Terms + Conditions
Welcome to SoulLuna.com!
These terms and conditions outline the rules and regulations for the use of Soul Luna's Website, located at www.soulluna.com.
By accessing this website, you accept these Terms and Conditions. Do not continue to use soulluna.com if you do not agree to take all of the terms and conditions stated on this page. Soul Luna reserves the right to update, change or modify these terms and conditions at any time without prior notice. It is your responsibility to check this page periodically for changes.
Throughout the site, the terms “we”, “us” and “our” refer to Soul Luna. "Customer", "You" and "Your" refers to you, the person logging on to this website and compliant to the Company’s terms and conditions. All terms refer to the offer, acceptance and consideration of payment necessary to undertake the process of our assistance to the Client in the most appropriate manner. Any use of the above terminology or other words in the singular, plural, capitalization and/or he/she or they, are taken as interchangeable and therefore as referring to same.
By visiting our site and/ or purchasing something from us, you engage in our “Service” and agree to be bound by the following terms and conditions (“Terms of Service”, “Terms”), including those additional terms and conditions and policies referenced herein and/or available by hyperlink. These Terms of Service apply to all users of the site, including without limitation users who are browsers, vendors, customers, affiliates (affiliate links), merchants, and/ or contributors of content. Any new features or tools which are added to the current store shall also be subject to the Terms of Service.
Certain content, products and services available via our Service may include link/materials from third-parties. Third-party links on this site may direct you to third-party websites that are not affiliated with us. We are not responsible for examining or evaluating the content or accuracy and we do not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third-parties.
We are not liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party websites/affiliate links. Please review carefully the third-party's policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third-party. To the extent our website contains hyperlinks/Affiliate links to outside services and resources, Soul Luna is not responsible for those items, nor the availability and content of those items.
Hyperlinking to our Content: The following organizations may link to our Web site without prior written approval:
Government agencies; Search engines; News organizations; Online directory distributors when they list us in the directory may link to our Web site in the same manner as they hyperlink to the Web sites of other listed businesses; and System wide Accredited Businesses except soliciting non-profit organizations, charity shopping malls, and charity fundraising groups which may not hyperlink to our Web site.
These organizations may link to our home page, to publications or to other Web site information so long as the link: (a) is not in any way misleading; (b) does not falsely imply sponsorship, endorsement or approval of the linking party and its products or services; and (c) fits within the context of the linking party's site.
We may consider and approve in our sole discretion other link requests from the following types of organizations:
Commonly-known consumer and/or business information sources such as Chambers of Commerce, American Automobile Association, AARP and Consumers Union; dot.com community sites; associations or other groups representing charities, including charity giving sites, online directory distributors; internet portals; accounting, law and consulting firms whose primary clients are businesses; and educational institutions and trade associations.
We will approve link requests from these organizations if we determine that: (a) the link would not reflect unfavorably on us or our accredited businesses (for example, trade associations or other organizations representing inherently suspect types of business, such as work-at-home opportunities, shall not be allowed to link); (b) the organization does not have an unsatisfactory record with us; (c) the benefit to us from the visibility associated with the hyperlink outweighs the absence of ; and (d) where the link is in the context of general resource information or is otherwise consistent with editorial content in a newsletter or similar product furthering the mission of the organization.
These organizations may link to our home page, to publications or to other Web site information so long as the link: (a) is not in any way misleading; (b) does not falsely imply sponsorship, endorsement or approval of the linking party and it products or services; and (c) fits within the context of the linking party's site.
If you are among the organizations listed in paragraph 2 above and are interested in linking to our website, you must notify us by sending an e-mail to email@example.com. Please include your name, your organization name, contact information (such as a phone number and/or e-mail address) as well as the URL of your site, a list of any URLs from which you intend to link to our Web site, and a list of the URL(s) on our site to which you would like to link. Allow 2-3 weeks for a response.
Approved organizations may hyperlink to our Web site as follows:
By use of our corporate name; or By use of the uniform resource locator (Web address) being linked to; or By use of any other description of our Web site or material being linked to that makes sense within the context and format of content on the linking party's site.
