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Welcome to ProWedding Digilab!
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1. You and ProWedding Digilab
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1.1. Your Agreement with ProWedding Digilab
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1.1.1.
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Your use of PWD Products and Services (as defined in section 2. ProWedding Digilab
Products and Services) is governed by a legal agreement between you and PWD. PWD
refers to Professional Wedding Digilab, LLC; 8601 Dunwoody Place, Suite 346, Sandy
Springs, GA 30350, United States of America. This document describes that agreement
and defines some of its terms.
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1.1.2.
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The agreement between you and PWD contains terms that are set forth herein and are
always included. These are referred to as "Basic Terms".
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1.1.3.
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In addition, there may be other terms that are based on your specific relationship
with PWD and are defined within that specific relationship. These are referred to
as "Specific Use Terms".
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1.1.4.
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Taken together, the "Basic Terms" and "Specific Use Terms" are referred to as the
"Terms of Use" or "Terms".
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1.1.5.
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In case of a conflict between "Basic Terms" and "Specific Use Terms", the "Specific
Use Terms" will apply.
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1.2. Acceptance of Terms of Use
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1.2.1.
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In order to use PWD Products and Services, you must accept these Terms of Use. If
you are unwilling to do so, you must exit this site now. Failure to do so will constitute
acceptance of these Terms.
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1.2.2.
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If you are 18 years of age or older you may access the website so long as such access
does not violate any local, state, provincial, Federal or other laws of the country
that the you reside in or from which you access PWD Products and Services.
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1.2.3.
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Use of PWD Products and Services including, but not limited to, accessing the PWD
website, constitutes acceptance of this agreement.
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1.3. Language of the Terms of Use
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1.3.1.
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The language of this agreement is English.
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1.3.2.
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Any requests, inquiries, communications or complaints filed in connection with this
document must be done in English.
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1.3.3.
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It is your responsibility to provide any and all translations needed in connection
with your understanding of this document. PWD bears no responsibility for the accuracy
of any such translation.
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2. ProWedding Digilab Products and Services
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2.1. PWD Products and Services
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2.1.1.
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PWD owns and operates its web site in order to provide products and services to
its customers to support their business with their customers. PWD customers are
primarily studios and photographers that shoot events, primarily weddings, and their
customers are typically brides. These products and services are herein referred
to as PWD Products and Services.
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2.1.2.
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PWD will, at its sole discretion, decide which PWD Products and Services will be
offered, how they will be delivered and what their specific features will be.
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2.1.3.
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PWD product and services, including any software delivered or used in conjunction
therewith, may change from time to time without notice. This includes:
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2.1.3.1.
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The removal or modification of previously offered products and services, and/or
their features
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2.1.3.2.
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The addition of new features to previously offered products and services
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2.1.3.3.
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The addition of new products and services
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2.1.4.
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Certain PWD Products and Services are quantity based that do not currently require
minimums and/or set maximums for those quantities. These include, but are not limited
to, the number of images in an upload, the number of uploads a month for certain
membership type or types, and the number of "Family & Friends" users that a bride
can define. PWD reserves the right to require minimums and/or set maximums where
none currently exist. Notice of these changes will be posted as appropriate on the
PWD website.
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2.1.5.
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Certain PWD Products and Services are quantity based that currently require minimums
and/or set maximums for those quantities. These include, but are not limited to,
minimum number of images for image selection services, minimum number of images
for proof print orders, and minimum products and services orders required to receive
certain defined discounts. PWD reserves the right to change these minimums and/or
maximums at any time. Notice of these changes will be posted as appropriate on the
PWD website.
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2.2.1.
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Content refers to the photographs and other images and information that you post,
access and/or allow others to post and/or access on the PWD web site. Property rights
of PWD, PWD customers, PWD business partners, PWD advertisers and others protect
this Content.
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2.2.2.
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PWD makes every reasonable effort to protect the ownership rights of the Content
posted on its site. You agree that you will respect the property rights of the owners
of the Content that you access on the PWD web site. Please see Section 4.5 for how
to report any incident of unauthorized use of protected Content.
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2.2.3.
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Content that you access on the PWD website is the sole responsibility of the owner
of that Content. To the extent that someone other than the owner places Content
on the site, the originator is then solely responsible for such Content including,
but not limited to, protection of the owner’s rights.
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2.2.4.
