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DECORATING CONSULTANT TERMS OF SERVICE
BY CLICKING THE ACCEPTANCE BUTTON, YOU EXPRESSLY AGREE TO AND CONSENT TO BE BOUND BY ALL OF THE TERMS
CONTAINED IN THESE TERMS OF SERVICE (THE "AGREEMENT"). IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS
AGREEMENT, YOU MUST SELECT THE BUTTON INDICATING NON-ACCEPTANCE.
1. OVERVIEW
1.1 Home Interiors is providing Decorating Consultants ("you" and/or "your") with the tools to create a
World Wide Web Site that you may use to communicate with your clients (the "Site"). The subscription fee
for the Site is $38.85 per three-month term or $59.70 per six-month term. You must pay by credit card.
There is no prorating of the three-month or six-month fee. The first billing will take place at the time
of subscription signup.
1.2 Terms of Renewal. Home Interiors offers automatic renewal for your Site subscription. If you chose
not to renew your subscription, you must cancel your subscription in the Web Site Assistant account
tools provided in the Consultant Connection area of www.homeinteriors.com. In such instances, Home
Interiors will not bill your credit card for any subsequent terms.
1.3 Cancellation. You may cancel your subscription at any time in the Web Site Assistant account tools
provided in the Consultant Connection area of www.homeinteriors.com. Your Site will be disabled upon
Home Interiors' receipt of your cancellation request. You will not receive a refund if you cancel prior
to the end of your three-month or six-month term and any remaining balance is forfeited and cannot be
used towards any other balance due to Home Interiors. If you cancel and later decide to renew, you may
do so at any time provided that you pay the applicable subscription fee and comply with the terms of
this Agreement. Any previous fees paid will not apply toward a new Site subscription.
2. YOUR RESPONSIBILITIES
2.1 Decorating Consultant Sites. You are solely responsible for creating the Site based on the options
given to you by Home Interiors.
2.1.1 You acknowledge and agree that Home Interiors may limit the file size for the Site. You acknowledge
and agree that access to the Site may be unavailable from time to time through no fault of Home Interiors,
including without limitation downtime due to regular maintenance performed by Home Interiors or its ISP,
and that Home Interiors shall not be liable for any damages or losses caused by such unavailability.
2.1.2 You represent and warrant to Home Interiors that the Site (i) will not infringe any intellectual property,
publicity or privacy rights of any third party, (ii) will not be defamatory, (iii) will not be lewd,
pornographic or obscene, (iv) will not offer goods that are dangerous, lewd, pornographic, or obscene,
(v) will comply with all applicable state and federal laws, (vi) will not violate any laws regarding
unfair competition, anti-discrimination or false advertising and (vii) will not contain any virus, worm,
"trojan horse", time bomb or similar contaminating or destructive feature. Home Interiors, in its sole
discretion, may cease hosting the Site at any time if it fails to comply with the above requirements or
is otherwise inappropriate as determined by Home Interiors in its sole discretion.
2.1.3 You acknowledge and agree that you will post on the Site the Home Interiors' terms and conditions
of use. You further acknowledge and agree to allow Home Interiors to post on the Site Home Interiors'
privacy policy.
2.1.4 You acknowledge and agree that you will not insert a hyperlink or otherwise direct traffic from
the Site to any web page that directly or indirectly offers competing products or services to those
offered by Home Interiors.
2.1.5 You acknowledge and agree that, before agreeing to the terms of this Agreement, you have entered
into a separate independent contractor agreement with Home Interiors.
2.2 Failure to Comply.
Home Interiors, in its sole discretion, may cease hosting any Site and may terminate your participation
in the use of Home Interiors services at any time if you or your Site fails to comply with any
requirements herein or otherwise inappropriately uses Home Interiors' services as determined by Home
Interiors in its sole discretion. Home Interiors reserves the right, in its sole discretion, to modify
the design of the Site at any time, including removing or altering the placement of any links to the Site.
Home Interiors will have sole discretion and authority regarding the look, feel, functionality and
performance of the Sites.
