Last Modified: February 1, 2023
This User Agreement (these “Terms” or this “Agreement”) governs your use of and conduct on the Platform (defined below). The Platform is owned and operated by Design Miami II, LLC, a Florida limited liability company (“DM,” “us” or “we”). You are referred to herein as “User” or “you.” Should you purchase any goods on the Platform (“Items”), the applicable terms and conditions hereof pertaining to such sale and purchase shall govern your transaction (such User, a “Buyer”).
1. The Platform. Designmiami.com and any subdomains and related services, including Shop.designmiami.com (each, and collectively, the “Platform”), provides a digital venue for appropriately qualiﬁed sellers (each, a “Seller”) to oﬀer to promote and sell Items to prospective purchasers (on shop.designmiami.com, the “Gallery Platform”) and Buyers to submit inquiries (an “Inquiry”) and in some instances to complete purchase transactions on the Platform (the “Transactions”).
- In the event of an Inquiry submitted by a Buyer on the Platform, DM will submit the inquiry to the Seller on the Buyer’s behalf in order to facilitate introduction and direct communication between Buyer and Seller.
2. DM’s Role. DM shall make the Platform available, maintain the Platform, and, on the Gallery Platform, post Items offered for sale by Sellers in accordance with DM’s policies. DM is not an agent of any User or Seller for any purpose. DM is not responsible for any negligence, misconduct or other wrongful or inappropriate behavior by any Buyer or Seller, nor is DM responsible for the actual sale of Items or the acts or omissions of Buyers or Sellers. No agency, partnership, joint venture, employee-employer or franchisor-franchisee or fiduciary relationship is intended or created by these Terms, or by any other agreement between DM and a Buyer or a Seller, or by the operation of the Platform by DM. DM also does not control the information provided by Sellers or Buyers, or the ultimate price Items are sold at or any sales terms ultimately agreed by any Seller and Buyer. For some campaigns, DM may assist Sellers by facilitating the Seller shipping an Item for a Transaction; provided that, on the Platform, in no event will DM be responsible for the transfer of legal ownership of Items from a Seller to a Buyer, or for the honoring of Buyer’s rights with respect to return of an Item. The provisions of the Commercial Agents Directive (86/633/EC) as implemented in any European jurisdiction are expressly excluded from this Agreement.
3. Eligibility to Use the Platform. Users must be 18 years of age or older to use this Platform. You represent and warrant that you are at least 18 years of age. This Platform is not directed at children under the age of 18 and does not knowingly collect information from such children.
4. Relationship of the Parties.
(a) The Seller is solely responsible for accurately describing and pricing the Items it is offering for sale and for carefully packing the Items, and delivering the Items to the Buyer, including transfer of title. In addition to the foregoing, for the Gallery Platform, the Seller will be responsible for arranging for the shipping of the Items utilizing the shipper selected by Buyer (which shipper option may be offered by a third party platform).
In respect of applicable Taxes (defined below), DM has partnered with a third party platform that assists to calculate such Taxes which will be part of the purchase price charged to the Buyer of such Transaction. For the Gallery Platform, the Taxes received from a Buyer will be remitted to the Seller who will be responsible for remitting the Taxes to the appropriate authorities, unless shipping is purchased through DM’s shipping partner (and in such cases, such third party will be responsible for the remittance of such applicable Taxes).
(b) Buyers select and purchase goods marketed by Sellers, solely of their own initiative. The Buyer is solely responsible for determining the value, condition and authenticity of the Items being purchased, to pay the purchase price as provided herein, including the Taxes, and the applicable shipping fees for the Transaction (the “Shipping Fees”). For the Gallery Platform, Buyer may at its option and at its own cost arrange with the Seller to have Buyer’s selected expert review the Item prior to purchase. Selection of the expert is the sole responsibility of the Buyer. Any arrangements for inspection shall be made between the Buyer and Seller.
