Terms and Conditions
Effective Date: December 11, 2023
Welcome and Introduction
Welcome to Mountain Wine Storage! We are Utah’s premier personal wine storage facility. In this Agreement, the term “Services” is used to refer to your use of our website, our storage services, registering for an account, and any other services and tools now known or later developed by us. The term “Services” also includes any related support services.
We hope you will carefully read through these Terms and Conditions (“Agreement”), because it is a binding agreement between you and Mountain Wine Storage, LLC (“Company,” “we,” “us,” “our”), which owns and offers the Services pursuant to this Agreement. This Agreement is effective when you register for an account or otherwise use the Services or access any content or material that is made available by us through the Services (“Content”). Some Content may be provided by you.
This Agreement incorporates our Privacy Policy[881] . You acknowledge that you have read and understood the Privacy Policy. If you do not agree with (or cannot comply with) the Privacy Policy or this Agreement, then you may not use the Services or consume any Content. You will also be required to accept these terms when you sign into the Services.
If you wish to use the Services, you must be at least 18 years old (or the age of majority in your state, province, or country). You agree to keep the information you provide to us current at all times.
Company reserves the right at any time to change or discontinue the Services with or without notice. You agree that Company is not liable to you or to any third party for any modification, suspension, or discontinuance of any of the Services except for accrued obligations up to the point of any such change or discontinuance.
In consideration for the rights granted to you under this Agreement, you grant us the right (1) to provide advertising and other information to you, and (2) to allow our business partners to do the same. In any part of the Services, the Content you view, including its selection and placement, may be influenced by commercial considerations, including agreements with third parties. Some Content licensed, provided to, or otherwise made available by us may contain advertising as part of the Content.
If you have a separate agreement with us, the terms of that separate agreement control regarding any conflict with the provisions herein.
Your Account
You may sign up for Services using our online onboarding process (“Registration”). This Registration is conducted through a third-party service provider that handles account management and payments on our behalf. When you use our Registration process, you consent to processing of your personal information through our service providers. Registration is required to use our Services. All Registration information is incorporated into this Agreement, and you agree to its provisions as if fully set forth herein. To the extent any provision of the Registration process conflicts with the provisions of this Agreement, the provisions of this Agreement prevail.
You are responsible for maintaining the confidentiality of any account information, including logins and passwords, and for restricting access to computers and mobile devices that have access to the Services, and you agree to accept responsibility for all activities that occur under your account. Company reserves the right to refuse service, terminate accounts, and remove or edit Content in its sole discretion. You are also solely responsible for the accuracy and currency of the information entered into the Services under your account.
You agree to indemnify and hold Company harmless from and against any claim related to the accuracy or currency of the information you provide through the Services.
Payment
If your use of the Services requires payment, you must pay for said Services (“Fee”). The description of the Services and the associated Fees are set forth in the Registration information and through our services providers, a separate agreement, or order form.
When you sign up using a credit card or other payment method, you authorize us or our services providers, as applicable, to make the charges disclosed to you at the time of Registration, including recurring payments, where applicable. We will charge your credit card, debit card, or other prescribed payment method according to said payment terms.
Term
The term of this Agreement is for one (1) year from the time you create an account with us or sign up for the Services, with renewal occurring automatically at the end of each year unless: (1) a party notifies the other not less than thirty (30) days prior to the end of the then-current term that it intends to terminate this Agreement; or (2) all steps taken in the Services to complete your dissolution, wind up, and shut down are completed.
License and Acceptable Use
Company grants you, subject to this Agreement, a limited non-exclusive, non-sublicensable, non-transferable, revocable, license to use the Services. You may not download any portion of the website or use any of the Services other than for your own internal or personal use. You may not use any data mining, robots, or similar data gathering tools or otherwise exploit your access to the Services for any commercial purpose other than those purposes expressly prescribed and contemplated by us. You may not use any of the Company's trademarks, logos, or other proprietary graphics without express written permission, which may be denied in Company’s absolute discretion. Company’s logos, product and service names are Company's trademarks. All other trademarks appearing on the website or in connection with the Services are trademarks of their respective owners, and our reference to them does not imply or indicate any approval or endorsement by their owners unless such approval or endorsement is expressly made.
