deemed offensive, indecent, or objectionable, or that may be inaccurate, unresponsive, unreliable, or even untruthful. By using the Site, you acknowledge and agree that Jardins Sans Secret shall not be responsible for examining or evaluating the content, accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect of Third Party Content. Jardins Sans Secret does not warrant or endorse and does not assume and will not have any liability or responsibility to you or any other person for any Third Party Content. Third Party Content is provided “AS IS” and solely as a convenience to you, with no warranties of any kind.
You agree that Jardins Sans Secret shall not be liable or otherwise responsible for any content or information you post in a web-forum, in a chat room, or through other interactive or “social networking” portions of the Site (your “Personal Content”) and that such Personal Content may be immediately displayed on the Site and treated as Third Party Content. The generation and distribution of Personal Content is at your own risk. You hereby grant to Jardins Sans Secret a non-exclusive, transferable, worldwide, royalty free, sublicensable, right and license to store, copy, distribute, transmit, publicly perform, display, create derivative works of, and otherwise use the Personal Content for purposes of providing the Site to third parties, including the right to transmit the Personal Content to other users of the Site.
4. No Framing
You may not frame or utilize framing techniques to use, surround or enclose any of Jardins Sans Secret’s names, trademarks, service marks, logos, or other proprietary information (including images, text, page layout, or form) of Jardins Sans Secret and/or its affiliates without Jardins Sans Secret’s express written consent.
5. Jurisdiction
The Site is controlled and operated by Jardins Sans Secret from its offices within the State of New York, United States of America. Jardins Sans Secret makes no representation that materials in the Site are appropriate or available for use in other locations. Those who choose to access the Site from other locations do so on their own initiative and are responsible for compliance with local or national laws, if and to the extent local or national laws are applicable. The software, technology and other information from the Site is further subject to United States export controls and, potentially, the import laws of your jurisdiction. No software, technology or other information from the Site may be downloaded or otherwise exported or re-exported to any person or entity on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Commerce Department’s Table of Denial Orders or otherwise prohibited by United States export control laws. By downloading or otherwise using any software, technology or other information from the Site in any manner whatsoever, you represent and warrant that you are not on any such list or located in, under the control of, or a national or resident of any such country.
6. Trademarks
“JARDINS SANS SECRET”, “GARDENIA.NET”, the Jardins Sans Secret logo and related designs are trademark(s) and service mark(s) owned by Jardins Sans Secret. Jardins Sans Secret’s trademarks and service marks may not be used in connection with any product or service that is not from Jardins Sans Secret, in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits Jardins Sans Secret. You shall not mention or use any of Jardins San Secret’s trademarks or service marks in any ad text, extensions, or banner ads without the express prior written consent of Jardins Sans Secret. All other trademarks or service marks not owned by Jardins Sans Secret that are used in connection with Jardins Sans Secret’s products or services are the property of their respective owners, who may or may not be affiliated with, connected to or sponsored by Jardins Sans Secret.
7. Jardins Sans Secret’s Use of Your Data and Communications
Except as expressly provided in Jardins Sans Secret’s Privacy Policy, you acknowledge that any Personal Content, communications, material, information, or data of any kind that you e-mail, post, or transmit to or through the Site, including, questions, comments, suggestions and other information (your “Communications”) will be treated as non-confidential and non-proprietary by Jardins Sans Secret. You hereby represent and warrant that you have the right to provide to Jardins Sans Secret all Communications you submit to Jardins Sans Secret through the Site. By using the Site, you authorize and hereby grant Jardins Sans Secret a non-exclusive, transferable, sublicensable, fully-paid, royalty-free, perpetual, world-wide, irrevocable license to reproduce, create derivative works of, transmit, display, disclose, sell, and otherwise use your Communications for reasonable business purposes, except as expressly prohibited by Jardins Sans Secret’s Privacy Policy.
YOU ACKNOWLEDGE THAT SECURITY SAFEGUARDS, BY THEIR NATURE, ARE CAPABLE OF CIRCUMVENTION AND JARDINS SANS SECRET DOES NOT AND CANNOT GUARANTEE THAT YOUR INFORMATION OR COMMUNICATIONS CANNOT BE ACCESSED BY UNAUTHORIZED PERSONS CAPABLE OF OVERCOMING SUCH SAFEGUARDS. YOU ACKNOWLEDGE AND AGREE THAT: (I) VIRUSES, WORMS, TROJAN HORSES, OR OTHER UNDESIRABLE DATA OR SOFTWARE; OR (II) UNAUTHORIZED USERS (e.g., HACKERS) MAY ATTEMPT TO OBTAIN ACCESS TO AND DAMAGE THE SITE, YOUR INFORMATION OR COMMUNICATIONS, AND/OR JARDINS SANS SECRET’S NETWORKS. JARDINS SANS SECRET SHALL NOT BE RESPONSIBLE FOR SUCH ACTIVITIES OR FOR YOUR INABILITY TO ACCESS OR USE THE SITE. YOU ARE SOLELY RESPONSIBLE FOR THE SECURITY AND INTEGRITY OF YOUR INFORMATION AND SYSTEMS.