(c) DM does not verify any information provided by the Seller (or its representative selling an Item) and DM makes no representations or warranties with respect to the Seller, the Item or the information related to the Item.
(d) DM may receive a commission from Sellers, pursuant to separate agreements between DM and such Sellers. The Buyer consents to DM retaining commissions out of the amounts received from such Buyer to the applicable Seller for such sales.
5. Availability. The Platform is designed to provide the Buyer access to Items as the Sellers present them. Although we require Sellers to notify us promptly or update their listings if an Item listed on the Platform is no longer available, some Items listed on the Platform may no longer be available.
6. Sale Procedure.
(a) Some items on the Platform are listed for purchase directly on the Platform. If a User is interested in purchasing such an item, they may elect to pay directly on the Platform: (i) the list price of the Item; (ii) any applicable Shipping Fees; and (iii) any applicable sales tax, use tax, VAT, Internet sales tax, import/export duties and/or any other taxes or levies (collectively, “Taxes”) that DM is required to collect from the Buyer under applicable law at the time of sale. If an exemption from Taxes or similar applies, it is the Buyer’s sole responsibility to establish and/or document any applicable exemption from Taxes.
(b) Some items on the Platform may be listed for inquiry; and completed sales of such items may result in a commission to DM. If a User is interested in purchasing such an Item, the User may place an inquiry with the Seller in accordance with the instructions on the Platform, including the requirement that the User provide certain information such as a valid e-mail address and other contact information. Once the User places an inquiry, the Seller is notified. If and when the User and Seller agree upon the purchase price and any other terms and conditions, the Buyer shall pay directly to the Seller: (i) the final, agreed upon price of the Item; (ii) any applicable Shipping Fees; and (iii) any applicable Taxes that the Seller is required to collect from the Buyer under applicable law at the time of sale. If an exemption from Taxes or similar applies, it is the Buyer’s sole responsibility to establish and/or document any applicable exemption from Taxes.
(c) Buyer acknowledges and agrees that Buyer will not be entitled to claim any charitable contribution deduction from US income tax or any other Taxes on account of purchase of any Item.
(d) Any agreement between the Buyer and the Seller shall not be governed by the U.N. Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded.
(e) The provisions of the Commercial Agents Directive (86/653/EC) as implemented in any European jurisdiction (for example, in the UK via the Commercial Agents Regulations 1993) are expressly excluded from these Terms.
(f) DM accepts payment from the Buyer on behalf of the Seller in connection with sales made on the Platform. The Buyer may choose to use fiat USD currency or cryptocurrency to make their purchases.
DM uses a third party payment processor, Stripe, that accepts American Express, Visa, MasterCard, and PayPal. If the Buyer chooses to complete their transaction through fiat USD currency, the Buyer authorizes DM to send instructions to the financial institution that issued the Buyer’s credit card to take payments from the Buyer’s credit card account in accordance with the terms of the sale. If the credit card payment is not approved, the Buyer remains responsible for all amounts otherwise due.
DM has a cryptocurrency wallet through Coinbase that accepts certain cryptocurrency, including Bitcoin, Ethereum, USD Coin, and other cryptocurrencies. If the Buyer chooses to complete their transaction through cryptocurrency, the Buyer will be able to complete their transaction using the Buyer’s Coinbase account. The exchange rate between the selected cryptocurrency and USD will be set by Coinbase at the time of purchase and will be valid for a set amount of time indicated by Coinbase. If the payment is not approved, the Buyer remains responsible for all amounts otherwise due. If refunds are permitted, orders that qualify for a refund will be refunded in USD, minus applicable fees, on a case-by-case basis.
(g) The Buyer is required to pay all packing and shipping costs, and other charges, including, without limitation, transit insurance. On certain sections of the Platform, DM may provide support in the shipping process. DM uses a digital tool (the “API” and/or Widget”) developed by a third-party digital freight forwarder, Convelio, which enables DM, through the Platform, to generate shipping prices. The Buyer authorizes DM to share the Buyer’s data with Convelio, and consents to DM and Convelio to collect, host or process Buyer’s data for the purpose of using and monitoring the API.