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PWD recognizes that it is not practical for it to review all Content that is posted
on its web site. Nonetheless, PWD reserves the right to review any and all Content
for whatever reasons it deems appropriate and to prevent or otherwise modify its
display.
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2.2.5.
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Your use of PWD Products and Services, including access to the web site, is at your
own risk regarding the nature of the Content that you may encounter. Please see
Section 4.5 for how to report any Content that you feel PWD should review.
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2.3.1.
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You understand that PWD Products and Services result in customized photographic
images that cannot be reused, have no resale value and that are non-refundable.
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2.3.2.
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PWD Products and Services may not be reproduced in any form without express written
consent from PWD and/or the product and/or service owner.
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2.3.3.
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You agree to pay for PWD Products and Services in advance of them being shipped
to you. Payment will include a reasonable charge for preparing the packing for shipping
and for shipping. PWD will collect and remit sales tax, as appropriate.
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2.3.4.
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PWD Products and Services will become your risk when PWD passes them to the shipping
carrier that you choose at the time of purchase. PWD will, where possible, provide
you with a tracking number for your shipment.
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3. Your Use of PWD Products and Services
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3.1.1.
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You have an unlimited, non-exclusive, non-assignable, non-transferable right to
use PWD Products and Services in accordance with specific product or service specification(s)
and these Terms, including protection of PWD and other ownership rights. You agree
that your use of the web site is legal and allowed by these Terms.
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3.1.2.
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In conjunction with your use of the PWD Products and Services, you will provide
PWD with certain information. You understand that PWD requests this information
to facilitate your order and that the accuracy of the information that you provide
is important. You attest to the accuracy of the information that you provide to
PWD.
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3.1.3.
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In conjunction with your use of PWD Products and Services, you will define one or
more user ids and passwords, along with other information that would be useful in
identifying you. You agree to make every effort to protect your user ids, passwords
and other information to prevent unauthorized access to the PWD web site. You agree
to contact PWD immediately, as set forth in Section 4.5, if you suspect unauthorized
use of your user id, password or other information.
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3.2. Your Access to PWD Products and Services
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3.2.1.
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You agree that you will access PWD Products and Services only via the PWD web site,
or as otherwise indicated by other agreements you may have with PWD.
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3.2.2.
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You may not copy, modify, de-code or reverse engineer PWD Products and Services,
including the PWD web site.
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3.2.3.
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You understand that posting content on the PWD web site requires the mailing of
disks and/or sending of images electronically to PWD. PWD assumes no responsibility
for the ability of public and private utilities and mail providers to successfully
deliver such images.
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3.2.4.
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There are certain technical steps required to post content to the PWD web site.
PWD reserves the right to modify content to display properly.
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3.3. Proprietary Information
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3.3.1.
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You recognize that some of the information you access is proprietary to PWD and
that you will treat it as such, including maintaining confidentiality where so indicated.
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3.3.2.
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Unless otherwise specifically permitted by PWD, you may not use or otherwise make
reference to the PWD name, logo, or other PWD images. This includes, but is not
limited to, the display of the PWD logo as part of your web site or marketing material.
You will not use any logo, mark or other design that could be confused with PWD.
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3.3.3.
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Nothing in your use of PWD Products and Services transfers or otherwise modifies
the ownership of or rights to any content that you post, access and/or allow others
to post and/or access on the PWD web site.
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4. Other Basic Terms
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4.1.2.
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You agree to use PWD Products and Services in accordance with the PWD Privacy Policy.
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4.2.1.
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You may terminate your relationship with PWD at any time by notifying PWD in writing
of your desire to do so. Such notification should be sent to the address set forth
at the beginning of this agreement.
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4.2.2.
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PWD may terminate this agreement at any time if:
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4.2.2.1.
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you have breached its terms, or have indicated that you no longer intend to comply
with them
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4.2.2.2.
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PWD is, for whatever reason, unable to deliver its products and services to you
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4.2.2.3.
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PWD determines that delivering its products and services to you is no longer in
its best interest
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4.3. EXCLUSION OF WARRANTY
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4.3.1.
