MOUNTAIN Smokes Terms and Conditions

Last Revised: January 31, 2022

In General

Welcome to the MOUNTAIN Smokes® website (hereinafter referred to as “the Website” or “the Site”). MOUNTAIN Smokes® and its various websites are owned and operated by The Hempshire Group, Inc., Wyoming corporation (hereinafter referred to as “the Company,” “Hempshire,” “MOUNTAIN Smokes,” “we,” “us,” and “our”). In all cases, the use of “MOUNTAIN Smokes” implies and covers our parent company The Hempshire Group, Inc., and its officers, shareholders, employees, directors and affiliates.

This document governs your rights and responsibilities regarding all access to the Site and its Services.

Access to the Site and its Services is permitted at our sole discretion, and the Company reserves the right to withdraw or amend the Site, its Services, and all Terms of Use and access thereto without notice, and the Company is not liable for any damages resulting from such amendments or withdrawals.

The Site may contain links to external Sites and Services (“Linked Sites”) not owned or controlled by the Company, and the Company will not indemnify any user for any loss(es) or damage(s) that may arise from access to or use of Linked Sites.

BY ACCESSING THIS SITE AND ITS CONTENT YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS ON THIS PAGE, OUR PRIVACY POLICY, SHIPPING & RETURNS POLICY, AND ALL OTHER POLICIES POSTED ON THE SITE (COLLECTIVELY REFERRED TO AS “TERMS AND CONDITIONS.” PLEASE READ THIS PAGE CAREFULLY.  IF YOU DO NOT CONSENT TO THESE TERMS AND CONDITIONS, DO NOT USE THE SITE.

It is your responsibility to periodically review these Terms and Conditions, and we reserve the right to amend these Terms and Conditions without notice. A “Last Updated” or “Current As Of” notification will be kept on this page. Continued use of the Site and its Services after any amendment will constitute a user’s awareness and acceptance of any updated Terms and Conditions.

Definitions

A “user” is someone who accesses, browses, crawls, scrapes, or in any way uses the Site. The terms “you” and “your” refer to you, as a user of the Site, whether on behalf of yourself or another entity.

“Content” means text, images, photos, audio, video, and all other forms of data or communication.

“Your Content” means Content that you submit or transmit to or through the Site, such as ratings, reviews, compliments and information that you display through comments or reviews you may post.

“Services” means any service provided by the website, including, but not limited to, placing orders, signing up for accounts, accessing your order history, earning and using Loyalty Points, etc.

“User Content” means Content that users submit or transmit to or through the Site.

“MOUNTAIN Smokes Content” means Content that we create and make available on the Site.

“Third Party Content” means Content that is made available on the Site by parties other than the Company or its users, such as data providers who license data to MOUNTAIN Smokes for use on the Site. “Site Content” means all the Content that is made available on the Site, including Your Content, User Content, Third Party Content, and MOUNTAIN Smokes Content.

Intellectual Property

Unless otherwise expressly indicated, the Site and all source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics on the Site (collectively, the “Content”) and the trademarks, service marks, and logos contained therein (the “Marks”) are owned or controlled by us or licensed to us, and are protected by copyright and trademark laws and various other intellectual property rights and unfair competition laws of the United States, foreign jurisdictions, and international conventions.

The Content and the Marks are provided on the Site “AS IS” for your information and personal use only. Except as expressly provided in these Terms of Use, no part of the Site and no Content or Marks may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without our express prior written permission.

Provided that you are eligible to use the Site, you are granted a limited non-exclusive license to access and use the Site and to download or print a copy of any portion of the Content to which you have properly gained access solely for your personal, non-commercial use. We reserve all rights not expressly granted to you in and to the Site, the Content and the Marks.

User Representations, Content, and Restrictions

User Representations

By using the Site, user represents and warrants that the user:

  1. Is twenty-one (21) years of age or older, and a resident of the United States of America;
  2. Will provide accurate, current, and complete information as required to access the Site and its Services;
  3. Will maintain the accuracy of their information and update such information as necessary;
  4. Has the legal capacity to agree to the Terms and Conditions;
  5. Will not access the site through automated or non-human means, whether through a bot, script, or otherwise;
  6. Will not use the site for any illegal or unauthorized purpose;
  7. Is responsible for using the site in accordance with all Applicable Laws of their jurisdiction;
  8. Will not use the Site in any way that could damage the Site or its Services, or interfere with any other party’s use and enjoyment of the MOUNTAIN Smokes Site and Services.

Eligibility to Use This Site and Services

You must be at least 21 years old and a resident of the United States. All others are prohibited from using the Site. If you use the Site on behalf of a company, entity, or organization, you must be an authorized representative with the authority to bind it to the Terms of Service (which authority you hereby exercise).

