Terms and Conditions
Last Modified: August 2, 2014
The following terminology applies to these terms and conditions:
• “Startup Distillery,” “we,” “us,” or “our” refers to Startup Distillery, LLC
• “Site” or “our website” refers to startupdistillery.com
• “product(s),” “eBook(s)” or “digital content” refers to Startup Distillery’s eBooks and DIY Kits
• “service(s)” or “consulting services” refers to purchased Startup Distillery consulting hours
• “user(s),” “you,” or “your” refers to you, the user of our website, products or services
Welcome! These Terms and Conditions govern your use of Startup Distillery’s website, eBooks and consulting services (collectively “products and services”), and are an agreement (“Agreement”) between Startup Distillery and you. This Agreement is a legally binding contract and applies to your use of our website and any products or services offered on our website.
Startup Distillery maintains this Site to provide you with information about our products and services, and general information about starting and operating a new business. Your access to our website and its content does not create a customer or client relationship with us unless you agree to purchase our products or contract to use our services as more fully described below. Any questions answered or advice we may provide to you before you purchase any products or contract for our services is for your information only and should not be relied upon. We disclaim any representation or warranty concerning free advice provided to you on the Site, which you agree to accept “as is.”
1. Consent to these Terms and Conditions
By using or accessing our website and using any of our products or services, you acknowledge and agree to these terms and agree to be bound by this Agreement. If you do not agree to these terms, please do not access or use this Site or our products and services.
2. Intellectual Property
You agree that all Startup Distillery material accessible to you on the Site, including but not limited to text, graphics, images, audio clips, video clips, digital downloads, editorial content or other content accessible on or through the Site (collectively “Content”), is the property of Startup Distillery. Such Content is protected by U.S. and international trademark, patent, copyright, and other intellectual property laws. You shall not copy, modify, distribute, transmit, alter, display, perform, publish, participate in the transfer or sale of, reproduce, or create derivative works from such Content, other than as permitted in this Agreement. You shall not relicense or sublicense the Site or any Content on or accessible through the Site, to any person or entity, unless expressly authorized in writing by Startup Distillery. You may not use any of our trademarks, trade names, service marks, copyrights, or logos in any manner which creates the impression that such items belong to or are associated with you or, except as otherwise provided herein, are used with our consent, and you acknowledge that you have no ownership rights in or to any of such items. NO OWNERSHIP RIGHTS TO THE SITE OR ANY CONTENT ARE OR WILL BE ASSIGNED TO YOU BY REASON OF YOUR ACCEPTANCE OF THIS AGREEMENT.
3. Use of the Site
You represent and warrant that you will not use the Site for any purpose that is unlawful, or prohibited by this Agreement, or any law or regulation applicable to you or your business. We grant to you a limited, non-exclusive, non-sublicensable, non-transferable, revocable license to access and use our website to: (a) order products and services from Startup Distillery; and (b) use the features, content and tools that we make available to you through our website or otherwise, subject to this Agreement. If the Agreement is not enforceable where you are located, you may not use the Site. You shall use our website for the sole and limited purposes set forth above, and for no other purpose whatsoever without the express written consent of Startup Distillery. You shall not copy, modify, distribute, transmit, alter, display, perform, publish, reproduce, license, broadcast, create derivative works from, transfer, or sell any information, data, or Content accessible or displayed to you on our website, including, but not limited to, any text, graphics, images, audio clips, video clips, digital downloads, editorial content or other content accessible on or through the Site. The license granted herein does not include any resale, relicense or sublicense of the Site or its Content; any collection and use of any product listings, descriptions, or prices; any derivative use of this Site or its Content.
4. Product License
The products made available through the Site are licensed, not sold, to you. Your license to each product is subject to the Licensed Product End User License Agreement set forth below, and you agree that such terms will apply. Startup Distillery reserves all rights to its products not expressly granted to you. You acknowledge that the license to each product is a binding agreement between you and Startup Distillery.
