End User License Agreement and Terms of Service
This End User License Agreement and Terms of Service (the “EULA”) is a binding contract between you, an individual user (“you”) and Studio21 Designs Inc. ( “Studio 21”) , (“us” or “we”) governing your use of Studio21 services (the “Service”) using the Studio21website (the “Website”). BY INSTALLING OR OTHERWISE ACCESSING OR USING THE SERVICE, YOU AGREE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THE EULA. IF YOU DO NOT AGREE, THEN YOU MAY NOT USE THE SERVICE.
The Service is a platform enabling people seeking interior design services (“Clients”) to receive a custom interior design, including one final design rendering, and one revision of the final design rendering based on user comments (Clients are “Users”).
Third Party Fees. Your may incur third party fees through use of the Service, such as fees charged by your Carrier for data usage. In addition, you may be subject to third party terms, through your use of the Service, such as your Carrier’s terms of service. You acknowledge and agree that you are solely responsible for all such fees incurred by you for use of the Service, and you agree to pay all such fees and abide by all such terms.
Changes to the EULA. We may revise the EULA at any time by posting an updated version. You should visit this page periodically to review the most current EULA, because you are bound by it. Your continued use of the Service after a change to the EULA constitutes your binding acceptance of the EULA.
Eligibility. If you are using or opening an account on the Service on behalf of a company, entity, or organization (each a “Subscribing Entity”), then you represent and warrant that you: (i) are an authorized representative of that Subscribing Entity with the authority to bind such entity to the EULA and (ii) agree to be bound by the EULA on behalf of such Subscribing Entity.
Children. No part of the Service is directed to persons under the age of 13. IF YOU ARE UNDER 13 YEARS OF AGE, PLEASE DO NOT USE OR ACCESS THE SERVICE AT ANY TIME OR IN ANY MANNER. If you are under 18 years of age, you represent and agree that you possess the legal consent of your parent or guardian to access and use the Service.
- Scope of License to Users.
License Grant to You. The Service is licensed, not sold, to you for use only under the terms of the EULA. Subject to your complete and ongoing compliance with the terms and conditions of the EULA, Studio21 hereby grants you a personal, limited, revocable, non-transferable license to access and use the Website and the App, in both instances solely for your own use or for the use of the Subscribing Entity on whose behalf you are authorized to act.
License Limitations. You may not modify, alter, reproduce, or distribute the website. You may not directly rent, lease, lend, sell, redistribute or sublicense the Service. You may not copy, decompile, reverse engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of any portion of the Service, any updates, or any part thereof (except as and only to the extent any foregoing restriction is prohibited by applicable law), nor attempt to disable or circumvent any security or other technological measure designed to protect the Service or any content available through the Service. If you breach these license restrictions, or otherwise exceed the scope of the licenses granted in the EULA, then you may be subject to prosecution and damages, as well as liability for infringement of intellectual property rights, and denial of access to the Service.
3. Registration and Eligibility.
Client. To become a Studio21 Designs Client, you must provide your name and email address. You will also take a user survey (to help us determine your preferred design styles), provide us photos of your space, and provide us additional information about your room and project. The designer will then provide you suggestions for your space according to your service selected.
4. Content You Submit; License Grants from You.
Your Content. If you are a Client, you may be able to create, post, or share content, such as pictures of your space, floor plans and household objects (“Client Content”) Studio21 claims no ownership or control over any Client Content. You or a third-party licensor, as appropriate, retain all copyright, patent, and trademark rights to any of your Content that you post on or through the Service. You are responsible for protecting those rights.
You Must Have Rights to the Content You Post. You represent and warrant that: (i) you own Client Content or otherwise have the right to grant the license set forth in the EULA, (ii) the posting and use of Client Content on or through the Service does not violate the privacy rights, publicity rights, copyrights, contract rights, intellectual property rights, or any Fees. The fee (the “Fee”) to be charged to Clients for each Custom Room Design will be set forth on the Service.
