2.1 The Services are not targeted towards, nor intended for use by, anyone under the age of 13. By using the Services, you represent and warrant that you are 13 years of age or older. If you are under the age of 13, you may not, under any circumstances or for any reason, use the Services. We may, in our sole discretion, refuse to offer the Services to any person or entity and change its eligibility criteria at any time. You are solely responsible for ensuring that these Terms and Conditions are in compliance with all laws, rules and regulations applicable to you and the right to access the Services is revoked where these Terms and Conditions or use of the Services is prohibited or to the extent offering, sale or provision of the Services conflicts with any applicable law, rule or regulation. Further, the Services are offered only for your use, and not for the use or benefit of any third party.

2.2 To sign up for the Services, you must register for an account on the Services (an “Account”). You must provide accurate and complete information and keep your Account information updated. You shall not: (i) select or use as a username a name of another person with the intent to impersonate that person; (ii) use as a username a name subject to any rights of a person other than you without appropriate authorization; or (iii) use, as a username, a name that is otherwise offensive, vulgar or obscene. You are solely responsible for the activity that occurs on your Account, regardless of whether the activities are undertaken by you, your employees or a third party (including your contractors or agents), and for keeping your Account password secure. You may never use another person’s user account or registration information for the Services without permission. You must notify us immediately of any change in your eligibility to use the Services (including any changes to or revocation of any licenses from state authorities), breach of security or unauthorized use of your Account. You should never publish, distribute or post login information for your Account. You shall have the ability to delete your Account, either directly or through a request made to one of our employees or affiliates. 365Jewels will not be liable for any loss or damage as a result of your failure to provide us with accurate information or to keep your Account secure.

3.1 For purposes of these Terms and Conditions, the term “Content” includes, without limitation, files, information, data, text, written posts and comments, software, scripts, graphics, and interactive features generated, provided, or otherwise made accessible on or through the Services. For the purposes of this Agreement, “Content” also includes all User Content (as defined below).

3.2 All Content added, created, uploaded, submitted, distributed, or posted to the Services by users (collectively “User Content”), whether publicly posted or privately transmitted, is the sole responsibility of the person who originated such User Content. You represent that all User Content provided by you is accurate, complete, up-to-date, and in compliance with all applicable laws, rules and regulations. You acknowledge that all Content, including User Content, accessed by you using the Services is at your own risk and you will be solely responsible for any damage or loss to you or any other party resulting therefrom. We do not guarantee that any Content you access on or through the Services is or will continue to be accurate.

3.3 The Services may contain Content specifically provided by us, our partners or our users and such Content is protected by copyrights, trademarks, service marks, patents, trade secrets or other proprietary rights and laws. You shall abide by and maintain all copyright notices, information, and restrictions contained in any Content accessed through the Services.

3.4 Subject to these Terms and Conditions, we grant each user of the Services a worldwide, non-exclusive, non-sublicensable and non-transferable license to use (i.e., to download and display locally) Content solely for purposes of using the Services. Use, reproduction, modification, distribution or storage of any Content for other than purposes of using the Services is expressly prohibited without prior written permission from us. You shall not sell, license, rent, or otherwise use or exploit any Content for commercial use or in any way that violates any third party right.

3.5 By submitting any User Content to the Website, excluding privately transmitted User Content, you hereby do and shall grant us a worldwide, non-exclusive, perpetual, royalty-free, fully paid, sublicensable and transferable license to use, aggregate, reproduce, distribute, prepare derivative works of, display, perform, and otherwise fully exploit such User Content in connection with the Website, the Services and our (and our successors’ and assigns’) businesses, including without limitation for promoting and redistributing part or all of the Website or the Services (and derivative works thereof) in any media formats and through any media channels (including, without limitation, third party websites and feeds), and including after your termination of your Account or the Services. You also hereby do and shall grant each user of the Website and/or the Services a non-exclusive, perpetual license to access any of your User Content that is available to such user on the Website, and to use, reproduce, distribute, prepare derivative works of, display and perform such User Content, including after your termination of your Account or the Services. By submitting any User Content to the Services other than on the Website, you hereby do and shall grant us a worldwide, non-exclusive, perpetual, royalty-free, fully paid, sublicensable and transferable license to use, aggregate, reproduce, distribute, prepare derivative works of, display, and perform such User Content solely for the purpose of providing the Services. For clarity, the foregoing licenses granted to us and our users does not affect your other ownership or license rights in your User Content, including the right to grant additional licenses to your User Content, unless otherwise agreed in writing. You represent and warrant that you have all rights to grant such licenses to us without infringement or violation of any third party rights, including without limitation, any privacy rights, publicity rights, copyrights, trademarks, contract rights, or any other intellectual property or proprietary rights.