5. Terms of Sale for Products and Services
(a) Order Acceptance. If a product becomes unavailable following your purchase but prior to your attempt to download it, your sole remedy is a refund. If technical problems prevent or unreasonably delay delivery of your product, your exclusive and sole remedy is either replacement or refund of the price paid, as determined by Startup Distillery. We reserve the right, at our sole discretion, to refuse or cancel any order for any reason. Among the circumstances that may result in your order being canceled include inaccuracies or errors in product or pricing information or credit or fraud problems identified by us. We may also require additional verifications or information before accepting any order. We will contact you if all or any portion of your order is canceled or if additional information is required to accept your order. If your order is canceled after your payment has been received, we will issue a refund to you in the amount of the charge.
(b) Payments. After visiting our website you may be interested in purchasing our products and/or services. You will be required to submit payment information to do so. To process our payments we use PayPal. You must agree to their terms and conditions before paying for any of our products. You are responsible for using a valid payment method for all purchases.
(c) Refund Policy. All purchases of products or services come with a 14-day, 100% money back satisfaction guarantee. You may receive a refund by contacting us by phone or email within 14 days of your purchase. After that 14-day window, we will not provide a refund.
(d) Pricing Information. Prices for products and services offered on the Site may change at any time, and we do not provide price protection or refunds in the event of a price reduction or promotional offering. Your total price will include the price of the product or service plus any applicable sales tax, with sales tax added where required by applicable state law. While Startup Distillery strives to provide accurate product and pricing information, pricing or typographical errors may occur. Startup Distillery strives to provide you with accurate prices on our website; however In the event that a product or service is listed on our website at an incorrect price or with incorrect information due to an error, we shall have the right, at our sole discretion, to refuse or cancel any orders placed for that product or service. In the event that a product or service is mispriced, we may, at our discretion, either contact you for instructions or cancel your order and notify you of such cancellation. Our prices and the availability of our products and services are subject to change without notice.
6. Downloading Purchases
As an accommodation to you, subsequent to acquiring a purchased product you may re-download the product if it is available. Products that you previously purchased may not be available for subsequent download at any given time, and Startup Distillery shall have no liability to you in such event. As you may not be able to subsequently download certain previously-purchased products, once you download a product, it is your responsibility not to lose, destroy, or damage it, and you may want to back it up.
7. Licensed Product End User License Agreement
Startup Distillery permits you to license digital content for your use as an “end user” under the terms and conditions set forth in this Agreement. End users are individuals acting in their own capacities or for a business they own or in which they have an interest. The product cannot be used by, or modified for use for or on behalf of, any third-party not contracting directly with Startup Distillery.
The digital content, including any eBooks or DIY Kits, made available through our website is licensed, not sold, to you. Your license to each product that you obtain through our website is subject to the Licensed Product End User License Agreement (“EULA”) set forth in this Section 7, and you agree that the terms of this EULA will apply to each product that you license through our website. Startup Distillery reserves all rights to our products not expressly granted to you under this EULA.
(a) Scope of License. This license granted to you is limited to a nontransferable license to use the product as permitted by Usage Rules that follow. You may not rent, lease, lend, sell, transfer, redistribute, or sublicense the product. You may not copy (except as expressly permitted by this license and the Usage Rules), decompile, reverse-engineer, disassemble, modify, or create derivative works of the product, any updates, or any part thereof (except as and only to the extent that any foregoing restriction is prohibited by applicable law). Any attempt to do so is a violation of the rights of Startup Distillery. If you breach this restriction, you may be subject to a civil complaint for damages or other legal or equitable relief. The terms of this license will govern any product updates provided by Startup Distillery that replace and/or supplement the original product, unless such update is accompanied by a separate license, in which case the terms of that license will govern.
(b) Termination. The license is effective until terminated by you or Startup Distillery. Your rights under this license will terminate automatically without notice from Startup Distillery if you fail to comply with any term(s) of this license. Upon termination of the license, you shall cease all use of the product and destroy all copies, full or partial, of the product in your possession or control.
(c) No Warranty. You expressly acknowledge and agree that your or any end user’s use of the product is at your, his, her or its sole risk and that the entire risk as to satisfactory quality, performance, accuracy, and effort is with you. To the maximum extent permitted by applicable law, the product is provided “as is” and “as available,” with all faults and without warranty of any kind. Startup Distillery disclaims all warranties and conditions with respect to the product and any services, either express, implied, or statutory, including, but not limited to, any implied warranties and/or conditions of merchantability, satisfactory quality, fitness for a particular purpose, title, non-infringement, or accuracy.
