Here’s where we need to inform you about our Legal Policy and things you need to know before you purchase from this site.
Read Before Purchasing Any Delta 8 Products on ilovenitrobliss.com
Delta 8 products on this website should not be consumed by or purchased by persons under the age of 21. Delta 8 products should only be as directed on the label. Delta 8 products have not been evaluated by the FDA or any other state or federal agency, nor are they intended to diagnose, treat, cure, remedy or prevent any disease, illness, or condition or any other ailment. Consume and use Delta 8 products responsibly.
Please note: Consuming Delta 8 may potentially result in a positive drug test for THC.
The information on this website does not constitute medical or legal advice and should not be relied upon in any fashion by any person or entity for any purpose whatsoever. Ilovenitrobliss.com and associated companies, entities and/or persons, are not responsible for or liable for any losses, consequences, or results arising from or associated with any person’s or entity’s decision to buy, sell, use, and/or distribute any and all products containing Delta 8.
Subject to the foregoing disclaimers:
(1) Due to the 2018 Farm Bill, Ilovenitrobliss.com hemp-derived products containing naturally occurring Delta 8 and 0.3% or less THC are legal under federal law as of the date of publication of these Disclaimers.
(2) Ilovenitrobliss.com makes no other guarantees, representations, and/or warranties that Delta 8 is legal in your state, territory, county or local jurisdiction.
Products on this site contain a value of 0.3% or less Δ9THC (or no more than 0.3% Δ9THC).
ALL VAPE CARTRIDGE PURCHASES ARE FINAL & NON-REFUNDABLE. THERE ARE NO EXCEPTIONS TO THIS RULE. IF YOU HAVE QUESTIONS, REACH OUT TO CUSTOMER SERVICE OR EMAIL contact email@example.com BEFORE MAKING YOUR PURCHASE.
We do not handle refunds for purchases made at independent retail locations. If you purchased a Nitrobliss product at a retail location, or through a website other than ilovenitrobliss.com you will need to deal directly with the store or website where you made the purchase, as we have no way to monitor what they do with our products after we ship to them.
If you purchased from http://www.ilovenitrobliss.com and something is wrong with your purchase you may be entitled to a refund as long as we are notified within 10 days. Refunds are not guaranteed and no returns will be given if you have not contacted us within 10 days of your purchase.
While we stand behind the quality of our products, the effectiveness of a product is not a valid reason for refund, as cannabinoids affect everyone differently.
If a product arrives damaged and unusable you must notify us the day of product arrival via phone or email at firstname.lastname@example.org. The email must contain your order number and a description of what happened. Be sure to take a picture and send it to email@example.com with the your order number on the subject line like: DAMAGED PRODUCT – ORDER #(Insert your order number)
We retain the right to deny any refund for any reason. We also retain the right to deny service or sales to any person(s), business, or entity for any reason.
Important Product Notes
- Delta 8 is legal according to federal law and many state laws. Delta 8 extract is 100 percent derived from hemp and does not contain more than 0.3 percent Delta 9 THC
- Delta 8 can be intoxicating to some people. Do not drive or operate any machinery while using this product. Consult a doctor before using this product
- Do not use if pregnant, nursing, or if you have any diagnosed or undiagnosed health conditions. Must be 21 years or older to purchase or use. Must be legal in your state or territory to purchase or use. ilovenitrobliss.com is not responsible for knowing whether this product is legal in your state or territory and you assume full responsibility for all liabilities pertaining to your purchase.
- Delta 8 may affect blood pressure, heart rate, and/or intraocular pressure in some people. If you have any known or unknown heart, blood pressure, eye, eye pressure, or similar/related issues. Do not use this product unless recommended by a doctor.
- Delta 8 may cause you to fail a drug test. Do not use this product if you need to pass a drug test.