In addition to any other things that might constitute a misuse of the Services, you shall not, and shall not attempt to do the following things:
Exchange and Use of Information
A. Communications
When you access the Services, submit documents and other information through the Services, or send emails to us, you are communicating with us electronically, and you consent to receive communications from us electronically. We will communicate with you by email, text message, or by posting notices on our website. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
Your consent above includes your express consent for us to send you promotional, marketing, informational, and administrative messages. You can unsubscribe from further messages by replying STOP.
B. Your Data
Your use of the Services may involve the processing of information concerning you. This specific information, including Personal Information (“Your Data”) belongs to you, subject to your license to us and the provisions of our Privacy Policy. “Personal Information” means any information relating to an identified or identifiable individual and is protected similarly as personal data or personally identifiable information under data protection and privacy laws.
You grant us a non-exclusive, transferable, sub-licensable, royalty-free and fully paid up, perpetual, irrevocable, worldwide license to use, reproduce, make available, publish, translate, modify, create derivative works from, and distribute Your Data in connection with the Services through any medium, whether alone or in combination with other content or materials, in any manner and by any means, method or technology, whether now known or hereafter created to provide and improve the Services or for our other legitimate business interests, as restricted by the Privacy Policy. Aside from the rights specifically granted herein, you retain ownership of all rights, including intellectual property rights, in Your Data. Where applicable and permitted under applicable law, you also waive any “moral rights” (or the equivalent under applicable law) such as your right to be identified as the author of Your Data.
C. Received Materials
If you send us any comments, feedback, materials, or letters including, without limitation, questions, comments, suggestions, criticisms or the like (“Received Materials”), those Received Materials may be deemed by us to be non-confidential and free of any claims of proprietary or personal rights. Company has no obligation of any kind with respect to such Received Materials, and Company may reproduce, use, disclose, exhibit, display, transform, edit, abridge, create derivative works from and distribute the Received Materials without limitation or restriction. Furthermore, Company may use any ideas, concepts, know-how, or techniques contained in any communication you send to Company for any purpose whatsoever, including, but not limited to, developing, manufacturing, and marketing our Services using such information or ideas, without compensation or any other obligations to anyone, including you.
You grant us a non-exclusive, transferable, sub-licensable, royalty-free and fully paid up, perpetual, irrevocable, worldwide license to use, reproduce, make available, publish, translate, modify, create derivative works from, and distribute any the Received Materials in connection with the Services through any medium, whether alone or in combination with other content or materials, in any manner and by any means, method or technology, whether now known or hereafter created to provide and improve the Services or for our other legitimate business interests, as restricted by the Privacy Policy. Aside from the rights specifically granted herein, you retain ownership of all rights, including intellectual property rights, in the Received Materials. Where applicable and permitted under applicable law, you also waive any “moral rights” (or the equivalent under applicable law) such as your right to be identified as the author of any Received Materials.
Furthermore, Company may use any ideas, concepts, know-how, or techniques contained in any communication you send to Company for any purpose whatsoever, including, but not limited to, developing, manufacturing, and marketing products using such information or ideas, without compensation or any other obligations to anyone, including you.
D. User-Generated Content[882]
You may post, upload, and contribute (“post”) content to the Services (which may include, for example, documents, text, information, pictures, videos, messages, compilations, reviews, tips, or other types of content) (“User Content”). For the avoidance of doubt, “User Content” includes any such content posted to any support community we may establish, as well as to any other part of the Services.
You promise that, with respect to any User Content you post, (1) you have the right to post such User Content, and (2) such User Content, or its use by Company as contemplated by the Agreement, does not violate the Agreement, applicable law, or the intellectual property right, including without limitation copyright, publicity, personality, or other rights of others or imply any affiliation with or endorsement of you or your User Content by Company or any entity or individual without express written consent from such individual or entity.