User Registration

In order to access certain areas and functionalities of the Site, users are required to register for an account. You hereby agree to (i) provide information about yourself as prompted by the registration form that is true, accurate, current and complete; (ii) maintain and promptly update your personal information; and (iii) notify MOUNTAIN Smokes in writing of any unauthorized use of your Account or password or any other breach of security. You agree not to impersonate any person or entity or misrepresent your identity or affiliation with any person or entity, including using another person’s username, password or other account information or another person’s name, likeness, voice, image or photograph. If you provide (or we have reason to suspect that you have provided) any information that is untrue, inaccurate, not current, or incomplete, or there is unauthorized use of your Account or we suspect fraudulent or abusive activity, we have the right, among other remedial options, to restrict, suspend or terminate your current or future use of or access to the Site and its Services (or any portion thereof), without notice to you. You shall cooperate with us in any fraud investigation and use any reasonable fraud prevention measures we prescribe. Failure to cooperate will result in your liability for all fraudulent usage.

Security

MOUNTAIN Smokes has implemented commercially reasonable technical and organizational measures designed to secure your personal information from accidental loss and from unauthorized access, use, alteration or disclosure. However, we cannot guarantee that unauthorized third parties will never be able to defeat those measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk.

Permission to Use Your Content

By submitting any material to us (“Your Content”), such as reviews, testimonials, reviews, comments or other submissions of text and or images, you automatically grant MOUNTAIN Smokes royalty-free, perpetual, exclusive right and license to use, modify, edit, adapt, publish, re-use, translate, distribute, perform and display such material in whole or part worldwide and/or to incorporate it in other works in any form, media, or technology now known or later developed.

We may use Your Content or comments or reviews in a number of different ways, including, but not limited to: displaying it on the Site, reformatting it, incorporating it into other works, creating derivative works from it, promoting it, distributing it, and allowing others to do the same in connection with their own websites and media platforms (“Other Media”). As such, you irrevocably grant us permission to use Your Content for any purpose. You also irrevocably grant the Site’s users and the users of any Other Media the right to access Your Content in connection with their use of the Site and any Other Media. Finally, you irrevocably waive, and cause to be waived, any claims and assertions of moral rights or attribution with respect to Your Content.

You acknowledge that we are not obliged or obligated in any way to publish any material submitted by you.

Responsibility for Your Content

You alone are responsible for Your Content, and assume all liabilities regarding Your Content, the consequences of posting or publishing them, and your interaction with other users through the Site. You assume all risks associated with Your Content, including anyone’s reliance on its accuracy, completeness or usefulness, or any disclosure by you of information in Your Content that makes you personally identifiable. You represent that you own, or have the necessary permissions to use, and authorize the use of, Your Content as described herein. You may not imply that Your Content is in any way sponsored or endorsed by the Company.

You may expose yourself to liability if, for example, Your Content violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; contains material that is false, intentionally misleading, or defamatory; contains material that is unlawful, including illegal hate speech or pornography; exploits or otherwise harms minors; or violates or advocates the violation of any law or regulation.

Use of Content

MOUNTAIN Smokes does not endorse any User Content, or any opinion, recommendation, or advice expressed therein, and the Company expressly disclaims any and all liability in connection with User Content. We may remove or reinstate User Content from time to time at our sole discretion and without notice. For example, we may remove a picture or comment posted if we believe it violates our content guidelines. We have no obligation to retain or provide you with copies of Your Content, nor do we guarantee any confidentiality with respect to Your Content.

You acknowledge that MOUNTAIN Smokes may or may not pre-screen User Content, but that MOUNTAIN Smokes and its designees shall have the right (but not the obligation) in their sole discretion to pre-screen, refuse, or remove any User Content that is available via the Site.

The Company and its licensees may display advertisements and other information adjacent to or included with Your Content on the Site and Other Media. You are not entitled to any compensation for such advertisements. The manner, mode and extent of such advertising are subject to change without specific notice to you.

Prohibited Activities

You may not access or use the Site for any purpose other than that for which we make the Site available. The Site may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by us.

As a user of the Site, you agree not to:

  1. Systematically retrieve data or other content from the Site to create or compile. directly or indirectly, a collection, compilation, database, or directory without written permission from us.
  2. Make any unauthorized use of the Site, including collecting usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited email, or creating user accounts by automated means or under false pretenses;
  3. Use a buying agent or purchasing agent to make purchases on the Site.
  4. Use the Site to advertise or offer to sell goods and services.
  5. Circumvent, disable, or otherwise interfere with security-related features of the Site, including features that prevent or restrict the use or copying of any Content or enforce limitations on the use of the Site and/or the Content contained therein.
  6. Engage in unauthorized framing of or linking to the Site.
  7. Trick, defraud, or mislead us and other users, especially in any attempt to learn sensitive account information such as user passwords;
  8. Make improper use of our support services or submit false reports of abuse or misconduct.
  9. Engage in any automated use of the system, such as using scripts to send comments or messages, or using any data mining, robots, or similar data gathering and extraction tools.
  10. Interfere with, disrupt, or create an undue burden on the Site or the networks or services connected to the Site.
  11. Attempt to impersonate another user or person or use the username of another user.
  12. Sell or otherwise transfer your profile.
  13. Use any information obtained from the Site in order to harass, abuse, or harm another person.
  14. Use the Site as part of any effort to compete with us or otherwise use the Site and/or the Content for any revenue-generating endeavor or commercial enterprise.
  15. Decipher, decompile, disassemble, or reverse engineer any of the software comprising or in any way making up a part of the Site.
  16. Attempt to bypass any measures of the Site designed to prevent or restrict access to the Site, or any portion of the Site.
  17. Harass, annoy, intimidate, or threaten any of our employees or agents engaged in providing any portion of the Site to you.
  18. Delete the copyright or other proprietary rights notice from any Content.
  19. Copy or adapt the Site’s software, including but not limited to Flash, PHP, HTML, JavaScript, or other code.
  20. Upload or transmit (or attempt to upload or to transmit) viruses, Trojan horses, or other material, including excessive use of capital letters and spamming (continuous posting of repetitive text), that interferes with any party’s uninterrupted use and enjoyment of the Site or modifies, impairs, disrupts, alters, or interferes with the use, features, functions, operation, or maintenance of the Site.
  21. Upload or transmit (or attempt to upload or to transmit) any material that acts as a passive or active information collection or transmission mechanism, including without limitation, clear graphics interchange formats (“gifs”), 1×1 pixels, web bugs, cookies, or other similar devices (sometimes referred to as “spyware” or “passive collection mechanisms” or “pcms”).
  22. Except as may be the result of standard search engine or Internet browser usage, use, launch, develop, or distribute any automated system, including without limitation, any spider, robot, cheat utility, scraper, or offline reader that accesses the Site, or using or launching any unauthorized script or other software.
  23. Disparage, tarnish, or otherwise harm, in our opinion, us and/or the Site.
  24. Use the Site in a manner inconsistent with any applicable laws or regulations.

Guidelines for Reviews

We may provide you areas on the Site to leave reviews or ratings. When posting a review, you must comply with the following criteria:

  1. You should have firsthand experience with the person/entity or product or service being reviewed;
  2. Your reviews may not contain offensive profanity, or abusive, racist, offensive, or hate language;
  3. Your reviews may not contain discriminatory references based on religion, race, gender, national origin, age, marital status, sexual orientation, or disability;
  4. Your reviews may not contain references to illegal activity;
  5. You should not be affiliated with competitors if posting negative reviews;
  6. You should not make any conclusions as to the legality of conduct;
  7. You may not post any false or misleading statements;

We may accept, reject, or remove reviews in our sole discretion. We have absolutely no obligation to screen reviews or to delete reviews, even if anyone considers reviews objectionable or inaccurate. Reviews are not endorsed by us, and do not necessarily represent our opinions or the views of any of our affiliates or partners.

We do not assume liability for any review or for any claims, liabilities, or losses resulting from any review. By posting a review, you hereby grant to us a perpetual, non-exclusive, worldwide, royalty-free, fully-paid, assignable, and sublicensable right and license to reproduce, modify, translate, transmit by any means, display, perform, and/or distribute all content relating to reviews.

We respect the intellectual property rights of others. In particular, if you are a copyright owner or an agent thereof and believe that any User Content or other content on the Site infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (“DMCA”) by providing our copyright agent with the following information in writing (see 17 U.S.C 512(c)(3) for further detail):

  1. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
  2. Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
  3. Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit the service provider to locate the material;
  4. Information reasonably sufficient to permit the service provider to contact you, such as an address, telephone number, and, if available, an electronic mail;
  5. A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
  6. A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

The Hempshire Group’s designated executive to receive notifications of claimed infringement is:

Copyright Officer
The Hempshire Group, Inc.
info@hempshiregroup.com

For clarity, only DMCA notices should go to the copyright executive; any other feedback, comments, requests for technical support, and other communications should be directed to our customer service through the CONTACT US form.

Investigations

We are under no obligation to monitor the Site or Site Content. However, we reserve the right to investigate possible violations of the Terms of Service, block users from the Site, and refer matters to law enforcement authorities for further investigation. We may disclose information to third parties, including Your Content, in accordance with the Privacy Policy.

Listed Products and Services

Products

We make every effort to display as accurately as possible the colors, features, specifications, and details of the products available on the Site. However, we do not guarantee that the colors, features, specifications, and details of the products will be accurate, complete, reliable, current, or free of other errors, and your electronic display may not accurately reflect the actual colors and details of the products.

All products are subject to availability, and we cannot guarantee that items will be in stock. We reserve the right to discontinue any products at any time for any reason. Prices for all products are subject to change.

