Terms of Use


Please read these Terms of Use carefully before accessing or using this website (the "Site").


ACCEPTANCE OF TERMS

These terms and conditions (the "Terms of Use") govern the order and purchase by you of any pre-printed or custom-printed luggage and other merchandise ("Product") from U Customized Ltd., Liability Co., LLC ("U-Customized"). By accessing or using this Site in any way, you agree to and are bound by the Terms of Use and any changes hereto that U-Customized may publish from time to time.  If you do not agree to all of the terms and conditions contained in the Terms of Use, do not access or use this Site.

U-Customized may change these Terms of Use and other guidelines and rules posted on the Site from time to time. Your continued access or use of the Site constitutes your acceptance of such changes. Your access and use of the Site will be subject to the current version of the Terms of Use, rules and guidelines posted on the Site at the time of such use. Please regularly check the "Terms of Use" link on the home page of www.ugobags.com to view the then-current terms. If you breach any of the Terms of Use, your license to access or use this Site shall automatically terminate.


PRODUCT AND MERCHANDISE ORDERS

1.  Pricing, payment and other terms applicable to Product purchases, including, but not limited to, any applicable set-up fees, are set forth on the Site and incorporated into these Terms of Use by reference. U-Customized may, in its sole discretion, change any such prices or other terms at any time without notice.

2.  By placing an order, you represent and warrant to U-Customized that:

•           You are at least 18 years of age;

•           If you are an individual consumer, the Product is being ordered solely for your personal use, and you will not market, resell or otherwise distribute the Product to any third party for commercial purposes.

•           If you are a business, the Product is being ordered solely to promote your own products or services by distributing the Product to your customers and others at no cost to the recipient as business gifts or advertising items. You will not resell the Product. (Note: If you are a promotional agency or distributor, you may resell the Product =solely to businesses for use by such businesses to promote their own products or services as described in these Terms of Use).

•           You will handle, store and transport all Product in accordance with applicable laws and regulations so that the Product is not adulterated in any way. You are solely responsible for and assume all liability arising from any repackaging of the Product.

3.  In addition to the general requirements set forth above, by placing an order for custom-printed Product (“Custom Items”) requesting use of a photograph, logo, name, trademark, trade name or other mark (“Customer Marks”), you represent and warrant that:

•           You will not submit any "objectionable" material for inclusion on the Custom Items;

•           The Customer Marks you submit for inclusion on the Custom Items will not infringe any copyright, trademark, patent, literary, privacy, publicity or other property right of any third party ;

•           You are solely responsible for and assume all liability arising from the Customer Marks or other material that you request be included on the Custom Items; and

•           You have the unrestricted right to grant the license described below and there are no third party claims challenging the validity or ownership of the Customer Marks.

In connection with any Custom Items that you may order, you grant to U-Customized a royalty-free, nonexclusive, nontransferable license to use the Customer Marks on the Custom Items. You agree that you will indemnify and hold harmless U-Customized and its affiliates and their respective employees, affiliates and agents, from and against any and all claims, suits, damages, liabilities, costs and expenses (including, but not limited to court costs and reasonable attorney fees) arising out of or in connection with any use of the Customer Marks in accordance with these Terms of Use. You understand and agree that the printing process used to apply the Customer Marks may result in some variability in the Custom Items. You also understand and agree that the fact that we produce the Custom Items containing the Customer Marks or other material that you request be included on the Custom Items does not mean that (i) we approve or endorse such Customer Marks or other material, or (ii) such Customer Marks or other material comply with applicable law, or (iii) you will not incur any liability arising from use of such Customer Marks or other material. As between you and U-Customized, all intellectual property rights in the Custom Items will be and remain the exclusive property of U-Customized (except for the Customer Marks, which will be and remain your exclusive property) and you will not acquire any rights of any nature in such intellectual property as a result of your purchase or use of the Custom Items. U-Customized will not sell or distribute the Custom Items to any third party without your express prior written approval. If you are a business, you will submit any and all advertising or other promotional materials relating to the Custom Items to U-Customized for written approval before release for use or publication. U-Customized will notify you of its approval or disapproval of such materials as soon as practicable.

d. All orders are subject to acceptance by U-Customized. U-Customized must and does reserve the absolute right to reject orders in its sole discretion.

4.  Orders for Custom Items are Final. Each order for Custom Items is made to order. Once an order is placed, the order is final and cannot be changed or cancelled.