We reserve the right to refuse any order placed with us or to limit or cancel quantities purchased per person, per household or per order. These restrictions may include orders placed by or under the same customer account, the same credit card and/or orders that use the same billing and/or shipping address. We reserve the right to limit or prohibit orders that appear, in our sole judgment, to be placed by dealers, resellers, competitors, or distributors. If we limit or cancel an order, we will attempt to notify you through the email, billing address or telephone number you provided when the order was placed. Our prices are in U.S dollars and only effective to the 48 contiguous states.
All terms refer to the offer, acceptance and consideration of payment necessary to undertake the process of our assistance to the Customer in the most appropriate manner, whether by formal meetings of a fixed duration, or any other means, for the express purpose of meeting the Client’s needs in respect of provision of the Company’s stated services/products, in accordance with and subject to, prevailing law of United States. License unless otherwise stated, Soul Luna in and/or it’s licensors own the intellectual property rights for all material on Soul Luna (www.soulluna.com). All intellectual property rights are reserved. You may view and/or print pages from http://www.yurskin.com for your own personal use subject to restrictions set in these terms and conditions. You must not:
-Republish material from http://www.soulluna.com
-Sell, rent or sub-license material from http://www.soulluna.com
-Reproduce, duplicate or copy material from http://www.soulluna.com
-Redistribute content from Soul Luna (unless content is specifically made for redistribution).
No use of Soul Luna logo or other artwork will be allowed for linking absent a trademark license agreement.
Soul Luna does our best to accurately post pictures closes to the color of our items shown on this website. However, because the colors you see will depend on your monitor, we cannot guarantee that your monitor’s display of any color will be accurate.
Without prior approval and express written permission, you may not create frames around our Web pages or use other techniques that alter in any way the visual presentation or appearance of our Web site. Reservation of Rights we reserves the right at any time and in its sole discretion to request that you remove all links or any particular link to our Web site. You agree to immediately remove all links to our Web site upon such request. We also reserve the right to amend these terms and conditions and its linking policy at any time. By continuing to link to our Web site, you agree to be bound to and abide by these linking terms and conditions. Removal of links from our website If you find any link on our Web site or any linked web site objectionable for any reason, you may contact us about this. We will consider requests to remove links but will have no obligation to do so or to respond directly to you. Whilst we endeavor to ensure that the information on this website is correct, we do not warrant its completeness or accuracy; nor do we commit to ensuring that the website remains available or that the material on the website is kept up to date.
We shall have no responsibility or liability for any content appearing on your Website. You agree to indemnify and defend us against all claims arising out of or based upon your Website. No link(s) may appear on any page on your Web site or within any context containing content or materials that may be interpreted as libelous, obscene or criminal, or which infringes, otherwise violates, or advocates the infringement or other violation of, any third party rights. Disclaimer To the maximum extent permitted by applicable law, we exclude all representations, warranties and conditions relating to our website and the use of this website (including, without limitation, any warranties implied by law in respect of satisfactory quality, fitness for purpose and/or the use of reasonable care and skill). Nothing in this disclaimer will:
Limit or exclude our or your liability for death or personal injury resulting from negligence; Limit or exclude our or your liability for fraud or fraudulent misrepresentation; If a product you purchased is not the same item sent to you, as your sole and exclusive remedy you may return the product, unused, to Soul Luna and receive a refund of your purchase price. Items in your shopping cart will reflect the most recent price displayed on the item’s product detail page. Prices are frequently updated to adjust for different sales, limited pricing, and other discounting. Therefore, prices on the product detail page and in your cart may change after such updates to reflect the current prices. Placing items in your cart does not reserve the current prices shown at that time, and only placing an order reserves prices. From time to time, despite our efforts, a small number of the items in our catalog may be mispriced. Please note that such errors or inaccuracies may be related to product descriptions, pricing and availability. In the event of a pricing error, Soul Luna will take one of the following options: (i) If an item’s correct price is lower than our stated price, we will charge the lower amount and ship you the item; or (ii) if an item’s correct price is higher than our stated price, we will, at our discretion, either contact you for instructions before shipping or cancel your order and notify you of such cancellation. We apologize for any inconvenience. If you are not satisfied with your purchase due to any errors or inaccuracies, you may return it in accordance with our return procedure [insert link]. Discounts are limited-time offers and are not valid with other offers. For shipping, limit any of our or your liabilities in any way that is not permitted under applicable law; or exclude any of our or your liabilities that may not be excluded under applicable law.