Purchases and Payment

We accept the following forms of payment: Visa, Mastercard, American Express, and Discover (Check and Bank Transfer are only available to Wholesale/Retailer User Accounts). You agree to provide current, complete, and accurate purchase and account information for all purchases made via the Site. You further agree to promptly update account and payment information, including email address, payment method, and payment card expiration date, so that we can complete your transactions and contact you as needed. Sales tax will be added to the price of purchases as deemed required by us. We may change prices at any time. All payments shall be in U.S. dollars.

You agree to pay all charges at the prices then in effect for your purchases and any applicable shipping fees, and you authorize us to charge your chosen payment provider for any such amounts upon placing your order.

We reserve the right to correct any errors or mistakes in pricing, even if we have already requested or received payment.

We reserve the right to refuse any order placed through the Site. We may, in our sole discretion, limit or cancel quantities purchased per person, per household, or per order. These restrictions may include orders placed by or under the same customer account, the same payment method, and/or orders that use the same billing or shipping address. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers, or distributors.

Subscriptions

If your order is subject to recurring charges, then you consent to our charging your payment method on a recurring basis without requiring your prior approval for each recurring charge, until such time as you cancel the applicable order as per the then-current Terms and Conditions relevant to any subscription offers or programs.

Where your Subscription or product order involves the delivery of a physical item or items, they will be delivered to the address that you indicate when you place your order through the Site.

All fees paid and charges made prior to the expiration or termination of your Subscription, as provided herein, including any advance charge or payment for the Subscription Period during which you terminate your Subscription, are nonrefundable. Termination of your Subscription shall not relieve you of any obligations to pay accrued charges.

Your account may be deactivated without notice to you if payment is past due, regardless of the dollar amount. You agree to pay any outstanding balance in full within thirty (30) days of cancellation or termination of your Subscription to the applicable Content.

MOUNTAIN SMOKES RESERVES THE RIGHT, AT ANY TIME, TO CHANGE ITS SUBSCRIPTION FEES AND BILLING METHODS, UPON EFFECTIVE NOTICE TO YOU, WHICH SHALL INCLUDE NOTICE SENT TO YOUR DESIGNATED EMAIL ADDRESS. If any such change is unacceptable to you, you may terminate your Subscription by contacting customer service. Your continued use of the Content following the effective date of a change to fees or billing methods shall constitute your acceptance of such change.

Corrections

There may be information on the Site that contains typographical errors, inaccuracies, or omissions, including descriptions, pricing, availability, and various other information. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update the information on the Site at any time, without prior notice.

Third Party Content

Linking

The MOUNTAIN Smokes Site may contain views, opinions and statements of various third-party individuals and organizations. The Company neither endorses nor makes any representation or warranty whatsoever regarding the views, opinions or statements provided by any third-party or any user of the Site and its Services. It is your responsibility to evaluate the accuracy, completeness and usefulness of any information, opinion or Content available through the Site and to seek appropriate advice of professionals, as appropriate.

To the extent that any Site belonging to the Company contains links to outside services and resources (“External Sites”), the Company does not control the availability and content of those outside services and resources. These links are provided solely for your convenience. If you use these links, you leave the Company’s Sites and Services. The Company does not endorse or make any representations about these third-party sites, or any material found on them, or any results that may be obtained from using them. If you decide to access any of these third-party websites you do so entirely at your own risk and acknowledge that these third party sites may contain rules and regulations, privacy provisions, confidentiality provisions, transmission of personal data provisions, and other provisions (“External Site Terms”) that differ from the provisions which apply to this Agreement and the Company is not responsible for, and expressly disclaims any and all liability for or related to, the availability of, or the content located on or through, any External Site, its External Site Terms, or any Losses that may arise or result from your navigation to or use of any External Sites. Any concerns regarding any such service or resource, or any link thereto, should be directed to the particular service or resource. You may link to any page of the Site subject to the following conditions:

  1. You do not replicate the home page or any internal page of the Site;
  2. You do not create a frame or any other browser or border environment around the Site;
  3. You only link to freely available content (and not link to any content that is considered Content that is only made to users with a username and password);
  4. You do not in any way imply any endorsement by the Company other than with its written consent or misrepresent your relationship with the Company or any of its affiliates or subsidiaries;
  5. You do not use any logos or trademarks displayed on the Site without the express written permission of the Company; and
  6. The linking website does not contain content that is distasteful, offensive or controversial, that infringes any intellectual property rights or other rights of any other person or otherwise does not comply with all applicable laws and regulations.

DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY; INDEMNIFICATION

Disclaimer

THE SITE IS PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU AGREE THAT YOUR USE OF THE SITE SERVICES WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SITE AND YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE SITE’S CONTENT OR THE CONTENT OF ANY WEBSITES LINKED TO THIS SITE AND WE WILL ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (1) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (2) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SITE, (3) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (4) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SITE, (5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE SITE BY ANY THIRD PARTY, AND/OR (6) ANY ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SITE. WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SITE, ANY HYPERLINKED WEBSITE, OR ANY WEBSITE OR MOBILE APPLICATION FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND ANY THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.

Limitations Of Liability

UNDER NO CIRCUMSTANCES SHALL THE COMPANY OR ANY OF ITS SUBSIDIARIES, AFFILIATES, EMPLOYEES, OFFICERS, AGENTS, OR PARTNERS BE LIABLE TO ANY USER OF THE SITE OR ANY OTHER SITE HELD BY THE COMPAN OR ITS SUBSIDIARIES OR AFFILIAITES FOR ANY SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES WHETHER OR NOT CHARACTERIZED IN NEGLIGENCE, TORT, CONTRACT, OR OTHER THEORY OF LIABILITY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, THAT IN ANY MANNER ARISES OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE USE OR INABILITY TO USE ANY HEMPSHIRE GROUP WEBSITE OR APPLICATION; OR, ANY CONTENT AVAILABLE ON OR THROUGH ANY SUCH WEBSITE OR APPLICATION. IN NO EVENT SHALL THE COMPANY’S AGGREGATE LIABILITY FOR ANY LOSSES IN ANY WAY ARISING FROM OR RELATING TO THIS AGREEMENT OR YOUR USE OR INABILTY TO USE ANY OF OUR APPLICATIONS, WEBSITES, OR CONTENT OR TO ANY USE OR EXPLOITATION OF YOUR POSTS OR RIGHTS THEREIN FOR ANY PURPOSE EXCEED US$1,000. THE FOREGOING LIMITATION OF LIABILITY AND EXCLUSION OF CERTAIN DAMAGES SHALL APPLY REGARDLESS OF THE SUCCESS OR EFFECTIVENESS OF OTHER REMEDIES. REGARDLESS OF THE CAUSE OR FORM OF ACTION, YOU MAY BRING NO ACTION ARISING FROM THIS AGREEMENT MORE THAN TWELVE (12) MONTHS AFTER THE CAUSE OF ACTION ARISES. THE FOREGOING LIMITATIONS OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW.

YOU AND THE COMPANY POSITIONING AGREE THAT THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY IN THIS AGREEMENT ARE MATERIAL, BARGAINED-FOR BASES OF THIS AGREEMENT, AND THAT THEY HAVE BEEN TAKEN INTO ACCOUNT IN DETERMINING THE CONSIDERATION TO BE GIVEN BY EACH PARTY UNDER THIS AGREEMENT AND IN THE DECISION OF EACH PARTY TO ENTER INTO THIS AGREEMENT. YOU AND THE COMPANY AGREE THAT THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY IN THESE TERMS ARE FAIR AND REASONABLE.

Indemnification

You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates, and all of our respective officers, agents, partners, shareholders, executives and employees, from and against any loss, damage, liability, claim, or demand, including reasonable attorneys’ fees and expenses, made by any third party due to or arising out of:  (1) use of the Site; (2) breach of these Terms of Use; (3) any breach of your representations and warranties set forth in these Terms of Use; (4) your violation of the rights of a third party, including but not limited to intellectual property rights; or (5) any overt harmful act toward any other user of the Site with whom you connected via the Site.

Notwithstanding the foregoing, we reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate, at your expense, with our defense of such claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it.

Dispute Resolution

Arbitration Agreement And Jury Trial Waiver, Class Action Waiver, And Forum Selection

Any and all controversies, disputes, demands, counts, claims, or causes of action (including the interpretation and scope of this clause, and the arbitrability of the controversy, dispute, demand, count, claim, or cause of action) between you and The Hempshire Group, Inc. or its successors or assigns shall exclusively be settled through binding and confidential arbitration.

Arbitration shall be subject to the Federal Arbitration Act and not any state arbitration law. The arbitration shall be conducted before one commercial arbitrator with substantial experience in resolving commercial contract disputes from the American Arbitration Association (“AAA”). As modified by this Agreement, and unless otherwise agreed upon by the parties in writing, the arbitration will be governed by the AAA’s Commercial Arbitration Rules and, if the arbitrator deems them applicable, the Supplementary Procedures for Consumer Related Disputes (collectively, the “Rules and Procedures”).

You are thus GIVING UP YOUR RIGHT TO GO TO COURT to assert or defend your rights EXCEPT for matters that you file in small claims court. Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury. You are entitled to a FAIR HEARING, BUT the arbitration procedures are SIMPLER AND MORE LIMITED THAN RULES APPLICABLE IN COURT. Arbitrator decisions are as enforceable as any court order and are subject to VERY LIMITED REVIEW BY A COURT.