5.  Custom Items may not be returned for credit. If your Custom Item order arrives damaged or incomplete and you notify us of the problem within 10 business days after your receipt of your order, we'll promptly replace the defective Product or provide the missing Product. For other information concerning shipping and returns, please refer to our Customer Service page.

 

WARRANTY

Consequently, if a problem occurs with this UGOBAGS product (the "Product") and the problem is caused by manufacturing defects in material and workmanship, UGOBAGS will, in its discretion, either fix or replace the Product in accordance with the warranty terms and conditions stated herein. The warranty provided for herein applies for two years of the original purchase date. This warranty covers only manufacturing defects and does not cover any damage caused by misuse (such as transportation of unusual items), neglect, accidents, abrasion, exposure to extreme temperatures, solvents, acids, water, normal wear and tear or transport damage (by airlines for example). While non-warranty maintenance or repairs on your Product can be performed by any company, UGOBAGS requires that you use contact UGOBAGS customer service for repair procedure or replacement of the product prior to returning your product. Please call UGOBAGS Customer Service at (855) 753-3885. Improper or incorrectly performed maintenance by unauthorized personnel void this warranty. You are, however, responsible for all costs of getting the Product to UGOBAGS at 23216 Lyons Avenue, Newhall, CA 91321, but not limited to, the cost of packaging, shipping and applicable taxes. For warranty service at a UGOBAGS, you will need the original receipt of purchase. UGOBAGS will determine whether or not the problem is covered by UGOBAGS’s warranty. If the warranty applies, you will be notified as to whether the Product will be repaired or replaced. Any such repair or replacement will be at UGOBAGS’s expense, including any costs required to return the repaired or replacement product to you. If the Product is to be replaced and the Product is no longer available, UGOBAGS will substitute a comparable UGOBAGS product. Incidental and consequential damages are expressly disclaimed. To the extent permitted by applicable law, any implied warranties are hereby excluded. The warranty provided herein is limited to the value of the Product. Manufacturing specifications are subject to change without notice. Inspect your Product immediately after handling by anyone other than you. If damaged in transit, submit a claim to the transit company at the place of arrival, if possible, before clearing customs. This warranty is intended to give you specific legal rights. In addition to the rights described herein, you may also have other rights that vary from state to state or country to country with respect to the exclusion or application of implied warranties, incidental and consequential damages and repair and replacement. Consequently, the limitations or exclusions specifically contained in this warranty may not be applicable to you.

 

INTELLECTUAL PROPERTY; LIMITED LICENSE TO USERS

6. All other content on this Site (collectively the "Content"), as well as the selection and arrangement of the Content, are protected by copyright, trademark, patent, trade secret and other intellectual property laws and treaties (collectively, "Intellectual Property Laws"). Any unauthorized use of any Content may violate such laws and the Terms of Use. Except as expressly provided herein, U-Customized does not grant any express or implied permission to use any Content. You agree not to copy, republish, frame, link to, download, transmit, modify, adapt, create derivative works based on, rent, lease, loan, sell, assign, distribute, display, perform, license, sublicense or reverse engineer the Site or any or the Content. In addition, you agree not to use any data mining, robots or similar data and/or image gathering and extraction methods in connection with the Site or Content.


U-CUSTOMIZED TRADEMARKS

7. For the purposes of these Terms of Use, the term, "Trademark(s)" means all common law or registered trademarks, logos, service marks, trade names, Internet domain names, or other indications of origin now or in the future used by U-Customized.

8. Nothing contained herein grants or shall be construed to grant you any rights to use any U-Customized Trademark, unless expressly conferred by these Terms of Use.

9. You agree that you will not use U-Customized's Trademarks in any manner that might tarnish, disparage, or reflect adversely on such Trademarks or U-Customized.

10. You agree that you will not contest or otherwise challenge (e.g., in any legal action or otherwise), or assist or encourage any other person or entity to contest or challenge, the validity of any of U-Customized Trademarks or the Trademark rights claimed by U-Customized.

11. You agree that you will not use any U-Customized Trademark or any variant thereof including misspellings) as a domain name or as part of a domain name regardless of the top-level domain, or as a metatag, keyword, or any other type of programming code or data.

12. You may not at any time, adopt or use, without U-Customized's prior written consent any word or mark which is similar to or likely to be confused with U-Customized's Trademarks.

13. The look and feel of the U-Customized website, including all page headers, custom graphics, button icons, and scripts, is the trade dress and/or trademark or service mark of U-Customized and may not be copied, imitated or used, in whole or in part, without the prior written consent of U-Customized.