4.1 As a condition of use, you promise not to use the Services for any purpose that is prohibited by these Terms and Conditions. You are responsible for all of your activity in connection with the Services.

4.2 You agree that you will not transmit, distribute, post, store, link, or otherwise traffic in Content, information, software, or materials on or through the Service that (i) is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, offensive, profane, contains or depicts pornography that is unlawful, or is otherwise inappropriate as determined by us in our sole discretion, (ii) you know is false, misleading, untruthful or inaccurate, (iii) constitutes unauthorized or unsolicited advertising, (iv) impersonates any person or entity, including any of our employees or representatives, or (v) includes anyone’s identification documents or sensitive financial information.

4.3 You shall not: (i) take any action that imposes or may impose (as determined by us in our sole discretion) an unreasonable or disproportionately large load on our (or our third party providers’) infrastructure; (ii) interfere or attempt to interfere with the proper working of the Services or any activities conducted on the Services; (iii) bypass, circumvent or attempt to bypass or circumvent any measures we may use to prevent or restrict access to the Services (or other accounts, computer systems or networks connected to the Services); (iv) run any form of auto-responder or “spam” on the Services; (v) use manual or automated software, devices, or other processes to “crawl” or “spider” any page of the Website; (vi) harvest or scrape any Content from the Services; (vii) use the Services for high risk activities including but not limited to the operation of nuclear facilities, air traffic control, life support systems, or any other use where the failure of service could lead to death, personal injury, or environmental damage; or (viii) otherwise take any action in violation of our guidelines and policies.

4.4 You shall not (directly or indirectly): (i) decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Services (including without limitation any application), except to the limited extent applicable laws specifically prohibit such restriction, (ii) modify, translate, or otherwise create derivative works of any part of the Services, or (iii) copy, rent, lease, distribute, or otherwise transfer any of the rights that you receive hereunder. You shall abide by all applicable local, state, national and international laws and regulations.

4.5 We also reserve the right to access, read, preserve, and disclose any information as we reasonably believe is necessary to (i) satisfy any applicable law, regulation, legal process or governmental request, (ii) enforce these Terms and Conditions, including investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to user support requests, or (v) protect the rights, property or safety of us, our users and the public.

4.6 Users are restricted from registering multiple Accounts with the same billing details without first notifying 365Jewels of that intent. Otherwise, 365Jewels shall have the right to automatically flag such Accounts as fraudulent or abusive, and 365Jewels may, without notification to the User of such Account, suspend the service of such Account or any other Account used by such User. The use of coupon codes by multiple Accounts having the same billing profile is not allowed. 365Jewels also reserves the right to terminate a User’s Account if it is targeted by malicious activity from other parties.

4.7 The enumeration of violations in this Section 4 of these Terms and Conditions is not meant to be exclusive, and 365Jewels provides notice hereby that it has and will exercise its authority to take whatever action is necessary to protect the Services, Users, and third parties from acts that would be inimical to the purposes of this Section 4 of these Terms and Conditions.

Lawful Use of the Network:

4.8 In using the Services, Users must comply with, and refrain from violations of, any right of any other person, entity, or law, or any contractual duty, including but not limited to the: (a) distribution of child pornography, (b) forgery, identity theft, misdirection or interference with electronic communications, (c) invasion of privacy, (d) violations of the CANSPAM Act, (e) collection of excessive user data from children, or other improper data collection activities, (f) securities violations, wire fraud, money laundering, or terrorist activities, or (f) false advertising, propagating or profiting from frauds and unfair schemes. Users will also comply with the affirmative requirements of law governing use of the Services, including but not limited to: (i) disclosure requirements, including those regarding notification of security breaches, (ii) records maintenance for regulated industries, and (iii) financial institution safeguards.