You and the Company must abide by the following rules: (1) ANY CLAIMS BROUGHT BY YOU OR THE COMPANY MUST BE BROUGHT IN THE PARTY’S INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING; (2) THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS, MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING, AND MAY NOT AWARD CLASS-WIDE RELIEF; (3) in the event that you are able to demonstrate that the costs of arbitration will be prohibitive as compared to costs of litigation, the Company will pay as much of your filing and hearing fees in connection with the arbitration as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive as compared to the cost of litigation, (4) the Company also reserves the right in its sole and exclusive discretion to assume responsibility for all of the costs of the arbitration; (5) the arbitrator shall honor claims of privilege and privacy recognized at law; (6) the arbitration shall be confidential, and neither you nor we may disclose the existence, content or results of any arbitration, except as may be required by law or for purposes of enforcement of the arbitration award; (7) the arbitrator may award any individual relief or individual remedies that are permitted by applicable law; and (8) each side pays its own attorneys’ fees and expenses unless there is a statutory provision that requires the prevailing party to be paid its fees and litigation expenses, and, in such instance, the fees and costs awarded shall be determined by the applicable law.

With the exception of subparts (1) and (2) in this Section (prohibiting arbitration on a class or collective basis), if any part of this arbitration provision is deemed to be invalid, unenforceable, or illegal, or otherwise conflicts with the Rules and Procedures, then the balance of this arbitration provision shall remain in effect and shall be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting part was not contained herein. If, however, either subpart (1) or (2) is found to be invalid, unenforceable, or illegal, then the entirety of this arbitration provision shall be null and void, and neither you nor the Company shall be entitled to arbitration. If for any reason a claim proceeds in court rather than in arbitration, the dispute shall be exclusively brought in state or federal court located in Riverside County, California.

For more information on AAA, the Rules and Procedures, or the process for filing an arbitration claim, you may call AAA at 800-778-7879 or visit the AAA website at https://www.adr.org.

This Agreement is made under and shall be governed by and construed in accordance with the laws of the State of California, consistent with the Federal Arbitration Act, without giving effect to any principles that provide for the application of the law of another jurisdiction.

Miscellaneous Terms

Entire Agreement

These Terms of Use and any policies or operating rules posted by us on the Site or in respect to the Site constitute the entire agreement and understanding between you and us. Our failure to exercise or enforce any right or provision of these Terms of Use shall not operate as a waiver of such right or provision.

Assignment

These Terms of Use operate to the fullest extent permissible by law. We may assign any or all of our rights and obligations to others at any time. We shall not be responsible or liable for any loss, damage, delay, or failure to act caused by any cause beyond our reasonable control.

Violations of this Agreement; Injunctive Relief

The Hempshire Group, Inc. reserves the right to seek all remedies available at law and in equity for violations of this Agreement, including without limitation the right to block access to the Site from a particular account, device or IP address. The Company shall not be liable for any damages of any nature suffered by any customer, user, or any third party resulting in whole or in part from the Company exercising its rights under this Agreement. Without limiting the foregoing, you acknowledge that some or all of the Content is highly proprietary material in nature and that unauthorized copying, transfer or use may cause the Company irreparable injury that cannot be adequately compensated for by means of monetary damages. You agree that any breach of this Agreement by you may be enforced by the Company by means of equitable relief (including, but not limited to, injunctive relief) in addition to any other available rights and remedies.

Severability

If any provision or part of a provision of these Terms of Use is determined to be unlawful, void, or unenforceable, that provision or part of the provision is deemed severable from these Terms of Use and does not affect the validity and enforceability of any remaining provisions. There is no joint venture, partnership, employment or agency relationship created between you and us as a result of these Terms of Use or use of the Site.

Term and Termination

These Terms of Use shall remain in full force and effect while you use the Site. WITHOUT LIMITING ANY OTHER PROVISION OF THESE TERMS OF USE, WE RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF THE SITE (INCLUDING BLOCKING CERTAIN IP ADDRESSES), TO ANY PERSON FOR ANY REASON OR FOR NO REASON, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY REPRESENTATION, WARRANTY, OR COVENANT CONTAINED IN THESE TERMS OF USE OR OF ANY APPLICABLE LAW OR REGULATION. WE MAY TERMINATE YOUR USE OR PARTICIPATION IN THE SITE OR DELETE [YOUR ACCOUNT AND] ANY CONTENT OR INFORMATION THAT YOU POSTED AT ANY TIME, WITHOUT WARNING, IN OUR SOLE DISCRETION.

If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party.

In addition to terminating or suspending your account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress.

Modifications And Interruptions

We reserve the right to change, modify, or remove the contents of the Site at any time or for any reason at our sole discretion without notice. However, we have no obligation to update any information on our Site. We also reserve the right to modify or discontinue all or part of the Site without notice at any time.