7. Returns. All sales made through the Platform are final unless stated otherwise in a Seller’s seller terms; in such cases, DM will assist in facilitating a return that is in accordance with such Seller’s seller terms, provided, however, vis-à-vis either applicable party, DM shall not be liable for its interpretation of such Seller’s seller terms, and its interpretation or decision shall be considered final. Unless otherwise statutorily identified by applicable law or set forth in an applicable Seller’s seller terms, DM shall only honor a request for an eligible return within 30 days of a Buyer receiving an Item in a Transaction.
Notwithstanding the above, pursuant to the European Union (“EU”) Directive on Consumer Rights (2011/83/EC), a buyer in the EU (an “EU Buyer”) who purchases an item has a right to cancel such sale contract within fourteen (14) days after they or a person they authorize (other than the carrier) take physical possession of such lot, for any reason and without incurring liability for doing so. An EU Buyer that exercises this cancellation right must return the lot, and the Seller will refund the EU Buyer for payments already made for the purchase and applicable shipping of the item. To exercise this cancellation right, the EU Buyer must inform the seller through a clear statement (i.e., a letter sent by post or e-mail).
8. Refusal of Transaction. DM reserves the right to withdraw any Item from the Platform, to amend any content on the Platform, or to refuse service to anyone, including a Seller, at any time in its sole discretion. DM will not be liable to any Seller, User, Buyer or any other third party because it has withdrawn any Item from the Platform, amended any of the content or denied access to the Platform.
9. Copyright. We respond to notices of alleged copyright infringement as required by the United States Digital Millennium Copyright Act. If you believe that your intellectual property has been copied in a way that constitutes copyright infringement, please provide the following written information to our Copyright Agent (whose address is below): (i) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (ii) a description of the copyrighted work that you claim has been infringed upon; (iii) a description of where the location on the Platform that you claim is infringing; (iv) your address, telephone number, and e-mail address; (v) 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 (vi) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf. The address of our Copyright Agent is: If by e-mail, email@example.com; If by mail, to Copyright Agent, Design Miami II, LLC, 3841 NE 2nd Avenue, Suite 401, Miami, FL 33137 USA.
10. Proprietary Rights.
(a) DM may publish on the Platform various text, pictures, images audio recordings, and video that have been supplied, owned, or licensed by the Sellers (“Seller Content”) and for which Sellers have provided appropriate license for publication by DM. As between Users and DM (or other company whose marks appear on the Platform), DM (or the respective company) is the owner and/or authorized user of any trademark, registered trademark and/or service mark appearing on the Platform, and is the copyright owner or licensee of the Seller Content and/or information on the Platform, unless otherwise indicated.
(b) The information on the Platform including, without limitation, all site design, text, graphics, interfaces, and the selection and arrangements is protected by law including copyright law. Use of the Platform does not grant you a license to any Seller Content, features or materials you may access on the Platform, and you may not modify, rent, lease, loan, sell, distribute or create derivative works of such Seller Content, features or materials, in whole or in part. Any commercial use of the Platform is strictly prohibited, except as allowed herein or otherwise approved by us. You may not download or save a copy of any of the Seller Content or screens for any purpose except as otherwise approved by DM. If you make use of the Platform, other that as provided herein, in doing so you may violate copyright and other laws of the United States, other countries, as well as applicable state laws and may be subject to liability for such unauthorized use. We do not grant any license or other authorization to any user of our trademarks, registered trademarks, service marks, other copyrightable material or any other intellectual property by including them on the Platform.
