Account

FERA POPPIES LLC. | FERA POPPIES MEMBERSHIP PROGRAM TERMS OF USE

1. ABOUT US

1.1 This document sets out who you are entering this Agreement with.

"We"

,"FERA POPPIES LLC"

means either:

(a) US Entity: FERA POPPIES LLC. (company number 13516205) is a limited liability

company and our registered address is 2015 Sidewinder Dr Suite 109, Park City, UT

84060

1.2 We operate the website www.ferapoppies.net

1.3 To contact us, telephone our customer service team at 435 901 5115 or email us at

ferapoppies.info@gmail.com The way to give us formal notice of any matter under the Contract is

set out in clause 10.2

2. OUR AGREEMENT WITH YOU

2.1 These terms and conditions apply to the supply of Services by us to you (the "Fera Poppies

Member"

,

"you") (“Agreement”).

2.2 The agreement will allow FERA POPPIES LLC. to deliver, a fabric collection to be constructed

for a garment collection to be custom designed & offered through our membership program with

the "Fera Poppies Member"

,

"you, as agreed between the FERA POPPIES LLC and the Fera

Poppies Member " (the "Purpose").

2.3 Your copy: We recommend you print off a copy of this Agreement or save it to your computer for

future reference.

3. The Member shall not:

3.1 except as may be allowed by any applicable law which is incapable of exclusion by agreement

between the parties and except to the extent expressly permitted under this Agreement:

(a) attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish,

download, display, transmit, or distribute all or any portion of the Software and/or

Documentation (as applicable) in any form or media or by any means; or

(b) attempt to de-compile, reverse compile, disassemble, reverse engineer or otherwise

reduce to human-perceivable form all or any part of the Software; or

3.2 access all or any part of the Services and Documentation in order to build a product or service

which competes with the Services and/or the Documentation; or

3.3 use the Services and/or Documentation to provide services to third parties; or

3.4 license, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially

exploit, or otherwise make the Services and/or Documentation available to any third party except

the Authorised Users, or

3.5 attempt to obtain, or assist third parties in obtaining, access to the Services and/or

Documentation, other than as permitted by this Agreement; or

3.6 introduce or permit the introduction of, any Virus or Vulnerability into Fera Poppies LLC. network

and information systems.

4. JURISDICTION

Each party irrevocably agrees that the courts of the United States shall have exclusive jurisdiction

to settle any dispute or claim arising out of or in connection with this Agreement or its subject

matter or formation (including non-contractual disputes or claims).

5. INTERPRETATION

5.1 Further definitions:

Authorised Users: those employees, agents and independent contractors of the Member

who are authorised by the Member to use the Services and the Documentation, as further

described in clause 4.2(c);

Brand Data: the data inputted by the Member, Authorised Users, or Fera Poppies LLC.

on the Member’s behalf for the purpose of using the Services or facilitating the Member’s

use of the Services;

Business Day: a day other than a Saturday, Sunday or public holiday in United States

when banks are open for business;

Intellectual Property Rights: patents, utility models, rights to inventions, copyright and

neighbouring and related rights, moral rights, trademarks and service marks, business

names and domain names, rights in get-up and trade dress, goodwill and the right to sue

for passing off or unfair competition, rights in designs, rights in computer software,

database rights, rights to use, and protect the confidentiality of, confidential information

(including know-how and trade secrets) and all other intellectual property rights, in each

case whether registered or unregistered and including all applications and rights to apply

for and be granted, renewals or extensions of, and rights to claim priority from, such rights

and all similar or equivalent rights or forms of protection which subsist or will subsist now

or in the future in any part of the world.

Normal Business Hours: 9.00 am to 7.00 pm local US time, each Business Day;

Renewal Period: the period described in clause 14.1;

Software: the online software applications provided by Fera Poppies LLC as part of the

Services;

Virus: any thing or device (including any software, code, file or programme) which may:

prevent, impair or otherwise adversely affect the operation of any computer software,

hardware or network, any telecommunications service, equipment or network or any other

service or device; prevent, impair or otherwise adversely affect access to or the operation

of any programme or data, including the reliability of any programme or data (whether by

rearranging, altering or erasing the programme or data in whole or part or otherwise); or

adversely affect the user experience, including worms, trojan horses, viruses and other

similar things or devices;

Vulnerability: a weakness in the computational logic (for example, code) found in

software and hardware components that when exploited, results in a negative impact to

the confidentiality, integrity, or availability, and the term “Vulnerabilities” shall be

interpreted accordingly.

5.2 Clause, schedule and paragraph headings shall not affect the interpretation of this Agreement.

5.3 A reference to a company shall include any company, corporation or other body corporate,

wherever and however incorporated or established.

5.4 Unless the context otherwise requires, words in the singular shall include the plural and in the

plural shall include the singular.

5.5 Unless the context otherwise requires, a reference to one gender shall include a reference to the

other genders.

5.6 A reference to a statute or statutory provision is a reference to it as it is in force as at the date of

this Agreement.

5.7 A reference to a statute or statutory provision shall include all subordinate legislation made as at

the date of this Agreement under that statute or statutory provision.

5.8 A reference to writing or written excludes fax but not email.

6. WAIVER

6.1 A waiver of any right or remedy is only effective if given in writing and shall not be deemed a

waiver of any subsequent right or remedy.

6.2 A delay or failure to exercise, or the single or partial exercise of, any right or remedy shall not

waive that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or

any other right or remedy.

7. RIGHTS AND REMEDIES

Except as expressly provided in this Agreement, the rights and remedies provided under this

Agreement are in addition to, and not exclusive of, any rights or remedies provided by law.