Electronic Communications, Transactions, and Signatures

Visiting the Site, sending us emails, and completing online forms constitute electronic communications. You consent to receive electronic communications, and you agree that all agreements, notices, disclosures, and other communications we provide to you electronically, via email and on the Site, satisfy any legal requirement that such communication be in writing. YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED BY US OR VIA THE SITE.

You hereby waive any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by any means other than electronic means.

Governing Law

These Terms of Use and your use of the Site are governed by and construed in accordance with the laws of the State of California applicable to agreements made and to be entirely performed within the State of California without regard to its conflict of law principles.

Additional Terms for MOUNTAIN Smokes Loyalty Rewards Program

Incorporation of Previous Terms of Use

Several additional Terms of Use apply specifically to the MOUNTAIN Smokes Loyalty Rewards Program. By reference, all prior Terms and Conditions as stated above are incorporated fully into the Terms of Use for the MOUNTAIN Smokes Loyalty Rewards Program, plus the following Terms are added:

General Terms for MOUNTAIN Smokes Loyalty Rewards Program

Subject to the terms and conditions and additional eligibility criteria set forth below,  the “Terms and Conditions”), eligible site users twenty-one (21) years of age or older who are legal residents of the fifty (50) United States and the District of Columbia (“Eligible Users”) who register at www.MOUNTAINSmokes.com and enroll in MOUNTAIN Smokes Loyalty Rewards Program (the “Program”) can earn points (“Points”) in connection with qualifying purchases and online activities at MOUNTAINSmokes.com. Points may be redeemed for Rewards (as defined below) offered by the Company.

BY PARTICIPATING IN THE PROGRAM, YOU ACKNOWLEDGE, AGREE, AND CONSENT TO BE BOUND BY THESE TERMS AND CONDITIONS, AS THEY MAY BE AMENDED FROM TIME TO TIME, AND THE DECISIONS OF THE COMPANY, WHOSE DECISIONS SHALL BE FINAL AND BINDING IN ALL RESPECTS. YOUR CONTINUED USE OF THE COMPANY WEBSITE AND PARTICIPATION IN THE PROGRAM CONFIRMS YOUR ACCEPTANCE OF ANY MODIFICATION TO THESE TERMS AND CONDITIONS.

THE COMPANY RESERVES THE RIGHT TO MODIFY, TERMINATE, OR OTHERWISE REVISE THE PROGRAM IN ANY MANNER, IN WHOLE OR PART AND THE ACCUMULATION OF POINTS DOES NOT ENTITLE PROGRAM PARTICIPANTS TO ANY VESTED RIGHTS WITH RESPECT TO SUCH POINTS, REWARDS, OR PROGRAM BENEFITS.

Eligibility and Program Enrollment

The Program is open only to eligible users of the MOUNTAIN Smokes website who first register for an account on the MOUNTAIN Smokes website. Registered users of the MOUNTAIN Smokes website are automatically enrolled in the Program (enrolled users are referred to as “Participants”). If a Participant is not a legal resident of the fifty (50) United States or the District of Columbia at any time during the Program Period he or she is not eligible to participate in the Program. The Program is void in any location where prohibited by law. If Participant’s access to the MOUNTAIN Smokes website is suspended or terminated by the Company, any Points remaining in Participant’s Account will be void.

If you have not registered, go to the Website and follow the instructions.  By registering through the Website, you agree to be added to the Company direct mailing list and to receive updated and marketing communications via SMS and Email. There is no cost to register.  Once you are registered and logged in to the Website, you are automatically enrolled in the Loyalty Rewards Program and have a valid Loyalty Rewards Account (“Account”). A valid email address is required to create an Account.  Only one (1) Account per person.  Any person attempting to obtain or use more than one Account, e-mail address, identity, registration, or log-in, will be disqualified from participating in the Program in the Company’s sole discretion. Disqualification from the Program may include the cancellation of all Points and Accounts.  Only the Eligible user named as the Participant on the Account will accrue Points and be eligible to redeem Points for Rewards.

Management and Moderation of the Program

The Company reserves the right, in its sole discretion and at any time, to cancel, modify, restrict, or terminate the Program, in whole or in part, or any aspect of the Program, in whole or in part, including, without limitation, the Point earning/accumulation ratio, the Point redemption policy, and the Point expiration policy. The Company may take any such action(s) without advance notice. The Company may make such changes even though such changes may affect the ability of Participants, individually or collectively, to use Points already earned. The Company may make changes to any element of the Program to correct for typographical, printing or other errors.  At all times, Participants are solely responsible for remaining knowledgeable about and in compliance with these Terms and Conditions.

How to Earn Points

Participants must be enrolled in the program to earn points.

Points are earned on all purchases made on the MOUNTAIN Smokes website. The amount applied to your points balance is based on the amount paid for products only. Shipping charges and applicable taxes or other fees do not count toward the number of points applied to your loyalty account.

