TERMS OF SALE AND SERVICES - Imperial Seedlings - America's Best Source for Affordable Hemp Seedlings

By using the imperialseedlings.com website (“Site”), Buyer, as described herein, agrees to follow and be bound by these terms of use (“Terms of Use”), inclusive of these Terms of Sale and Services (“Agreement”), and the Privacy Policy, which are hereby incorporated into these Terms of Use.

THIS TERMS OF SALE AND SERVICES AGREEMENT (the “Agreement”) is made and entered into as of the date of Site use, visit and/or purchase(s), (the “Effective Date”), between Imperial Seedlings, a Wyoming limited liability company, (“Seller”), each Site visitor or user, (“Buyer”), and each developer of Technology and Seed, as described herein, (“Breeder”). In consideration of the sale of Seedlings, as defined herein, to Buyer by Seller, Buyer agrees to be bound by the terms of this Agreement. Seller, Buyer and Breeder(s) may be referred to hereinafter individually as “Party” and collectively as “Parties”.

READ THIS AGREEMENT CAREFULLY. THE TERMS OF THIS AGREEMENT SHALL GOVERN ALL TRANSACTIONS BETWEEN SELLER AND BUYER OCCURRING AT ANY TIME. BY SIGNING THIS AGREEMENT, BUYER AGREES TO BE BOUND BY ITS TERMS FOR ANY AND ALL SALES.

BUYER AGREES THAT BY USING THE SITE AND THE SERVICES, BUYER IS AT LEAST 21 YEARS OF AGE, IS LEGALLY ABLE TO ENTER INTO A CONTRACT AND AGREES TO COMPLY WITH ALL APPLICABLE LAWS AND REGULATIONS.

WHEREAS, Breeder has developed certain proprietary technologies of hemp plant varieties and hybrids, which may include, but are not limited to, germplasm, transgenic traits, native traits, transformation technologies, methods of use, breeding methods, other traits and technologies and/or any combination of these traits and technologies (collectively the “Technology”) and has used the Technology to produce certain cultivars of hemp materials for the use of growth and cultivation of hemp genetics (“Seed”) in quantities and varietals as demonstrated during Site use.

WHEREAS, Seller operates a seed germination nursery (“Facility”) and has developed certain proprietary technologies, plant sciences, and processes particular to the germination of hemp plant varieties and hybrids (collectively the “Process”). Seller uses the Process to provide (“Services”), defined as (i) germination of hemp seeds to a plant height of between five to seven (5-7) inches (“Seedlings”), (ii) adaptation of Seedlings to full outdoor exposure prior to shipment, and (iii) coordination of packaging and shipment by a designated third-party logistics company.

WHEREAS, Buyer wishes to purchase Seedlings in quantities and varietals as demonstrated during Site use.

NOW, THEREFORE, in consideration of the foregoing premises and the respective agreements, covenants, representations, warranties and conditions herein, the Parties hereby agree as follows:

Authority of Buyer. When used in this Agreement, the term “Buyer” means the person, firm, corporation, limited liability company or other entity purchasing Seedlings from Seller. The person executing this Agreement represents and warrants to Seller that he/she is authorized to do so and to bind Buyer to the terms contained herein.
Purchase and Sale. Subject to the terms of this Agreement, Buyer shall purchase from Seller, and Seller shall sell to Buyer, Seedlings as agreed upon pursuant to the terms set forth in Section 2 herein upon receipt of the purchase price listed during Site use (“Purchase Price”).
Time of Delivery. The Time of Delivery for Seedlings purchased by Buyer shall be within 10 business days from time of Purchase.
Place of Delivery. Seedlings shall be delivered to Buyer at the address specified during Site use, or at such other place as Buyer may direct Seller in writing.
Title and Risk of Loss. Title to Seedlings, and risk of loss thereof to such Seedlings shipped under this Agreement passes to Buyer upon the earliest to occur of: (i) delivery of the Seedlings to Buyer, (ii) Buyer’ acceptance of the Seedlings, (ii) Seller’s tender of the Seedlings to the carrier of the Seedlings to the Delivery Location. Buyer remains obligated to pay the remainder of any outstanding sum of the Purchase Price of such Seedlings in accordance with the terms hereof.
Restrictions on Technology Use and Transfer. Buyer agrees not to perform such activities with the Technology as breeding or inbreeding, production of seed, molecular characterization including in the broadest sense possible: genetic profiling, sequencing, analyzing molecular species, isolating molecular species, subjecting to molecular marker analysis (including, but not limited to, using Polymerase chain reaction, hybridization or any other technique requiring the inquiry of a nucleic or amino acid, whether directly or indirectly), genotyping, DNA fingerprinting, and/or use of double-haploid technology, research, or generation of herbicide registration data. Buyer agrees not to conduct research on the Technology other than to make agronomic comparisons and conduct testing for Buyer’s own use. Buyer agrees to use the Technology and any plant or material derived therefrom in a manner and in compliance with all applicable laws and regulations, including those for import, transport, use, and disposition. Any crops, grain, or material produced from the Technology shall only be exported to, or used, processed or sold in states and/or countries where all necessary regulatory approvals have been granted. It is a violation of national and international law to move material containing biotech traits across boundaries into nations where import is not permitted. Buyer has been informed, acknowledges and agrees that no property rights, seed from Technology productive rights, or seed Technology multiplication rights are given to Buyer by Breeder. Buyer agrees not to perform research on or with the Technology and shall not sell, transfer, exchange, lease, donate or otherwise make available to any third party the Technology including, but not limited to, cuttings, tissue, seeds, or pollen, for research or development, including, but not limited to, seed multiplication, creation of new hybrid lines, breeding or inbreeding, production of seed, molecular characterization including in the broadest sense possible: genetic profiling, sequencing, analyzing molecular species, isolating molecular species, subjecting to molecular marker analysis (including, but not limited to, using Polymerase chain reaction, hybridization or any other technique requiring the inquiry of a nucleic or amino acid, whether directly or indirectly), genotyping, DNA fingerprinting, and/or use of double-haploid technology, research, or generation of herbicide registration data. At all times during this Agreement, Buyer shall take all necessary steps and precautions to protect the Seeds and/or Technology from misuse, theft, damage or abandonment.
If, during the term of this Agreement, Buyer or its agents breach any covenants related to use of or Breeder’s ownership of the Technology, then Buyer will pay to Breeder liquidated damages in an amount equal to 100% of the Gross Revenues arising from or in any way derived from such breach (“Damages”). The term “Gross Revenues” means all sales or transfers of goods, services, or property rights (including intellectual) arising from or in connection with a breach. Payment of such amounts will be made monthly, and Breeder is entitled to receive the same reports of revenues and to exercise the same audit rights as it deems necessary and appropriate to enforce the payment obligations under this section. It is the purpose of this provision that such amounts constitute a part of the damages which Breeder will or is probable to incur by reason of a Breach, because it is anticipated by the Parties that the actual damages which Breeder will incur are difficult or impossible to calculate due to the expanding and diversifying business of Breeder and because the amount of such loss may be held by a court or arbitrator to be speculative. In addition, based upon the Parties’ knowledge as of the Effective Date, the Parties hereby agree that the amount of Damages is a fair and reasonable estimate of the damages that Breeder is likely to incur as a result of a breach, and that the amount of Damages is not intended to act nor would it act as a penalty under the circumstances contemplated under this Agreement. Therefore, such continued payments will serve as the measure of Breeder’s damages in connection with the loss of sales revenue and business opportunities, and the damage to Breeder’s reputation in the industrial hemp marketplace, on account of such breach.
Any Party shall have all remedies afforded each by the Uniform Commercial Code or other applicable law. Without limiting the foregoing, in the event of nonpayment for seed, Seller shall be entitled to enforce the lien provided by California Food & Agricultural Code Section 57561 et seq. and any other lien rights afforded by law.
Attorney’s Fees. In the event legal proceedings are brought by either party to enforce any term, covenant, or condition in this Agreement, the prevailing Party in such proceeding shall be entitled to recover all costs, including reasonable attorneys’ fees.

