Makers Ethos USER TERMS AND CONDITIONS
Please read this Agreement carefully before accessing or using the Website. By accessing or using any part of the Website, You agree to become bound by the terms and conditions of this agreement.
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 and conditions are considered an offer by Makers Ethos, acceptance is expressly limited to these terms. The Website is available only to individuals who are at least 18 years old.
Makers Ethos is not the owner, holder or distributor of any products or services created or rendered by the Users of the Platform. Makers Ethos does not represent either the Manufacturer or Customer in specific User transactions (“User to User Agreements”).
Makers Ethos does not control and is not liable to or responsible for the quality, safety, lawfulness or availability of the products or services offered by Users on the Website or the ability of the Users to complete an order, Proposal and/or payments.
All content processed through the Makers Ethos Website is monitored by us. Your personal information may be stored by us for use by third parties in line with the GDPR.
Effective date: 01.01.2020
1.1. Makers Ethos (a company registered in Australia, operating under the ABN number 21 443 143 769 ), hereinafter referred to as “Makers Ethos”
1.2. Makers Ethos provides an online Platform with url: makersethos.com for clothing brand owners to connect with clothing manufacturers in order to manufacture clothing for wholesale purposes.
1.3. The Makers Ethos website facilitates the relationship between clothing brand owners (Customers) and Manufacturers as follows:
1.3.1 To identify and determine the products and services available to both Customers and Manufacturers (Users);
1.3.2 To connect Manufacturers with potential Customers;
1.3.3 To publish and make available for sale Manufacturers’ contact lists, Tech packs, sample packs,. Costing packs and catalogues of products and services;
1.3.4 To facilitate the placing of orders of products by Customers; through confirming pricing of products, ensuring that an agreement is concluded for the delivery of the products and services between the Customer and the Manufacturer (User to User Agreement);
1.3.5 To ensure that payment is facilitated between the Users safely through holding funds in an escrow account until confirmation of completion of the transaction between the Customer and the Manufacturer.
1.3.6 Making payment on behalf of the Customer, out of the funds held in escrow, to the Manufacturer on the Customer’s instruction.
2.1. “Confidential Information” means all private, business or technical information of Makers Ethos and/or the User, whether it is received, accessed or viewed by other Users in writing, visually, electronically or in any other way. Confidential Information includes, without limitation, individual identification and sensitive data, intellectual property, technical information, marketing and business plans, databases, prices, quotations, quotes, specifications, formulations, tooling, prototypes, sketches, models, drawings, specifications, procurement requirements, engineering information, samples, computer software (source and object codes), forecasts, identity of or details about actual or potential Customers or projects, techniques, inventions, discoveries, know-how and trade secrets. “Confidential Information” also includes all such business or technical information of any third party that is in the possession of Makers Ethos or/and User. Notwithstanding the foregoing, any information disclosed by the User will be considered Confidential Information, only if such information is conspicuously designated as “Confidential” or “Proprietary” or would reasonably be regarded as being of a confidential nature, or if provided visually, is identified as confidential at the time of disclosure, or would reasonably be regarded as being of a confidential nature;
2.2 “Customer” means any registered User using the Website, to seek and receive products (services) offered by the Manufacturers on the basis of design or idea/vision of a product/service;
2.3 “GDPR” means the General Data Protection Regulation 2016/679 as amended;
2.4 “Intellectual Property Rights” means including without limitation, information relating to the pricing of the products and services provided to the Customer under this Agreement, the Manufacturers’ products and services, operations, prospects, know-how, design rights, trade secrets, raw data information, client information, market opportunities and/or business affairs and any other information which ought reasonably to be regarded as confidential irrespective of how they were marked or provided;
2.5 “Manufacturer” means registered User or listed company using the Website to offer, discuss, render and sell free or paid services and products to Customers and other Users;
2.6 “Payment Method” means payment made with a valid payment card issued by a bank (Credit/Debit card), or other financial institution, who is authorised to issue payment cards as acceptable to Makers Ethos, or any other method of payment which Makers Ethos may accept from time to time in its sole discretion;
2.7 “Platform” means www.makersethos.com / https://makersethos.com and/or any of its sub-domains or syntax analogues and the tools and functions provided by the Website to manage information or interact with other Users of the Website, according to these Terms and Conditions, Additional agreements, their changes, updates and amendments;
2.8 “Service Fee” means the payment due to Makers Ethos by a User / You for use of the Platform according to these Terms and Conditions, Additional Agreements, or their changes, amendments or updates. These fees may include but are not limited to Commission Fees, Withdrawal Fees, Subscription Fees, Service Fees or other fees applicable. All Service fee payments are NON-REFUNDABLE and due immediately on sign-on irrespective of how the deal proceeds or if a dispute arises between the User and Manufacturer;;
2.9 “Makers Ethos Payment System” means the Makers Ethos designated payment system provided by third party provider, such as but not limited to “TransferWise”, “Stripe”, “PayPal”, “Payoneer”, connected to the Platform, and used by Users to make payments in accordance with the “User to User Agreements” and to pay Makers Ethos Service, Subscription and Commission Fees.