The current value for earned points are 100 points per $1 spent.

How to Redeem Points

Redeeming points is done on the checkout page for any purchase. A user may enter in the number of points they wish to redeem, and a direct cash discount will be applied to the order total.

The current value for redeeming points is 500 points per $1.

Terms Applicable to Account and Accrued Points

Points accumulated on different Accounts or by different Participants MAY NOT be transferred, combined, or aggregated.  Points do not constitute property, do not entitle a Participant to a vested right or interest, and have no cash value.  Points may not be transferred, sold, or bartered.  Any attempt to sell or transfer Points may result in the forfeiture of those Points, in the sole discretion of the Company.

If a Participant believes that Points were not properly accrued to their Account, the Participant must notify Company within fifteen (15) days of the date the Code was entered or the online activity was completed by the Participant. The Company’s determination as to the amount of Points in any Participant’s account is final.

Participants are responsible for maintaining the confidentiality of their Website password and for restricting access to their Account.  Participants are responsible for all activities that occur under their Account, including without limitation, a third party’s unauthorized use of the Participant’s username and password.  Without limiting any other remedies, the Company may suspend or terminate any Account if the Company suspects that any Participant or other person has engaged in fraudulent activity in connection with the Program.

Additional Terms for MOUNTAIN Smokes Wholesale & Retailer Programs

Incorporation of Previous Terms of Use

Several additional Terms of Use apply specifically to the MOUNTAIN Smokes Wholesale and Retailer Programs. By reference, all prior Terms and Conditions as stated above are incorporated fully into the Terms of Use for the MOUNTAIN Smokes Wholesale and Retailer Programs, plus the following Terms are added:

Approved Retailer Accounts

Retailers who have submitted the required information and resale or tax certificate may be approved to purchase MOUNTAIN Smokes products at wholesale prices. Such approval shall be in the sole discretion of The Hempshire Group, Inc., and may be withdrawn at any time in our sole discretion for accounts that violate these Terms and Conditions.

Minimum Order Quantity (MOQ)

The MOQ for all retailer orders placed through the website is $250 for retailers who are selling products directly to customers. For distributor and wholesaler customers, MOQ will be determined in advance expressly in writing on a case-by-case basis, and the agreed-upon MOQ will be reflected as a minimum required spend in the user’s wholesale account. To apply for approval as a WHOLESALER or DISTRIBUTOR, please Contact Us directly here.

Placing Orders

Approved Retailers can place orders directly through this website. Wholesale and retailer orders incur no shipping and processing charges. Orders placed over the phone or via email may be charged a nominal processing fee at our discretion.

MSRP and Minimum Pricing

Retailers are free to set retail pricing in their own stores for our products. However, the price may not exceed the MSRP (as shown on our single-pack website prices here) + 15%.

Pricing

Prices listed on our retail order form are in US dollars.

Returns and Errors

If a product was shipped in error, retailers are entitled to a refund of the difference between the received item and the ordered item, provided the received item is returned unopened. Sales on retailer-ordered products are otherwise final.

Payments

Payments for any order up to and including $1,500 may be placed via the checkout on this website via Credit Card or Debit Card. Orders above $1,500 must be paid for by Bank Transfer or Check only. Invoices and payment instructions will be provided immediately upon submission of all orders over $1,500. All orders are due and payable upon submission; processing and shipping of all orders will commence upon receipt of payment.

Shipping

Wholesale and Retailer Orders are shipped within 48 hours or less from the time payment has cleared, excluding weekends and holidays. For special circumstances we may be able to expedite your order; please Contact Us here for assistance.

IMPORTANT NOTE: By default, MOUNTAIN Smokes ships all retailer orders to a single location provided by you. If you require shipment to multiple locations, you must make special arrangements by Contacting Us here in advance.

Where Goods May be Sold

When MOUNTAIN Smokes are sold by an approved retailer directly to consumers, only physical facilities and websites that are under direct ownership of the approved retailers may be used to sell the products. We do not accept affiliate applicants, and you must have a valid reseller permit.

MOUNTAIN Smokes may only be sold in states and jurisdictions where the sale of CBD and hemp-derived products is legally permitted. MOUNTAIN Smokes and The Hempshire Group, Inc., assume no liability whatsoever for sales made by you in contravention of this requirement.

Drop-Shipping

MOUNTAIN Smokes does not currently offer a drop-shipping program.

Advertising and Promotion Materials

Any materials created or used by any approved retailer to promote and sell MOUNTAIN Smokes products must be a) created and provided by MOUNTAIN Smokes or, b) created by approved retailers with the express approval in writing in advance of usage (email will suffice) by an authorized MOUNTAIN Smokes executive prior to use or distribution of such retailer-created materials.

By submitting a Retailer Account application on the MOUNTAIN Smokes website you consent to these terms and conditions.

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