We may, but we have no obligation to, monitor, review, or edit User Content. In all cases, we reserve the right to remove or disable access to any User Content for any or no reason, including but not limited to, User Content that, in our sole discretion, violates the Agreement. We may take these actions without prior notification to you or any third party. Removal or disabling of access to User Content shall be at our sole discretion, and we do not promise to remove or disable access to any specific User Content.
When you upload User Content, you acknowledge that the User Content may be viewed by other individuals, including third parties necessary with whom it is necessary for us to communicate to provide the Services. You agree that we may share your User Content with any company or individual.
You grant us a non-exclusive, transferable, sub-licensable, royalty-free and fully paid up, perpetual, irrevocable, worldwide license to use, reproduce, make available to applicable third parties, publish, translate, modify, create derivative works from, and distribute any of your User Content in connection with the Services through any medium, whether alone or in combination with other content or materials, in any manner and by any means, method or technology, whether now known or hereafter created. Aside from the rights specifically granted herein, you retain ownership of all rights, including intellectual property rights, in the User Content. Where applicable and permitted under applicable law, you also agree to waive any “moral rights” (or the equivalent under applicable law) such as your right to be identified as the author of any User Content.
You are solely responsible for all User Content that you post and share in any manner. We are not responsible for User Content, nor do we endorse any opinion contained in any User Content. YOU AGREE THAT IF ANYONE BRINGS A CLAIM AGAINST US RELATED TO USER CONTENT THAT YOU POST, THEN, TO THE EXTENT PERMISSIBLE UNDER LOCAL LAW, YOU WILL DEFEND, INDEMNIFY, AND HOLD US HARMLESS FROM AND AGAINST ALL DAMAGES, LOSSES, AND EXPENSES OF ANY KIND (INCLUDING REASONABLE ATTORNEY FEES AND COSTS) ARISING OUT OF OR RELATED TO SUCH CLAIM.
Changes to this Agreement; Assignment
At certain times, we may in our discretion need to revise this Agreement. If we do, we will notify you by posting notices on the website or by emailing or texting you, as appropriate in the circumstances. If you continue using the Services after the effective date of the changes, you will be deemed to have accepted the revisions. If you do not agree to the revisions, you may terminate this Agreement by notifying us via email at info@mountainwinestorage.com or by terminating your account through your account settings. Any other changes to this Agreement must be in writing signed by both parties. Company may assign this Agreement to any other company, person, or entity at any time.
Third-Party Applications
The Services might be integrated with third-party applications, websites, and services (“Third Party Applications”) to make available content, products, and services to you. These Third- Party Applications may have their own terms and conditions of use and privacy policies and your use of these Third-Party Applications will be governed by and subject to such terms and conditions and privacy policies. You understand that we do not endorse and are not responsible or liable for the behavior, features, or content of any Third-Party Application or for any transaction you may enter into with the provider of any such Third-Party Applications.
Links
Company may provide links to other websites, applications, or resources. Because we have no control over such sites, applications, or resources, you acknowledge and agree that Company is not responsible for the availability or content of such external sites, applications, or resources. You may create a link to our website so long as the link does not portray Company or its products or services in a false, misleading, derogatory, otherwise offensive manner. You may not use any of Company’s logos, trademarks, or other proprietary graphics as part of your link.
Third-Party Rights
Other than as set out in this section, this Agreement is not intended to grant rights to anyone except you and Company, and in no event will this Agreement create any third-party beneficiary rights. Furthermore, the rights to terminate, rescind, or agree to any variation, waiver, or settlement of this Agreement are not subject to the consent of any other person.
Copyright and Title
The Services and all copyrights, trade secrets, and other proprietary rights related to the Services, including any derivative work, are, and will remain the sole property of Company, regardless of the use made by you; and are protected by certain United States and international copyright laws and trademark laws. The Services are licensed, not sold, to you. Neither this Agreement nor the use of the Services confers any title of ownership in the Services and are not a sale of any rights in the Services, including any intellectual property rights related thereto.