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NOTHING IN THESE TERMS SHALL EXCLUDE OR LIMIT PWD’S WARRANTY OR LIABILITY FOR LOSSES
THAT APPLICABLE LAW DOES NOT ALLOW TO BE EXCLUDED OR LIMITED. SOME JURISDICTIONS
DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS OR THE LIMITATION
OR EXCLUSION OF LIABILITY FOR LOSS OR DAMAGE CAUSED BY NEGLIGENCE, BREACH OF CONTRACT
OR BREACH OF IMPLIED TERMS, OR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY,
ONLY THE LIMITATIONS THAT ARE LAWFUL IN YOUR JURISDICTION WILL APPLY TO YOU AND
OUR LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
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4.3.2.
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YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF PWD PRODUCTS AND SERVICES, INCLUDING
THE WEB SITE, IS AT YOUR SOLE RISK AND THAT PWD PRODUCTS AND SERVICES ARE PROVIDED
"AS IS" AND "AS AVAILABLE."
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4.3.3.
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PWD DOES NOT REPRESENT OR WARRANT TO YOU THAT:
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4.3.3.1.
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YOUR USE OF THE PRODUCTS AND SERVICES WILL BE UNINTERRUPTED, EFFICIENT, SECURE OR
FREE FROM ERROR,
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4.3.3.2.
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PWD PRODUCTS AND SERVICES WILL MEET YOUR REQUIREMENTS,
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4.3.3.3.
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THAT DEFECTS IN ANY SOFTWARE PROVIDED AS PART OF THE PRODUCTS AND SERVICES WILL
BE CORRECTED, AND
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4.3.3.4.
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ANY INFORMATION OBTAINED BY YOU AS A RESULT OF YOUR USE OF THE PRODUCTS AND SERVICES
WILL BE ACCURATE OR RELIABLE.
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4.3.4.
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ANY ITEMS, INCLUDING CONTENT, DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF
PWD PRODUCTS AND SERVICES IS DONE AT YOUR OWN RISK. YOU WILL BE SOLELY RESPONSIBLE
FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR ANY LOSS OF DATA THAT
RESULTS FROM THE DOWNLOAD OF ANY SUCH ITEMS.
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4.3.5.
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NO WARRANTY THAT IS NOT EXPRESSLY STATED IN THESE TERMS SHALL RESULT FROM ANY ADVICE
OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM PWD OR FROM PWD PRODUCTS
AND SERVICES. PWD FURTHER EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY
KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES
AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT.
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4.4. LIMITATION OF LIABILITY
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4.4.1.
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SUBJECT TO OVERALL PROVISION IN PARAGRAPH 4.3.1 ABOVE, YOU UNDERSTAND AND AGREE
THAT PWD SHALL NOT BE LIABLE TO YOU FOR:
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4.4.1.1.
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ANY DAMAGES THAT MAY BE INCURRED BY YOU, HOWEVER CAUSED. THIS SHALL INCLUDE, BUT
NOT BE LIMITED TO, ANY LOSS OF PROFIT, ANY LOSS OF GOODWILL OR BUSINESS REPUTATION,
ANY LOSS OF DATA SUFFERED, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES,
OR OTHER TANGILBLE OR INTANGIBLE LOSS;
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4.4.1.2.
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ANY LOSS OR DAMAGE WHICH MAY BE INCURRED BY YOU, INCLUDING BUT NOT LIMITED TO LOSS
OR DAMAGEAS A RESULT OF:
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4.4.1.2.1.
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ANY RELIANCE PLACED BY YOU ON THE COMPLETENESS, ACCURACY OR EXISTENCE OF ANY ADVERTISING,
OR AS A RESULT OF ANY RELATIONSHIP OR TRANSACTION BETWEEN YOU AND ANY ADVERTISER
OR SPONSOR WHOSE ADVERTISING APPEARS ON THE PWD WEB SITE;
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4.4.1.2.2.
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ANY CHANGES WHICH PWD MAY MAKE TO ITS PRODUCTS AND SERVICES, OR FOR ANY CESSATION
IN THE PROVISION OF PRODUCTS AND SERVICES (OR ANY FEATURES WITHIN THE PRODUCTS AND
SERVICES);
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4.4.1.2.3.
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THE DELETION OF, CORRUPTION OF, OR FAILURE TO STORE, ANY CONTENT AND OTHER COMMUNICATIONS
DATA MAINTAINED OR TRANSMITTED BY OR THROUGH YOUR USE OF PWD PRODUCTS AND SERVICES;
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4.4.1.2.4.
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YOUR FAILURE, INTENTIONAL OR OTHERWISE, TO PROVIDE PWD WITH ACCURATE ACCOUNT INFORMATION;
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4.4.1.2.5.