2.3 Representations and Warranties.
You represent and warrant to Home Interiors that (i) you have all necessary right, power and authority
to enter into this Agreement and to perform the acts required of it hereunder, (ii) your entry into this
Agreement and your subsequent performance of its obligations and duties hereunder, do not and will not
violate any agreement by which you are bound, and (iii) any materials provided hereunder to the other do
not violate any third party's intellectual property rights, including copyright, trademark, or patent rights.
2.4 Indemnity.
You agree to indemnify and hold harmless Home Interiors, and its parents, subsidiaries, affiliates,
officers, directors, shareholders, employees and agents, from and against any costs, losses, liabilities
and expenses, including reasonable attorney's fees, that Home Interiors may suffer, incur, or be subjected
to by reason of any claim by a third party due to or arising out of your conduct, your use of the Site,
any alleged breach of this Agreement or the representations and warranties herein, the alleged violation
of the rights of any third party, or any alleged infringement of the intellectual property rights of any
third party, including but not limited to your use of any content, trademarks, service marks, trade
names or other intellectual property used in connection with the Site. Home Interiors reserves the right
to control the exclusive defense of any matter otherwise subject to your indemnification, which will not
excuse your indemnity obligations.
2.5 Home Interiors Products.
You acknowledge and agree that you will not offer or display any products for sale on the Site that are
not Home Interiors products.
2.6 Prohibited Activities.
The following activities are strictly prohibited by Home Interiors. Your engagement in any of the
following activities shall constitute a material breach of this Agreement.
Displaying material containing nudity or pornographic material of any kind; Providing material that is
grossly offensive to the online community, including blatant expressions of bigotry, prejudice, racism,
hatred, or profanity; Promoting or providing instructional information about illegal activities,
promoting physical harm or injury against any group or individual, or defaming any person or group;
Attempting to interfere with or stop the display of banner ads served by Home Interiors to the Site.
2.7 Solicitation
You are solely responsible for the solicitation of clients to visit the Site. You will indemnify, defend
and hold Home Interiors harmless from any and all claims and liabilities resulting, directly or
indirectly, from such solicitation and inducement, including without limitation claims of false
advertising. You represent and warrant that such solicitation, promotion and inducements will be
conducted in accordance with all applicable federal and state laws.
2.8 Password
Home Interiors will provide a password to you to access and use the Site. You are entirely responsible
for any and all activities that occur under your account and password. You agree to keep the password
strictly confidential, to allow no other person or company to use your account, and to notify Home
Interiors promptly if you have any reason to believe that the security of your account has been compromised.
2.9 General Use.
You agree to use the Site and your Home Interiors account in a manner consistent with all applicable
federal and state laws. You are responsible for all activities conducted on your Home Interiors account
and for the confidentiality of your passwords.
3. INTELLECTUAL PROPERTY
3.1 License to You.
Home Interiors hereby grants you a non-exclusive, non-transferable license to use the applicable software
on Home Interiors' servers in object code form only for the sole purpose of creating and maintaining the
Site on such servers. You will use the software only in accordance with the terms of this license in
furtherance of this Agreement. You may not copy, distribute, modify, or decompile the software, or prepare
derivative works based on the software. You may not assign, or transfer this license to any third party,
nor permit any third party to use the software. Home Interiors reserves all rights not expressly granted
hereby. You acknowledge and agree that Home Interiors may update or otherwise modify the software at its
sole discretion without notice. You may not use Web pages or parts of Web pages generated by means of this
software, other than content that originates from and is proprietary to you, on any server other than the
server Home Interiors controls, without Home Interiors' express written agreement.
3.2 Ownership
You acknowledge and agree that you do not have any claim, right, title or interest in or to the Site or
Home Interiors' content or trademarks, except as explicitly provided herein. Further, you acknowledge
and agree that you shall use the Site and Home Interiors' content and trademarks solely as expressly
permitted under this Agreement and in a manner consistent with the terms and conditions of this Agreement.
Nothing contained in this Agreement will give you any right, title, or interest in or to any trademarks,
trade names, logos, or other intellectual property of Home Interiors, except for the limited rights
expressly granted hereunder. You will not reproduce, download, redistribute, reverse engineer, or otherwise
commercially exploit any trademark, trade name, logo, or other intellectual property of Home Interiors
without Home Interiors' prior written permission.