Disclaimer of Warranty
EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND, ORAL, WRITTEN, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF PERFORMANCE OR MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. COMPANY DOES NOT WARRANT OR GUARANTEE THE AVAILABILITY, ACCURACY, OR TRUTHFULNESS OF ANY INFORMATION PROVIDED BY OR WITH RESPECT TO THE SERVICES. WITHOUT LIMITING THE FOREGOING, COMPANY DOES NOT WARRANT THAT ALL ERRORS CAN BE CORRECTED, OR THAT OPERATION OF THE WEBSITE AND MOBILE APPLICATION SHALL BE UNINTERRUPTED OR ERROR-FREE. Because some jurisdictions may not allow the exclusion of implied warranties, such limitation may not apply in its entirety to you. Any warranties made in this Agreement are for your benefit only.
Limitation of Liability
IN NO EVENT WILL COMPANY, ITS SUPPLIERS, SHAREHOLDERS, OFFICERS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY LOST PROFITS, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUDING DAMAGES ARISING OUT OF THIS AGREEMENT OR THE USE OF OR RELIANCE UPON THE SERVICES, EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. UNDER NO CIRCUMSTANCES WILL COMPANY’S TOTAL LIABILITY OF ANY KIND ARISING OUT OF OR RELATED TO THIS AGREEMENT AND USE OF THE SERVICES, REGARDLESS OF THE FORUM AND REGARDLESS OF WHETHER ANY ACTION OR CLAIM IS BASED ON CONTRACT, TORT, OR OTHERWISE, EXCEED THE AMOUNT PAID BY YOU FOR THE SIX-MONTH PERIOD BEFORE THE CLAIM AROSE, OR A MAXIMUM OF $100.00, WHICHEVER IS MORE. THE PARTIES AGREE THAT THIS SECTION SURVIVES AND CONTINUES IN FULL FORCE AND EFFECT DESPITE ANY FAILURE OF CONSIDERATION OR OF AN EXCLUSIVE REMEDY.
THE PARTIES ACKNOWLEDGE THAT THE PRICES HAVE BEEN SET AND THE AGREEMENT ENTERED INTO IN RELIANCE UPON THESE LIMITATIONS OF LIABILITY AND THAT ALL SUCH LIMITATIONS FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES. BECAUSE SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF CONSEQUENTIAL OR INCIDENTAL DAMAGES, SUCH LIMITATIONS MAY NOT APPLY.
Service Limitations and Modifications
Company will make reasonable efforts to keep the Services, including access to your account operational. However, certain technical difficulties or maintenance may, from time to time, result in temporary interruptions. To the extent permissible under applicable law, we reserve the right, periodically and at any time, to modify or discontinue, temporarily or permanently, functions and features of the Services, with or without notice, all without liability to you, except where prohibited by law, for any interruption, modification, or discontinuation of the Services or any function or feature thereof. You acknowledge that Company has no obligation to maintain, support, upgrade, or update the Services, or to provide all or any specific content through the Services. Company and the owners of any Content may, from time to time, remove any such Content without notice to the extent permitted by applicable law.
Termination; Survival
This Agreement will continue to apply to you until it expires by its terms or is terminated by either you or Company. However, you acknowledge that any perpetual license granted by you in in this Agreement is irrevocable and will therefore continue after expiration or termination of any of this Agreement for any reason. We may terminate this Agreement or suspend your access to the Services at any time, including in the event of your actual or suspected unauthorized use of the Services or Content, or non-compliance with this Agreement.
Any sections of this Agreement that, either explicitly or by their nature, appear to be reasonably intended to remain in effect even after termination of the Agreements, survive termination.
Post-Termination Assistance
For a period of thirty (30) days following termination for any reason, Company will provide Your Data to you in a reasonably approved format, upon request. If you desire any other assistance to transition to a new provider of similar services, Company may do so in its discretion after receipt of reasonable fees at Company’s standard hourly rates for the provision of such transition services.
