TERMS AND CONDITIONS
Please read these Terms and Conditions ("Terms", "Terms and Conditions") carefully before using the www.newyorkvintagearchive.com website or viewing or renting its products ("Site" or "Service") operated by New York Vintage Inc. ("NYV," "us", "we", or "our"). Your access to and use of the Site is conditioned on your acceptance of and compliance with these Terms. These Terms apply to all who access or use the Site. By accessing or using the Site you agree to be bound by these Terms. If you disagree with any part of the terms then you may not access the Site.
Definitions. You acknowledge and agree that all uses on this Site of the terms "rent", "rental", ""purchase," "price" and the like mean the rental of merchandise and products on the Site ("Product" or "Products") from NYV. Each product marketed on this Site is made available solely for rental, not sale, under the terms, conditions and restrictions herein.
Using the Site. In order to access the Site, view Products on the Site, or order any Products for rent, you must register with NYV and purchase a subscription plan ("Subscription") to become a member ("Member"). You can register with the Site by accessing the website, submitting the required information and steps for application to become a Member. It is within the sole discretion of NYV whether to accept your application for Membership. If your application for Membership is approved, NYV will offer you a Subscription based upon the personal information you provide to us. You agree to provide accurate, current, and complete information during the registration and Subscription process and to update such information to keep it accurate, current and complete. You may not have more than one (1) active NYV Membership Account. NYV reserves the right to suspend or terminate your NYV Membership Account and your access to the Site if you create more than one (1) NYV Membership Account or if any information provided during the registration process or thereafter proves to be inaccurate, not current or incomplete. You are responsible for safeguarding your username and password. You agree that you will not disclose your username or password to any third party and that you will take sole responsibility for any activities or actions under your NYV Membership Account, whether or not you have authorized such activities or actions. You acknowledge that your NYV Membership Account is personal to you and agree not to provide any other person with access to this Site or portions of it. You agree to notify us immediately of any unauthorized access to or use of your user name or password, NYV Membership Account or any other breach of security.
Subscriptions. NYV offers Monthly Subscription (hereafter, "Monthly Subscriptions"). Monthly Subscriptions are subject to recurring fees ("Subscription Fees"). By purchasing a Monthly Subscription, you agree and acknowledge that your Subscription has an initial and recurring payment charge at the then-current Monthly Subscription rate and you accept responsibility for all recurring charges prior to cancellation, including where 2 applicable any charges processed by NYV after the expiration date of your credit card on file. Your Monthly Subscription will be automatically renewed for successive monthly periods and your credit card on file will automatically be charged for each successive monthly period at the then-current Monthly Subscription rate until you cancel your Monthly Subscription renewal. All payments are nonrefundable and there are no refunds or credits for partially used periods. Following any cancellation, however, you will continue to have access to the service through the end of your current billing period.
Orders are Subject to Rental Agreements. Once you have a NYV Membership Account with a Subscription, you will be permitted to collect and submit Product(s) you wish to rent from NYV via "Storyboard(s)". You agree that the Product(s) included on your Storyboards submitted to NYV is a request to rent Product(s) from NYV listed in said Storyboards. After receiving your Storyboard, in NYV's sole discretion, NYV may send you an agreement for your order ("Rental Agreement") including (a) a confirmation number, (b) the rental price per Product ("Rental Charge"), (c) the replacement value of the Product, which you hereby agree is equal to three times the cost of the value of the Product as determined by NYV ("Replacement Price"), (d) the date by which the Product(s) listed in the Rental Agreement must be returned ("Return Date"), (e) the cost of tax, cleaning, and shipping and handling of the order, and (f) other requests made by Member which have been approved by NYV, if any. All special requests made by Member are subject to written acceptance of such by NYV. NYV will not be obligated to rent Product(s) or provide a Rental Agreement to Member in NYV's sole discretion. Acceptance of your order will not take place unless and until Member has signed and returned the Rental Agreement to NYV and paid the full price of the Rental Agreement.