11. User Submitted Content. If we allow any User to post reviews, comments, image uploading, captions, or to participate in any features that allow Users to add content to the Platform (“User Content”), Users are solely responsible for such User Content, and we reserve the right to remove any User Content in our sole discretion. In addition, User Content, once posted, becomes public. We are not responsible for keeping any User Content confidential. In addition, you may not: (i) provide User Content that is copyrighted or contains trade secrets or infringes upon the intellectual property rights of another, unless you are the owner or have the owner’s permission; (ii) forge headers or manipulate other identifiers in order to disguise the origin of any User Content; (iii) provide any User Content that is incomplete, inaccurate, false, or not User’s own or contains lies, falsehoods or misrepresentations that could damage us or anyone else; (iv) provide User Content that is illegal, obscene, defamatory, libelous, threatening, pornographic, harassing, hateful, racially or ethnically offensive, or encourage criminal conduct, give rise to civil liability, violate any law or accepted internet protocol, or is otherwise inappropriate; (v) impersonate anyone else or lie about your affiliation with another person or entity; or (vi) use meta tags or any other “hidden text” utilizing any of our or our suppliers’ product names or trademarks. We take no responsibility and assume no liability for any User Content posted by you or any third party. In addition, if you post User Content, you grant us a non-exclusive, royalty-free, perpetual, irrevocable, and fully sub- licensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such content throughout the world in any media.
12. Links to Third Party Sites. You may be able to access information from, or link to, third party websites or APIs (“Linked Sites”) from the Platform. Linked Sites are not, however, reviewed, controlled or examined by us in any way and we are not responsible for the content, availability, accuracy, advertising, products, information or use of user information or other materials of any such Linked Sites, or any additional links contained therein. These links do not imply our endorsement of the Linked Sites. It is your sole responsibility to comply with the appropriate terms of service and privacy policies of the Linked Sites as well as with any other obligation under copyright, secrecy, defamation, decency, privacy, security and export laws related to the use of such Linked Sites and any content contained thereon. In no event shall we be liable, directly or indirectly, to anyone for any loss or damage arising from or occasioned by the creation or use of the Linked Sites or the information or material accessed through these Linked Sites. You should direct any concerns to that website’s administrator or webmaster. We reserve the exclusive right, at our sole discretion, to add, change, decline or remove, without notice, any feature or link to any of the Linked Sites from the Platform and/or introduce diﬀerent features or links to diﬀerent users. Permission must be granted by us for any type of link to the Platform. To seek our permission, you may write to us at the address below. We reserve the right, however, to deny any request or rescind any permission granted by us to link through such other type of link, and to require termination of any such link to the Platform, at our discretion at any time.
13. Modification of Platform; Rules of Use. We reserve the right, for any reason, in our sole discretion and without notice to you, to terminate, change, suspend or discontinue any aspect of the Platform, including, but not limited to, information, products, data, text, music, sound, photographs, graphics, video, messages or other materials, features and/or hours of availability, and we will not be liable to you or to any third party for doing so. We may also impose rules for and limits on use of the Platform or restrict your access to part, or all, of the Platform without notice or penalty. We have the right to change these rules and/or limitations at any time, in our sole discretion.
14. Modification of Terms. We may modify these Terms from time to time without notice to you. The provisions contained herein supersede all prior notices or statements regarding our Terms with respect to this Platform. We encourage you to check the Platform frequently to see the current Terms in eﬀect and any changes that may have been made. By using the Platform following any modiﬁcations to the Terms, you agree to be bound by the modifications.
15. Platform Monitoring. DM reserves the right, but accepts no obligation, to monitor any activity and content on the Platform, and to investigate any reported violations of applicable law, rule or regulation applicable to Users, Buyers or transactions on the Platform and take action that it deems appropriate, including but not limited to issuing warnings, suspending or terminating service, denying access or removing any content from the Platform.
16. Transactions Outside of the U.S. Many of the DM services are accessible to Sellers, Users and Buyers outside of the United States. Sellers, Users and Buyers are responsible for complying with all laws and regulations applicable to the international sale, purchase, and shipment of items. We do not represent that materials on the Platform are appropriate or available for use in locations outside the United States. Persons who choose to access the Platform from other locations do so on their own initiative, and are responsible for compliance with local laws, if and to the extent local laws are applicable.