Agreed Use of Allotted Network Resources:

4.9 Users shall not use any method to circumvent the provisions of these Terms and Conditions, or to obtain Services in excess of those for which they contract with 365Jewels. Users shall use only those IP addresses that are assigned to them by 365Jewels, and shall not use any IP addresses outside of their assigned range. Users shall not use any mechanism to exceed the amount of resources assigned to them through the Services, or to conceal such activities.

Injurious Code:

4.10 Users may not use the Services to distribute, receive communications or data gleaned from, or execute any action directed by any type of injurious code, including but not limited to: (i) trojans, (ii) key loggers, (iii) viruses, (iv) malware, (v) botnets, (vi) denial of service attacks, (vii) flood or mail bombs, (viii) logic bombs, or (ix) other actions which 365Jewels reserves the sole right to determine to be malicious in intent.

Invasion of Privacy, Defamation, or Harassment:

4.11 Users may not use the Services in a manner that would violate the lawful privacy rights of any person, or to publish or republish defamatory or libelous statements, or to harass or embarrass, which shall be determined in 365Jewels’s sole and absolute discretion.

Violation of Copyright, Trademark, Patent or Trade Secret:

4.12 Users may not use the Services in violation of the copyrights, trademarks, patents or trade secrets of third parties, nor shall they utilize the Services to publish such materials in a manner that would expose them to public view in violation of the law. The provisions of the Digital Millennium Copyright Act of 1998 (“DMCA”) (as required under 17 U.S.C. §512) will apply to issues presented by allegations of copyright violations by third parties. 365Jewels will, in appropriate circumstances, terminate the accounts of repeat violators. If a third party believes that a User of 365Jewels is violating its intellectual property rights, it should notify us by email at support@365Jewels.com. A notification should include information reasonably sufficient to permit 365Jewels to locate the allegedly infringing material, such as the IP address or URL of the specific online location where the alleged infringement is occurring.

Acts of Sub-Users:

4.13 Users are responsible for the acts of others utilizing their access to the Services, and will be held responsible for violations of the Services by their sub-users or persons who gain access to the Services using the User’s access codes. Any activity that a User is prohibited from performing by these Terms and Conditionss is equally prohibited to anyone using the access to the Services of the User. Accordingly, Users agree to take the following actions outlined in 4.14, 4.15 and 4.16 below to control the activities of those who connect to the Services by any means.

Access Code Protection:

4.14 Users shall utilize proper security protocols, such as setting strong passwords and access control mechanisms, safeguarding access to all logins and passwords, and verifying the trustworthiness of persons who are entrusted with account access information.

Notification Regarding these Terms and Conditions:

4.15 Users shall notify all persons who receive access to the Services of the provisions of these Terms and Conditions, and shall inform them that the terms of these Terms and Conditions are binding upon them.

Remedial Action:

4.16 Users shall notify 365Jewels if and when they learn of any security breaches regarding the Services, and shall aid in any investigation or legal action that is taken by authorities and/or 365Jewels to cure the security breach.

5.1 The Services may permit you to link to other websites, services or resources on the Internet, and other websites, services or resources may contain links to the Services. When you access third party resources on the Internet, you do so at your own risk. These other resources are not under our control, and you acknowledge that we are not responsible or liable for the content, functions, accuracy, legality, appropriateness or any other aspect of such websites or resources. The inclusion of any such link does not imply our endorsement or any association between us and their operators. You further acknowledge and agree that we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such website or resource.