2.10 “User”, “You”, “Your” means any person, individual or legal entity, visiting and using the Website, Platform, their services and/or any of their subdomains;
2.11 “User to User Agreement” means an agreement between Manufacturer and Customer on price, performance, provision and receipt of Manufacturers’ services;
2.12 “User Content” means any information, text, images, video, visual data, posts, comments, revisions, or other information that Users provide, post, send, submit, display, distribute, disclose or any other way use and display on the Platform or/and Website;
2.13 “Website” means www.Makers Ethos.com / https://Makers Ethos.com and/or any of its sub-domains or syntax analogues;
3.1 The following terms and conditions govern all use of the Makers Ethos website and all content, services and products available at or through the website (taken together, the Website). The Website is owned and operated by Makers Ethos;
4. USERS – YOUR Makers Ethos ACCOUNT AND PLATFORM /THE WEBSITE.
4.1 The Makers Ethos Platform is an online Seller of information and web-based tool for Users (individuals, legal entities, brand owners or fashion freelance specialists) to provide their services, a means of communication and project management, in order to fulfil any stage of creation of products, starting from an idea or visualization to manufacturing of the final product;
4.2 Customers may pay to download the directory listings and industry documents to search for and request the appropriate services of Manufacturers; post design projects (any development stage – from idea to completely crafted design); discuss and accept Manufacturers’ offers and services; discuss and accept the “User to User Agreement” terms with the Manufacturer and make payments via the Platform in accordance with the “User to User Agreement”;
4.3 Manufacturers may post information on services provided as well as production catalogues; view and discuss the orders with Customers; offer services to Customers; discuss and accept the “User to User Agreement” terms with the Customer and be paid according to the “User to User Agreement”;
4.4 If You create an account on the Website, You are responsible for maintaining the security of Your account, and You are fully responsible for all activities that occur under the account and any other actions taken in connection with the account;
4.5 A User Account created by You shall be confirmed only once documentation verifying your identity (as required by Makers Ethos from time to time) is provided, which may include any documentation reasonably required by Makers Ethos including images, video calls, credit references, bank statements, company information and the like;
4.6 You may not share a User Account with other persons or allow multiple/various Users to use Your User Account. You hereby agree that Makers Ethos shall not be liable for any direct, indirect, punitive, incidental or consequential, actual, special, damages or any damages whatsoever arising from the Your failure to comply with this clause;
4.7 You have to notify Makers Ethos immediately of any unauthorised use of Your User Account, Login or Password or any other violation of Your security;
4.8 You must not act in a misleading or unlawful manner, including in a manner intended to trade on the name or reputation of others, and Makers Ethos may change or remove any description or keyword that it considers inappropriate or unlawful, or otherwise likely to cause Makers Ethos liability;
4.9 Makers Ethos will not be liable for any acts or omissions by You, including any damages of any kind incurred because of such acts or omissions;
4.10 Customers and Manufacturers bear the risk of conducting adequate due diligence reviews on each other prior to entering into a User to User Agreement and Makers Ethos accepts no responsibility for any contractual disputes or breaches which may result from User to User Agreements. This will include wrong orders, bad quality or anything else;