4. TERMINATION
Home Interiors may terminate this Agreement and the Site, without notice and in its sole discretion, at
any time for any reason including but not limited to your breach of any representation, warranty, term
or condition of this Agreement. Further, Home Interiors reserves the right, in its sole discretion and
without notice, at any time and for any reason, to: (a) remove or disable access to all or any portion
of the Site; and (b) suspend your access to or use of all or any portion of the Site. In the event that
you have prepaid any amounts to Home Interiors for the Site, Home Interiors will refund, on a pro-rata
basis, the unused amounts paid by you.
5. CONFIDENTIALITY
In connection with the activities contemplated by this Agreement, you may have access to confidential
or proprietary technical or business information of Home Interiors, including without limitation (a)
proposals, ideas or research related to possible new products or services; (b) financial statements and
other financial information; (c) any reporting information herein; and (d) any information that you
should reasonably know is confidential; provided, however, that such information will be considered
confidential only if it is conspicuously designated as "Confidential" (collectively, "Confidential
Information"). You will take commercially reasonable precautions to protect the confidentiality of Home
Interiors' Confidential Information. Except as required by law or as necessary to perform under this
Agreement, you will not knowingly disclose Home Interiors' Confidential Information or use such
Confidential Information for the benefit of any third party.
6. MISCELLANEOUS
6.1 Advertising
Home Interiors may, in its sole discretion, offer specials, or display banner advertising on the Site.
These advertisements will be displayed within a separate browser frame or via other means that Home
Interiors may, in its sole discretion, deem appropriate. Home Interiors will be entitled to retain any
advertising revenues generated through the Site.
6.2 Limitation of Liability
HOME INTERIORS EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS AND IMPLIED, INCLUDING WITHOUT LIMITATION
WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. YOUR USE OF THE SITE WILL BE AT YOUR
OWN RISK. HOME INTERIORS WILL NOT UNDER ANY CIRCUMSTANCES BE RESPONSIBLE FOR ANY LOSS OR DAMAGES OF ANY
KIND UNDER ANY LEGAL THEORY (INCLUDING NEGLIGENCE) ARISING FROM YOUR USE, REGISTRATION TO USE, OR
INABILITY TO USE, THE SITE, EVEN IF HOME INTERIORS IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
6.3 Assignment
You may not assign any of your rights or obligations under this Agreement.
6.4 Relationship of Parties
This Agreement will not be construed to create a joint venture, an employment relationship, a partnership
or the relationship of principal and agent between you and Home Interiors.
6.5 Entire Agreement
This Agreement constitutes and contains the entire agreement between the parties with respect to the
subject matter hereof and supersedes any prior oral or written agreements. This Agreement may not be
amended except in writing signed by both parties. Each party acknowledges and agrees that the other has
not made any representations, warranties or agreements of any kind, except as expressly set forth herein.
6.6 Miscellaneous
This Agreement shall be governed by and construed in accordance with the laws of the State of Texas,
without giving effect to any principles of conflicts of law. You agree that any action at law or in
equity arising out of or relating to the Agreement or arising out of this site shall be resolved,
individually, through binding arbitration using the then current rules of the American Arbitration
Association, in Dallas, Texas and the resulting decisions may be entered in any court with proper
jurisdiction. This means that if you have a grievance with us, you cannot take us to court, and you may
not join your action with any other party. You can address such grievances through arbitration only and
you are hereby consenting to do it in Dallas, Texas, using Texas' laws (without regard to Texas'
conflicts of laws). If any provision of this Agreement shall be unlawful, void, or for any reason
unenforceable, then that provision shall be deemed severable from these terms (or reformable, if
necessary), and shall not affect the validity and enforceability of any remaining provisions.
Alternatively, such provision may also be modified to the extent necessary for its validity. Notices
hereunder will be sufficient if sent by electronic mail to the addresses specified by you and Home
Interiors elsewhere on this web site. Home Interiors may modify this Agreement at any time, and your
continued use of Home Interiors services will constitute your acceptance of such modifications.
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