The unenforceability, invalidity or illegality of any provision of this Agreement shall not render the other provisions unenforceable, invalid, or illegal.
Authority of Seller’s Agents. No agent, employee or representative of Seller shall bind Seller to any affirmation, representation, or warranty concerning Seedlings except as provided in this Agreement.
DISCLAIMER AND LIMITATION OF WARRANTIES. A) SELLER MAKES NO WARRANTIES, EXPRESS OR IMPLIED, AS TO THE DESCRIPTION, QUALITY, PURITY, ABSENCE OF PESTS OR DISEASE, RESISTANCE TO PESTS OR DISEASE, TRUENESS TO VARIETY, GERMINATION RATIOS OR PRODUCTIVENESS, OR AS TO ANY MATTER INCLUDING, BUT NOT LIMITED TO, MERCHANTABILITY, IMPLIED MERCHANTABILITY, FITNESS OR FITNESS FOR A PARTICULAR PURPOSE REGARDING THE GENETICS OF THE SEEDLINGS PURCHASED BY BUYER. SELLER MAKES NO WARRANTIES, EXPRESS OR IMPLIED AS TO THE ABILITY OF THE HEMP SEEDLINGS TO SURVIVE BEING SHIPPED FROM SELLER’S GROWING PREMISES TO BUYER’S PREMISES. B) SELLER WARRANTS TO BUYER THAT THE SEEDLINGS WILL BE PROVIDED USING COMMERCIALLY REASONABLE CARE AND SKILL. SELLER WARRANTS TO BUYER THAT SELLER WILL USE COMMERCIALLY REASONABLE CARE TO MINIMIZE THE PRESENCE OF PESTS AND DISEASE AT SELLER’S FACILITY. SELLER MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, AS TO THE QUALITY, PURITY, RESISTANCE TO PESTS OR DISEASE, TRUENESS TO VARIETY, OR PRODUCTIVENESS, OR AS TO ANY MATTER OF MERCHANTABILITY, IMPLIED MERCHANTABILITY, FITNESS OR FITNESS FOR A PARTICULAR PURPOSE REGARDING THE SEEDLINGS THAT SELLER CULTIVATES FROM THE SEEDS PROVIDED BY BUYER. BUYER ACKNOWLEDGES AND AGREES THAT SELLER MAKES NO WARRANTIES, EXPRESS OR IMPLIED, OF ANY KIND REGARDING THE SUITABIILTY OF A PARTICULAR HEMP VARIETY EVEN IF SELLER PROVIDES INPUT TO BUYER DURING BUYER’S IDENTIFICATION AND SELECTION OF HEMP SEED VARIETIES THAT MAY MATCH BUYER’S EXPRESSED NEEDS OR GROWING CONDITIONS AT BUYER’S PREMISES. C) ALL SEEDS ARE PROVIDED TO SELLER “AS IS.” BREEDER MAKES NO REPRESENTATIONS AND EXTENDS NO WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, WITH REGARD TO ANY INTELLECTUAL PROPERTY RIGHTS OR TECHNOLOGY HEREUNDER. BREEDER EXPLICITLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY AND WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE OF THE TECHNOLOGY UNDER THIS AGREEMENT.
DISCLAIMER OF LIABILITY. A) BUYER AGREES THAT BUYER’S SOLE REMEDY AND SELLER’S SOLE LIABILITY FOR BREACH OF ANY PROVISION OF THIS AGREEMENT INCLUDING, BUT NOT LIMITED TO, SELLER’S OWN NEGLIGENCE, OR THE NEGLIGENCE OF SELLER’S AGENTS SHALL BE THE REFUND OF THE AGREEMENT PRICE FOR THE SEEDLING SERVICES PAID BY BUYER TO SELLER. BUYER ACKNOWLEDGES AND AGREES SELLER SHALL NOT BE LIABLE FOR PROSPECTIVE PROFITS, LOST PROFITS, OR SPECIAL, DIRECT, INDIRECT, OR CONSEQUENTIAL DAMAGES WHICH BUYER MAY CLAIM AS A RESULT OF THIS AGREEMENT OR BREACH OF THE AGREEMENT. NOR MAY AN ACTION IN LAW OR IN EQUITY RESULT IN A RECOVERY AGAINST SELLER IN AN AMOUNT GREATER THAN THE TOTAL AGREEMENT PRICE, AS INDICATED IN THIS AGREEMENT. BUYER ASSUMES ALL RISKS AND LIABILITIES FOR LOSS, DAMAGE, OR INJURY TO PERSONS OR PROPERTY OF THE BUYER, OR OTHERS, ARISING OUT OF THE USE OR POSSESSION OF THE HEMP SEEDLINGS CULTIVATED UNDER THIS AGREEMENT. B) IN NO EVENT SHALL BREEDER OR ITS OFFICERS, DIRECTORS, SHAREHOLDERS, AGENTS OR EMPLOYEES BE LIABLE FOR ANY INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING ECONOMIC DAMAGE OR INJURY TO PROPERTY AND LOST PROFITS, REGARDLESS OF WHETHER BREEDER SHALL BE ADVISED, SHALL HAVE OTHER REASON TO KNOW OR IN FACT KNOW OF THE POSSIBILITY. THE MAXIMUM LIABILITY OF BREEDER HEREUNDER SHALL BE THE AMOUNT PAID TO BREEDER UNDER THIS AGREEMENT IN THE TWELVE-MONTH PERIOD IMMEDIATLEY PRECEDING THE EVENT GIVING RISE TO THE LIABILITY.
Buyer’s Indemnification of Seller Regarding State and Federal Law. Buyer acknowledges and agrees that it is solely responsible for determining whether the hemp variety it chooses to cultivate complies with state and federal law. Buyer acknowledges and agrees that Seller is not responsible for determining whether the hemp variety Buyer chooses to cultivate complies with state or federal law. Buyer expressly agrees that Seller cannot be held responsible for Buyer’s choice of hemp variety even if Seller provides input to Buyer on the identification of potential hemp varieties that may match Buyer’s needs.
Force Majeure. Seller shall not be liable or responsible to Buyer, nor be deemed to have defaulted under or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement except for any obligations to Buyer hereunder, when and to the extent such failure or delay is caused by or results from the following force majeure events (“Force Majeure Events”): (a) acts of God; (b) flood, fire, earthquake, epidemic, pandemic, or explosion; (c) war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot, or other civil unrest; (d) government order or law; (e) actions, embargoes, or blockades in effect on or after the date of this Agreement; (f) action by any governmental authority; (g) national or regional emergency; (h) strikes, labor stoppages or slowdowns, or other commercial disturbances; and (i) other similar events beyond the reasonable control of Seller.