4.11 You hereby confirm that You are duly warned and informed that You may be at risk of dealing with persons acting in bad faith, malicious intense, fallacy, delusion, or fraud. Makers Ethos cannot and is not liable or responsible for confirming and validating each User’s identity, for lawfulness, accuracy, correctness, validity, reliability, and or completeness of any information provided by Users;
4.12 Customers and Manufacturers may not engage in ANY TYPE OF COMMUNICATION OUTSIDE OF the Platform with each other. This includes but is not limited to e-mail, text messages, Whatsapp or any other means of communication. Any such direct communications will constitute a material breach of these terms allowing Makers Ethos to cancel these terms, terminate their account and/or refuse them as users in future at its sole discretion. You are encouraged to advise Makers Ethos immediately if the other party encourages such communications. Where Users elect to proceed with their transactions outside of the Makers Ethos Platform nonetheless, Users will still remain liable for all fees due in terms of clause 7.3.
5. MANUFACTURERS – RESPONSIBILITY OF CONTRIBUTORS.
5.1 If You post material to the Website, post links on the Website, or otherwise make (or allow any third party to make) material available by means of the Website (Content), You are entirely responsible for such Content and any harm resulting from that Content, regardless of whether the Content in question constitutes text, graphics, an audio file, or computer software;
5.2 By making Content available, You represent and warrant that:
5.2.1 The downloading, copying and use of the Content will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark or trade secret rights, of any third party;
5.2.2 If a third party has rights to intellectual property, You make available by means of the Website, You must have:
22.214.171.124 Received permission from such third party to post or make available the Content, (including but not limited to any software), or
126.96.36.199 Secured from such third party a waiver as to all rights in or to the Content;
188.8.131.52 Fully complied with any third-party licenses relating to the Content;
184.108.40.206 Done all things necessary to successfully pass through to end users any required terms.
5.3 You shall also ensure that:
5.3.1 The Content does not contain or install any viruses, worms, malware, Trojan horses or other harmful or destructive content;
5.3.2 The Content is not spam, is not machine- or randomly-generated, and does not contain unethical or unwanted commercial content designed to drive traffic to third party sites or boost the search engine rankings of third-party sites, or to further unlawful acts (such as phishing) or mislead recipients as to the source of the material (such as spoofing);
5.3.3 The Content is not pornographic, does not contain threats or incite violence towards individuals or entities, and does not violate the privacy or publicity rights of any third party;
5.3.4 The Content does not mislead anyone into thinking that You are another person or company.
5.4 By submitting Content to Makers Ethos for inclusion in its website, You grant Makers Ethos a world-wide, royalty-free, and non-exclusive license to reproduce, modify, adapt and publish the Content solely for the purpose of displaying, distributing and promoting Your services;
5.5 Without limiting any of those representations or warranties, Makers Ethos has the right (though not the obligation) to, in Makers Ethos’s sole discretion (i) refuse or remove any content that, in Makers Ethos’s reasonable opinion, violates any Makers Ethos policy or is in any way harmful or objectionable, or (ii) terminate or deny access to use of the Website to any individual or entity for any reason, in Makers Ethos’s sole discretion.
5.6 Makers Ethos shall conduct verification and due reference checks on You periodically. These checks may be made by requesting You to provide documentation or conduct interviews with Makers Ethos or by monitoring your ratings on the website by Customers. If you do not cooperate with any requests which are required to perform this verification, your User account may be blocked by Makers Ethos.