14. All other trademarks, product names, and company names or logos used or appearing on the U-Customized website are the property of their respective owners. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by U-Customized, unless expressly so stated.

15. You may not use a U-Customized trademark, logo, image or other proprietary graphic of U-Customized to link to the U-Customized website without the prior written consent of U-Customized.

16. You may not frame or hotlink to the U-Customized website or any image without the prior written consent of U-Customized.


LIMITATIONS

17. You agree that you shall not:

a. Engage in any conduct that shall constitute a violation of any law or that infringes the rights of U-Customized or any third party.

b. Violate any applicable laws or regulations related to the access to or use of the Site, or engage in any activity prohibited by the Terms of Use.

c. Violate the rights of U-Customized or any third party (including rights of privacy and publicity) or abuse, defame, harass, stalk or threaten another.


RESTRICTION AND TERMINATION OF USE

18. U-Customized may block, restrict, disable, suspend or terminate your access to all or part of the Site and Content at any time in U-Customized's discretion, without prior notice or liability to you.


LINKS TO THIRD PARTY SITES

19. IN THE EVENT THAT B-CUSTOMIZED PROVIDES LINKS FROM ITS WEBSITE TO ANY THIRD-PARTY WEBSITE OR PERMITS ANY THIRD PARTY TO LINK FROM ITS WEBSITE TO THE U-CUSTOMIZED WEBSITE, YOU SHOULD BE AWARE THAT U-CUSTOMIZED MAKES NO WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, AND ACCEPTS NO RESPONSIBILITY FOR ANY CONTENT OR PRACTICES OF SUCH THIRD PARTIES OR THEIR WEBSITES. SUCH WEBSITES ARE NOT UNDER THE CONTROL OF U-CUSTOMIZED, AND U-CUSTOMIZED PROVIDES AND/OR PERMITS THESE LINKS ONLY AS A CONVENIENCE TO YOU. THE INCLUSION OF ANY LINK DOES NOT IMPLY AFFILIATION, ENDORSEMENT, OR ADOPTION BY U-CUSTOMIZED.


WARRANTIES AND DISCLAIMERS

20. THE SITE, SERVICES AND MATERIALS, ARE PROVIDED BY U-CUSTOMIZED UNDER THESE TERMS OF USE "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WITHOUT LIMITING THE FOREGOING, U-CUSTOMIZED MAKES NO WARRANTY THAT: (i) THE SITE WILL MEET YOUR REQUIREMENTS; (ii) ACCESS TO THE SITE WILL BE UNINTERRUPTED; (iii) THE QUALITY OF THE SITE WILL MEET YOUR EXPECTATIONS; AND (iv) ANY ERRORS OR DEFECTS IN THE SITE, SERVICES OR MATERIALS WILL BE CORRECTED.


PERSONAL INFORMATION AND PRIVACY

21. U-Customized will use and protect your data, such as your name and address, in accordance with the U-Customized Privacy Statement, the contents of which are incorporated by reference into these Terms of Use.


INDEMNIFICATION

22. You agree to defend, indemnify and hold harmless U-Customized, its subsidiaries, affiliates, licensors, employees, agents, third party information providers, Submitters and independent contractors against any claims, damages, costs, liabilities and expenses (including, but not limited to, reasonable attorneys' fees) arising out of or related to your conduct, your use or inability to use the U-Customized website, your breach or alleged breach of the Website Terms of Use or of any representation or warranty contained herein, your unauthorized use of the U-Customized Images, or your violation of any rights of another.


GOVERNING LAW AND JURISDICTION

24. This agreement is governed by and shall be construed in accordance with the laws of the State of New York. You hereby consent to the personal jurisdiction of the state and federal courts located within such state. All actions, controversies and disputes arising from or relating to this agreement shall be heard and decided exclusively before the courts located within the State, County and City of New York and not elsewhere. You agree that service of process in any actions, controversies and disputes arising from or relating to these Terms of Use may be effected by mailing a copy thereof by registered or certified mail (or any substantially similar form of mail), postage prepaid, to the other party however, nothing herein shall affect the right to effect service of process in any other manner permitted by law. This agreement shall be construed neither against nor in favor of any party, but rather in accordance with the fair meaning of the language hereof. The invalidity or unenforceability of any part of this agreement shall not affect the validity or enforceability of the balance hereof.