Rental Charges. Rental Charges for Products are on a per piece basis and will be the price set forth in the Rental Agreement. Taxes, cleaning fees and charges for shipping and handling will be added to your rental total in the Rental Agreement.
Rental Payments. Members shall pay to NYV the total amount of the Rental Agreement. Placement of Member's order will be deemed at the time Member returns the signed Rental Agreement to NYV with payment in full. All payments are final. If a payment is not received or the payment method is declined for any reason, the rental request will not go through and therefore the customer forfeits any and all rights to possession of any Product(s) set forth in the Rental Agreement.
Members Must Have Valid Credit Cards. All Members are responsible for having a valid credit card on file with NYV. You represent and warrant that (i) the credit card information you supply to us is true, correct and complete, (ii) you are duly authorized to use such credit card, (iii) charges incurred by you will be honored by your credit card company, and (iv) you will pay all charges incurred by you, including all Subscription Fees, Rental Charges, Replacement Prices, taxes, cleaning fees, charges for shipping and handling, and any late, damage, loss or cleaning fees. If we are unable to charge the credit card on file or otherwise collect payment from you, you agree to remit payment for any Subscription Fees, Rental Charges, Replacement Prices, taxes, cleaning fees, charges for shipping and handling, and any late, damage, loss or cleaning fees. If a collection action is necessary to collect this amount, the Member agrees to pay the reasonable collection costs and/or reasonable attorney's fees incurred by NYV. If a payment is not successfully settled when it becomes due, due to expiration, insufficient funds, or otherwise, and you do not edit your credit card information, you will lose access to the Site. You may edit your credit card information by visiting our Site and clicking on the "Account" link, available at the left navigation of our website.
Shipments, Delivery, Title and Risk of Loss. Member is responsible for paying all shipping and handling charges. Title and risk of loss pass to you upon NYV's transfer of Product(s) to the carrier. Shipping and delivery dates are estimates only and cannot be guaranteed. We are not liable for any delays in shipments or deliveries.
Return of Products, Extensions and Late Fees. Rental periods and rates range from daily (24 hours) to 3 days to weekly (7 days) to monthly (30 days). The Member agrees to return Product(s) to NYV by the Return Date. Member is responsible for preparing and packaging Product(s) properly to be delivered, dropped off, or shipped, and returned at the appropriate time to ensure timely returns to NYV. Hangers and bags shall also be returned with the Product(s). The Member acknowledges and agrees that Member will pay for the cost of lost hangers and bags, and NYV may use the Member's credit card on file to cover these costs. NYV shall not be responsible for personal property returned with the Products. The Member may extend the Return Date for Product(s) by contacting NYV in writing prior to the Return Date ("Extended Term"). An Extended Term, if permitted by NYV, will be subject to the payment of additional Rental Charges. A Member may further extend the rental period for Product(s) if they contact NYV prior to the end of the Extended Term and receive written confirmation of additional extension(s) 4 ("Subsequent Extended Term" or "Subsequent Extended Terms"). All Subsequent Extended Terms, if permitted by NYV, will be subject to the payment of additional Rental Charges. If Product(s) are received by NYV after the Return Date, and Member and NYV have not agreed to an Extended Term, Member agrees to pay the Replacement Price of the Product(s). If Product(s) are received by NYV after an Extended Term, and Member and NYV have not agreed to a Subsequent Extended Term, Member agrees to pay the Replacement Price of the Product(s). You agree to pay the cost of any and all Extended and Subsequent Extended Terms, and Replacement Price(s), if necessary, with the Member's credit card on file.
No Alterations or Cleaning. No alterations of any Products are permitted at any time without prior written consent by NYV. Any unauthorized alterations will be subject to damage fees as determined by NYV. In the event NYV permits Member to perform reversible alterations on the Products, the Products must be returned to their original condition before returning them. Members agree not to wash or otherwise clean the Products rented as it may cause damage. If Product(s) are returned in an altered condition, damage fees will be charged.