5.7 Makers Ethos shall have the sole discretion to hold back payment to Manufacturers for up to 90 days where such Manufacturers have not been rated favourably, have no rating yet, all first time transactions on the Platform and/or where the order is of a large quantity (orders above $10,000.00), until Customers have confirmed that they are satisfied with the quality of the order, which the Manufacturer accepts.
6.1 General Terms
By selecting a product or service, You agree to pay Makers Ethos the Service Fees indicated (additional payment terms may be included in other/further communications).
6.2 Payment Methods
6.2.1 Card Payments:
220.127.116.11 You shall be required to make payment via a valid payment (Credit/Debit) card, issued by a bank, or other financial institution, who is authorised to issue payment cards and is acceptable to Makers Ethos,
18.104.22.168 You may also make use of the Makers Ethos Payment System as designated by Makers Ethos from time to time; or
22.214.171.124 Any other method of payment, may be accepted by Makers Ethos in writing from time to time in its sole discretion;
126.96.36.199 Payments are not refundable.
6.3 Payments by Customers and to Manufacturers
6.3.1 Manufacturers shall ensure that quotations for services are as near accurate as possible when included in the User to User Agreement;
6.3.2 The Customer is to pay the sum quoted in the Proposal Agreement, in accordance with the Makers Ethos Payment Methods set out in clause 6;
6.3.3 Makers Ethos will not be held accountable to Users for any delays and similarly will not apply any discounts to payment to Manufactures for such delays or defects of any nature in orders;
6.3.4 Manufacturers shall not begin to render any services until it is confirmed that the full amount required from a Customer has been paid into the Makers Ethos Escrow account;
6.3.5 A Manufacturer should ensure that it grants reasonable rights of return and warranty in line with current laws in each country it is dealing with and accepted trade practice in the industry, taking into account the unique nature of the orders however.
6.3.6 Where it becomes apparent that an adjustment in the initial quotation for services is required, such adjustment will be made by notifying Makers Ethos thereof and where there is a shortfall in the amount paid by the Customer, the Customer shall immediately pay such additional amount into the Escrow account;
6.3.7 Once an Invoice is raised and paid by the Customer via the Makers Ethos Platform, Makers Ethos is eligible to deduct its fee from the amount and will, within 14 (Fourteen) banking days, charge the Escrow handling fee from that payment amount;
6.3.8 The balance remaining in the Escrow account shall be paid to the Manufacturer within 14 (Fourteen) banking days from the day a Customer has authorised the payment on the Makers Ethos system.
6.3.9 In the event that the Manufacturer requests payment and the Customer is advised by Makers Ethos of such request, but ignores and/or omits to give an instruction of payment to Makers Ethos or otherwise within 14 (Fourteen) days of such request, Makers Ethos shall have the right to release payment to the value of the Manufacturer’s request to the Manufacturer, without any liability to the Customer.
In consideration of the Platform services and products provided by Makers Ethos, Users shall pay Makers Ethos Service for Online products, for service fees rendered, Commissions and Escrow fees (as the case requires), according to the rates and terms listed in herein and or as in Additional Agreement:
7.1 Service Fees:
7.1.1 Service fees and Subscription fees shall be charged at the rate quoted on sign-up or at the relevant subscription plan document.
188.8.131.52 All Subscription fees are non refundable.
184.108.40.206 Users may be granted a Subscription free trial period, at the end of which, is the user has not taken action to unsubscribe or cancel the subscription the user will be charged the full Subscription plan amount which is not refundable or reversible.
220.127.116.11 Any technical issues, glitches or bugs on Makers Ethos platform for users on a Subscription plan cannot serve as a reason for refunds, deductions or discounts to the user.
7.1.2 Makers Ethos reserves the right to change the terms related to the rates and application of Service Fees at any time.
7.1.3 All Service fees payments are NON-REFUNDABLE and will be a first charge against any monies held in Escrow or the stored provided payment method such as credit or debit bank card.
7.1.4 Service fees shall include all state, and/or other governmental sales, goods and services, value-added, harmonized or other taxes, fees or charges applied to Makers Ethos.