For “Package A” the Fee is due and payable in advance of Client’s design or product recommendation process.other rights of any person, and (iii) the posting of Client Content on the Service does not result in a breach of contract between you and a third party. You agree to pay for all royalties, fees, and any other monies owing any person by reason of Client Content that you post on or through the Service You also acknowledge and agree that Client Content is non-confidential and non-proprietary.
5. Fees; Payments.
For Package “B” a deposit of 50% of the total Fee is payable in advance. The balance of the fee ( the “Balance”) is payable before issuing any finalized design. Once the Balance is received Studio21 will issue the outstanding works of any design package within 30 days. Please refer to the Design Timeline for more information.
Payments. The Service currently uses third parties to process payments. Our third-party payment processors accept payments through various payment cards, as detailed on the applicable payment screen. All monetary transactions on the Service will take place in the currency corresponding to the country of residence nominated by the Client.
Taxes. Clients are responsible for determining and paying the appropriate government taxes, fees, and service charges resulting from a transaction occurring through the Service, except for taxes on Studio21 income on the design service Fee. We are not responsible for collecting, reporting, paying, or remitting to you any such taxes, fees, or service charges, except as may otherwise be required by law.
Refunds. Studio21 Designs only offers refunds as set out in the Q&A section of this website.
Third Party Materials
You understand that by using the Service, you may encounter data, information, applications, materials and other content from third parties, including other users (collectively, “Third Party Materials”), and data, information, applications, materials and other content from Studio21 (collectively, “Studio21Content” and, together with Third Party Materials, but excluding Your Content, “Service Content”), that may be offensive, indecent, or objectionable Nevertheless, you agree to use the Service at your sole risk and that Studio21 shall not have any liability to you for any Service Content that may be found to be offensive, indecent, or that is inaccurate, incomplete, untimely, invalid, illegal, indecent, of poor quality or otherwise objectionable You use the Service, and rely upon any Service Content accessible through the Service, at your sole risk.
In addition, third party services and Service Content that you may access is not available in all languages or in all countries. Studio21 makes no representation that the Service, any third party services, and Service Content are appropriate or available for use in any particular location. To the extent you choose to access such services or materials, you do so at your own initiative and are responsible for compliance with any and all applicable laws.
9. Your Use of the Service and Service Content.
Your right to use the Service is a privilege, not a right, and is expressly conditioned on the following:
You may access the Service solely as intended through the provided functionality of the Service and as permitted under the EULA.
You agree not to copy, reproduce, distribute, publish, display, perform, transmit, stream or broadcast any part of the Service without Studio21 prior written authorization, including, by way of example and not limitation, by doing or engaging in any of the following without Studio21 express written consent:
I. altering, defacing, mutilating or otherwise bypassing any approved software through which the Service is made available; and
- using any trademarks, service marks, design marks, logos, photographs or other content belonging to Studio21 or obtained from the Service.
You agree not to undertake, cause, permit or authorize the translation, reverse engineering, disassembling or hacking of any aspect of the Service, including any Service Content available on or through the Service, or attempt to do any of the foregoing, except and solely to the extent permitted by the EULA, the authorized features of the Service, or by law, or otherwise attempt to use or access any portion of the Service other than as intended by Studio21.
You agree not to use, display, mirror, frame or utilize framing techniques to enclose the Service, including any Service Content available on or through the Service, or any portion thereof, through any other application or website, unless and solely to the extent Studio21 makes available the means for embedding any part of the Service or Service Content.
You agree not to access, tamper with, or use non-public areas of the Service, Studio21 (and its hosting company’s) computer systems and infrastructure, or the technical delivery systems of Studio21 providers.
You agree not to harass, abuse, harm or advocate or incite harassment, abuse or harm of another person or group, including Studio21 employees and other users.
You agree not to provide any false personal information to Studio21 or create a false identify or impersonate another person or entity in any way.
You agree not to create a new account with Studio21, without Studio21 express written consent, if Studio21 has previously disabled an account of yours.
You agree not to solicit, or attempt to solicit, personal information from other users.