The limitations and exclusions of liability set out in this Section and elsewhere in this disclaimer: (a) are subject to the preceding paragraph; and (b) govern all liabilities arising under the disclaimer or in relation to the subject matter of this disclaimer, including liabilities arising in contract, in tort (including negligence) and for breach of statutory duty. To the extent that the website and the information and services on the website are provided free of charge, we will not be liable for any loss or damage of any nature.
The Website has been approved to provide general information about Soul Luna, a brand its business and to offer the opportunity to purchase Soul Luna products.
The information provided at the Website is not intended to provide medical advice. You should not construe Soul Luna publication of any content on the Website as any warranty or guarantee of any strategy, recommendation, treatment, action or application of any product. Users of the Website should be aware that no regulatory agency has deemed the products described herein to be effective or intended to diagnose, treat, cure or prevent any disease.
Soul Luna is not liable for individual reactions to any of our products/product ingredients. Please read our label of ingredients and its directions carefully. If you have any sensitivities or specific allergies to a specific ingredient, please do not use the product. It is strongly advised and recommended to do a patch test first. Discontinue use if a reaction occurs and consult with your healthcare provider. Information on our website has not been approved or evaluated by the Food and Drug Administration.
We reserve the right to not guarantee any posted prices. We reserve the right to cancel any order without notice or reason.
Information on Soul Luna's website may contain technical inaccuracies or typographical errors. Information, as well as shipping information, may be change or updated without notice. SoulLuna.com may also make improvements and/or the programs described in this information at any time without notice.
Information SoulLuna.com publishes on the World Wide Web may contain references/advertisements or cross references to SoulLuna.com subsidiaries products, programs and services that are not announced or available in your country. Soul Luna makes no representation whatsoever about any other website which you may access through soulluna.com. When you access an external website through Soulluna.com, please keep into consideration that it is independent from Soulluna.com, and that Soulluna.com has no control over the content on that website. In addition, any external website links on Soulluna.com does not mean that Souluna.com endorses or accepts any responsibility for the content, or the use, of that website. It is the responsibility of our customers/viewers to take precautions to ensure that whatever you select is free of fraudulent activity, viruses, worms, Trojan horses and any other items of destructive or false activity/nature. The Soul Luna service and product names identified on our website are trademarked or service marked of SoulLuna.com. All other products/advertisements/blog posts with other party website information and links are service marks and trademarks of their respective owners.
Information published, marketed, advertised, promoted, affiliate promoted, and the like, are not the responsibility of Soul Luna. Soul Luna is not responsible for any verbal, graphic, written, video, audio etc content not provided by Soul Luna. It is the sole responsibility of that party.
The Website contains information about products and therapies authorized in the United States, and is intended for a United States audience. If you live outside the United States, you may see information on the Website about products or therapies that may not be available or authorized in your country.
Soul Luna requires an active, valid billing phone number may require phone authorization for all online orders over $1,000. Soul Luna reserves the right to hold processing for any orders that have not received order authorization confirmation. Soul Luna reserves the right to hold processing until order information is confirmed for any and all orders if a valid billing & shipping telephone has not been provided.
The Website and the information contained and referenced herein are for informational purposes only. If you transmit any ideas, comments, pictures, videos, ideas, information, concepts, know-how or techniques or materials to us through the Website, you hereby grant Soul Luna an unrestricted, royalty-free, irrevocable license to use, reproduce, display, perform, modify, transmit and distribute them in any medium, and agree that Soul Luna is free to use them for any purpose.
From time to time on certain areas of our Site you may be able to submit your name, photos, tips, advice, testimonials, essays/stories and certain other materials (“User Content”). By using these features, you agree that you will not post any content that is unlawful, harmful, tortious, defamatory, libelous, obscene, invasive of the privacy of another person, threatening, harassing, abusive, hateful, racist, infringing, pornographic, violent or otherwise objectionable or inappropriate as determined by Soul Luna; that you will not post any content that contains personal information about any individual, violates the privacy/publicity of any other individual or entity, or anything that you are under a contractual obligation to keep private or confidential; that you will not impersonate any person or organization, including without limitation, the personnel of Soul Luna, or misrepresent an affiliation with another person or organization; you will not post any content that contains viruses, corrupted files, or any other similar software or programs that may adversely affect the operation of the Site, or feature of the Site. You further understand and agree that you have no ownership rights in materials you submit to us, to any account you may have with us (if any), or other access to the Site or features therein. Soul Luna may cancel your account and delete all User Content associated with your account (if any) at any time, and without notice, if Soul Luna deems that you have violated these Terms, the law, or for any other reason. Soul Luna assumes no liability for any information removed from our Site, and reserves the right to permanently restrict access to the Site or a user account.