In addition to Service fees, Manufacturers may be required to pay Makers Ethos a Commission fee, according to the terms and conditions of the “Additional Agreement for Manufacturers”.
7.3 Escrow Handling Fees:
7.3.1 As a Customer, You confirm and agree to pay Makers Ethos Escrow handling fees, according to the rates and terms listed below.:
7.3.2 The Escrow handling fee is calculated as a percentage amount of the NET amount quoted by a Manufacturer in the “User to User Agreement” and is a Total Net Price, according to the rates, mentioned on the site:
7.3.3 The applicable Escrow handling fee will be shown as a separate line item in the Customers window of the Proposal form and will be calculated automatically, based on a Total Net price.
7.3.4 You as a User (either Customer or Manufacturer as the case may be) irrevocably, and unconditionally agree and authorise Makers Ethos to charge the applicable Service and Escrow handling fees from any payment amount, a User transfers using Makers Ethos Payment System.
7.3.5 You as the Customer are responsible and liable for the full and timely payment of Service, Escrow handling fees or any other debt or amount You owe to Makers Ethos, irrespective of your payment terms with the Manufacturer or any dispute with the Manufacturer.
7.3.6 All Escrow handling fee payments are NON-REFUNDABLE, including, but not limited to the cases, where and when the Customer uses “return rights”, and/or where and when the “User to User Agreement” is completely, totally or partially terminated, cancelled, revoked, expired or ceased to be valid/in force, regardless of the reason for such termination, revocation cancellation and expiration.
7.3.7 Makers Ethos reserves the right to change the terms related to the rates and application of Escrow handling fees.
7.3.8 Escrow handling fees will include VAT and all other state, and/or other governmental taxes, commissions, charges and fees, applicable to Makers Ethos.
7.3.9 Escrow handling fees will become due and payable within 14 (fourteen) business days from the date on which payment is to be made to the Manufacturer by Makers Ethos. Makers Ethos will issue You with an appropriate invoice by e-mail to the address indicated in Your User Profile.
7.3.10 By using the Platform and the Website, You acknowledge and warrant, that in the case where an amount received to the Makers Ethos Payment System is less than the Total Net price defined in the Invoice or “User to User Agreement” (Proposal, accepted by the Customer), or in case of unilateral or bilateral violation of payment terms, defined in the Terms and Conditions by You and/or the Manufacturer, You are responsible and liable for paying any shortfall.
8. DISPUTES BETWEEN USERS.
8.1 If requested by either the Customer or the Manufacturer, Makers Ethos may exercise its discretion in assisting and consulting with Users in resolving any disputes between Users where both Users agree to involve Makers Ethos in the dispute resolution process. Any involvement by Makers Ethos is purely in an attempt to assist Parties.
8.2 On notification of a dispute, Makers Ethos may request Users involved in the dispute to provide supporting documents. Makers Ethos will not be in any way be liable for documentation which is not authentic, accurate, up to date, complete and lawful.
8.3 The Users will be required to acknowledge their understanding and agreement, that Makers Ethos is not a judicial or arbitration institution and will provide assistance only in an effort to facilitate resolution of the dispute. Its determinations will not be binding on the parties.
8.4 If You involve Makers Ethos to settle any dispute with another User, Makers Ethos is not and will not be liable for any special, direct, indirect, exemplary, punitive, incidental or consequential damages or any damages whatsoever, including, but not limited to loss of profit, which may arise in connection with any opinion, decision, assistance etc, given to You by Makers Ethos.
8.5 No information or advice provided by Makers Ethos and its representatives, including, without limitation Makers Ethos’s directors, members of the board, shareholders, officers, employees, agents, authorised persons and (sub) contractors, whether directly or indirectly, will constitute personal, legal or financial advice or create a warranty, condition or representation of any kind with respect to this Website or the Platform or its services found at this Website. You should consult an appropriate professional advisor.