Loss and Damage. It is your responsibility to return each Product for rent in the same condition it was given to you. Member is responsible for loss, destruction or damage to the items due to theft, mysterious disappearance, fire, major stains, major rips, or any other cause (other than normal wear and tear). You acknowledge and agree that you are responsible for your own acts and omissions and are also responsible for the acts and omissions of any individuals who you allow to access and/or wear Product(s) while in your possession. Upon return of Product(s) to NYV, all damages and losses will be evaluated and determined by NYV in NYV's sole discretion. If it is determined by NYV that a Product is damaged, you shall pay for all damages incurred by NYV as determined by NYV up to the cost of the Replacement Price, plus applicable tax. If it is determined by NYV that the Product is lost, you shall pay the Replacement Price, plus applicable tax.
NYV reserves the right to charge Member's credit card on file for any loss or damage fees, or otherwise collect payment from you and pursue any avenues available to NYV.
Cancellations and Refunds. All Payments on orders are final and non-refundable. The Member hereby agrees that any accommodation or refund NYV may make in connection with a canceled order will not amend these terms and conditions as to past or future orders by Member.
No Warranties. YOU ACKNOWLEDGE AND AGREE THAT NYV DOES NOT HAVE AN OBLIGATION TO CONDUCT BACKGROUND CHECKS ON ANY MEMBER, BUT MAY CONDUCT SUCH BACKGROUND CHECKS IN ITS SOLE DISCRETION. NYV EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. NYV MAKES NO WARRANTY THAT THE PRODUCT(S) FOR RENT WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR FREE BASIS. NYV MAKES NO WARRANTY REGARDING THE QUALITY OF ANY LISTINGS, PRODUCT OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY CONTENT ON THE SITE. YOUR USE OF THE SITE, ITS CONTENT OR PRODUCTS OBTAINED THROUGH THE SITE IS AT YOUR OWN RISK. THE SITE, ITS CONTENT AND PRODUCTS RENTED THROUGH THE SITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER NYV NOR ANY PERSON ASSOCIATED WITH NYV MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE SITE. NYV HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE.
Certain Rights. We may, in our discretion and without liability to you, with or without cause, with or without prior notice and at any time: (a) terminate these Terms or your access to our Site, and (b) deactivate or cancel your NYV Membership Account. In the event NYV terminates these Terms, or your access to our Site or deactivates or cancels your NYV Member Account, you will remain liable for all amounts due in connection herewith or therewith. Members may cancel their NYV Member Account at any time by sending an email to [email protected]
Indemnity. You agree to defend, indemnify and hold harmless NYV, its affiliates, licensors and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys' and accounting fees) arising out of or in any way connected with (a) your access to or use of the Site or your violation of these Terms; (b) your (i) renting of a Product, (ii) the use, condition or rental of a Product by you, including, but not limited to any injuries, losses, or damages (compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with or as a result of a rental or use of a Product.
Limitation of Liability. There have been no promises expressed or implied that the Site or any Product is suitable for any particular use or project. In no event will NYV, its affiliates or licensors, employees, agents, officers or directors be liable for damages of any kind, under any legal theory, arising out of or in connection with (i) Member's use, or inability to use, the Site or Product(s), or (ii) any loss, damage, or destruction to Product(s) or for theft, mysterious disappearance, fire, major stains, or any other cause, including but not limited to personal injury, pain and suffering, emotional distress, loss of revenue, loss of profits, loss of business or anticipated savings, loss of use, loss of goodwill, loss of data, and whether caused by tort (including negligence), breach of contract or otherwise, even if foreseeable.
Intellectual Property Use and Ownership. The applicable supplier and its licensor(s), as applicable, are and will remain the sole and exclusive owner[s] of all intellectual property rights in and to each Product made available on this Site. You do not and will not have or acquire any ownership of these intellectual property rights in or to the Products made available through this Site, or of any intellectual property rights relating to those Products or to the Site itself or the photographs of Products on this Site. You agree that your use of the Site and Products will not violate copyright, trademark and other laws.