By displaying, publishing, or otherwise posting any User Content on or through the Site, you hereby grant to Soul Luna a limited, non-exclusive, sub-licensable, worldwide, fully-paid, royalty free license to use, modify, publicly perform, publicly display, reproduce, and distribute such User Content in any and all media now known or hereinafter developed without the requirement to make payment to you or to any third party or the need to seek any third party permission. This license includes the right to host, index, cache, distribute, and tag any User Content, as well as the right to sublicense User Content to third parties, including other users, for use on other media or platforms known or hereinafter developed, such as for use on mobile phones, in video or From time to time on certain areas of our Site you may be able to submit your name, photos, tips, advice, testimonials, essays/stories and certain other materials (“User Content”). By using these features, you agree that you will not post any content that is unlawful, harmful, tortious, defamatory, libelous, obscene, invasive of the privacy of another person, threatening, harassing, abusive, hateful, racist, infringing, pornographic, violent or otherwise objectionable or inappropriate as determined by Soul Luna that you will not post any content that contains personal information about any individual, violates the privacy/publicity of any other individual or entity, or anything that you are under a contractual obligation to keep private or confidential; that you will not impersonate any person or organization, including without limitation, the personnel of Soul Luna or misrepresent an affiliation with another person or organization; you will not post any content that contains viruses, corrupted files, or any other similar software or programs that may adversely affect the operation of the Site, or feature of the Site. You further understand and agree that you have no ownership rights in materials you submit to us, to any account you may have with us (if any), or other access to the Site or features therein. Soul Luna may cancel your account and delete all User Content associated with your account (if any) at any time, and without notice, if Soul Luna deems that you have violated these Terms, the law, or for any other reason. Soul Luna assumes no liability for any information removed from our Site, and reserves the right to permanently restrict access to the Site or a user account.
By posting on the Soul Luna's Instragram or Facebook page, you acknowledge that when you post others users may share your posts, including images, through various social media platforms.
You agree to indemnify and hold Soul Luna, its parents, subsidiaries, officers, employees, and website contractors and each of their officers, employees and agents harmless from any claims, damages and expenses, including reasonable attorneys’ fees and costs, related to your violation of these Terms, including the Posting Policy, or any violations thereof by your dependents or which arises from the use of User Content you submitted, posted, or otherwise provided to Soul Luna or this Site.
You acknowledge and agree that Soul Luna will not have any obligation to review, monitor, display, accept or exploit any User Content and Soul Luna may, in its sole discretion, delete, move, re-format, edit, alter, distort, remove or refuse to exploit User Content without notice or liability. You will not receive any additional consideration or compensation for your User Content or for our exploitation of your User Content. Except as prohibited by law, you waive any moral rights you may have in any User Content you submit, even if such User Content is altered or changed in a manner not agreeable to you. Only one promotional code can be used per order. Soul Luna, reserves the right to cancel promotional/discount codes at any time.
From time to time we may update this Site and these Terms. Your use of this Site after we post any changes to these Terms constitutes your agreement to those changes. You agree to review these Terms periodically to ensure that you are familiar with the most recent version. Soul Luna may, in its sole discretion, and at any time, discontinue this Site or any part thereof, with or without notice, or may prevent your use of this Site with or without notice to you. You agree that you do not have any rights in this Site and that Soul Luna will have no liability to you if this Site is discontinued or your ability to access the Site or any content you may have posted on the Site is terminated.
TERMS & CONDITION FOR AFFILIATES:
Welcome to the Soul Luna Family! Our affiliates are very important to us. The following affiliate agreement protects you, as well as our company's good name. So please bear with us as we take you through this legal formality. We strongly believe in straight-forward and honest communication. If you have any questions, please don't hesitate to email us at firstname.lastname@example.org.
PLEASE READ THE ENTIRE AGREEMENT.
YOU MAY PRINT THIS PAGE FOR YOUR RECORDS.