8. Hyperlinking to the Site
Except as specifically provided in these Terms and Conditions, you may not create hyperlinks to the Site. You may provide hyperlinks to the Site on a non-commercial, not-for-profit website, freely accessible by the public at no charge, provided that “deep links” (e.g., hyperlinks other than to the Site currently located at www.gardenia.net) must be in accordance with any additional terms, conditions and/or technical instructions that Jardins Sans Secret may post on the Site from time-to-time. If you desire to link to the Site in any other manner, you must obtain Jardins Sans Secret’s written permission pursuant to a Hyperlink Agreement. You shall not link to the Site in any manner which states or implies any affiliation between you or your organization and Jardins Sans Secret, or any sponsorship, approval or recommendation of you or your organization by Jardins Sans Secret. Any permitted link to the Site must clearly identify Jardins Sans Secret as the owner of the Site. Jardins Sans Secret reserves the right to redirect any links to the Site to any page it chooses.
9. Acceptable Use
As a condition of your use of the Site, you warrant to Jardins Sans Secret that you will not or cause others to (i) use the Site for any purpose that is unlawful, (ii) use the Site for any commercial purpose, (iii) modify, rent, lease, loan, sell, or distribute the Site in any manner, (iv) use or exploit the Site in an abusive, improper, or illegal manner as determined solely by Jardins Sans Secret, including but not limited to, by trespass, burdening network capacity, or using the Site to harass, abuse, stalk, threaten, defame or otherwise infringe or violate the rights of any other party or to transmit illegal, pornographic, libelous, profane or otherwise offensive messages or content, (v) create derivative works based on the Site or reverse engineer, deconstruct, disassemble or decompile any software or technology underlying the Site or provided through the Site.
10. Use of Robots
Jardins Sans Secret does not permit the use of robots, spiders, crawlers or the like in connection with the Site without Jardins Sans Secret’s prior written permission. This restriction does not apply to the use of these mechanisms to index content of the Site for use in connection with search engines and other online directories.
11. External Hyperlinks from the Site
The Site may contain hyperlinks to third party websites. External hyperlinks to or from the Site do not constitute any endorsement or recommendation by Jardins Sans Secret of any third party or its website, products, resources or other information. An external hyperlink to a site does not imply that Jardins Sans Secret is affiliated with or sponsors the third party’s website. Jardins Sans Secret is not responsible for any software, data or other information available from any third party website. You are solely responsible for complying with all terms and conditions of use for the third party sites. You acknowledge that Jardins Sans Secret shall have no liability for any damage or loss arising from your access to, use of or reliance on any third party site, software, data, or other information.
12. Accuracy and Integrity of Information
Although Jardins Sans Secret attempts to ensure the integrity and accuracy of the Site, it makes no guarantees whatsoever as to the correctness or accuracy of the Site. It is possible the Site may include typographical errors, inaccuracies or other errors, and that unauthorized additions, deletions and alterations could be made to the Site by third parties. In the event that an inaccuracy arises, please inform Jardins Sans Secret so that it can be corrected. Information contained on the Site, including these Terms and Conditions and the Privacy Policy, may be changed or updated without notice.
13. No Warranty
THE SITE AND ALL INFORMATION AND CONTENT AVAILABLE THROUGH THE SITE ARE PROVIDED “AS IS,” WITH ALL FAULTS, AND “AS AVAILABLE”. JARDINS SANS SECRET DOES NOT WARRANT THAT THE SITE WILL MEET YOUR REQUIREMENTS, OR THAT THE RESULTS OF ANY QUERY WILL BE COMPLETE OR ACCURATE. JARDINS SANS SECRET DOES NOT WARRANT THAT ACCESS TO THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN THE SITE WILL BE CORRECTED. WITHOUT LIMITING THE FOREGOING, JARDINS SANS SECRET DOES NOT REPRESENT OR ENDORSE THE ACCURACY OR RELIABILITY OF ANY DATA, DESCRIPTION, IDENTIFICATION OR OTHER INFORMATION DISPLAYED, DISTRIBUTED, HYPERLINKED OR OTHERWISE REFERRED TO THROUGH THE SITE. JARDINS SANS SECRET WILL NOT BE LIABLE OR RESPONSIBLE IN ANY WAY FOR ANY LOSSES OR DAMAGE OF ANY KIND, INCURRED AS A RESULT OF THE USE OF OR RELIANCE ON INFORMATION MADE AVAILABLE ON THE SITE. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, JARDINS SANS SECRET DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, TITLE, NON-INFRINGEMENT, CONFORMITY TO ANY REPRESENTATION OR DESCRIPTION, MERCHANTABILITY, QUALITY OF INFORMATION, QUIET ENJOYMENT, AND FITNESS FOR A PARTICULAR PURPOSE.
