INDUSTRY STANDARD WEBSITE TERMS & CONDITIONS OF USE

Industry Standard NYC, LLC (“Industry Standard,” “our,” “us” or “we”) operates the website located at www.industrystandardny.com (this “Site”). The access to and use of this Site (and any other feature content or application offered from time to time by this Site) is subject to the following terms and conditions (as may be modified by us from time to time, the “Terms of Use”), as well as all applicable laws, rules and regulations. Please read these Terms of Use carefully. If you have any questions about the Terms of Use, please contact us at hello@industrystandardny.com.

ACCEPTANCE OF TERMS

By using this Site, you agree to the Terms of Use as well as any other terms, guidelines or rules that apply to any portion of this Site, without limitation or qualification. IF YOU DO NOT AGREE TO THE TERMS OF USE, YOU MUST EXIT THIS SITE IMMEDIATELY AND DISCONTINUE ANY USE OF THE INFORMATION OR PRODUCTS OBTAINABLE OR ACCESSIBLE THROUGH THIS SITE. The Terms of Use may be modified, changed or altered by us at any time without prior notice. In agreeing to the Terms of Use, you are responsible for periodically checking for changes and/or updates to these Terms of Use. Notwithstanding the foregoing, we will endeavor to notify you of any changes by posting such changes on this Site. Your continued access of this Site after such changes are made conclusively demonstrates your acceptance of such changes.

PRIVACY

We have adopted a Privacy Policy (the “Privacy Policy”) that you should refer to in order to fully understand how we collect and use your information.

ELECTRONIC COMMUNICATIONS

When you visit this Site, or send us e-mails, you are communicating with us electronically. In so doing, you consent to receive communications from us electronically. We will communicate with you by e-mail or by posting notices on this Site. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communication be in writing.

CONTENT

All content included on this Site, including, but not limited to text, graphics, logos, images, illustrations, designs, icons, photographs, video clips and written and other and other material (collectively “Site Content”) is owned or licensed property of Industry Standard and is protected by copyright, trademark, patent, or other proprietary rights. The collection, arrangement, compilation and assembly of all Site Content on this Site is the exclusive property of Industry Standard and protected by U.S. and international copyright laws. Industry Standard and its licensors expressly reserve all intellectual property rights in all Site Content. Any unauthorized use of any content or materials on this Site is strictly prohibited and may violate copyright and trademark laws, and/or the laws of privacy, publicity, and/or communications regulations and statutes. All trademarks, service marks, and trade names (collectively the “Marks”) that appear on this Site are proprietary to Industry Standard, or the other respective owners of such Marks. You may not display or reproduce the Marks in any manner without the prior written consent of Industry Standard, and you may not remove or otherwise modify in any manner any trademark notices from any content offered or received through this Site.

LIMITED LICENSE AND SITE ACCESS

We grant you a limited license to use this Site for personal use only and only to the extent such use does not violate the Terms of Use and the Privacy Policy. You may not use this Site for any purpose that is unlawful or prohibited by the Terms of Use, or to solicit the performance of any illegal activity or other activity that infringes the rights of Industry Standard or others. Notwithstanding any other rights or restrictions in the Terms of Service, you may not: (a) transmit via or through this Site any information, data, or text, except in connection with submitting your order for our products (each an “Order”) with us or otherwise in response to specific requests for information by us; (b) introduce to this Site or any other computer or web site viruses, worms, Trojan horses and/or harmful code; (c) resell or make any commercial use of this Site or any of the contents of this Site; (d) through this Site obtain unauthorized access to any computer system; (e) tamper with or obtain unauthorized access to this Site or any component of this Site; (f) use this Site to conduct fraudulent activities; (g) modify, adapt, translate, reverse engineer, decompile, disassemble or convert into human readable form any of the contents of this Site not intended to be so read – this includes using or directly viewing the underlying HTML or other code from this Site except as interpreted and displayed in a web browser; (h) copy, imitate, mirror, reproduce, distribute, publish, download, display, perform, post or transmit any of the contents of this Site (including any Marks) in any form or by any means, including, but not limited to, electronic, mechanical, photocopying, recording or otherwise; or (i) use any data mining, bots, spiders, automated tools or similar data gathering and extraction methods on the contents of this Site or to collect any information from this Site or any other user of this Site.