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YOUR FAILURE, INTENTIONAL OR OTHERWISE, TO KEEP YOUR PASSWORD OR ACCOUNT DETAILS
SECURE AND CONFIDENTIAL;
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4.4.2.
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THE LIMITATIONS ON PWD’S LIABILITY TO YOU IN PARAGRAPH 4.4.1 ABOVE SHALL APPLY WHETHER
OR NOT PWD HAS BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY
SUCH LOSSES ARISING.
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4.5. Copyright, Other Infringements & Other Notifications
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4.5.2.
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PWD will also review for appropriateness any content for which such a request is
submitted. PWD reserves the right to allow, not allow or modify the display of any
content for any reason. Requests for content review should be sent to
customerservice@prodweddingdigilab.com.
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4.6. Information on Linked Sites
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4.6.1.
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PWD provides you with information on its various business partners and others that
may offer products and services that are of interest to you. This information may
include links to other web sites.
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4.6.2.
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You understand that PWD has no control over the information offered by its partners,
whether directly through the PWD web site or through links provided on the PWD web
site.
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4.6.3.
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You agree that PWD has no responsibility for your use of any products or services
for which information was obtained either directly from or via a link provided on
the PWD web site.
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4.7. Basic Terms of Use Changes
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4.7.1.
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PWD may make changes to these Basic Terms of Use at any time. A new Basic Terms
of Use agreement will be available for review by clicking on Terms of Use from any
screen on the web site.
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4.7.2.
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You understand that by using PWD Products and Services, including the web site,
after the date on which these Basic Terms of Use have changed will constitute your
acceptance of these Terms of Use.
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4.8.1.
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You understand that any products or services you use that are provided by a third
party are subject to an agreement between you and that third party. The terms of
this agreement are not affected by, nor do not affect, your agreement for the use
of third party products or services.
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4.8.2.
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Excluding any products or services that PWD may provide to you under a separate
agreement, you understand that these Terms of Use constitute the entire agreement
between you and PWD.
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4.8.3.
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If any of the provisions of this agreement are determined to be invalid by any court
of law, then that provision will be removed from the agreement and the rest of the
agreement will remain in force.
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4.8.4.
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The laws of the State of Georgia shall govern this agreement and your relationship
with PWD. To resolve any legal matter arising out of this agreement, you agree and
PWD agree to submit to the exclusive jurisdiction of the courts in Fulton County,
Georgia.
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5. We’re Not Happy Until You Are Happy
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5.1. Quality PWD Products and Services Guaranteed
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5.1.1.
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PWD understands that the quality of PWD Products and Services is important to you.
PWD guarantees that the quality of PWD Products and Services will be comparable
to the quality of products and services available from commercial enterprises that
provide the same products and services as PWD.
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5.1.2.
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In accordance with the limitations set forth in Section 2.3.1 regarding the customized
nature of PWD Products and Services, PWD will make reasonable effort to ensure that
you are satisfied with the quality of the PWD Products and Services that you use.
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5.1.3.
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In order to ensure your satisfaction with the quality of PWD Products and Services,
PWD will, at its sole discretion and to the best of its ability, provide again the
PWD product or service with which you are not satisfied, or provide you with a refund
of all or part of the amount you paid for that PWD product or service.
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5.1.4.
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To report problems with the quality of PWD Products and Services, please send an
email to customerservice@proweddingdigilab.com,
or a written notice to PWD at the address set forth at the beginning of this agreement.
You may also call PWD toll-free at 866-912-0337. Please include your name and the
order number.
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5.2. PWD Products Damaged by Shipping and Handling
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5.2.1.
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You understand that the delivery of PWD Products and Services requires a process
of packaging by PWD and shipment to you via a third-party carrier. This process
is referred to as "shipping and handling".
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5.2.2.
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PWD makes a reasonable effort to ensure that PWD Products and Services are delivered
to you undamaged. PWD also understands that, despite its best efforts, the shipment
and handling process can deliver PWD Products and Services damaged, in whole or
in part.
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5.2.3.
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PWD will replace PWD Products and Services that are damaged during shipping and
handling, at no charge to you, in accordance with the following procedures:
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5.2.3.1.
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Where possible, refuse to accept delivery of items that are obviously damaged. Ask
the shipper to return the item to PWD.
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5.2.3.2.