Trademarks. The company name, logo and all related names, logos, product and service names, designs and slogans are trademarks of NYV or its affiliates or licensors. You must not use such marks without the prior written permission of NYV. All other names, logos, product and service names, designs and slogans on this Site are the trademarks of their respective owners.
Force Majeure. NYV will not be liable or responsible to you, nor be deemed to have defaulted or breached these Terms, for any failure or delay in our performance under these Terms when and to the extent such failure or delay is caused by or results from acts or circumstances beyond our reasonable control, including, without limitation, acts of God, flood, fire, earthquake, explosion, governmental actions, war, invasion or hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest, national emergency, revolution, insurrection, epidemic, lockouts, strikes or other labor disputes (whether or not relating to our workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, materials or telecommunication breakdown or power outage.
Governing Law and Jurisdiction. All matters relating to these Terms or the Site, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the laws of the State of New York. Any legal suit, action or proceeding arising out of, or related to, these Terms or the Site shall be instituted in the courts of the State of New York in the County of New York, although we retain the right to bring any suit, action or proceeding against you for breach of these Terms in your country of residence or any other relevant country. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
Dispute Resolution and Binding Arbitration. At NYV's sole discretion, NYV may require Member to submit any disputes or claims arising from the use of these Terms or the Site, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association applying New York law. As such, you are agreeing to give up any rights to litigate claims in a court or before a jury. Other rights that you would have if you went to court may also be unavailable or may be limited in arbitration. The arbitrator will have exclusive authority to resolve any dispute relating to arbitrability and/or enforceability of this arbitration provision, including any unconscionability challenge or any other challenge that the arbitration provision or the Agreement is void, voidable or otherwise invalid. The arbitrator will be empowered to grant whatever relief would be available in court under law or in equity. Any award of the arbitrator(s) will be final and binding on each of the parties, and may be entered as a judgment in any court of competent jurisdiction. If any provision of this arbitration agreement is found unenforceable, the unenforceable provision will be severed and the remaining arbitration terms will be enforced.
Assignment. You will not assign any of your rights or delegate any of your obligations under these Terms without our prior written consent.
Prohibited Uses. You may use the Site only for lawful purposes and in accordance with these Terms. You agree not to use the Site in any way that violates any applicable federal, state, local or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).
Monitoring and Enforcement; Termination. We have the right to take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Website. We further have the right to terminate or suspend your access to all or part of the Site for any or no reason, including without limitation, any violation of these Terms. YOU WAIVE AND HOLD HARMLESS NYV AND ITS AFFILIATES, AGENTS, LICENSEES AND EMPLOYEES FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.
Changes to the Website. We reserve the right to withdraw or amend this Site, and any product we provide on the Site, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Site is unavailable at any time or for any period. No Third Party Beneficiaries. These Terms do not and are not intended to confer any rights or remedies upon any person other than you.
Notices to You. We may provide any notice to you under these Terms by: (i) sending a message to the e-mail address you provide or (ii) by posting to the Site. Notices sent by e-mail will be effective when we send the e-mail and notices we provide by posting will be effective upon posting. It is your responsibility to keep your e-mail address current.
Notices to Us. To give us notice under these Terms, you must contact us as follows: (i) by email to [email protected]; or (ii) by personal delivery, overnight courier or registered or certified mail to New York Vintage, Inc. at 117 W 25th Street, New York, NY 10001. We may update the email address or mailing address for notices to us by posting a notice on the Site. Notices provided by personal delivery will be effective immediately. Notices provided by email or overnight courier will be effective three business days after they are sent. Notices provided by registered or certified mail will also be effective three business days after they are sent.
No Waivers. No waiver by NYV of any term or condition set forth in these Terms 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 NYV to assert a right or provision under these Terms shall not constitute a waiver of such right or provision. Moreover, the failure by us to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any right or provision will be effective only if in writing and signed by a duly authorized representative of NYV.
Severability. If any provision of these Terms is invalid, illegal, void or unenforceable, then that provision will be deemed severed from these Terms and will not affect the validity or enforceability of the remaining provisions of these Terms.