-- Terms of Use Updated: October 7, 2019

Welcome to Down Etc! Please read these Terms of Use and our Privacy Policy available here (collectively the “Terms”) carefully, as you agree that you consent to these Terms by your use of this website and Down Etc’s services, as described further below.

1. Acceptance of Terms of Use.

These terms of use govern your access to, and use of, this website located at www.downetc.com (the “Site”) operated by Down Etc, LLC, a California limited liability company (“Down Etc”,”we”, or “our”). By accessing, browsing, or using the Site, you accept these Terms, as well as any referenced policy and any modifications to the Terms that may be made from time to time. If you do not agree to the Terms, you should not access, browse, or otherwise use the Site. The Terms are a binding legal agreement between you and Down Etc. Please read them carefully.

2. Term and Eligibility

The Terms remain in full force and effect while you use the Site. All provisions of the Terms shall survive termination by either party, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability. The Site is intended only for access and use by individuals at least eighteen (18) years old. If you are not at least eighteen (18) years old, you are prohibited from both the access and usage of the Site.

If you are accessing the Site from outside of the United States, you are prohibited from entering any personal information into the Site, including placing an order. Orders from outside of the United States may be placed through Amazon.com.

3. Modifications to Terms of Use.

Down Etc reserves the right, at any time, to modify, alter, or update the terms and conditions contained in the Terms, and you agree to be bound by such modifications, alterations, or updates. Notice of any modification of the Terms will be posted in this section of the Site, and any such modifications will be effective upon the posting of such notice.

4. Privacy Policy.

Any information submitted on the Site is subject to our Privacy Policy located here. Please review our Privacy Policy carefully.

5. Accessing the Site and Account Security.

We reserve the right to withdraw or amend the Site, and any service or item we provide on the Site, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Site is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Site, or the entire Site, to users, including registered users.

To access the Site or some of the resources it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of the Site that all the information you provide on the Site is correct, current, and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or we have reasonable grounds to suspect that such information is untrue, inaccurate, not current, or incomplete, we may suspend or terminate your account and refuse any and all current and future use of the Site by you.

You are solely responsible for maintaining the confidentiality of your account information, as well as any and all activities that occur under your account. You must immediately notify us of any unauthorized use of your account and any other such security breach. We will not be liable for any loss that may occur as a result of someone else using your account or password, with or without your knowledge. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.

6. Intellectual Property Rights.

The Site and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video and audio, and the design, selection, and arrangement thereof), are owned by Down Etc, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

These Terms of Use permit you to use the Site for your personal, non-commercial use only, subject to the following restrictions:

  • You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on the Site, except as it is created and owned by you.
  • You must not delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from the Site.
  • You must not access or use for any commercial purposes any part of the Site or any services or materials available through the Site, except with the express written permission of Down Etc.
  • No right, title, or interest in or to the Site or any content on the Site is transferred to you, and all rights not expressly granted are reserved by Down Etc.

The Down Etc name and logo, and all related names, logos, product and service names, designs, and slogans are the property of Down Etc or its affiliates or licensors. You must not copy, imitate, or use such marks, in whole or in part, without the prior written permission of Down Etc. All other names, logos, product and service names, designs, and slogans on the Site are the trademarks of their respective owners. Any reference to products, services, processes, or other information, by trade name, trademark, manufacturer, supplier, or otherwise is not an indication or endorsement by Down Etc unless otherwise indicated.

7. Reporting Claims of Copyright Infringement.

We take claims of copyright infringement seriously. If you believe that any copyrighted material owned by you has been infringed upon by someone using the Site, you may request removal of those materials from the Site by submitting written notification to our Copyright Agent at info@downetc.com. In accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (17 U.S.C. § 512) (“DMCA”), the written notice (the “DMCA Notice”) must include substantially the following:

  • Your name.
  • The name and description of the work that is being infringed.
  • Identification of the material you believe to be infringing in a sufficiently precise manner to allow us to locate that material.
  • A statement that you have a good faith belief that use of the copyrighted material is not authorized by the copyright owner, its agent, or the law.
  • Adequate information by which we can contact you (including your name, postal address, telephone number, and, if available, email address).
  • A statement that the information in the written notice is accurate.
  • A statement, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.

If you fail to comply with all of these requirements, your DMCA Notice may not be effective. Additionally, if you knowingly misrepresent that material or activity on the Site is infringing your copyright, you may be held liable for damages under Section 512(f) of the DMCA.

It is our policy in appropriate circumstances to disable and/or terminate the accounts of users who are repeat infringers.