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Contact PWD customer service upon receipt of the damaged delivery. To contact PWD
Customer Service and report problems with PWD Products and Services damaged during
shipping and handling, please send an email to
customerservice@proweddingdigilab.com, or a written notice to PWD at the
address set forth at the beginning of this agreement. You may also call PWD toll-free
at 866-912-0337. Please include your name and the order number. This will make it
easier for PWD to resend your items.
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5.2.3.3.
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Do not destroy, discard or further damage the damaged item or items. Retain damaged
items until contacted by PWD.
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6. Billings and Payments
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6.1.
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PWD Billings and Payments Are Done Electronically
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6.1.1.
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PWD wants to make the billing and payment process as straightforward as possible
for all parties. To that end, PWD has developed and implemented billing and payment
processes that leverage existing secure electronic payment systems.
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6.1.2.
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PWD does not mail a month-end statement. However, account statements and all transaction
details are available on the website anytime you log into your account.
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6.1.3.
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If you are unable to pay PWD electronically or if you are unable to receive payments
electronically from PWD, please call PWD toll-free at 866-912-0337. You may also
send an email to customerservice@proweddingdigilab.com,
or a written notice to PWD at the address set forth at the beginning of this agreement.
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6.1.4.
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"Members" refers to those photographers and studios that purchase PWD Membership
Services. Members have customers that are referred to as Event Owners ("Owners")
and Family & Friends ("F&F").
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6.2.
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Billings to You from PWD
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6.2.1.
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Any time you owe PWD for products and services that you purchase, you will be asked
to present a valid credit or charge card for payment. Orders for PWD products and
services will not be processed without a valid credit or charge card.
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6.2.2.
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PWD allows you to store the number of the credit or charge card that you wish to
use in a secure fashion. Nonetheless, validity of the card is verified each time
you purchase PWD products and/or services.
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6.2.3.
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For Members: Monthly Membership fees will be charged automatically on the same day
of the month that the Member joined PWD, or the last day of that billing month if
it comes sooner. Annual Members are billed automatically on the anniversary of their
PWD Membership. Members may change their Membership Plan options by accessing their
account on the PWD website. Changes that affect the amount of the monthly or yearly
billing will take effect on the next billing date for the Member’s current Membership
Plan.
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6.2.4.
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Members with sufficient volume and history over a 6-month period of time can elect
to receive a summary charge on a periodic basis rather than for each transaction.
Members should inquire about this by contacting
sales@proweddingdigilab.com or by calling toll free at 866-912-0337.
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6.3.
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Payments from PWD to Members
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6.3.1.
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Items ordered by Owners and F&F include a payment to PWD, which usually includes
a net profit for a PWD Member. (See definition of net profit in Section 6.3.3.)
Payments from PWD to the Member for these net profits are made once a month via
an ACH deposit to the Member’s bank account.
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6.3.2.
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These payments are sent to the ACH network on or before the 3rd business day of
the month after the month in which the transaction occurs. Payments are for transactions
performed on or before the last business day of the month.
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6.3.3.
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Net profit refers to the difference between the amount collected from the purchaser,
which is set by the Member, and the amount charged the Member by PWD for the particular
products and/or services purchased. This may or may not include discounts given
by PWD to the Member or by the Member to the purchaser. Certain Members, based on
their Membership Plan, may be charged a fee for credit card processing on a per
transaction basis. Net profit does not include any consideration of amounts related
to sales or other taxes, shipping or handling. PWD does not charge its Members a
commission on these transactions.
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6.3.4.
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Should a transaction with a Member result in an amount owed by the Member to PWD,
except as indicated in Section 6.3.5 regarding cancelled orders, the Member will
be billed as indicated in Section 6.2 Billings to You from PWD.
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6.3.5.
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The net profit portion of an order that is cancelled by Owners or F&F will
be charged back to the Member and result in a reduction of the amount owed by PWD
to the Member.
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6.4.
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Refunds and Other Payments from PWD to Members, Owners and F&F
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6.4.1.
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PWD makes every effort to process refunds to Members, Owners and F&F using the same payment system that was used for the original transaction. In most cases, this will be the credit or charge card that was used for the transaction.
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6.4.2.
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PWD reserves the right to use alternative payments systems to process refunds and other payments to its Members and their Owners and F&F when PWD, at its sole discretion, determines such alternate method to be more appropriate.
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