18. Legal Compliance. The Platform may be used only for lawful purposes and in a lawful manner. Sellers, Users and Buyers agree to comply with all applicable laws, rules and regulations in connection with their use of the Platform. Without limiting the generality of the foregoing, you agree to comply with all applicable laws regarding the transmission of data exported from the United States or the country in which you reside as well as the restrictions on import or export of Items from the Seller’s country to your country.
19. Platform Unavailability. Temporary interruptions in the availability of the Platform may occur from time to time as normal events. In addition, we may elect to cease making available the Platform or any portion of the Platform at any time and for any reason. Under no circumstances will DM or the Sellers be held liable for any damages due to such interruptions or lack of availability.
20. Prohibited Uses. DM speciﬁcally prohibits any use of the Platform, and requires all Users to agree not to use the Platform, to transmit or transfer (by any means) information or software derived from the Platform to foreign countries or certain foreign nations in violation of US export control laws; or attempting to interfere in any way with the Platform’s or DM’s networks or network security, or attempting to use the Platform to gain unauthorized access to any other computer system.
21. Security Rules. Violations of system or network security may result in civil or criminal liability. DM will investigate occurrences and may involve, and cooperate with, law enforcement authorities in prosecuting the user or users who are involved in such violations. Sellers, Users and Buyers are prohibited from violating or attempting to violate the security of the Platform, including, without limitation, the following: (i) accessing data not intended for you or logging into a server or account which you are not authorized to access; (ii) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; (iii) attempting to interfere with service to any user, host or network, including, without limitation, via means of submitting a virus, worm, Trojan Horse or other harmful code to the Platform, overloading, “ﬂooding”, “mailbombing” or “crashing”, or sending unsolicited e-mail, including promotions and/or advertising of products or services; or (iv) forging any TCP/IP packet header or any part of the header information in any e-mail or newsgroup posting.
22. Termination of Use. DM expressly reserves the right to terminate the use of, or to refuse to permit the use of, the Platform by any person or entity, at the sole discretion of DM, for any reason or no reason at all, and without prior notice. Without limiting the foregoing, and without limiting other available remedies, DM may suspend or terminate this Agreement if, in DM’s sole judgment, DM suspects that you have engaged in fraudulent or illegal activity in connection with the Platform, or breaches this Agreement. In the event of termination, any rights or obligations regarding pending or completed purchases, or your indemnity obligations related to use of the Platform, shall survive such termination.
23. Indemnity. A Platform user agrees to indemnify, defend and hold DM, Design Commerce Technologies, Inc. and (as applicable) its and their parents, affiliates and subsidiaries, and their respective directors, officers, employees, agents, shareholders, partners, members, successors and assigns, contractors, and representatives or service providers, harmless from any loss, claim or demand, including reasonable attorneys’ fees, in any way arising from, related to or in connection with its use of the Platform, its purchase of Items, the nature or quality of Items, disputes with any Seller or Buyer, as the case may be, in connection with use of the Platform, their violation of any law or of these Terms or their posting or transmission of any User Content or materials on or through the Platform, including, but not limited to, any third party claim that any information or materials such Platform user provides infringes any third party proprietary right. All Platform users agree to cooperate as fully as reasonably required in the defense of any claim. This indemniﬁcation obligation will survive the termination of these Terms and your use of the Platform.