You agree not to restrict, discourage or inhibit any person from using the Service, disclose personal information about a third person on the Service or obtained from the Service without the consent of such person, or collect information about users.
You agree not to use the Service, without Studio21 express written consent, to communicate or facilitate any commercial advertisement or solicitation, except as expressly permitted in the EULA.
You agree not to gain unauthorized access to the Service, to other users’ accounts, names or personally identifiable information, or to other computers or websites connected or linked to the Service.
You agree not to post, transmit or otherwise make available any virus, worm, spyware or any other computer code, file or program that may or is intended to disable, overburden, impair, damage or hijack the operation of any hardware, software or telecommunications equipment, or any other aspect of the Service or communications equipment and computers connected to the Service.
You agree not to interfere with or disrupt the Service, or networks or servers connected to the Service, or violate the regulations, policies or procedures of such networks or servers.
You agree not to violate any applicable federal, state or local laws or regulations or the EULA.
You agree not to assist or permit any persons in engaging in any of the activities described above.
10. Consent to Use of Data.
The Service, Service Content, and the media and materials contained therein, including all intellectual property rights therein, are the sole and exclusive property of Studio21 and its licensors. Except for the limited licenses expressly granted to you under the EULA, no other rights, licenses, or immunities are granted or will be deemed to be granted to you under the EULA, either expressly, or by implication, estoppel or otherwise.
We appreciate hearing from our users and welcome your comments regarding the Service Please be advised, however, that if you send us creative ideas, suggestions, inventions, or materials (“Creative Ideas”), we will:
I. own, exclusively, all now known or later discovered rights to the Creative Ideas;
II. not be subject to any obligation of confidentiality and will not be liable for any use or disclosure of any Creative Ideas; and
III. be entitled to unrestricted use of the Creative Ideas for any purpose whatsoever, commercial or otherwise, without compensation to you or any other person.
13. Consequences of Violating These Terms.
We reserve the right to suspend or terminate your account and prevent access to the Service for any reason, at our discretion. We reserve the right to refuse to provide the Service to you in the future. Studio21may review and remove any of Client Content at any time for any reason, including activity which, in its sole judgment: violates the EULA; violates applicable laws, rules, or regulations; is abusive, disruptive, offensive or illegal; or violates the rights of, or harms or threatens the safety of, Users of the Service. You are responsible for any claims, fees, fines, penalties, and other liability incurred by us or others caused by or arising out of your breach of the EULA and your use of the Service.
14. Our Liability.
Changes to the Service .We may change, suspend, or discontinue any aspect of the Service at any time, including hours of operation or availability of the Service or any feature, without notice or liability.
User Disputes. We are not responsible for any disputes or disagreements between you and any third party you interact with using the Service. This includes disputes between Client and Designers. You assume all risk associated with dealing with third parties. You agree to resolve disputes directly with the other party. You release Studio21 of all claims, demands, and damages in disputes among users of the Service You also agree not to involve us in such disputes. Use caution and common sense when using the Service. You understand that Studio21 does not currently conduct background checks, including criminal background checks, on its Users. Studio21 makes no representations or warranties as to the conduct of Users. IN NO EVENT WILL THE RELEASED PARTIES (AS DEFINED BELOW) BE LIABLE FOR ANY DAMAGES WHATSOEVER, WHETHER DIRECT, INDIRECT, GENERAL, SPECIAL, COMPENSATORY, CONSEQUENTIAL, AND/OR INCIDENTAL, ARISING OUT OF OR RELATING