IT IS THE CONSUMER’S RESPONSIBILITY TO READ THE ABOVE DISCLAIMER BEFORE PURCHASING OR CONSUMING ANY DELTA 8 OR HEMP-DERIVED PRODUCTS FROM ILOVENITROBLISS.COM
SECTION 1 – WHAT DO WE DO WITH YOUR INFORMATION?
When you purchase something from our store, as part of the buying and selling process, we collect the personal information you give us such as your name, address and email address.
When you browse our store, we also automatically receive your computer’s internet protocol (IP) address in order to provide us with information that helps us learn about your browser and operating system.
Email marketing (if applicable): With your permission, we may send you emails about our store, new products and other updates.
Wholesale Customers (if applicable): we may share your basic personal and store information (names, addresses and tax identification number(s) with financial institutions if required for adding and/or implementing additional features on our website such as, but not limited to: credit card processing, debit card processing, eCheck and ACH services, and financial services from institutions that give payment terms to wholesale customers. These institutions are not given permission to contact you for any purposes of solicitation.
Terms and Conditions
TERMS OF SERVICE
This website is operated by Nitrobliss. Throughout the site, the terms “we”, “us” and “our” refer to Nitrobliss. Nitrobliss offers this website, including all information, tools and services available from this site to you, the user, conditioned upon your acceptance of all terms, conditions, policies and notices stated here. 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, merchants, and/ or contributors of content. Please read these Terms of Service carefully before accessing or using our website. By accessing or using any part of the site, you agree to be bound by these Terms of Service. If you do not agree to all the terms and conditions of this agreement, then you may not access the website or use any services. If these Terms of Service are considered an offer, acceptance is expressly limited to these Terms of Service. The Charges will appear on your card as Nitrobliss.
Any new features or tools which are added to the current store shall also be subject to the Terms of Service. You can review the most current version of the Terms of Service at any time on this page. We reserve the right to update, change or replace any part of these Terms of Service by posting updates and/or changes to our website. It is your responsibility to check this page periodically for changes. Your continued use of or access to the website following the posting of any changes constitutes acceptance of those changes.
Our store is hosted on POYNT. They provide us with the online e-commerce platform that allows us to sell our products and services to you.
SECTION 1 – ONLINE STORE TERMS
By agreeing to these Terms of Service, you represent that you are at least the age of majority in your state or province of residence, or that you are the age of majority in your state or province of residence and you have given us your consent to allow any of your minor dependents to use this site. You may not use our products for any illegal or unauthorized purpose nor may you, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws). You must not transmit any worms or viruses or any code of a destructive nature. A breach or violation of any of the Terms will result in an immediate termination of your Services.
SECTION 2 – GENERAL CONDITIONS
We reserve the right to refuse service to anyone for any reason at any time.
You understand that your content (not including credit card information), may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices. Credit card information is always encrypted during transfer over networks. You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service or any contact on the website through which the service is provided, without express written permission by us. The headings used in this agreement are included for convenience only and will not limit or otherwise affect these Terms.
SECTION 3 – ACCURACY, COMPLETENESS AND TIMELINESS OF INFORMATION
We are not responsible if information made available on this site is not accurate, complete or current. The material on this site is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete or more timely sources of information. Any reliance on the material on this site is at your own risk.
This site may contain certain historical information. Historical information, necessarily, is not current and is provided for your reference only. We reserve the right to modify the contents of this site at any time, but we have no obligation to update any information on our site. You agree that it is your responsibility to monitor changes to our site.
SECTION 4 – MODIFICATIONS TO THE SERVICE AND PRICES
Prices for our products are subject to change without notice.
We reserve the right at any time to modify or discontinue the Service (or any part or content thereof) without notice at any time. We shall not be liable to you or to any third-party for any modification, price change, suspension or discontinuance of the Service.