9. COPYRIGHT INFRINGEMENT AND DMCA POLICY.
9.1 As Makers Ethos asks others to respect its intellectual property rights, it respects the intellectual property rights of others. If You believe that material located on or linked to by Makers Ethos violates Your copyright, You are encouraged to notify Makers Ethos in accordance with Makers Ethos’s Digital Millennium Copyright Act (“DMCA”) Policy. Makers Ethos will respond to all such notices, including as required or appropriate by removing the infringing material or disabling all links to the infringing material.
9.2 Makers Ethos will terminate a User’s access to and use of the Website if, under appropriate circumstances, the User is determined to be a repeat infringer of the copyrights or other intellectual property rights of Makers Ethos or others in Makers Ethos’s sole discretion.
9.3 In the case of such termination, Makers Ethos will have no obligation to provide a refund of any amounts previously paid to Makers Ethos.
10. INTELLECTUAL PROPERTY.
This Agreement does not transfer from Makers Ethos to You any Makers Ethos or third-party intellectual property, and all right, title and interest in and to such property will remain (as between the parties) solely with Makers Ethos. The Makers Ethos logo, and all other trademarks, service marks, graphics and logos used in connection with Makers Ethos, or the website are trademarks or registered trademarks of Makers Ethos or Makers Ethos’s licensors. Other trademarks, service marks, graphics and logos used in connection with the website may be the trademarks of other third parties. Your use of the website grants You no right or license to reproduce or otherwise use any Makers Ethos or third-party trademarks.
11.1 Makers Ethos reserves the right, at its sole discretion, to modify or replace any part of this Agreement. It is Your responsibility to check this Agreement periodically for changes. Your continued use of or access to the Website following the posting of any changes to this Agreement constitutes acceptance of those changes.
11.2 Makers Ethos 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 be subject to the terms and conditions of this Agreement.
12.1 Makers Ethos may terminate Your access to all or any part of the Website at any time, with or without cause, with or without notice, effective immediately. If You wish to terminate this Agreement or Your Makers Ethos account (if You have one), You may simply discontinue using the Website.
12.2 Notwithstanding the above, if You have entered into a User to User Agreement, such account will only be terminated by Makers Ethos if You have paid the fees in terms of this agreement.
12.3 If you terminate the User to User agreement for any reason, Your obligations in terms of this agreement shall not automatically be discharged. You will still be liable to pay Makers Ethos’s Service and other Fees depending on the reasons for the termination of the User to User Agreement. You shall therefore notify Makers Ethos in writing of such termination, setting out the reasons therefore.
12.4 All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
13. DISCLAIMER OF WARRANTIES.
13.1 Makers Ethos is not the owner, holder or distributor of any products or services created or rendered by the Users of the Platform. Makers Ethos does not represent either the Manufacturer or Customer in specific Users transactions (“User to User Agreements”).
13.2 Makers Ethos does not control and is not liable to or responsible for the quality, safety, lawfulness or availability of the products or services offered by Users on the Website or the ability of the Users to complete an order, Services, Proposal and/or payments.
13.3 The Website is provided “as is”. Makers Ethos and its suppliers and licensors hereby disclaim all warranties of any kind, express or implied, including, without limitation, the warranties of merchantability, fitness for a particular purpose and non-infringement.
13.4 Neither Makers Ethos nor its suppliers and licensors, makes any warranty that the Website will be error free or that access thereto will be continuous or uninterrupted.
13.5 You understand that You download from, or otherwise obtain content or transact through, the Website at Your own discretion and risk.
14. LIMITATION OF LIABILITY.
14.1 Makers Ethos shall not be held responsible for any breaches of User to User Agreements, including, but not limited with unsatisfactory quality, defects, delays, wrong calculations, violation of warranty, and any violation of copyright, intellectual property etc.