24. Disclaimer of Warranties.
(a) You understand and agree that: The Platform is provided on an “AS-IS” and “AS AVAILABLE” basis. DM makes no representation or warranty of any kind, express or implied, with respect to the Platform, any Item(s) oﬀered for sale or sold on or through the Platform, or any Seller, including without limitation: (i) any representation or warranty regarding the character, reputation or business practices of the Seller; (ii) any representation or warranty with respect to title to or delivery of any Item; (iii) any representation or warranty with respect to intellectual property rights in any Item; (iv) any representation or warranty concerning the availability, accuracy, completeness, usefulness, or content of information; (v) any representation or warranty of title, non-infringement, merchantability or ﬁtness for a particular purpose; (vi) any representation or warranty that the Platform meets the User’s requirements, will always be accessible, uninterrupted, timely, secure or operate without error or that defects will be corrected; or (vii) any representation or warranty that any Item conforms to its description or the colors, texture and detail shown on the User’s computer monitor.
(b) Buyer should direct any questions or claims regarding a Transaction on the Gallery Platform or DMBX to DM.
(c) DM does not endorse, warrant or guarantee any products or services oﬀered or provided by or on behalf of Sellers on or through the Platform. DM is not a direct party to any transaction between Buyers and Sellers. No advice, results or information, or materials whether oral or written, obtained by you through the Platform shall create any warranty by DM not expressly made herein. If you are dissatisﬁed with the Platform, please discontinue using the Platform.
(d) Any material downloaded or otherwise obtained through the Platform is done at your own discretion and risk, and you will be solely responsible for any damage that results from the download of any such material.
25. Release. You expressly release DM, Design Commerce Technologies, Inc., its and their parents, affiliates and subsidiaries, and their respective directors, oﬃcers, employees, agents, shareholders, partners, members, successors and assigns, contractors, and representatives or service providers (the “Released Parties”), and each of the foregoing, from any and all manner of action, claim or cause of action or suit, at law or in equity, and from any and all losses, damages, costs or expenses, including without limitation court costs and attorneys’ fees, which you may have against the Released Parties, or any of them, known or unknown, disclosed or undisclosed, which arise out of or relate in any way to a dispute. You further waive any applicable rights under Section 1542 of the California Civil Code, and any similar law of any applicable jurisdiction, which states: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially aﬀected his settlement with the debtor.” You agree that no joint venture, partnership, employment, or other agency relationship exists between you and DM as a result of these Terms or your use of the Platform.
26. LIMITATION OF LIABILITY. IN NO EVENT SHALL A RELEASED PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES ARISING FROM, OR DIRECTLY OR INDIRECTLY RELATED TO THE USE OF, OR THE INABILITY TO USE, THE PLATFORM OR THE CONTENT, MATERIALS AND FUNCTION RELATED THERETO, INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUE, OR ANTICIPATED PROFITS, OR LOST BUSINESS, DATA OR SALES, OR COST OF SUBSTITUTE SERVICES, EVEN IF DM OR ITS REPRESENTATIVE OR SUCH INDIVIDUAL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN NO EVENT SHALL THE TOTAL LIABILITY OF DM TO ANY USER FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE OR OTHERWISE) ARISING FROM THE TERMS OR YOUR USE OF THE PLATFORM EXCEED, IN THE AGGREGATE, $100.00. WITHOUT LIMITING THE FOREGOING, IN NO EVENT SHALL A RELEASED PARTY PROVIDING INFORMATION ON THIS PLATFORM HAVE ANY LIABILITY FOR ANY DAMAGES OR LOSSES ARISING OUT OUR OR OTHERWISE INCURRED IN CONNECTION WITH THE LOSS OF ANY DATA OR INFORMATION CONTAINED IN YOUR ACCOUNT OR OTHERWISE STORED BY OR ON BEHALF OF DM.