SECTION 5 – PRODUCTS OR SERVICES (if applicable)
Certain products or services may be available exclusively online through the website. These products or services may have limited quantities and are subject to return or exchange only according to our Return Policy. We have made every effort to display as accurately as possible the colors and images of our products that appear at the store. We cannot guarantee that your computer monitor’s display of any color will be accurate. We reserve the right, but are not obligated, to limit the sales of our products or Services to any person, geographic region or jurisdiction. We may exercise this right on a case-by-case basis. We reserve the right to limit the quantities of any products or services that we offer. All descriptions of products or product pricing are subject to change at anytime without notice, at the sole discretion of us. We reserve the right to discontinue any product at any time. Any offer for any product or service made on this site is void where prohibited. We do not warrant that the quality of any products, services, information, or other material purchased or obtained by you will meet your expectations, or that any errors in the Service will be corrected. Any information related to dosing of any product(s) is given for educational purposes only, and should not be considered an instruction from 3Chi in any way, shape, or form on how to utilize the products offered by Nitrobliss.
SECTION 6 – ACCURACY OF BILLING AND ACCOUNT INFORMATION
We reserve the right to refuse any order you place with us. We may, in our sole discretion, 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. In the event that we make a change to or cancel an order, we may attempt to notify you by contacting the e-mail and/or billing address/phone number provided at the time the order was made. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers or distributors. You agree to provide current, complete and accurate purchase and account information for all purchases made at our store. You agree to promptly update your account and other information, including your email address and credit card numbers and expiration dates, so that we can complete your transactions and contact you as needed. For more detail, please review our Refund Policy.
SECTION 7 – OPTIONAL TOOLS
We may provide you with access to third-party tools over which we neither monitor nor have any control nor input.
You acknowledge and agree that we provide access to such tools ”as is” and “as available” without any warranties, representations or conditions of any kind and without any endorsement. We shall have no liability whatsoever arising from or relating to your use of optional third-party tools. Any use by you of optional tools offered through the site is entirely at your own risk and discretion and you should ensure that you are familiar with and approve of the terms on which tools are provided by the relevant third-party provider(s). We may also, in the future, offer new services and/or features through the website (including, the release of new tools and resources). Such new features and/or services shall also be subject to these Terms of Service.
SECTION 8 – THIRD-PARTY LINKS
Certain content, products and services available via our Service may include 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. 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.
SECTION 9 – USER COMMENTS, FEEDBACK AND OTHER SUBMISSIONS
If, at our request, you send certain specific submissions (for example contest entries or product reviews) or without a request from us you send creative ideas, suggestions, proposals, plans, or other materials, whether online, by email, by postal mail, or otherwise (collectively, ‘comments’), you agree that we may, at any time, without restriction, edit, copy, publish, distribute, translate and otherwise use in any medium any comments that you forward to us. We are and shall be under no obligation (1) to maintain any comments in confidence; (2) to pay compensation for any comments; or (3) to respond to any comments. We may, but have no obligation to, monitor, edit or remove content that we determine in our sole discretion are unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene, is a medical claim, or otherwise objectionable or violates any party’s intellectual property or these Terms of Service. You agree that your comments will not violate any right of any third-party, including copyright, trademark, privacy, personality or other personal or proprietary right. You further agree that your comments will not contain libelous or otherwise unlawful, abusive or obscene material, or contain any computer virus or other malware that could in any way affect the operation of the Service or any related website. You may not use a false e-mail address, pretend to be someone other than yourself, or otherwise mislead us or third-parties as to the origin of any comments. You are solely responsible for any comments you make and their accuracy. We take no responsibility and assume no liability for any comments posted by you or any third-party.
SECTION 10 – PERSONAL INFORMATION
SECTION 11 – ERRORS, INACCURACIES AND OMISSIONS
Occasionally there may be information on our site or in the Service that contains typographical errors, inaccuracies or omissions that may relate to product descriptions, pricing, promotions, offers, product shipping charges, transit times and availability. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information or cancel orders if any information in the Service or on any related website is inaccurate at any time without prior notice (including after you have submitted your order). We undertake no obligation to update, amend or clarify information in the Service or on any related website, including without limitation, pricing information, except as required by law. No specified update or refresh date applied in the Service or on any related website, should be taken to indicate that all information in the Service or on any related website has been modified or updated.