TO THE CONDUCT OF YOU OR ANYONE ELSE IN CONNECTION WITH THE USE OF THE SERVICE, INCLUDING WITHOUT LIMITATION, BODILY INJURY, EMOTIONAL DISTRESS, AND/OR ANY OTHER DAMAGES RESULTING FROM COMMUNICATIONS OR MEETINGS WITH OTHER USERS OF THIS SERVICE OR PERSONS YOU MEET THROUGH THE SERVICE YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL INTERACTIONS WITH OTHER USERS OF THE SERVICE, PARTICULARLY IF YOU MEET OFFLINE OR IN PERSON YOU ASSUME ALL RISK WHEN ENGAGING THE SERVICES OF ANY OTHER USER AND IN CONNECTION WITH USING THE SERVICE, INCLUDING BUT NOT LIMITED TO ANY RISKS ASSOCIATED PROVIDING ANY SERVICES TO ANY CLIENT, INCLUDING ALL RISKS OF PHYSICAL OR EMOTIONAL INJURY OR HARM RESULTING ANY WAY OR ARISING OUT OF INSTALLATION SERVICES OR CLIENTS OBTAINED THROUGH THE SERVICE ALL USERS, , HEREBY EXPRESSLY AGREE NOT TO HOLD THE RELEASED PARTIES LIABLE FOR ANY INSTALLATION, INSTRUCTION, ADVICE OR SERVICES DELIVERED WHICH ORIGINATED THROUGH THE SERVICE AND THE RELEASED PARTIES EXPRESSLY DISCLAIM ANY LIABILITY WHATSOEVER FOR ANY DAMAGE, SUITS, CLAIMS, AND/OR CONTROVERSIES THAT ARISE OR RELATED IN ANY WAY TO THE SERVICE, THE INFORMATION PROVIDED THROUGH THE SERVICE AND THE SERVICES PROVIDED BY OR TO ANY USER OF THE SERVICE.
Content Accuracy. We make no representations about accuracy, reliability, completeness, or timeliness of any contents of the Service, including Designs. Similarly, we make no representations about accuracy, reliability, completeness, or timeliness of any data from a third-party service provider or the quality or nature of third-party products or services obtained through the Service Use the Service at your own risk.
Third-Party Websites. The Service may include links to third party websites and applications You are responsible for evaluating whether you want to access or use them We are not responsible for and do not endorse any features, content, advertising, products, or other materials on other websites or applications You assume all risk and we disclaim all liability arising from your use of them.
We make no promises and disclaim all liability of specific results from the use of the Service.
The EULA is effective until terminated by you or Studio21. Your rights under the EULA will terminate automatically without notice from Studio21 if you fail to comply with any term(s) of the EULA (including by violating any license restriction provided herein). Upon any termination of the EULA, you must immediately cease all use of the Service If you are a Winning Designer and terminate your account before you have completely delivered the Design Package, you may not be allowed to use the Service in the future.
“Released Parties” include Studio21 and its affiliates, officers, employees, agents, partners, and licensors. YOU EXPRESSLY UNDERSTAND AND AGREE THAT: (A) YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK, AND THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND THE RELEASED PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES AS TO PRODUCTS OR SERVICES OFFERED BY BUSINESSES LISTED ON THE SERVICE, IMPLIED WARRANTIES OF MERCHANT ABILITY AND FITNESS FOR A PARTICULAR PURPOSE, (B) THE RELEASED PARTIES MAKE NO WARRANTY THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS, (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE, INCLUDING DATA, WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY GOODS, DATA OR SERVICE AVAILABLE ON THE SERVICE WILL MEET YOUR EXPECTATIONS AND, (iv) ANY ERRORS IN THE SERVICE WILL BE CORRECTED; AND (C) ANY MATERIAL OBTAINED THROUGH THE USE OF THE SERVICE IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM THE USE OF ANY SUCH MATERIAL.
Studio 21 is responsible for visual aspects only, and all specifications provided relate solely to the appearance of the space and not to matters of electrical or structural soundness and/or safety. Any work as a result of our design must be approved and carried out by qualified professional persons. The implementation of this design must comply with the most stringent applicable federal and local safety and fire codes. Studio21 and any other Released Parties are not qualified to determine mechanical, electrical or structural appropriateness of the design and will not assume responsibility for damages resulting through improper engineering and/or implementation in the handling of the elements of the design.