27. Arbitration; Waiver of Jury Trial and Class Action. Any dispute, controversy or claim arising out of or relating to this Agreement, or its breach, which cannot be resolved between the parties through negotiation within thirty (30) days, shall be submitted to the American Arbitration Association (“AAA") for mandatory binding arbitration in front of a single arbitrator chosen in accordance with the AAA Rules. Discovery shall be permitted, but only to the extent that the documents are directly relevant to and needed for fair resolution of one or more of the issues of importance and can be located and produced at a cost that is reasonable in the context of all surrounding facts and circumstances. When the cost and burden of discovery are disproportionate to the likely importance of the requested materials, the arbitrator may deny the requests or require that the requesting party advance the reasonable cost of production to the other party. The arbitrator may not award non-monetary or equitable relief of any sort, nor award damages inconsistent with this Agreement. All aspects of the arbitration shall be treated as confidential. Neither the parties nor the arbitrator may disclose the existence, content or results of the arbitration, except as necessary to enforce the results of the arbitration or to comply with legal or regulatory requirements. The arbitrator shall render its award in writing and will include the findings of fact and conclusion of law upon which the award is based. The result of the arbitration shall bind the parties, and judgment on the arbitrators’ award may be entered in any court having jurisdiction. In addition to any and all other relief to which a Party may be entitled, the arbitrator shall award reasonable attorneys’ fees and costs, including reasonable expert witness fees and costs, to the prevailing party (should there be one) in any such arbitration. The parties surrender and waive the right to submit any dispute to a court or jury, or to appeal to a higher tribunal. The parties agree to arbitration on an individual basis. Where enforceable, NEITHER PARTY SHALL BE ENTITLED TO JOIN OR CONSOLIDATE CLAIMS BY OR AGAINST OTHER SELLERS OR OTHER PERSONS, OR ARBITRATE ANY CLAIM AS A CLASS REPRESENTATIVE, CLASS MEMBER OR IN A PRIVATE ATTORNEY GENERAL CAPACITY. UNLESS BOTH PARTIES AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S). ANY RELIEF AWARDED CANNOT AFFECT OTHER USERS/SELLERS. If any provision of this arbitration agreement is found unenforceable, the unenforceable provision shall be severed, and the remaining arbitration terms shall be enforced (but in no case shall there be a class arbitration). Notwithstanding the foregoing, nothing in this Agreement shall prohibit either party from seeking and obtaining from a court of competent jurisdiction (without necessity of posting bond) injunctive relief in order to preserve the status quo and/or avoid irreparable harm for which monetary damage would be insufficient. The place of arbitration shall be Miami-Dade County, Florida, USA, and the proceedings shall be conducted in the English language. These Terms shall be governed by the United States Federal Arbitration Act to the exclusion of any inconsistent state laws, and the arbitrator shall follow the law and judicial precedents that a United States District Judge sitting in the Southern District of Florida would apply to the dispute.
28. Choice of Law. These Terms, and any dispute arising therefrom, shall be governed by and in accordance with the laws of the State of Florida without regard to conflicts of law.
29. Notices. Any notices shall be given by postal mail addressed to Design Miami II LLC, 3841 NE 2nd Avenue, Suite 400, Miami, FL 33137, or, if to a User, to the e-mail address provided to DM and currently on record. Notices shall be deemed to have been given 24 hours after the e-mail was sent, unless DM is notiﬁed that the e-mail address is invalid, in which event DM may give notice by mail at the address provided to DM by the User upon registration. Notice given by mail shall be deemed to have been given three (3) business days after the date of mailing.
30. General. Any disputes arising under this Agreement shall be submitted to binding arbitration as set forth herein. If any provision of this Agreement is deemed unlawful, void or for any reason unenforceable, such provision(s) will be deemed severable from the rest of this Agreement and will not aﬀect the validity and enforceability of the rest of the Terms. Failure of DM to exercise any rights or remedies will not constitute a waiver of any rights or remedies available to DM under these Terms or at law. These Terms represent the entire agreement between Users and DM and supersede and replace any other agreement between the parties including but not limited to any previous Terms as they may have applied between Users and DM. DM may assign this Agreement. Paragraph headings are for convenience only and not for interpretation of these Terms.
31. Contact Us. To contact us with any questions or concerns in connection with these Terms, or the Platform, please write to us at: Design Miami II LLC, 3841 NE 2nd Avenue, Miami, Florida, 33137, or e-mail us at firstname.lastname@example.org.