SECTION 12 – PROHIBITED USES
In addition to other prohibitions as set forth in the Terms of Service, you are prohibited from using the site or its content: (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (f) to submit false or misleading information; (g) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or of any related website, other websites, or the Internet; (h) to collect or track the personal information of others; (i) to spam, phish, pharm, pretext, spider, crawl, or scrape; (j) for any obscene or immoral purpose; or (k) to interfere with or circumvent the security features of the Service or any related website, other websites, or the Internet. We reserve the right to terminate your use of the Service or any related website for violating any of the prohibited uses.
SECTION 13 – DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY
We do not guarantee, represent or warrant that your use of our service will be uninterrupted, timely, secure or error-free. We do not warrant that the results that may be obtained from the use of the service will be accurate or reliable. You agree that from time to time we may remove the service for indefinite periods of time or cancel the service at any time, without notice to you. You expressly agree that your use of, or inability to use, the service is at your sole risk. The service and all products and services delivered to you through the service are (except as expressly stated by us) provided ‘as is’ and ‘as available’ for your use, without any representation, warranties or conditions of any kind, either express or implied, including all implied warranties or conditions of merchantability, merchantable quality, fitness for a particular purpose, durability, title, and non-infringement. In no case shall Nitrobliss, our directors, officers, employees, affiliates, agents, contractors, interns, suppliers, service providers or licensors be liable for any injury, loss, claim, or any direct, indirect, incidental, punitive, special, or consequential damages of any kind, including, without limitation lost profits, lost revenue, lost savings, loss of data, replacement costs, or any similar damages, whether based in contract, tort (including negligence), strict liability or otherwise, arising from your use of any of the service or any products procured using the service, or for any other claim related in any way to your use of the service or any product, including, but not limited to, any errors or omissions in any content, or any loss or damage of any kind incurred as a result of the use of the service or any content (or product) posted, transmitted, or otherwise made available via the service, even if advised of their possibility. Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, our liability shall be limited to the maximum extent permitted by law.
SECTION 14 – INDEMNIFICATION
You agree to indemnify, defend and hold harmless Nitrobliss and our parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns and employees, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third-party due to or arising out of your breach of these Terms of Service or the documents they incorporate by reference, or your violation of any law or the rights of a third-party.
SECTION 15 – SEVERABILITY
In the event that any provision of these Terms of Service is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Service, such determination shall not affect the validity and enforceability of any other remaining provisions.
SECTION 16 – TERMINATION
The obligations and liabilities of the parties incurred prior to the termination date shall survive the termination of this agreement for all purposes. These Terms of Service are effective unless and until terminated by either you or us. You may terminate these Terms of Service at any time by notifying us that you no longer wish to use our Services, or when you cease using our site. If in our sole judgment you fail, or we suspect that you have failed, to comply with any term or provision of these Terms of Service, we also may terminate this agreement at any time without notice and you will remain liable for all amounts due up to and including the date of termination; and/or accordingly may deny you access to our Services (or any part thereof).
SECTION 17 – ENTIRE AGREEMENT
The failure of us to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision.
These Terms of Service and any policies or operating rules posted by us on this site or in respect to The Service constitutes the entire agreement and understanding between you and us and govern your use of the Service, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms of Service).
Any ambiguities in the interpretation of these Terms of Service shall not be construed against the drafting party.
SECTION 18 – GOVERNING LAW
These Terms of Service and any separate agreements whereby we provide you Services shall be governed by and construed in accordance with the laws of Florida.