This Site is intended for use by individuals 13 years of age or older. If you are under 18, you may use this Site only with involvement of a parent or guardian. By accessing and using this Site, you represent and warrant that (a) all information you submit is truthful and accurate; (b) you are 18 years of age or older; and (c) your use of this Site does not violate any applicable law or regulation. If you are a parent or legal guardian, you must monitor and supervise the use of this Site by children, minors and others under your care. You agree to be responsible for their use of this Site.

ACCOUNTS, ORDER, PAYMENTS, REGISTRATIONS AND PASSWORDS

If you use this Site and such use requires setting up an account and/or password(s), you are solely responsible for maintaining the confidentiality of your account and password(s) and for restricting access to your computer. If you open an account, register, or provide us with any information, you agree to complete the account initiation, registration, or other process by providing us with current, complete, and accurate information as requested by this Site or us. You agree that you will provide true, current, complete, and accurate information in connection with any inquiry, quote request, or other request for information. Industry Standard is not responsible for any errors or delays in responding to any inquiry or request caused by any incorrect, outdated, or incorrect information provided by you or any technical problems beyond the control of Industry Standard. You agree to accept responsibility for all activities that occur under your account. In addition to all other rights available to Industry Standard, including those set forth in the Terms of Use, Industry Standard reserves the right, without notice and in its sole discretion, to terminate your account or your use of this Site, and to block or prevent future access to and use of this Site, or to cancel Orders. Industry Standard may modify or discontinue any part of this Site at any time and you agree that we shall not be liable to you or any third party for termination of your use of or access to this Site.

You acknowledge and agree that any login, identifier, or password issued in connection with this Site (each a “Password”) is confidential information. You must maintain the confidentiality of any Password, and you may not disclose such Password to any other person or entity or permit any other person or entity to access this Site using such Password. You agree to notify Industry Standard immediately of any unauthorized use of your account or of any Password that is not issued directly to you or approved by us. You acknowledge and agree that Industry Standard, in its sole discretion, may suspend or discontinue your, and refuse any and all current and future, access to or use any portion of this Site at any time without notice to you. Industry Standard cannot be responsible, and disclaims all liability in connection with, the use of any information that you post or display on this Site. You should use caution when posting any information, including proprietary information and personally identifiable information, to this Site.

This Site provides you with the ability to submit Orders and you may be asked to supply certain information relevant to your Order including, without limitation, your credit card or debit card number and expiration date, your billing and shipping addresses and your shipping information. YOU REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT TO USE ANY CREDIT CARD(S) OR DEBIT CARD(S) OR OTHER PAYMENT METHOD(S) USED BY YOU IN CONNECTION WITH ANY TRANSACTION. By submitting such information, you grant to us the right to provide such information to third parties for purposes of facilitating the completion of Orders initiated by you or on your behalf. We may require verification of information prior to the acknowledgment or completion of any Order. It is your responsibility to ascertain and comply with all applicable laws with regard to the receipt, possession, use, and sale of any item purchased from this Site.

You agree to pay all charges that may be incurred by you or on your behalf in connection with all Orders placed through this Site, at the price(s) in effect when such charges are incurred including, without limitation, all shipping and handling charges. In addition, you are responsible for any applicable taxes in connection with your Order.

You are solely responsible for your account, payment information, and any other content you submit on or through this Site in connection with your Order (collectively, the “Customer Content”). We have the right but not the obligation to decline all or any portion of any Customer Content for any reason or no reason.