8. Submissions.

The Site may allow you to post reviews or comments concerning Down Etc, and our products and services, and may allow you to send materials to us, including for use on the Site. You agree that Down Etc is free to use any comments, suggestions, questions, ideas, plans, notes, drawings, original or creative materials or other information, provided by you in the form of e-mail or other submissions to us, or postings to or on the Site, but not including your account or order information, (each, a “Submission”) without compensation, acknowledgement, or payment to you for any purpose whatsoever. Furthermore, you agree that Submissions are non-confidential, and grant us a non-exclusive, fully paid, royalty-free, irrevocable, and fully sub-licensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display Submissions throughout the world in any media now known or hereafter developed, with or without acknowledgment to you, in our sole discretion and without compensation to you. You agree that you shall have no recourse against us for any alleged or actual infringement or misappropriation of any proprietary right in your Submission and that the submission of any such materials to us, irrevocably waives any and all “moral rights” in your Submissions, including the rights of paternity and integrity. By posting or providing a Submission or other information, you represent and warrant that public posting and use of your Submission or information by Down Etc will not infringe on or violate the rights of any third party, and that you will indemnify us against any liability or losses arising out of our use of your Submissions in accordance with these Terms. Please do not submit Submissions to us if you do not understand and agree with these provisions.

9. Links.

We may provide links to other Web sites or resources that are beyond our control. We make no representations as to the quality, content, nature, or reliability of sites, which links to may be provided, and you hereby waive any claim you might have against us with respect to such sites. Down Etc is not responsible for the content on the internet or web pages that are contained outside the Site; when leaving this Site you should be aware that our terms and policies no longer govern, and therefore, you should review the terms of use of that site.

10. Prohibited Uses.

By using the Site, you agree not to:

  • Use the Site in any manner that could disable, overburden, damage, or impair the Site or interfere with any other party’s use of the Site, including their ability to engage in real time activities through the Site.
  • Use any robot, spider, or other automatic device, process, or means to access the Site for any purpose, including monitoring or copying any of the material on the Site.
  • Use any manual process to monitor or copy any of the material on the Site or for any other unauthorized purpose without our prior written consent.
  • Use any device, software, or routine that interferes with the proper working of the Site.
  • Introduce any viruses, trojan horses, worms, logic bombs, or other material which is malicious or technologically harmful.
  • Take any action that may damage or falsify Down Etc or Site rating.
  • Otherwise attempt to interfere with the proper working of the Site.

11. No Warranties.

THIS SITE AND THE MATERIALS CONTAINED THEREIN ARE PROVIDED ON AN “AS IS” BASIS; DOWN ETC MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. YOU EXPRESSLY AGREE THAT USE OF THIS SITE, INCLUDING ALL CONTENT OR DATA DISTRIBUTED BY, DOWNLOADED, OR ACCESSED FROM OR THROUGH THIS SITE, IS AT YOUR SOLE RISK. WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE. NEITHER DOWN ETC NOR ANY PERSON ASSOCIATED WITH DOWN ETC MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE SITE. WITHOUT LIMITING THE FOREGOING, NEITHER DOWN ETC NOR ANYONE ASSOCIATED WITH DOWN ETC REPRESENTS OR WARRANTS THAT THE SITE, ITS CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT THE SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE SITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

WE ARE NOT RESPONSIBLE FOR TYPOGRAPHICAL ERRORS OR OMISSIONS RELATING TO PRICING, TEXT, OR PHOTOGRAPHY. WHILE WE ATTEMPT TO ENSURE YOUR ACCESS AND USE OF THE SITE IS SAFE, WE ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY LOSSES OR DAMAGES ARISING FROM THE USE OF THE CONTENT PROVIDED ON THE SITE.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

12. Limited Liability.

IN NO EVENT WILL DOWN ETC, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SITE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE SITE, OR SUCH OTHER WEBSITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS, OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.

IN NO EVENT WILL THE COLLECTIVE LIABILITY OF DOWN ETC AND ITS SUBSIDIARIES AND AFFILIATES, AND THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS, TO ANY PARTY (REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT OR OTHERWISE) EXCEED THE AMOUNT YOU HAVE PAID TO DOWN ETC FOR THE APPLICABLE ITEMS OUT OF WHICH LIABILITY AROSE.

THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

13. Indemnification.

You agree to defend, indemnify, and hold harmless Down Etc, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of the Terms or your use of the Site, including, but not limited to, any use of the Site’s content, services, and products other than as expressly authorized in the Terms or your use of any information obtained from the Site.

14. Applicable Law and Venue.

These Site Terms and any transactions hereunder shall be governed by and construed in accordance with the laws of the State of California without resort to its conflict of law provisions. You agree that any action at law or in equity arising out of or relating to these terms and conditions shall be filed only in state court located in the County of San Mateo, California, or federal court in the Northern District of California, San Jose Branch, and you hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such courts over any suit, action or proceeding arising out of these terms and conditions.

15. Arbitration.

At Down Etc’s sole discretion, it may require you to submit any disputes arising from the use of the Terms or the Site, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association applying California law.

16. General Terms.

We reserve the right, without notice and in our sole discretion, to terminate your license to use the Site, and to block or prevent future access to and use of the Site. If any provision of this Agreement shall be deemed unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from the Terms and shall not affect the validity and enforceability of any remaining provisions.