Last updated July 28, 2022
The Vanity Project (“TVP”) and its partners provide services to you subject to the terms and conditions below (the “Terms & Conditions”). By accessing, shopping and browsing on Phantom.tvp.nyc (the “Platform”), you acknowledge that you have read, understood and agree to be bound by these terms and to comply with all applicable laws and regulations, so please read them carefully. If you do not agree to these Terms & Conditions, please do not use the Platform. The Platform may contain other proprietary notices and copyright information, the terms of which must be observed and followed. Please be aware that TVP may, in its sole discretion and without notice, revise these Terms & Conditions at any time by updating this posting.
The Platform contains graphics, photographs, images, document layouts, artwork, text, fonts, music, software tools, and other information
(collectively, the “Content”), which are the copyrighted property of TVP or the copyrighted property of parties from whom TVP has licensed such property. All rights on the Platform and its Content are reserved worldwide. It is strictly prohibited to retain, copy, distribute, publish, or use any portion of the Content except as expressly allowed in these Terms & Conditions. TVP reserves the right to add to, delete from, or modify any part of Content at any time without prior notice.
LICENSE TO USE
You are granted permission to access and use the Platform and its Content for the sole purpose of preparing, evaluating, and ordering products or services solely through the Platform (hereinafter, the “Products”). No other download, retention, use, publication, or distribution of any portion of the Content is authorized or permitted. Obtaining Products from TVP does not entitle you to use any portion of Content, apart from the finished Products as they are supplied by TVP.
PRIVACY AND DATA PROTECTION
regarding the protection of your privacy.
COPYRIGHTS AND USE OF WEBSITE CONTENT
You are solely responsible for your use of the Platform in combination with any other images, graphics, text or other materials you incorporate into your Products. You agree that you will not include any text, image, design, trademark, service mark, or any copyrighted work of any third party in your Products unless you have obtained the appropriate authorizations from the owners. You warrant that your Products do not infringe upon any rights of any third party, including copyright, trademark, right of publicity or privacy, and will not libel or defame any third party, and that you have all required rights or permissions necessary to incorporate third party material into your Products. By placing an order on the Platform, you warrant that you have all necessary permission, right and authority to place the order and you authorize TVP to produce the Products on your behalf. You grant TVP the right to copy, modify, distribute, use and create derivative works of any content you have uploaded for the purpose of fulfilling your order and/or marketing products or services to you. Moreover, you warrant that you have
sufficient rights to permit TVP to copy, distribute, use, modify and create derivative works of any uploaded content, strictly for the purpose of fulfilling your order and/or marketing products or services on your behalf, in accordance with any and all terms agreed upon, by and between the parties.
Any trademarks, service marks and logos (together, the “Marks”) that you do not own may not be used in connection with any product or service that is likely to cause confusion among customers, or in any manner that disparages or discredits any third party. Any Marks that you do not own remain the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by TVP or its partners.
TVP is not responsible should you give incorrect instructions, or if your credit-card payment is not processed by your credit-card company. TVP will be responsible for acting only on those instructions sent to us that actually are received, and we do not assume responsibility for malfunctions in communications facilities outside our control that may affect the accuracy or timeliness of any orders you send. TVP is not responsible for any losses or delays in transmission of orders arising out of the use of any Internet Service Provider (“ISP”), or caused by any browser software or any computer virus or related problem that may be attributable to services provided by any ISP.
TVP reserves, at its sole discretion, the right to reject any order that it considers libelous, defamatory, obscene, profane (including, but not limited to, the standards established by the FCC), portraying irresponsible use of alcohol or other substances, advocating persecution based on gender, age, race, religion, disability or national origin, containing explicit sexual content or is otherwise inappropriate for TVP production. You agree to not use the Platform to create any material that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable, or that infringes on any patent, trademark, trade secret, copyright or other proprietary rights of any third party.
ACCESS TO THE PLATFORM
TVP may alter, suspend or discontinue the Platform or your access to the Platform at any time for any reason, without notice or liability to you or any third party. The Platform may become unavailable due to maintenance or malfunction of computer equipment or for other reasons and may result in damages to the user’s systems or operations. The user is solely responsible for ensuring that any information or content obtained from the Platform does not contain any virus or other computer software code or subroutine designed to disable, erase, impair or otherwise damage the user’s systems, software or data.
RISK OF LOSS
All items purchased from TVP are made pursuant to a shipment contract. This means that the risk of loss and title for such items pass to you upon our delivery to the carrier.