Independent Contractors
The parties to this Agreement are independent contractors, and there is no actual or intended relationship of agency, partnership, joint venture, employment, or franchise between the parties. Neither party is an agent of the other party, unless specified herein, and neither party has the authority to bind the other party, or to incur any obligation on the other party’s behalf.
Governing Law and Jurisdiction
Uta law governs the validity, construction, and performance of this Agreement, without reference to choice of law principles. You expressly agree that exclusive jurisdiction for any claim or dispute with Company, this Agreement, or relating in any way to your use of the Services, resides in the federal and state courts located in Salt Lake County, Utah, and you submit to and consent to jurisdiction and venue in said courts. You waive any defense pertaining to jurisdiction and venue. In the event any provision hereof is held by a tribunal of competent jurisdiction to be contrary to law, the remaining provisions of this Agreement remain in full force and effect.
Attorney Fees
In case of an action to enforce any rights or conditions of this Agreement, or appeal from said proceeding, the losing party in such suit, action, proceeding or appeal shall pay the prevailing party’s reasonable attorney fees and costs incurred.
Entire Agreement
This Agreement is a binding contract and, inclusive of any Registration and our Privacy Policy, constitutes the entire agreement and understanding of the parties, whether oral or written, relating to the subject matter hereof; are intended as the parties’ final expression and complete and exclusive statement of the terms hereof, superseding all prior or contemporaneous agreements, representations, communications, and understandings, whether written or oral; and may be amended or modified as provided herein.
Non-Waiver
No waiver of any provision of this Agreement constitutes a waiver of any other provision, whether or not similar, nor does any waiver constitute a continuing waiver. Failure to enforce any provision of this Agreement does not operate as a waiver of such provision or any other provision or of the right to enforce such provision or any other provision.
Severability; Binding Effect
If any provision of this Agreement is invalid or unenforceable in any respect for any reason, the validity and enforceability of any such provision in any other respect and of the remaining provisions of this Agreement are not impaired. This Agreement is binding on and inures to the benefit of the parties and their permitted heirs, personal representatives, successors, and assigns.
Force Majeure
Company is not liable for, in breach of, or in default under this Agreement on account of, any delay or failure to perform as required by this Agreement because of any cause or condition beyond Company’s reasonable control.
Defense and Indemnification
In addition to the other provisions of this Agreement, you shall defend Company, and Company's employees, officers, directors, agents, subsidiaries, affiliates, representatives, successors, and assigns (collectively “Company Parties”) from any actual or threatened third-party claim arising out of or based upon (1) your use of the Services, including without limitation any claim based on the inaccuracy, untimeliness, or incompleteness of any information, (2) your failure to comply with any of the provisions of applicable law, and (3) your material breach of any of the provisions of this Agreement. In addition, you shall indemnify, defend, and hold harmless the Company Parties from and against: (a) all damages, costs, and attorney fees finally awarded against the Company Parties in any proceeding under this section; (b) all out-of-pocket costs (including reasonable attorney fees) reasonably incurred by the Company Parties in connection with the defense of such proceeding (other than when you have accepted defense of such claim); and (c) if any proceeding arising under this section is settled, any amounts to any third party agreed to by you in settlement of any such claims. The Company Parties may control, in their sole discretion, the defense or settlement of any third-party claims.
Company shall indemnify and hold you harmless from any final judgment (except through confession of judgment) obtained by a third party due to Company's actual (not alleged or perceived) infringement of a third-party's intellectual property rights through Company's Services.
Privacy Rights
Use of the Services may involve the processing of your personal information. We strive to comply with all applicable laws related to privacy protection, and you shall also comply with all such laws.
[881]Include Hyperlink to privacy policy
[882]This section is likely not applicable. However, we can leave it in if in the future you anticipate any interactive portions of your website, i.e. a community forum, blog, comments, etc
Mountain Wine Storage
88 W Airport Road, Suite 16
Heber Utah 84032
(435) 709-8448
Copyright © 2023 Mountain WIne Storage- All Rights Reserved
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