(d) Limitation of Liability. To the extent not prohibited by law, in no event shall Startup Distillery be liable for any incidental, special, indirect, or consequential damages whatsoever, including, without limitation, damages for loss of profits, loss of data, business interruption, or any other commercial damages or losses, arising out of or related to your use or inability to use the product or in reliance upon any services, however caused, regardless of the theory of liability (contract, tort, or otherwise) and even if Startup Distillery has been advised of the possibility of such damages. In no event shall Startup Distillery’s total liability to you for all damages exceed the cost of the product. The foregoing limitations will apply even if the above stated remedy fails of its essential purpose.
8. Usage Rules
(a) If you are an individual acting in your own capacity or for a business you own or in which you have an interest, you are authorized to download and use the product. However, the product cannot be used by, or modified for use for or on behalf of, any third-party not contracting directly with Startup Distillery.
(b) The delivery of our products does not transfer to you any commercial or promotional use rights of the products. Any forwarding or exporting capabilities are solely an accommodation to you and shall not constitute a grant, waiver, or other limitation of any of Startup Distillery’s copyright rights.
9. Use of Purchased Products
You agree that certain products may include security technology that limits your use of our products and that, whether or not Startup Distillery products are limited by security technology, you shall use our products in compliance with the applicable Usage Rules established by us, and that any other use of our products may constitute a copyright infringement. Any security technology is an inseparable part of our products. Startup Distillery reserves the right to modify the Usage Rules at any time. You agree not to violate, circumvent, reverse-engineer, decompile, disassemble, or otherwise tamper with any of the security technology related to such Usage Rules for any reason—or to attempt or assist another person to do so.
10. Consulting Services Confidentiality
Startup Distillery agrees that all confidential information related to your business will remain strictly confidential and not disclosed to any third-party unless prior written permission for disclosure is granted to us by you.
11. Warranty Disclaimer
Startup Distillery does not make any representations concerning any Content, products or services provided by or accessed through Startup Distillery or our website, and we will not be responsible or liable for the reliability, timeliness, quality, suitability, availability, accuracy, or completeness of any Content, analysis, advice or material contained on or accessed through us or our website. You should independently verify all content and other information that you access through our website. Of course, we make no representations as to the success of your business or your ability to raise funds or obtain financing for your business.
Startup Distillery’s products and services are meant as an aid to assist you in planning a business. We do not provide legal, accounting, tax, or financial advice. You acknowledge and agree that you are responsible for your own business research and business decisions. We will not be liable for any decision made or action taken by you or others based upon information or materials obtained through us. We make no warranty that the Content will meet your requirements or that access to our website and its Content will be uninterrupted, timely, accurate, virus-free or error free.
12. Third Party Websites
We may link to third party websites from our own website. We have no control over, and are not responsible for, these third party websites or their use of your personal information. We do not endorse, recommend or vouch for the security of such websites. Browsing and interaction on any other website, including websites which have a link to our Site, is subject to that website’s own terms and policies. We recommend that you review their terms of service and privacy policies before accessing and using any third-party website.
13. Limitation of Liability
You agree that neither Startup Distillery nor any party involved in creating, producing, or delivering our website shall be responsible or liable for any direct, incidental, consequential, or indirect damages or any damages whatsoever arising out of your access, use or inability to use our website or any other hyperlinked website, or any errors or omissions in the Content thereof, any person’s reliance on any information or Content provided on the Site, whether or not the information is correct, current, or complete, or the consequences of any action you or any other person take or fail to take based on Content provided by or as a result of using the Site.
You specifically agree that Startup Distillery is not liable for any conduct by you while using the Site. We are also not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, or failure of any email due to technical problems or traffic congestion on the Internet or on the Site, including any injury or damage to any of your, or any other person’s computer related to or resulting from use of our website.