PRODUCT DESCRIPTIONS; VIRTUAL IMAGES AND PROOFS
TVP attempts to be as accurate as possible. All product and decorating specs are visible within the product detail page for each product, and physical samples are available before production runs. However, TVP does not warrant that product descriptions or other content of the Platform is accurate, complete, reliable, current, or error-free. If a product offered by TVP itself is not as described, your sole remedy is to return it in unused condition.
PRODUCTION OF PRODUCTS
TVP shall not be responsible for errors in spelling, punctuation or grammar made by the customer; inferior quality or low-resolution of uploaded images; design errors introduced by the customer in the document creation process; errors in user-selected options, such as choice of finish, quantity or product type; or damage to the products arising after delivery to the customer. While TVP may send a proof for final approval before printing, TVP does not guarantee that such a proof will be sent for review nor does TVP represent that it will review documents created by customers prior to processing, so please be sure to preview your designs carefully and correct any mistakes prior to placing your order. In the event that a proof is provided, approval of such a proof relinquishes TVP of responsibility for any changes or errors as long as the product conforms to the final proof. Decorated products cannot be returned unless they are nonconforming to the final proof. Decorating products inherently involves a damage/loss rate, so TVP has placed some warnings throughout the ordering process. If an exact amount of a product is necessary, we encourage you to order extras to ensure that the minimum number of items is received. Products that do not adhere to TVP’s quality control standard or are objectively damaged will be pulled from the final shipment and a refund will be initiated automatically for the damaged units. TVP will work with you to provide a replacement, full refund, or partial refund/credit on a future order in the event of an objective production error for any product that does not conform to: (i) the product details listed in the Platform; or (ii) the virtual
proof (if applicable) sent to customer for approval. However, in the event that products received meet the description provided and are produced according to your instructions, TVP may issue a refund or credit in its sole discretion. If a product is unavailable due to lack of inventory or being discontinued, TVP will alert you and offer the option to cancel the order or modify the order using a substitute item, in which case TVP will make a reasonable attempt to offer a replacement item of similar or higher quality (either in quality, price, or both), and you will be able to approve or reject the replacement item. If you choose a substitute item, a partial refund or unpaid balance may be due depending on the cost of such item. If you choose to cancel the order, TVP will refund any amount paid. Please note that a non-refundable deposit or “product request fee” of fifty dollars ($50.00) is due when a new product is submitted for review by TVP’s design team. This deposit is non-refundable.
Under no circumstance will TVP be responsible for functionality, up-time, data loss, or error free operation of the Platform in the event that Client’s website or store connected to the Platform utilizes third-party software (including, without limitation, plugins, scripts, and applications) installed by, or on behalf of, Client or any other third party (“Third Party Applications”). Client understands and acknowledges that the use of Third Party Applications may make the client’s website or store incompatible with some or all of the services offered by TVP, including the Platform.
The default timeline for standard production of all products is approximately ten (10) business days from the day the order is placed, exclusive of shipping transit times. TVP offers a variety of methods, including FedEx, UPS, and other common carriers, and unless otherwise specified, the most cost-effective method of shipment will be selected. As a courtesy, TVP offers two levels of rush options for customers who desire
to receive their product in a shorter period of time. The rush service pricing is not available for all items and only serves as an indication for TVP to apply reasonable commercial efforts to produce the products in the time desired by the customer. This pricing assumes that blank garments or other items to be decorated are available within one business day shipping to TVP’s vendor network. In the event that additional fees apply to procure blank garments or goods for decoration, TVP will contact you for approval of the additional charge. If TVP does not hear by close of business that same business day, TVP will determine, in its sole discretion, whether to continue with production at the specified timeline, and will either charge or refund the customer any remaining balance. If rush production timelines cannot be met, TVP will refund only the “rush” portion, but the price for the products will still be due. TVP shall be under no obligation to provide rush options. If, at your request,
TVP agrees to provide rush service, such rush service will be subject to (i) non-refundable fees and shall be provided free from any warranties
whatsoever and (ii) at TVP’s election, a separate addendum. For cancellation of any order, you must contact TVP before production
begins, which is deemed to occur when TVP does one of the following: (i) submits a purchase order to a vendor/decorator/factory; (ii) orders the blank garments from a distributor; or (iii) begins to commit TVP’s resources to producing the order. Cancellation of any order once the production process begins is not guaranteed and restocking, processing, or shipping fees may still apply – to be determined at TVP’s discretion.