SECTION 19 – CHANGES TO TERMS OF SERVICE
You can review the most current version of the Terms of Service at any time at this page. We reserve the right, at our sole discretion, to update, change or replace any part of these Terms of Service by posting updates and changes to our website. It is your responsibility to check our website periodically for changes. Your continued use of or access to our website or the Service following the posting of any changes to these Terms of Service constitutes acceptance of those changes.
SECTION 20 – CONTACT INFORMATION
Questions about the Terms of Service should be sent to us at firstname.lastname@example.org
SECTION 21 — CANCELLATIONS
Cancellations are not guaranteed and are governed by our Cancellation Policy. Please note that at this time our delivery service (USPS) will not deliver to PO Boxes or Military Bases, so we will not ship to any PO Boxes or Military Bases. If you place an order to one of these locations your order will be placed on an indefinite hold and you may be banned from future purchases at our sole discretion.
Note that any attempt or request to cancel or chargeback an order after it is placed or shipped, or to try to coerce any type of specialized treatment or outcome based off the insinuation, as determined by Nitrobliss, in its sole discretion, that you may leave a less than favorably private or publicly given review, will be viewed as attempted fraud and a violation of our Terms of Service, and we may, in our sole discretion, prevent you from ordering from any or all websites and retail locations operated by us or our affiliated companies. We also may, in our sole discretion, share your information with affiliated and non-affiliated companies, including retailers and online retailers and distributors as someone associated with a high fraud risk. We may post your information to be seen in a manner that may be accessible to the public. This may cause others to not sell to you or otherwise transact any form of business with you. This may also lead to others commenting on your interactions with Nitrobliss. You accept all of these potential outcomes as part of your request to cancel your order, seek a refund, or force an outcome on your order, as defined by Nitrobliss, in our sole discretion, at any given time now or in the future.
All questions emailed to customer service will be answered as quickly as possible but are not guaranteed a response. There is no right of privacy to anything you send to Nitrobliss customer service, whether written, telephoned, or communicated in any way.
Hours of Operation:
Monday – Friday
9:00 am – 5:00 pm Eastern Standard Time
THESE STATEMENTS HAVE NOT BEEN EVALUATED BY THE FDA AND ARE NOT INTENDED TO DIAGNOSE, TREAT OR CURE ANY DISEASE. ALWAYS CHECK WITH YOUR PHYSICIAN BEFORE STARTING A NEW DIETARY SUPPLEMENT PROGRAM.
THIS AFFILIATE AGREEMENT (the “Agreement”), is entered into by and between Nitrobliss, LLC, a Florida limited liability company, having its principal place of business at 99625 Overseas Hwy, Key Largo, FL 33030 (“Company”), and the undersigned company or individual (“Affiliate”, and together with Company, the “Parties”, and each, a “Party”), and shall be effective on the date upon which Affiliate agrees to the terms hereof.
WHEREAS, Company is in the business of selling hemp-derived delta-8 THC products (the “Products”); and
WHEREAS, Company desires to engage Affiliate to introduce to Company any potential sales leads for the Products (“Customers”), and Affiliate desires to accept such engagement.
NOW, THEREFORE, in consideration of the premises set forth above and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:
(a) Company hereby engages Affiliate, and Affiliate hereby accepts such engagement, to act as Company’s non-exclusive Affiliate with respect to sales of the Products to Customers in the United States (the “Territory”) during the Term, solely in accordance with the terms and conditions of this Agreement. Company may in its sole discretion engage any other person or company to promote and sell the Products.
(b) Affiliate shall introduce Company to Customers, and perform such other responsibilities as reasonably directed by Company, including forwarding sales literature and samples provided by Company, but shall not participate in any sales meetings or negotiations nor have authority to offer or sell the Products to any Customer.
(c) The prices, terms, and conditions under which Company offers or sells any Products shall be determined by Company in its sole discretion. Company shall have the authority to control all discussions and negotiations regarding any proposed or actual offering or sale of Products. Nothing in this Agreement shall obligate Company to actually offer or sell any Products or consummate any transaction with any Customer. Company may terminate any negotiations or discussions at any time and has the right not to proceed with any sale of Products without any liability or obligation to pay compensation to Affiliate under Section 2 or otherwise.