THIS IS A LEGAL AGREEMENT BETWEEN YOU AND SOUL LUNA.
BY SUBMITTING THE ONLINE AFFILIATE APPLICATION YOU ARE AGREEING THAT YOU HAVE READ AND UNDERSTAND THE TERMS AND CONDITIONS OF THIS AGREEMENT AND THAT YOU AGREE TO BE LEGALLY RESPONSIBLE FOR EACH AND EVERY TERM AND CONDITION.
This Agreement contains our complete terms and conditions that apply to you becoming an affiliate with Soul Luna Affiliate Program. The purpose of this Agreement is to allow HTML linking, graphics, written language, video, audio, etc between your web site/Social Media platform and the SoulLuna.com web site. Please note that throughout this Agreement, "we," "us," and "our" refer to SoulLuna.com, and "you," "your," and "yours" refer to the affiliate.
- Affiliate Obligations
2.1. To begin the enrollment process, you will complete and submit the online application at the SoulLuna.com server. The fact that we auto-approve applications does not imply that we may not re-evaluate your application at a later time. We may reject your application at our sole discretion at any time and without notice. We may cancel your application if we determine that your site is unsuitable for our Program, including if it:
2.1.1. Promotes sexually explicit materials
2.1.2. Promotes violence
2.1.3. Promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age.
2.1.4. Promotes illegal activities
2.1.5. Incorporates any materials which infringe or assist others to infringe on any copyright, trademark or other intellectual property rights or to violate the law
2.1.6. Includes "Merchant" or variations or misspellings thereof in its domain name
2.1.7. Is otherwise in any way unlawful, harmful, threatening, defamatory, obscene, harassing, or racially, ethnically or otherwise objectionable to us in our sole discretion.
2.1.8. Contains software downloads that potentially enable diversions of commission from other affiliates in our program.
2.1.9. You may not create or design your website or any other website that you operate, explicitly or implied in a manner which resembles our website nor design your website in a manner which leads customers to believe you are Merchant.com or any other affiliated business.
2.2. As a member of Soul Luna Affiliate Program, you will have access to a unique URL to receive affiliate sales. Here you will be able to post your unique URL to your website and/or social media platform for your viewers/customers. When a customer uses your code/link to purchase an item from SoulLuna.com (with a valid approved payment), you will then receive 10% from each individual item and/or kit sold. In order for us to accurately keep track of all guest visits from your site to ours, you must use the HTML code that we provide for each banner, text link, description link, or other affiliate link we provide you with.
2.3. SoulLuna.com reserves the right, at any time, to review your placement and approve the use of Your Links and require that you change the placement or use to comply with the guidelines provided to you.
2.4. The maintenance and the updating of your site will be your responsibility. We may monitor your site as we feel necessary to make sure that it is up-to-date. We will notify you of any changes that we feel should enhance your performance.
2.5. It is entirely your responsibility to follow all applicable intellectual property and other laws that pertain to your site. You must have express permission to use any person's copyrighted material, whether it be a writing, an image, or any other copyrightable work. We will not be responsible (and you will be solely responsible) if you use another person's copyrighted material or other intellectual property in violation of the law or any third party rights.
- SoulLuna.com Rights and Obligations
3.1. We have the right to monitor your site at any time to determine if you are following the terms and conditions of this Agreement. We may notify you of any changes to your site that we feel should be made, or to make sure that your links to our web site are appropriate and to notify further you of any changes that we feel should be made. If you do not make the changes to your site that we feel are necessary, we reserve the right to terminate your participation in the SoulLuna.com Affiliate Program.
3.2. SoulLuna.com reserves the right to terminate this Agreement and your participation in the SoulLuna.com Affiliate Program immediately and without notice to you should you commit fraud or abuse the Soul Luna Affiliate program in any way. If such fraud or abuse is detected, SoulLuna.com shall not be liable to you for any commissions for such fraudulent sales.
3.3. This Agreement will begin upon our acceptance of your Affiliate application, and will continue unless terminated here-under.
Either you or we may end this Agreement AT ANY TIME, with or without cause, by giving the other party written notice. Written notice can be in the form of mail, email or fax. In addition, this Agreement will terminate immediately upon any breach of this Agreement by you.