In no event shall Startup Distillery be liable for any damages, including any indirect, incidental, special, or consequential damages resulting from your use or the inability to use our website, any information accessible on our website, from any messages received through our website, or resulting from unauthorized access to or alteration of transmissions or data, including but not limited to, damages for loss of profits, use, data, or other intangible property, whether based on contract, tort, strict liability or otherwise, even if Startup Distillery has been advised of the possibility of such damages, to the fullest extent permitted by applicable law.
You agree that regardless of any statute or law to the contrary, you will file any claim or cause of action arising out of or related to your use of the Site, or to interpret or enforce this Agreement within one (1) year after such claim or cause of action arose or be forever barred.
14. Liquidated Damages
You agree that it would be difficult to ascertain the exact amount of damages that we would suffer as the result of the theft of Content, especially if stolen Content is exploited for commercial use on a website or any other digital medium. Therefore, you agree that, in the event you steal, copy without authorization, or otherwise misappropriate Content, Startup Distillery is entitled to recover from you liquidated damages in the amount of $5,000.00 per occurrence, which shall be in addition to, and not in lieu of, any equitable relief to which Startup Distillery may be entitled. Any action by Startup Distillery to enforce this section shall not be deemed a waiver of our right to pursue, at our sole discretion, any and all other remedies available to it under this agreement or by law.
You agree to defend, indemnify and hold harmless Startup Distillery, its officers, employees, contract employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from your (i) use of any Startup Distillery product or service or (ii) violation of any term of these Terms and Conditions; or the infringement by you of any intellectual property or other right of any person or entity.
(a) Assignment. You may not assign your rights and/or obligations under this Agreement to any other party without our prior written consent. We may assign our rights and/or obligations under this Agreement to any other party at our discretion.
(b) Severability. In the event that a provision of this Agreement is found to be unlawful, conflicting with another provision of the Agreement, or otherwise unenforceable, the Agreement will remain in force as though it had been entered into without that unenforceable provision being included in it. If two or more provisions of this Agreement are deemed to conflict with each other’s operation, Startup Distillery shall have the sole right to elect which provision remains in force.
(c) Non-Waiver. We reserve all rights permitted to us under this Agreement as well as under the provisions of any applicable law. Our non-enforcement of any particular provision or provisions of this Agreement or any applicable law should not be construed as our waiver of the right to enforce that same provision under the same or different circumstances at any time in the future.
(d) Applicable Law. You acknowledge that the Content contained in the Site is controlled in and originates from the United States. Startup Distillery does not make any representation that any of the Content is appropriate or available for use in other countries or locations. We do not have any responsibility for any access to this Site from territories where the Content may be illegal or otherwise prohibited. If you choose to access our website from other locations, you do so at your own risk and are responsible for compliance with applicable local laws, as well as the terms of this Agreement. Any claim relating to the use of the Site, this Agreement, and any Content displayed on our website, shall be governed by the internal substantive laws of the State of Illinois, without regard to its conflicts of laws rules. You expressly consent to the jurisdiction of the state and federal courts located in Cook County, Illinois for any such claim. You further agree that in the event of any litigation or arbitration proceeding to interpret or enforce a party’s rights under this Agreement, the court or arbitration panel shall have the right and duty, in addition to awarding any relief deemed appropriate in the circumstances, to award the prevailing party its reasonable attorney’s fees, costs, and litigation expenses, incurred in prosecuting or defending such action or proceeding, at trial, at any arbitration proceeding, on appeal, or in any proceeding to enforce any final judgment or arbitration award.
(e) Changes to Agreement. Startup Distillery may, from time to time, amend this Agreement, in whole or part, at our discretion. Any changes will be effective immediately upon the posting of the revised Agreement. By continuing to use our website or our products and services following any changes, you will be deemed to have agreed to such changes. You acknowledge and agree that it is your responsibility to review this Agreement periodically and become aware of modifications.
(f) Termination. If you fail, or Startup Distillery suspects that you have failed, to comply with any of the provisions of this Agreement, we, at our sole discretion, without notice to you may: (i) terminate this Agreement, and you will remain liable for all amounts due up to and including the date of termination; and/or (ii) terminate the license to all product(s).
I HAVE READ THIS AGREEMENT AND AGREE TO ALL OF THE PROVISIONS CONTAINED ABOVE.