Seller shall give notice within ten (10) days of the Force Majeure Event to Buyer, stating the period of time the occurrence is expected to continue. Seller shall use diligent efforts to end the failure or delay and to ensure the effects of such Force Majeure Event are minimized. Seller shall resume the performance of its obligations as soon as reasonably practicable after the removal of the cause. In the event that Seller’s failure or delay remains uncured for a period of thirty (30) consecutive days following written notice given by it under this Section 19, Buyer may thereafter terminate this Agreement upon thirty (30) days advance written notice.

This Agreement constitutes the full agreement of the parties, superseding all prior representations or agreements, oral or written.
This Agreement constitutes the entire agreement between the parties and may not be altered, modified, terminated, or rescinded except in writing signed by each party hereto.

Waiver by either party of a breach by the other party of any term hereof shall not be considered a waiver of any other term or any subsequent breach of the same term.
Assignment and Successor. This Agreement shall be binding upon and shall inure to the benefit of heirs, representatives, successors, and assigns of the parties hereto. Neither Party shall assign its right or delegate any of its obligations under this Agreement without the prior written consent of the other Party. Any purported assignment or delegation in violation of this Section 24 is null and void. Further, no assignment or delegation relieves the assigning or delegating Party of any of its obligations under this Agreement.
Each Party acknowledges and agrees that this Agreement has been negotiated and prepared jointly by each party and that in the event of ambiguity, it shall not be construed against either Party, but rather each term herein shall be given a reasonable interpretation.
Resell on Non-Shipment, Non-Payment. Should Buyer elect not to take delivery of seedlings produced on Buyer’s behalf or fails to make final payment prior to shipment of seedlings, Seller has the right to resell any, and all, of the seedlings produced on Buyer’s behalf.
Choice of Law and Venue. Seller and Buyer specifically agree that this Agreement shall be interpreted in accordance with Texas law, and should any action be brought upon this Agreement, the proper venue shall be the Superior Court for the County of Seller and that the last act to make this Agreement enforceable occurred in Dallas County, Texas.