(d) Affiliate shall defend, indemnify, and hold harmless Company, and any of its directors, officers, and shareholders, against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including attorney fees, fees and the costs of enforcing any right to indemnification under this Agreement, incurred by/awarded against Company in a final judgment, arising out or resulting from any claim of a third party related to Affiliates obligations under this Agreement.
2. Compensation. In consideration for the services rendered by Affiliate hereunder, Company shall pay to Affiliate compensation (“Affiliate’s Fee”) at the rate of ten percent (10%) of the Purchase Price (as defined below) for every Product purchased by a Customer through Affiliate’s unique URL link provided by the Company. No Affiliate’s Fee shall be owed hereunder for any sale to a Customer if Company had a previous relationship or contact with that Customer or if the sale was not made utilizing Affiliate’s unique URL assigned by the Company. Company shall pay the Affiliate’s Fee within thirty (30) days of Company’s actual receipt of unconditional payment of the corresponding Purchase Price from Customer.
“Purchase Price” means the net sales price (exclusive of sales tax and shipping, handling, insurance, and related transportation costs, and after applying any discounts, credits, rebates, and adjustments) of the Products sold by Company to Customers introduced by Affiliate pursuant to the terms of this Agreement.
3. Legality of the Products. The Products have all been derived from Hemp, as defined pursuant to Fla. Stat. § 581.217(d). The Delta-8 THC industry is rapidly growing and evolving in an unsettled legal landscape. As a result, unforeseen changes may occur in the applicable laws, regulations and/or enforcement policies that could have an impact on the Parties rights and obligations hereunder. In light of the rapidly changing legal landscape, Company may cease selling the Products in certain geographic locations within the Territory at any time and without notice to Affiliate in order to comply with applicable laws.
4. Marketing of Products. AFFILIATE SHALL NOT MAKE ANY HEALTH CLAIMS, UNLAWFUL CLAIMS OR OTHERWISE MISLEADING CLAIMS ABOUT THE PRODUCTS TO ANY CUSTOMERS. AFFILIATE ALSO SHALL NOT REPRESENT THAT THE PRODUCTS ARE MADE FROM MARIJUANA OR HAVE EFFECTS SIMILAR TO MARIJUANA. Upon any request by the Company, Affiliate shall immediately alter or remove and cease further use of any marketing material related to the Products which Company determines improperly represents the Products, has false or misleading information or claims, or is not in accordance with the vision of the Company or the Products, as determined by Company in Company’s sole discretion.
5. Independent Contractor. Affiliate is an independent contractor of Company, and this Agreement shall not be construed to create any association, partnership, joint venture, employee, or agency relationship between Affiliate and Company for any purpose. Affiliate has no authority (and shall not hold itself out as having authority) to bind Company and Affiliate shall not make any agreements or representations on Company’s behalf without Company’s prior written consent. Without limiting the above, Affiliate will not be eligible to participate in any vacation, group medical or life insurance, disability, profit sharing or retirement benefits, or any other fringe benefits or benefit plans offered by Company to its employees, and Company will not be responsible for withholding or paying any income, payroll, Social Security or other federal, state or local taxes, making any insurance contributions, including unemployment or disability, or obtaining worker’s compensation insurance on Affiliate’s behalf. Affiliate shall be responsible for, and shall indemnify Company against, all such taxes or contributions, including penalties and interest. Affiliate shall be solely responsible for all costs or expenses that it may incur in the performance of its activities under this Agreement. Any persons employed or engaged by Affiliate in connection with the performance of Affiliate’s obligations hereunder shall be Affiliate’s employees or contractors and Affiliate shall be fully responsible for them and indemnify Company against any claims made by or on behalf of any such employees or contractors.