8. SEVERANCE

8.1 If any provision or part-provision of this Agreement is or becomes invalid, illegal or unenforceable,

it shall be deemed deleted, but that shall not affect the validity and enforceability of the rest of this

Agreement.

8.2 If any provision or part-provision of this Agreement is deemed deleted under clause 9.1 the

parties shall negotiate in good faith to agree a replacement provision that, to the greatest extent

possible, achieves the intended commercial result of the original provision.

9. ENTIRE AGREEMENT

9.1 This Agreement constitutes the entire agreement between the parties and supersedes and

extinguishes all previous and contemporaneous agreements, promises, assurances and

understandings between them, whether written or oral, relating to its subject matter.

9.2 Each party acknowledges that in entering into this Agreement it does not rely on, and shall have

no remedies in respect of, any statement, representation, assurance or warranty (whether made

innocently or negligently) that is not set out in this Agreement.

9.3 Each party agrees that it shall have no claim for innocent or negligent misrepresentation based on

any statement in this Agreement.

10. ASSIGNMENT

10.1 The Member shall not, without the prior written consent of Fera Poppies LLC., assign, novate,

transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations

under this Agreement.

10.2 NOTICES

(a) Any notice given to a party under or in connection with this Agreement shall be in writing

and shall be:

(i) delivered by hand or by pre-paid first-class post or other next working day

delivery service at its registered office (if a company) or its principal place

of business (in any other case); or

(ii) sent by email to the following addresses (or an address substituted in

writing by the party to be served):

(A) Fera Poppies LLC: ferapoppiesofficial@gmail.com

(B) Membership: the address in the Email Confirmation

(b) Any notice shall be deemed to have been received:

(i) if delivered by hand, at the time the notice is left at the proper address;

(ii) if sent by pre-paid first-class post or other next working day delivery

service, at 9.00 am on the second Business Day after posting;

(iii) if sent by email, at the time of transmission, or, if this time falls outside

Business Hours in the place of receipt, when Business Hours resume.

(c) This clause does not apply to the service of any proceedings or other documents in any

legal action or, where applicable, any arbitration or other method of dispute resolution.

10.3 VARIATION

(a) Fera Poppies LLC. amends these terms from time to time and will provide the Member

at least 30 days' notice of intended changes.

(b) The Member may terminate this Agreement with immediate effect by giving written notice

to Fera Poppies LLC before the expiry of the notice period set out in clause 16.1.

10.4 INDEMNITY

(a) The Member shall defend, indemnify and hold harmless Fera Poppies LLC. against

claims, actions, proceedings, losses, damages, expenses and costs (including without

limitation court costs and reasonable legal fees) arising out of or in connection with the

Member’s use of the Services and/or Documentation.

(b) In the defence or settlement of any claim, Fera Poppies LLC. may procure the right for

the Member to continue using the Services, replace or modify the Services so that they

become non-infringing or, if such remedies are not reasonably available, terminate this

Agreement on 2 Business Days’ notice to the Member without any additional liability or

obligation to pay liquidated damages or other additional costs to the Member.

(c) In no event shall Fera Poppies LLC. , its employees, agents and sub-contractors be

liable to the Member to the extent that the alleged infringement is based on:

(i) a modification of the Services or Documentation by anyone other than

Fera Poppies LLC. ; or

(ii) the Member's use of the Services or Documentation in a manner contrary

to the instructions given to the Member’s by Fera Poppies LLC. ; or

(iii) the Member’s use of the Services or Documentation after notice of the

alleged or actual infringement fromFera Poppies LLC. or any appropriate

authority.(d) The foregoing state the Member’s sole and exclusive rights and remedies, and Fera

Poppies LLC. (including Fera Poppies L

LIMITATION OF LIABILITY

1.1 Except as expressly and specifically provided in this Agreement:

(a) the Member assumes sole responsibility for results obtained from the use of the Services

and the Documentation by the Member, and for conclusions drawn from such use. Fera

Poppies LLC. shall have no liability for any damage caused by errors or omissions in any

information, instructions or scripts provided to Fera Poppies LLC.by the Member in

connection with the Services, or any actions taken by Fera Poppies LLC. at the Member’s

direction;

(b) all warranties, representations, conditions and all other terms of any kind whatsoever

implied by statute or common law are, to the fullest extent permitted by applicable law,

excluded from this Agreement; and

(c) the Services and the Documentation are provided to the Members on an “as is” basis.

1.2 Nothing in this Agreement excludes the liability of Fera Poppies LLC.

(a) for death or personal injury caused by Fera Poppies LLC.

’s negligence; or

(b) for fraud or fraudulent misrepresentation.

1.3 Subject to clause 1.2 and clause 1.3 Fera Poppies LLC. shall not be liable whether in tort

(including for negligence or breach of statutory duty), contract, misrepresentation, restitution or

otherwise for any loss of profits, loss of business, depletion of goodwill and/or similar losses or

loss or corruption of data or information, or pure economic loss, or for any special, indirect or

consequential loss, costs, damages, charges or expenses however arising under this Agreement.

1.4 Nothing in this Agreement excludes the liability of the Member for any breach, infringement or

misappropriation of Fera Poppies LLC. Intellectual Property Rights.

1.5 SUBSCRIPTION

This document is for the purposes of our Member’s Terms of Use.

Subscription Program Membership Fee

The Subscription Program Membership Fee shall be

________________ per month based on the

Membership Subscription Program Tier and the Membership of that amount per Subscription.

 

Who you are contracting with

You are contracting with our [US Entity 13516205, ] OR [our US Entity, Fera Poppies LLC].

 

Signed by:

Samantha Lagunilla Regan ® 

for and on behalf of

Fera Poppies LLC.

.......................................

Director

Signed by:

[first name] [last name]

.......................................

for and on behalf of

Fera Poppies Member

.......................................

Member