TERMS OF WEBSITE USE

In these Terms of Use, the words “you” and “your” refer to each Site visitor or user, “we”, “us” and “our” refers to imperialseedlings.com and Imperial Seedlings, LLC., and “Services” refers to all services provided by us. We may revise these Terms of Use at any time without notice to you. It is your responsibility to review these Terms of Use periodically. If at any time you find these Terms of Use unacceptable or if you do not agree to these Terms of Use, please do not use this Site. If you have any questions about these Terms of Use, please contact us at info@imperialseedlings.com.
Ownership. This Site is owned and operated by Imperial Seedlings, LLC (“Imperial”). All right, title and interest in and to the materials provided on this Site, including but not limited to information, documents, logos, graphics, sounds and images (collectively “Materials”) are owned or licensed either by Imperial or by our respective third party authors, developers, or vendors. Except as may be expressly stated on the Site or in these Terms of Use, none of the Materials may be copied, reproduced, republished, downloaded, uploaded, posted, displayed, transmitted, or distributed in any way, and nothing on this Site may or is intended to be construed to confer any license under any of Imperial’s or imperialseedlings.com’s intellectual property rights, whether by estoppel, implication or otherwise. See the “Contact Information” below if you have any questions about obtaining such licenses. Imperial does not sell, license, lease or otherwise provide any of the Materials other than those specifically identified as being provided by imperialseedlings.com. Any rights not expressly granted herein are reserved by Imperial.
Links to Third Party Sites. This Site may contain links to Web sites controlled by parties other than us (each a “Third-Party Site”). We may work with a number of partners and affiliates whose sites are linked with us. We are not responsible for and do not endorse or accept any responsibility for the availability, contents, products, services, or use of any Third Party Site, any Website accessed from a Third Party Site, or any changes or updates to such sites. We make no guarantees about the content or quality of the products or services provided by such sites. We are not responsible for webcasting or any other form of transmission received from any Third-Party Site. We are providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by us of the Third-Party Site. You acknowledge that you bear all risks associated with access to and use of content provided on a Third Party Site and agree that neither higImperialradehempseed.com nor Imperial are responsible for any loss or damage of any sort you may incur from dealing with a third party. You should contact the site administrator for the applicable Third-Party Site if you have any concerns regarding such links or the content located on any such Third-Party Site.
Reviews, Comments, Communications, And Other Content. At various locations on the Site, we may permit visitors to post reviews, comments, and other content (the “User Content”). Contributions to, access to and use of the User Content is at your own risk and subject to the below terms and all other terms and conditions of these Terms of Use.

5.1. Rights and Responsibilities. We respect the intellectual property of others, and we ask our users to do the same. We may, in appropriate circumstances and at its discretion, disable and/or terminate the accounts of users who may be repeat infringers. If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide an Imperial representative with the following information:

An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
A description of the copyrighted work or other intellectual property that you claim has been infringed;
A description of where the material that you claim is infringing is located on the site;
Your address, telephone number, and email address;
A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.

Although we cannot make an absolute guarantee of system security, we take reasonable steps to maintain security. If you have reason to believe system security has been breached, contact us by E-MAIL at info@imperialseedlings.com for help. If our technical staff finds that files or processes belonging to a member pose a threat to the proper technical operation of the system or to the security of other Site users, we reserve the right to delete those files or to stop those processes. If our technical staff suspects a username is being used by someone who is not authorized by the proper Site user, we may disable that user’s access in order to preserve system security. In all such cases, we will contact the member as soon as feasible. We have the right, in our sole and absolute discretion, to (a) edit, redact or otherwise change any User Content, (b) re-categorize any User Content to place it in a more appropriate location or (c) pre-screen or delete any User Content that is determined to be inappropriate or otherwise in violation of these Terms of Use, including but not limited to User Content containing offensive language and advertisements. We reserve the right to refuse service to anyone and to cancel user access at any time.