14. Limitation of Liability
NEITHER JARDINS SANS SECRET NOR ITS AFFILIATES, NOR THEIR LICENSORS OR SUPPLIERS, WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES OR DAMAGES RESULTING FROM LOST PROFITS, LOST DATA, OR BUSINESS INTERRUPTION ARISING FROM YOUR USE OF (OR INABILITY TO USE) THE SITE OR THE INFORMATION CONTAINED THEREIN, HOWEVER ARISING, EVEN IF JARDINS SANS SECRET OR ITS AFFILIATES OR THEIR REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS LIMITATION DOES NOT APPLY TO THE EXTENT IT IS PROHIBITED BY LAW.
YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SITE OR OTHER SITE-RELATED CONTENT, INFORMATION, SERVICES, AND/OR HYPERLINKED WEBSITES IS TO STOP USING THE SITE AND/OR SUCH CONTENT, INFORMATION, SERVICES, OR SERVICES. CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
15. Indemnification
You agree to indemnify and defend Jardins Sans Secret and its affiliates, and their participants, members, volunteers, staff, employees, suppliers, directors, and agents from any claims, actions, losses, liabilities, damages, costs, and expenses (including attorneys’ fees and costs) directly or indirectly arising from your (a) use of the Site, (b) violation of any third party right, or (c) breach of these Terms and Conditions. You agree to cooperate as fully as reasonably required in the defense of any claim. Jardins Sans Secret reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification under this section and, in any event, you agree not to settle any such matter without the prior written consent of Jardins Sans Secret.
16. Procedure for Making Claims of Copyright Infringement
Jardins Sans Secret respects the intellectual property of others. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide Jardins Sans Secret the following information:
1. An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
2. A description of the copyrighted work that you claim has been infringed;
3. A description of where the material that you claim is infringing is located on the Site;
4. Your address, telephone number, and email address;
5. A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
6. A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
17. Changes to these Terms and Conditions
Jardins Sans Secret reserves the right to make changes to the Terms and Conditions at any time. Please check the Terms and Conditions when you use the Site to ensure that you are aware of any changes. The Terms and Conditions will indicate the date they were last updated. Your continued use of the Site, including use after the posting of any changes to these terms, will be deemed acceptance by you of the then-current Terms and Conditions.
18. General
Except as provided below, the Terms and Conditions constitute the entire agreement between Jardins Sans Secret and you, pertaining to the subject matter hereof. Certain provisions of the Terms and Conditions may be superseded by expressly designated legal notices or terms located on particular pages within the Site. No waiver by Jardins Sans Secret of any term or condition set forth in the Terms and Conditions shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Jardins Sans Secret to assert a right or provision under the Terms and Conditions shall not constitute a waiver of such right or provision. If any provision of the Terms and Conditions is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent necessary such that the remaining provisions of the terms will continue in full force and effect. The parties agree that any and all disputes, claims or controversies arising out of or relating to the Terms and Conditions that are not resolved by mutual agreement shall be governed by the laws of the State of New York, without giving effect to principles of conflicts of laws provisions thereof, and submitted to final and binding arbitration before JAMS, or its successor, pursuant to the United States Arbitration Act, 9 U.S.C. Sec. 1 et seq. The arbitration shall take place in New York, New York unless the parties otherwise agree in writing. Within fourteen (14) days thereafter, the arbitrator shall arrive at a final decision, which shall be reduced to writing, signed by the arbitrator, and mailed to each of the parties and their legal counsel. All decisions of the arbitrator shall be final, binding and conclusive on the parties and shall constitute the only method of resolving disputes or matters subject to arbitration pursuant to this Agreement; provided, however, nothing shall prohibit the parties from seeking injunctive relief and/or other equitable remedies in a court of competent jurisdiction. The arbitrator or a court of appropriate jurisdiction may issue a writ of execution to enforce the arbitrator’s judgment. Judgment may be entered upon such a decision in accordance with applicable law in any court having jurisdiction thereof.
If you have any questions concerning these Terms and Conditions, or you desire to contact Jardins Sans Secret for any reason, please write:
Jardins Sans Secret, 71 Grand Street, Suite 4N , New York, NY 10013, USA