Terms of Sale of Physical Goods

6.1 When you place an order for any of 365Jewels’ physical goods (the “Physical Goods”) you’re doing so on the following terms:

• all orders are subject to availability and confirmation of the order price;
• dispatch times may vary according to availability and any guarantees or representations made as to delivery times are subject to any delays resulting from postal delays or force majeure for which 365Jewels will not be responsible;
• you must be over 18 years of age and possess a valid credit or debit card issued by a bank acceptable to us in order to contract with 365Jewels;
• we retain the right to refuse any request made by you, and reserve the right to close your 365Jewels account at our sole discretion;
• if your order is accepted you will receive an acknowledgement e-mail confirming receipt of your order. This email will only be an acknowledgement and will not constitute acceptance of your order. A contract between us for the purchase of the Physical Goods will not be formed until your payment has been approved by us and we have debited your credit or debit card. Upon receiving your order we carry out a standard pre-authorisation check on your payment card to ensure there are sufficient funds to fulfil the transaction. Physical Goods will not be dispatched until this pre-authorisation check has been completed. Your card will be debited once the order has been accepted;
• when placing an order you undertake that all details you provide to us are true and accurate, that you are an authorised user of the credit or debit card used to place your order and that there are sufficient funds to cover the cost of the Physical Goods. The cost of foreign products and services may fluctuate. All prices advertised are subject to such changes. Please be aware that some of the Physical Goods sold through our Services may not be suitable for children under 18 years of age, so please take extra care when purchasing Physical Goods as gifts, for under 18’s;
• whilst we try and ensure that all details, descriptions and prices which appear on the Services are accurate, errors may occur. If we discover an error in the price of any Physical Goods which you have ordered we will inform you of this as soon as possible and give you the option of reconfirming your order at the correct price or cancelling it. If we are unable to contact you we will treat the order as cancelled. If you cancel and you have already paid for the Physical Goods, you will receive a full refund. Where applicable, prices are inclusive of VAT. Delivery costs will be charged in addition; such additional charges are clearly displayed where applicable and included in the ‘Order Total’;
• the Services may contain typographical errors or other errors or inaccuracies and may not be complete or current. We therefore reserve the right to correct any errors, inaccuracies or omissions and to change or update information at any time without prior notice. We reserve the right to refuse to fill any orders that you may place based on information on the Services that may contain errors or inaccuracies, including, without limitation, errors, inaccuracies or out-of-date information regarding pricing, shipping, payment terms, or return policies.

Terms of Sale of Digital Goods

6.2 When you purchase any of 365Jewels’ digital goods (the “Digital Goods”) you’re doing so on the following terms:

• you promise to us that you have carefully considered the suitability of your purchase, and that you have chosen appropriately;
• you cannot cancel a completed purchase of Digital Goods;
• we do not promise that any Digital Goods will continue to be accessible to you from our Services so you should download and save Digital Goods as soon as you purchase them;
• when you purchase Digital Goods and pay the stated price, you do so in agreement not to reproduce, distribute, sell, license, rent, or otherwise use or exploit the Digital Goods for commercial use or in any way that violates any third party right;
• we retain full ownership of all copyrights associated with the Digital Goods.

Acceptable Payment Methods

6.3 365Jewels accepts Paypal payments. Users who choose to pay with PayPal will be strictly limited to a single 365Jewels Account per PayPal account. Virtual credit cards and gift cards typically will not be accepted. Other forms of payment may be arranged by contacting 365Jewels at support@365Jewels.com. Please note that any payment terms presented to you in the process of using or signing up for paid Services are deemed part of this Agreement.
6.4 We use third-party payment processors (the “Payment Processors”) to bill you. The processing of payments will be subject to the terms, conditions and privacy policies of the Payment Processors in addition to this Agreement. We are not responsible for error by the Payment Processors. By choosing to use paid Services, you agree to pay us, through the Payment Processors, all charges at the prices then in effect for any use of such paid Services in accordance with the applicable payment terms and you authorize us, through the Payment Processors, to charge your chosen payment provider (your “Payment Method”). You agree to make payment using that selected Payment Method. We reserve the right to correct any errors or mistakes that it makes even if it has already requested or received payment.