5.2 Rights and Responsibilities of Site Users or Other Posters of User Content. You are legally and ethically responsible for any User Content – writings, files, pictures or any other work – that you post or transmit using any Site service that allows interaction or dissemination of information. In posting User Content, you are responsible for honoring the rights of others, including intellectual-property rights (copyright, patent and trademark), the right to privacy and the right not to be libeled or slandered. For example, if you wish to post a copyrighted work as User Content, you are responsible for first obtaining the copyright holder’s permission. Under United States federal law, you retain copyright on all works you create and post as User Content, unless you choose specifically to renounce it. By posting such user content, you grant a license to us to use, reprint, distribute, modify, and create derivative works, which will be owned by us. In posting a work as User Content, you authorize other members who have access to that service to make personal and customary use of the work, including creating links or reposting, but not otherwise to reproduce or disseminate it unless you give permission for such dissemination. You also give us permission to copy your works as part of the normal backup process. You have the right to remove any of your works from User Content at any time. The use of your Site user account or posting User Content for any illegal activity under the laws of the State of Colorado and the United States is a violation of these Terms of Use. Since the law as to jurisdiction of online systems is unsettled, we urge you to consider the possible effect of laws outside our locality or your own residence. Our Site is open to users worldwide (and works published on the World Wide Web, Usenet or other such services are accessible to anyone on the Internet), and we cannot guarantee that you will not run into legal trouble in other jurisdictions over your posting.

You agree not use the Site in any way that could damage, disable, or impair any Services provided by us (or the network(s) connected to the Site), violate the privacy and security of other users, or interfere with any user’s use and enjoyment of any of the Site. You agree not to attempt to gain unauthorized access to any services offered on the Site, other accounts, computer systems or networks connected to the Site, through hacking, password mining or any other means. You agree not to obtain or attempt to obtain any materials or information through any means not intentionally made available through the Site.

No Warranty.

THE SITE AND ALL MATERIALS, DOCUMENTS OR FORMS PROVIDED ON OR THROUGH YOUR USE OF THE SITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMITTED BY LAW, WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.

WE MAKES NO WARRANTY THAT: (A) THE SITE OR THE MATERIALS WILL MEET YOUR REQUIREMENTS; (B) THE SITE OR THE MATERIALS WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE BASIS; (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE, OR ANY MATERIALS OFFERED THROUGH THE SITE, WILL BE ACCURATE OR RELIABLE; OR (D) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SITE OR IN RELIANCE ON THE MATERIALS WILL MEET YOUR EXPECTATIONS OR ARE SUITABLE FOR YOUR USE OR CIRCUMSTANCES.

OBTAINING ANY MATERIALS THROUGH THE USE OF THE SITE IS DONE AT YOUR OWN DISCRETION AND AT YOUR OWN RISK. HIGImperialRADEHEMPSEED.COM AND HIGImperialRADESEED.COM AND ANY OTHER COMPANY SITES SHALL HAVE NO RESPONSIBILITY FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY CONTENT, MATERIALS, INFORMATION OR SOFTWARE.