Limitation of Liability.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT THE RELEASED PARTIES WILL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF Studio21 HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SERVICE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH, FROM, OR AS A RESULT OF THE SITE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY USER OR THIRD PARTY ON THE SERVICE; (v) YOUR RELIANCE ON CONTENT OR DATA MADE AVAILABLE BY US; OR (vi) ANY OTHER MATTER RELATING TO THE SERVICE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS IN THIS PARAGRAPH MAY NOT APPLY TO YOU.
TO THE FULLEST EXTENT POSSIBLE BY LAW, THE RELEASED PARTIES’ MAXIMUM LIABILITY ARISING OUT OF OR IN CONNECTION WITH THE SERVICE OR YOUR USE OF COMPANY CONTENT, REGARDLESS OF THE CAUSE OF ACTION (WHETHER IN CONTRACT, TORT, BREACH OF WARRANTY, OR OTHERWISE), WILL NOT EXCEED THE GREATER OF THE FEES YOU HAVE PAID TO Studio21 AND CAD$100.
You agree to defend, indemnify, and hold harmless the Released Parties from and against any claims, actions, or demands, including without limitation reasonable legal and accounting fees, alleging or resulting from (i) your use of or reliance on any third-party content, (ii) your use of or reliance on any Studio21 Content or Designs, or (iii) your breach of the EULA We will provide notice to you promptly of any such claim, suit, or proceeding.
19. Third Party Disputes.
Studio21 IS NOT AFFILIATED WITH ANY CARRIER, SERVICE PROVIDER, OR THIRD PARTY SERVICE, AND ANY DISPUTE YOU HAVE WITH ANY CARRIER, SERVICE PROVIDER, THIRD PARTY SERVICE OR OTHER THIRD PARTY, INCLUDING, WITHOUT LIMITATION, ANY OTHER USER OF THE SERVICE, IS DIRECTLY BETWEEN YOU AND SUCH THIRD PARTY, AND YOU IRREVOCABLY RELEASE THE RELEASED PARTIES FROM ANY AND ALL CLAIMS, DEMANDS AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES.
20. Dispute Resolution.
The EULA and the relationship between you and Studio21 will be governed by the laws of the Province of British Columbia, Canada without regard to its conflict of law provisions. You and Studio21 agree to submit to the personal and exclusive arbitration of any disputes relating to your use of the Service under the rules of the British Columbia International Commerce Arbitration Centre .Any such arbitration, to the extent necessary, shall be conducted Vancouver, British Columbia, Canada. You covenant not to pursue Studio21 in any other forum.
You also acknowledge and understand that, with respect to any dispute with the Released Parties arising out of or relating to your use of the Service or the EULA:
0. YOU ARE GIVING UP YOUR RIGHT TO HAVE A TRIAL BY JURY;
1. YOU ARE GIVING UP YOUR RIGHT TO SERVE AS A REPRESENTATIVE, AS A PRIVATE ATTORNEY GENERAL, OR IN ANY OTHER REPRESENTATIVE CAPACITY, OR TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, IN ANY LAWSUIT INVOLVING ANY SUCH DISPUTE; AND
2. YOU MUST FILE ANY CLAIM WITHIN ONE (1) YEAR AFTER SUCH CLAIM AROSE OR IT IS FOREVER BARRED.
Assignment. You may not assign this EULA or any of the rights or licenses granted hereunder, directly or indirectly, including by sale, merger, change of control, operation of law or otherwise, without the prior written consent of Studio21. Studio21 may assign the EULA, including all its rights hereunder, without restriction.
Survival. The provisions of the EULA that are intended to survive the termination of the EULA by their nature will survive the termination of the EULA, including, but not limited to, Sections 1 (General), 4 (Content You Submit; License Grants from You), 9 (Your Use of the Service and Service Content), 10 (Consent to Use of Data), 11 (Ownership), 12 (Feedback), 14 ( Our Liability), 15 (Termination), 16 (Disclaimer), 17 (Limitation of Liability), 18 (Indemnity), 19 (Third Party Disputes), 20 (Dispute Resolution), and 21 (Miscellaneous).
Contacting Studio21. You can contact Studio21, Inc. by e-mail at firstname.lastname@example.org