All descriptions, images, references, content, specifications, products, and prices of products described or depicted on this Site are subject to change at any time without notice. The current inclusion of any products on this Site at a particular time does not guarantee that such products will be available. This Site may be incomplete and may contain errors or inaccuracies. We reserve the right to correct any errors, inaccuracies or omissions and to change or update information on this Site at any time without prior notice. We do not, however, guarantee that any errors, inaccuracies or omissions will be corrected. We reserve the right to refuse to fill any Orders based on information on this Site that may contain errors or inaccuracies, including, without limitation, errors, inaccuracies or out-of-date information regarding pricing, shipping, payment terms, or return policies.

DELIVERY

We will endeavor to ship your Order to you as quickly as possible, however all orders are subject to availability. Industry Standard is not responsible for any lost, stolen or damaged shipments. Occasionally we may sell out of items featured on this Site. If we are unable to complete your order, you will be notified via email and will not be charged for orders that cannot be fulfilled. We reserve the right to decline your order in the event that we are unable to obtain authorization for payment, there are shipping restrictions for a particular item, or we do not have the item in stock. Items in your shopping bag are not reserved and may be purchased by other clients.

SHIPPING POLICY

Orders are shipped via USPS unless otherwise indicated. Expedited shipping is available upon request and a tracking number can be sent if requested.

RISK OF LOSS

All products purchased from this Site are made pursuant to a shipment contract. This means that the risk of loss and title for such items pass to you upon our delivery to the carrier.

MONITORING

Industry Standard has no obligation to monitor this Site or any portion thereof. However, we reserve the right to review any posted content and remove, delete, redact or otherwise modify such content, in our sole discretion, at any time and from time to time, without notice or further obligation to you. Industry Standard has no obligation to display or post any content. Industry Standard, subject to the Privacy Policy, reserves the right to disclose, at any time and from time to time, any information or posted content that it deems necessary or appropriate, including without limitation to satisfy any applicable, law, regulation, contractual obligation, legal, dispute process, or governmental request. Industry Standard shall have no liability in connection with any content or content submitted to, transmitted via, or displayed or posted on this Site, regardless of whether provided by Industry Standard or any other party.

DIGITAL MILLENNIUM COPYRIGHT ACT

Industry Standard expects all users to respect the intellectual property rights of others. Industry Standard may remove material that appears in its sole discretion to infringe upon the intellectual property rights of others and we will terminate the access rights of any repeat infringer. If you believe a work protected by a United States copyright that you own has been posted on this Site without authorization, you may notify us at hello@industrystandardny.com.

LINKS TO OR FROM OTHER WEBSITES

Please be aware that we are not making, and cannot make, any claim or representation regarding, and we accept no responsibility for, the quality, content, nature or reliability of web sites accessible from this Site, or web sites linking to this Site.

DISCLAIMER

ALL CONTENT CONTAINED ON THIS SITE, INCLUDING TEXT, IMAGES, GRAPHICS, AND LINKS, AND ALL PRODUCTS, ORDERS, DELIVERABLES, AND OTHER INFORMATION ON, ACCESSIBLE FROM OR AVAILABLE THROUGH THIS SITE ARE PROVIDED ON AN “AS IS” BASIS WITH NO WARRANTY, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. TO THE MAXIMUM EXTENT PERMITTED BY LAW, INDUSTRY STANDARD DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO SUCH CONTENT, WHETHER PROVIDED OR OWNED BY INDUSTRY STANDARD OR BY ANY THIRD PARTY, INCLUDING BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, FREEDOM FROM COMPUTER VIRUS, AND IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE. IN ADDITION, INDUSTRY STANDARD DOES NOT REPRESENT OR WARRANT THAT THE CONTENT ACCESSIBLE VIA THIS SITE IS ACCURATE, COMPLETE, OR CURRENT, AND YOU MAY NOT RELY ON THE CONTENT ACCESSIBLE VIA THIS SITE.

You hereby acknowledge that the preceding paragraph shall apply to all content, merchandise, products, and experiences available through this Site. Because some states do not allow limitations on implied warranties or the exclusion or limitation of certain damages, in such states some or all of the above disclaimers or exclusions may not apply and liability will be limited to the fullest extent permitted by applicable law.

LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL INDUSTRY STANDARD, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY: (I) ERRORS, MISTAKES, OR INACCURACIES WITH REGARD TO THE CONTENT CONTAINED ON THIS SITE;(II) ANY UNAUTHORIZED ACCESS TO OR USE OF THIS SITE OR INDUSTRY STANDARD’S SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN; (III) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THIS SITE; (IV) ANY BUGS, VIRUSES, TROJAN HORSES OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH THIS SITE BY ANY THIRD PARTY; OR (V) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED BY YOU AS A RESULT OF YOUR USE OF OR RELIANCE ON THE CONTENT CONTAINED ON THIS SITE, WHETHER BASED ON TORT, STRICT LIABILITY, BREACH OF CONTRACT, BREACH OF WARRANTY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT INDUSTRY STANDARD WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

INDEMNIFICATION

YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD HARMLESS INDUSTRY STANDARD, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS AND THIRD PARTY PARTNERS FROM AND AGAINST ALL LOSSES, EXPENSES, DAMAGES AND COSTS, INCLUDING REASONABLE ATTORNEYS’ FEES, RESULTING FROM: (1) YOUR USE OF THIS SITE, INCLUDING WITHOUT LIMITATION, ANY CONTENT SUBMITTED OR TRANSMITTED BY YOU VIA THIS SITE; (2) ANY USE OF ANY PASSWORD CHOSEN BY OR ISSUED TO YOU; OR (3) ANY VIOLATION BY YOU OF: (A) THESE TERMS OF USE; (B) THE PRIVACY POLICY; (C) ANY OTHER TERMS, GUIDELINES OR RULES APPLICABLE TO THIS SITE; (D) ANY RIGHTS OF ANY OTHER PERSON OR ENTITY; OR (E) ANY APPLICABLE LAWS, RULES, OR REGULATIONS.

TERMINATION

Notwithstanding any of these Terms of Use, we reserve the right, without notice or attendant liability, and in our sole discretion, to terminate your license to use this Site, and to block or prevent future access to and use of this Site for any reason or no reason. Upon termination, the Terms of Use will still apply.

GOVERNING LAW

These Terms of Use and the relationship between you and Industry Standard shall be governed by the laws of the State of New York as if you signed these Terms of Use in New York. The provisions of these Terms of Use that conflict with or are inconsistent with applicable governing law will be superseded and/or modified by such applicable law only to the extent such provisions are inconsistent. The parties agree to submit to the federal or state courts in and for New York County, New York for exclusive jurisdiction of any dispute arising out of or related to your use of this Site or your breach of these Terms of Use.

We make no representation that information on this Site is appropriate or available for use outside the United States. Those who choose to access this Site from outside the United States do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable.

SOFTWARE

To the extent applicable, software from this Site is further subject to United States Export Controls. No software from this Site may be downloaded or exported (i) into (or to a national or resident of) any other country to which the United States has embargoed goods; or (ii) anyone to the United States Treasury Department’s list of Specially Designated Nations or the U.S. Commerce Department’s Table of Deny Orders. If applicable, by downloading or using software on this Site, you represent and warrant that you are not located in, under the control of, or a national or resident of any such country or any such list.

SEVERABILITY

If any of the Terms of Use shall be deemed invalid, void, or for any reason unenforceable, that term shall be deemed severable and shall not affect the validity and enforceability of any remaining term or condition.

ENTIRE AGREEMENT

The Terms of Use and the Privacy Policy, together, constitute the entire agreement between the user and Industry Standard with respect to this Site and supersede all prior or contemporaneous communications and proposals, whether electronic, oral or written with respect to this Site. You agree that the Terms of Use and the Privacy Policy and all incorporated agreements may be automatically assigned by Industry Standard, in its sole discretion, to a third party in the event of a merger or acquisition. Any rights not expressly granted herein are reserved.