6. Confidentiality. All non-public, confidential, or proprietary information of Company, including, but not limited to, specifications, samples, patterns, designs, plans, drawings, documents, data, business operations, customer lists, pricing, discounts, and rebates, disclosed by Company to Affiliate, whether disclosed orally or disclosed or accessed in written, electronic, or other form or media, and whether or not marked, designated, or otherwise identified as “confidential,” in connection with this Agreement is confidential, solely for the use of performing this Agreement and may not be disclosed or copied unless authorized by Company in writing. Upon Company’s request, Affiliate shall promptly return all documents and other materials received from Company. Company shall be entitled to injunctive relief for any violation of this Section 6. This section shall not apply to information that is: (a) in the public domain; (b) known to the Affiliate at the time of disclosure; or (c) rightfully obtained by the Affiliate on a non-confidential basis from a third party.
7. Term and Termination.
(a) The term of this Agreement commences on the date of this Agreement and continues for a period of one year, unless and until earlier terminated as provided under this Agreement (the “Initial Term”). Upon expiration of the Initial Term, this Agreement automatically renews for additional successive one-year terms unless and until either Party terminates the Agreement as provided Section 7(b) (each a “Renewal Term” and together with the Initial Term, the “Term”).
(b) In addition to any remedies that may be provided in this Agreement, either Party may terminate this Agreement with immediate effect upon Notice to the other Party. Within thirty (30) days after the effective date of the Notice of termination, Company shall remit any unpaid Affiliate Fee, so long as Affiliate is not in breach of the terms of this Agreement.
(a) All notices, requests, consents, claims, demands, waivers, and other legal process, and other similar types of communications hereunder (each, a “Notice”) must be in writing and addressed to the relevant Party at the address set forth on the signature page of this Agreement (or to such other address that may be designated by the receiving Party from time to time in accordance with this Section 8(a)). All Notices must be delivered by personal delivery, nationally recognized overnight courier (with all fees pre-paid), email (with confirmation of transmission), or certified or registered mail (in each case, return receipt requested, postage pre-paid). A Notice is effective only (i) upon receipt by the receiving Party and (ii) if the Party giving the Notice has complied with the requirements of this Section 8(a).
(b) This Agreement and all matters arising out of or relating to this Agreement are governed by, and construed in accordance with, the laws of the State of Florida, without regard to the conflict of laws provisions of such State. Any legal suit, action, or proceeding arising out of or relating to this Agreement must be instituted in the federal courts of the United States of America or the courts of the State of Florida, in each case located in the City of Fort Lauderdale and County of Broward, and each Party irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action, or proceeding.
(c) This Agreement, and each of the terms and provisions hereof, may only be amended, modified, waived, or supplemented by an agreement in writing signed by each Party.
(d) Affiliate shall not assign, transfer, delegate, or subcontract any of its rights or obligations under this Agreement without the prior written consent of Company. Any purported assignment or delegation in violation of this section shall be null and void. Company may at any time assign, transfer, or subcontract any or all of its rights or obligations under this Agreement without Affiliate’s prior written consent. This Agreement will inure to the benefit of and be binding upon each of the Parties and each of their respective permitted successors and permitted assigns.
(e) Each Party irrevocably and unconditionally waives, to the fullest extent permitted by applicable law, any right it may have to a trial by jury in any legal action, proceeding, cause of action, or counterclaim arising out of or relating to this Agreement, or the transactions contemplated hereby.
(f) If any term or provision of this Agreement is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction.
(g) This Agreement constitutes the sole and entire agreement of the Parties with respect to the subject matter contained herein, and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, with respect to such subject matter.
(h) The Parties do not confer any rights or remedies upon any person other than the Parties and their respective successors and permitted assigns.
(i) The person signing below on behalf on any entity represents that they are authorized and empowered to execute this Agreement on behalf of the entity for which (s)he is signing.