14.2 Makers Ethos does not introduce Users to each other and does not participate in concluding User to User Agreements. Users select to transact with each other without any intervention, inducement or encouragement from Makers Ethos and do so at their own risk;
14.3 Makers Ethos in its sole discretion may develop and provide Website and Platform updates, upgrades, bug fixes or patches or error corrections. Such changes may result in modification or deletion of certain features, data or functionality. With any of such changes and updates Makers Ethos does not guarantee to maintain, keep or update particular functions or functionality of the Website and the Platform. Makers Ethos reserves the right to update, remove, suspend of discontinue provision of its services and provision of availability to the Website without notice. Makers Ethos will not be held liable for any of such cases and their results.
14.4 In case of technical glitches, disruption of Platform service or any other cases where normal use of the Platform is not possible, for whatever reason, Makers Ethos is not and will not be liable for any losses of whatsoever nature suffered by a User as a result of Platform service disruption.
14.5 In no event will Makers Ethos, or its suppliers or licensors, be liable with respect to any subject matter of this agreement under any contract, negligence, strict liability or other legal or equitable theory for:
14.5.1 any special, incidental or consequential damages;
14.5.2 the cost of procurement for substitute products or services;
14.5.3 for interruption of use or loss or corruption of data; or
14.5.4 for any amounts that exceed the fees paid by You to Makers Ethos under this agreement prior to the cause of action.
14.5.5 Makers Ethos shall have no liability for any failure or delay due to matters beyond their reasonable control.
14.6 The above shall not apply to the extent prohibited by applicable law.
15. GENERAL REPRESENTATION AND WARRANTY.
15.1 You represent and warrant that:
15.1.2 Your use of the Website will not infringe or misappropriate the intellectual property rights of any third party.
You agree to indemnify and hold harmless Makers Ethos, its contractors, and its licensors, and their respective directors, officers, employees and agents from and against any and all claims and expenses, including attorneys’ fees, arising out of Your use of the Website, including but not limited to Your violation of this Agreement.
17.1 This Agreement constitutes the entire agreement between Makers Ethos and You concerning the subject matter hereof and may only be modified by a written amendment signed by an authorised executive of Makers Ethos, or by the posting by Makers Ethos of a revised version;
17.2 Except to the extent applicable, if any law provides otherwise, this Agreement, any access to or use of the Website will be governed by the laws of England and Wales, excluding its conflict of law provisions;
17.3 The proper venue for any disputes arising out of or relating to any of the same will be the state and federal courts located in London, UK;
17.4 Except for claims for injunctive or equitable relief or claims regarding intellectual property rights (which may be brought in any competent court without the posting of a bond), any dispute arising under this Agreement shall be finally settled in accordance with the Comprehensive Arbitration Rules of the Judicial Arbitration and Mediation Service, Inc. (“JAMS”) by three arbitrators appointed in accordance with such Rules.
17.5 The arbitration shall take place in London, UK, in the English language and the arbitral decision may be enforced in any court.
17.6 The prevailing party in any action or proceeding to enforce this Agreement shall be entitled to costs and attorneys’ fees.
17.7 If any part of this Agreement is held invalid or unenforceable, that part will be construed to reflect the parties’ original intent, and the remaining portions will remain in full force and effect.
17.8 A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof;
17.9 You may not assign Your rights under this Agreement to any party. Makers Ethos may assign its rights under this Agreement without condition;
17.10 All content processed through the Makers Ethos Website is monitored by us. Your personal information may be stored by us for use by third parties. Makers Ethos is a data controller for the purposes of the GDPR.
17.11 Neither we nor any third parties provide any warranty or guarantee as to the accuracy, timeliness, performance, completeness or suitability of the information and materials found or offered on this website for any purpose.
17.12 You acknowledge that such information and materials may contain inaccuracies or errors and we expressly exclude liability for any such inaccuracies or errors to the fullest extent permitted by law.
17.13 Your use of any information or materials on this website is entirely at your own risk, for which we shall not be liable. It shall be your own responsibility to ensure that any products, services or information available through this website meet your specific requirements.
17.15 This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns.
This is the Makers Ethos Terms and Conditions