SHIPMENTS, INVENTORY MANAGEMENT, AND REPORTING
TVP also offers end user shipments and inventory management as part of the Platform. These features are intended to be used with TVP as the 3rd Party Logistics Provider but can be used through a preexisting warehouse/distribution center with custom implementation. If you desire to
use these features to their fullest extent please contact TVP at firstname.lastname@example.org to formulate a statement of work and custom shipping program. These features provide a virtual portal for generating shipments, connecting the Platform to your e-commerce platform, and managing your inventory levels. Please note that TVP can never represent that the inventory figures are 100% correct and that any reports are 100% correct. A virtually generated report is not a substitute for a physical reconciliation and is provided as a convenience to users of the Platform. If you are using these features with TVP as your distribution provider then a separate SOW will be required to establish services rendered. If you are using these features through a separate distribution partner then you acknowledge that you understand that these are a convenience and that any numbers and deliverables presented by the Platform do not substitute for separate record keeping and physical inventory counts.
REGISTRATION AND SERVICE TIERS
When registering for an account, you may be afforded the ability to select a specific type of account or tier (“Tier”) in which you wish to enroll. If and where applicable, different Tiers may offer varied features or levels of access to the Services provided by TVP. The features and levels of access to the Services provided to you by TVP through each particular Tier, along with the pricing of each Tier, and the entirety of the offering of each Tier itself, shall be subject to alteration or discontinuation at any time and for any reason, within TVP’s sole discretion. Please refer to the Platform’s membership plans and pricing pages to find more information pertaining to each Tier. Certain Tiers may afford members with unlimited access and/or use of the Services being offered through said Tier. TVP may at any time, within its sole discretion, elect to change the amount or volume of usage allotted to any given Tier, with or without prior notice to you. The “Membership Detail Page” page of the Site will be updated to accurately reflect the access and usage permitted under any given Tier.
PAYMENT TERMS & PHANTOM WALLET
You hereby indemnify, defend, and hold harmless TVP and all of its predecessors, successors, parents, subsidiaries, affiliates, officers, directors,
shareholders, investors, employees, vendors, agents, representatives and attorneys and their respective heirs, successors and assigns (collectively, the “TVP Parties”) from and against any and all liability and costs, including, without limitation, reasonable attorneys’ fees, incurred by the TVP Parties in connection with any claim arising out of or relating to any breach by you of these Terms & Conditions or the representations, warranties, and covenants you have made by agreeing to the Terms & Conditions. You agree to cooperate as fully as reasonably required in the defense of any such claim. TVP reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by you.
DISCLAIMER OF WARRANTIES
THE SITE AND ALL MATERIALS THEREON ARE DISTRIBUTED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, TVP DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. SPECIFICALLY, BUT WITHOUT LIMITATION, TVP DOES NOT WARRANT THAT: (1) THE INFORMATION ON THE SITE IS CORRECT, ACCURATE OR RELIABLE; (2) THE FUNCTIONS CONTAINED ON THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE; (3) DEFECTS WILL BE CORRECTED, OR THAT THE SITE; OR (4) THE SERVER THAT MAKES THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU HEREBY ACKNOWLEDGE THAT USE OF THE SITE IS AT YOUR SOLE RISK. IF
YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH PROVIDES: “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
LIMITATION OF LIABILITY
UNDER NO CIRCUMSTANCES WILL THE TVP PARTIES BE LIABLE FOR ANY DAMAGES, INCLUDING DIRECT, INCIDENTAL, PUNITIVE, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES THAT DIRECTLY OR INDIRECTLY RESULT FROM THE USE OF, OR THE INABILITY TO USE, THE SITE OR THE INFORMATION CONTAINED ON THE SITE OR OBTAINED FROM YOUR USE OF
THE SITE, INCLUDING FOR VIRUSES ALLEGED TO HAVE BEEN OBTAINED FROM THE SITE, EVEN IF TVP HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL THE TOTAL LIABILITY TO YOU FROM THE TVP PARTIES FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION WHETHER IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE) OR OTHERWISE EXCEED $1. SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, IN WHICH CASE SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO ALL USERS.
ENFORCEMENT OF TERMS AND CONDITIONS
These Terms & Conditions are governed and interpreted pursuant to the laws of the State of Nevada, notwithstanding any principles of conflicts of law. You expressly agree that exclusive jurisdiction resides in the courts of the State of Nevada. You further agree and expressly consent to the exercise of personal jurisdiction in the State of Nevada in connection with any dispute or claim involving TVP. If any part of these terms is unlawful, void, or unenforceable, that part will be deemed severable and will not affect the validity and enforceability of the remaining provisions.
These Terms & Conditions, in conjunction with the SOW and General T&C as applicable, constitute the entire agreement between you and TVP with respect to the subject matter herein, and supersede and replaces all prior or contemporaneous understandings or agreements, written or oral, regarding that subject matter. Any waiver of any provision of these Terms & Conditions will be effective only if in writing and signed by TVP.