We may modify any of the terms and conditions in this Agreement at any time at our sole discretion. In such event, you will be notified by email. Modifications may include, but are not limited to, changes in the payment procedure, time frame of payment, and SoulLuna.com's Affiliate Program rules. If any modification is unacceptable to you, your only option is to end this Agreement. Your continued participation in SoulLuna.com's Affiliate Program following the posting of the change notice or new Agreement on our site will indicate your agreement to the changes.
Yurskin.com will pay you every 2 weeks. Payment will be made via Paypal. We reserve the right to use a third party tracking and payment method at any time and will notify you of the changes. If so, kindly review the network’s payment terms and conditions.
- Promotion Restrictions
7.1. You are free to promote your own web sites/social media platforms, but naturally any promotion that mentions SoulLuna.com could be perceived by the public or the press as a joint effort. You should know that certain forms of advertising are always prohibited by SoulLuna.com. For example, advertising commonly referred to as "spamming" is unacceptable to us and could cause damage to our name. Other generally prohibited forms of advertising include the use of unsolicited commercial email (UCE), postings to non-commercial newsgroups and cross-posting to multiple newsgroups at once. In addition, you may not advertise in any way that effectively conceals or misrepresents your identity, your domain name, or your return email address. You may use mailings to customers to promote SoulLuna.com so long as the recipient is already a customer or subscriber of your services or web site, and recipients have the option to remove themselves from future mailings. Also, you may post to newsgroups to promote SoulLuna.com so long as the news group specifically welcomes commercial messages. At all times, you must clearly represent yourself and your web sites as independent from SoulLuna.com. If it comes to our attention that you are spamming, we will consider that cause for immediate termination of this Agreement and your participation in the Yurskin.com Affiliate Program. Any pending balances owed to you will not be paid if your account is terminated due to such unacceptable advertising or solicitation.
7.2. Affiliates that among other keywords or exclusively bid in their Pay-Per-Click campaigns on keywords such as Soulluna.com, soulluna, www.soulluna, www.soulluna.com, and/or any misspellings or similar alterations of these – be it separately or in combination with other keywords – and do not direct the traffic from such campaigns to their own website prior to re-directing it to ours, will be considered trademark violators, and will be banned from Soul Luna Affiliate Program. We will do everything possible to contact the affiliate prior to the ban. However, we reserve the right to expel any trademark violator from our affiliate program without prior notice, and on the first occurrence of such PPC bidding behavior.
7.3. Affiliates are not prohibited from keying in prospect’s information into the lead form as long as the prospects’ information is real and true, and these are valid leads (i.e. sincerely interested in Soul Luna service).
7.4. Affiliate shall not transmit any so-called “interstitials,” “Parasiteware™,” “Parasitic Marketing,” “Shopping Assistance Application,” “Toolbar Installations and/or Add-ons,” “Shopping Wallets” or “deceptive pop-ups and/or pop-unders” to consumers from the time the consumer clicks on a qualifying link until such time as the consumer has fully exited Soul Luna's site (i.e., no page from our site or any Soulluna.com’s content or branding is visible on the end-user’s screen). As used herein a. “Parasiteware™” and “Parasitic Marketing” shall mean an application that (a) through accidental or direct intent causes the overwriting of affiliate and non affiliate commission tracking cookies through any other means than a customer initiated click on a qualifying link on a web page or email; (b) intercepts searches to redirect traffic through an installed software, thereby causing, pop ups, commission tracking cookies to be put in place or other commission tracking cookies to be overwritten where a user would under normal circumstances have arrived at the same destination through the results given by the search (search engines being, but not limited to, Google, MSN, Yahoo, Overture, AltaVista, Hotbot and similar search or directory engines); (c) set commission tracking cookies through loading of Merchant site in IFrames, hidden links and automatic pop ups that open Soulluna.com’s site; (d) targets text on web sites, other than those web sites 100% owned by the application owner, for the purpose of contextual marketing; (e) removes, replaces or blocks the visibility of Affiliate banners with any other banners, other than those that are on web sites 100% owned by the owner of the application.
- Grant of Licenses
8.1. We grant to you a non-exclusive, non-transferable, revocable right to (i) access our site through HTML links solely in accordance with the terms of this Agreement and (ii) solely in connection with such links, to use our logos, trade names, trademarks, and similar identifying material (collectively, the "Licensed Materials") that we provide to you or authorize for such purpose. You are only entitled to use the Licensed Materials to the extent that you are a member in good standing of Soulluna.com's Affiliate Program. You agree that all uses of the Licensed Materials will be on behalf of Soulluna.com and the good will associated therewith will inure to the sole benefit of Soulluna.com.