Returns policy for Physical Goods

6.5 To return or exchange your Physical Goods, please email hello@365jewels.com and provide your reasoning for such return or exchange. When you request to return or exchange your Physical Goods you’re doing so on the following terms:

• all returns and exchanges must be made within twenty-eight (28) days of the Physical Goods being dispatched from us to you;
• all returns must be arranged at your own cost. In this instance, the Physical Goods will remain your responsibility until accepted at our place of business. If the Physical Goods are lost, stolen, misplaced, or damaged in transit, it is your responsibility and 365Jewels will not reimburse you for any costs or fees associated with the transportation. We recommend using a carrier service that provides a tracking of the Physical Goods. To complete your return, we require a receipt or proof of purchase;
• once the Physical Goods have been collected and returned in their original condition, we will provide a refund to the original card used for payment. Shipping and handling costs will not be refunded, unless the item is faulty or damaged. Proof of such damage must be provided when you initiate such refund or exchange. Determination of faulty or damaged Physical Goods will be decided by 365Jewels. Please note that the Physical Goods 365Jewels provides are handmade and slight imperfections may occur, and such imperfections do not qualify as faulty or damaged;
• card refunds may take up to ten (10) business days for your bank to complete. This can vary between card issuers and unfortunately we are unable to influence this;
• all Physical Goods need to be returned in their 365Jewels original packaging, including, without limitation, all boxes, pouches, care cards, and bubble wrap. If such Physical Goods are not returned in the complete, original packaging, a refund or exchange may not be issued. The determination of a refund or exchange will be decided at our sole discretion;
• if you wish to return earrings, please do not remove the original wrapping for hygiene reasons. We don’t accept returned earrings which have been worn or used;
• returned Physical Goods that are damaged, worn or altered subsequent to you receiving the Physical Goods will not be accepted and may be sent back to you. All returned Physical Goods must be unused and in the same condition that you received the Physical Goods. The determination of whether the Physical Goods are damaged, worn or altered subsequent to you receiving the Physical Goods will be made by 365Jewels;
• upon receipt of your returned Physical Goods, we will notify you that the Physical Goods were received and are being inspected. After inspection, we will notify you of the approval or rejection of your requested refund or exchange;
• we’ll send your replacement to the original delivery address you provided when you placed your order. To check or update your address details, log into My Account and click ‘Edit’ beside your Shipping Address (remember to click ‘Save Address’ when you’re done);
• we are not responsible for any Physical Goods that are returned to us by mistake;
• we’ll refund the price you purchased your Physical Goods at – this includes sale Physical Goods. If you’d like a refund for your Physical Goods but you can’t return the Physical Goods to us for any reason, then a refund for those Physical Goods will be at our sole discretion;
• we only exchange like-for-like Physical Goods. If you want different Physical Goods, the Physical Goods you want is sold under a different name, or the Physical Goods you want is a different price to the price at which you bought the original Physical Goods, then you’ll need to return the unwanted Physical Goods for a refund and place a new order;
• if the Physical Goods you want in exhange are out of stock, then a refund will be issued instead;
• our returns address is: 17 The Farthings, Washington, Tyne and Wear, NE37 1PG, United Kingdom.

Returns policy for Digital Goods

6.6 Given the nature of downloadable Digital Goods, we do not offer a refund on the purchase of any of our Digital Goods. There is no obligation for us to provide a refund in situations such as the following:

• you have changed your mind about Digital Goods;
• you bought Digital Goods by mistake;
• you do not have sufficient expertise to use the Digital Goods;
• you ask for goodwill; or
• you can no longer access the Digital Goods (we advise you to download and backup Digital Goods as soon as you purchase them to avoid this situation).

7.1 We have no special relationship with or fiduciary duty to you. You acknowledge that we have no duty to take any action regarding:

• which Users gain access to the Services; or
• how you may interpret or use the Content.

7.2 THE SERVICES AND CONTENT ARE PROVIDED “AS IS”, “AS AVAILABLE” AND WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. WE, AND OUR DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, PARTNERS AND CONTENT PROVIDERS DO NOT WARRANT THAT: (I) THE SERVICES WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (II) ANY DEFECTS OR ERRORS WILL BE CORRECTED; (III) ANY CONTENT OR SOFTWARE AVAILABLE AT OR THROUGH THE SERVICES IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR (IV) THE RESULTS OF USING THE SERVICES WILL MEET YOUR REQUIREMENTS. YOUR USE OF THE SERVICES IS SOLELY AT YOUR OWN RISK.