Limitation of Liability. IN NO EVENT WILL WE, OUR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, CONTRACTORS, SUPPLIERS, OR LICENSEES BE LIABLE FOR ANY INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGE (INCLUDING BUT NOT LIMITED TO LOSS OF BUSINESS, REVENUE, PROFITS, USE, DATA OR OTHER ECONOMIC ADVANTAGE), HOWEVER IT ARISES, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION, OR ARISING OUT OF OR IN CONNECTION WITH THE USE OR INABILITY TO USE THIS SITE OR MATERIALS AVAILABLE FROM THIS SITE, EVEN IF WE HAVE BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. IF YOUR USE OF MATERIALS FROM THIS SITE RESULTS IN THE NEED FOR SERVICING, REPAIR OR CORRECTION OF EQUIPMENT OR DATA, YOU ASSUME ANY COSTS THEREOF.
Indemnification. You agree to defend, indemnify and hold harmless us, our officers, directors, shareholders, employees and agents from and against any and all claims, liabilities, damages, losses or expenses, including reasonable attorneys’ fees and costs, arising out of or in any way connected with your access to or use of the Site and the Materials.
Unsolicited Submissions. Except as may be required in connection with your use of our Services, we do not want you to submit confidential or proprietary information to us through this Site. All comments, feedback, information or material submitted to the Site through or in association with this Site will be considered non-confidential. By providing such submissions to us, you hereby grant us a license to use, reprint, distribute, modify and create derivative works which will be owned by us. You acknowledge that you are responsible for the submissions that you provide, including their legality, reliability, appropriateness, originality and content.
Compliance with Intellectual Property Laws. When accessing the Site or using our Services, you agree to obey the law and you agree to respect the intellectual property rights of others. Your use of the Service and the Site is at all times governed by and subject to laws regarding copyright, trademark and other intellectual property ownership. You agree not to upload, download, display, perform, transmit or otherwise distribute any information or content in violation of any third party’s copyrights, trademarks or other intellectual property or proprietary rights. You agree to abide by laws regarding copyright ownership and use of intellectual property, and you shall be solely responsible for any violations of any relevant laws and for any infringements of third party rights caused by any content you provide or transmit or that is provided or transmitted using your Site user account.

If you believe that any Content on the Site is infringing on your copyright, you may seek the removal of such Content by providing notice to us in accordance with the Notice and Take Down provisions of the Digital Millennium Copyright Act as described above in Section 5.1.

Inappropriate Content. When accessing the Site or using our Services, you agree not to upload, download, display, perform, transmit or otherwise distribute any content that: (a) is libelous, defamatory, obscene, pornographic, abusive or threatening; (b) advocates or encourages conduct that could constitute a criminal offense, give rise to civil liability or otherwise violate any applicable local, state, national or foreign law or regulation; or (c) advertises or otherwise solicits funds or is a solicitation for goods or services. We reserve the right to terminate or delete such material from its servers. We will cooperate fully with any law enforcement officials or agencies in the investigation of any violation of these Terms of Use or of any applicable laws.
Compliance with Export Restrictions. You may not access, download, use or export the Site or the Materials in violation of United States export laws or regulations or in violation of any other applicable laws or regulations. You agree to comply with all export laws and restrictions and regulations of any United States or foreign agency or authority and to assume sole responsibility for obtaining licenses to export or re-export as may be required. You acknowledge and agree that the Materials and products sold by us are subject to the United States Export Administration Laws and Regulations and agree that none of the Materials or any direct product therefrom is being or will be acquired for, shipped, transferred or re-exported, directly or indirectly, to proscribed or embargoed countries or their nationals or used for any prohibited purpose.
Children. Minors are not eligible to use the Site and we ask that they do not submit any personal information to us.
Governing Law; Venue. By using this Site, you expressly agree that your rights and obligations are governed by and interpreted in accordance with the laws of the State of Texas, excluding its choice of law rules. Any legal action or proceeding relating to your access to or use of the Site or Materials shall be instituted in a state or federal court in Boulder County, Colorado. You and Imperial agree exclusively and irrevocably to submit to the jurisdiction of, and agree that venue is proper in, these courts in any such legal action or proceeding. These Terms of Use expressly exclude and disclaim the terms of the U.N. Convention on Contracts for the International Sale of Goods, which shall not apply to any transaction conducted through or otherwise involving this Site.
Trademarks. Marks including, but not limited to, “Imperial Seedlings LLC”, “Imperial Seedlings”, imperialseedlings.com, all images and text, and all page headers, custom graphics and button icons are service marks, trademarks and/or trade dress of Imperial Seedlings LLC.
Acknowledgement. BY USING OUR SERVICES OR ACCESSING THE SITE, YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS OF USE AND AGREE TO BE BOUND BY THEM.
Contact. If you have any questions about these Terms of Use, the practices of this website, or your dealings with this website, you can contact us at info@imperialseedlings.com