8.2. Each party agrees not to use the other's proprietary materials in any manner that is disparaging, misleading, obscene or that otherwise portrays the party in a negative light. Each party reserves all of its respective rights in the proprietary materials covered by this license. Other than the license granted in this Agreement, each party retains all right, title, and interest to its respective rights and no right, title, or interest is transferred to the other.
SOULUNA.COM MAKES NO EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES REGARDING SOULLUNA.COM SERVICE AND WEB SITE OR THE PRODUCTS OR SERVICES PROVIDED THEREIN, ANY IMPLIED WARRANTIES OF SOULLUNA.COM ABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT ARE EXPRESSLY DISCLAIMED AND EXCLUDED. IN ADDITION, WE MAKE NO REPRESENTATION THAT THE OPERATION OF OUR SITE WILL BE UNINTERRUPTED OR ERROR FREE, AND WE WILL NOT BE LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS.
- Representations and Warranties
10.1. This Agreement has been duly and validly executed and delivered by you and constitutes your legal, valid, and binding obligation, enforceable against you in accordance with its terms;
10.2. You have the full right, power, and authority to enter into and be bound by the terms and conditions of this Agreement and to perform your obligations under this Agreement, without the approval or consent of any other party;
10.3. You have sufficient right, title, and interest in and to the rights granted to us in this Agreement.
- Limitations of Liability
WE WILL NOT BE LIABLE TO YOU WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT UNDER ANY CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUE OR GOODWILL OR ANTICIPATED PROFITS OR LOST BUSINESS), EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS AGREEMENT, IN NO EVENT SHALL SOULLUNA.COM'S CUMULATIVE LIABILITY TO YOU ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER BASED IN CONTRACT, NEGLIGENCE, STRICT LIABILITY, TORT OR OTHER LEGAL OR EQUITABLE THEORY, EXCEED THE TOTAL COMMISSION FEES PAID TO YOU UNDER THIS AGREEMENT.
You hereby agree to indemnify and hold harmless Soulluna.com, and its subsidiaries and affiliates, and their directors, officers, employees, agents, shareholders, partners, members, and other owners, against any and all claims, actions, demands, liabilities, losses, damages, reputation, judgments, settlements, costs, and expenses (including reasonable attorneys' fees) (any or all of the foregoing hereinafter referred to as "Losses") insofar as such Losses (or actions in respect thereof) arise out of or are based on (i) any claim that our use of the affiliate trademarks infringes on any trademark, trade name, service mark, copyright, license, intellectual property, or other proprietary right of any third party, (ii) any misrepresentation of a representation or warranty or breach of a covenant and agreement made by you herein, or (iii) any claim related to your site, including, without limitation, content therein not attributable to us.
All confidential information, including, but not limited to, any business, technical, financial, and customer information, disclosed by one party to the other during negotiation or the effective term of this Agreement which is marked "Confidential," will remain the sole property of the disclosing party, and each party will keep in confidence and not use or disclose such proprietary information of the other party without express written permission of the disclosing party.
14.1. You agree that you are an independent contractor, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between you and Soulluna.com. You will have no authority to make or accept any offers or representations on our behalf. You will not make any statement, whether on Your Site or any other of Your Site or otherwise, that reasonably would contradict anything in this Section.
14.2. Neither party may assign its rights or obligations under this Agreement to any party, except to a party who obtains all or substantially all of the business or assets of a third party.
14.3. This Agreement shall be governed by and interpreted in accordance with the laws of the State of California without regard to the conflicts of laws and principles thereof.
14.4. You may not amend or waive any provision of this Agreement unless in writing and signed by both parties.
14.5. This Agreement represents the entire agreement between us and you, and shall supersede all prior agreements and communications of the parties, oral or written.
14.6. The headings and titles contained in this Agreement are included for convenience only, and shall not limit or otherwise affect the terms of this Agreement.
14.7. If any provision of this Agreement is held to be invalid or unenforceable, that provision shall be eliminated or limited to the minimum extent necessary such that the intent of the parties is effectuated, and the remainder of this agreement shall have full force and effect.
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