8.1 IN NO EVENT SHALL WE, NOR OUR DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, SUPPLIERS OR CONTENT PROVIDERS, BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE SERVICES (I) FOR ANY LOST PROFITS, DATA LOSS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, COMPENSATORY OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, SUBSTITUTE GOODS OR SERVICES (HOWEVER ARISING), (II) FOR ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION), OR (III) FOR ANY DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE) OF FEES PAID TO US FOR THE PARTICULAR SERVICES EVEN IF 365JEWELS HAD BEEN ADVISED OF, KNEW, OR SHOULD HAVE KNOWN, OF THE POSSIBILITY THEREOF. USER ACKNOWLEDGES THAT THE FEES PAID BY HIM OR HER REFLECT THE ALLOCATION OF RISK SET FORTH IN THIS AGREEMENT AND THAT 365JEWELS WOULD NOT ENTER INTO THIS AGREEMENT WITHOUT THESE LIMITATIONS. USER HEREBY WAIVES ANY AND ALL CLAIMS AGAINST 365JEWELS ARISING OUT OF USER’S PURCHASE OR USE OF THE SERVICES, OR ANY CONDUCT OF 365JEWELS’ DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR REPRESENTATIVES. YOUR SOLE AND EXCLUSIVE RIGHT AND REMEDY IN CASE OF DISSATISFACTION WITH THE SERVICES OR ANY OTHER GRIEVANCE SHALL BE YOUR TERMINATION AND DISCONTINUATION OF ACCESS TO OR USE OF THE SERVICES.

9.1 We value your information and take reasonable precautions to protect it. While we take reasonable steps to preserve the security of your information, please be aware that we can’t promise that your use of the Services will be confidential, and we can’t promise that any information you provide to us is perfectly secure. While using the Services, you may also become aware of confidential information about us or another member. You promise to not disclose any confidential information made available to you through the Services to any other person.

10.1 User is solely responsible for the preservation of User’s Digital Goods which User saves onto its virtual server. 365Jewels shall have no liability for any Digital Goods that may be lost, or unrecoverable, by reason of User’s failure to backup its Digital Goods.

11.1 You shall defend, indemnify, and hold harmless us, our affiliates, parents, subsidiaries, any related companies, licensors and partners, and each of our and their respective employees, officers, directors, agents, contractors, directors, suppliers and representatives from all liabilities, claims, and expenses, including reasonable attorneys’ fees, that arise from or relate to your (or any third party using your Account or identity in the Services) use or misuse of, or access to, the Services, Content, or otherwise from your User Content, violation of these Terms and Conditions or of any law, or infringement of any intellectual property or other right of any person or entity. We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will assist and cooperate with us in asserting any available defenses.

12.1 365Jewels reserves the right, in our sole discretion, to terminate your access to all or any part of the Services at any time, with or without notice, effective immediately, including but not limited to as a result of your violation of any of these Terms and Conditions or any law, or if you misuse system resources, such as, by employing programs that consume excessive network capacity, CPU cycles, or disk IO. Any such termination may result in the forfeiture and destruction of information associated with your Account. 365Jewels may provide prior notice of the intent to terminate Services to you if such notice will not, in 365Jewels’s discretion, run counter to the intents and purposes of these Terms and Conditions. Any fees paid hereunder are non-refundable and any fees owed to 365Jewels before such termination shall be immediately due and payable, including any liabilities that may have been incurred prior to termination such as 365Jewels’s costs for collection (including attorneys’ fees) of any such charges or other liabilities. Upon termination, any and all rights granted to User by this Agreement will immediately be terminated, and User shall promptly discontinue all use of the Services. If you wish to terminate your Account, you may do so by contacting support@365Jewels.com. All provisions of these Terms and Conditions which by their nature should survive termination shall survive termination, including, without limitation, licenses of User Content, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

13.1 Any claim arising hereunder shall be construed in accordance with the substantive and procedural laws of England, without regard to principles of conflict of laws. You agree that any dispute arising from or relating to the subject matter of these Terms and Conditions shall be governed by the exclusive jurisdiction and venue of the courts of England. User consents to service of process via email at the email address(es) provided by User, and waives any requirement under the Hague Convention or other judicial treaty requiring that legal process be translated into any language other than English.

14.1 Mindful of the high cost of litigation, you and 365Jewels agree to the following dispute resolution procedure: in the event of any controversy, claim, action or dispute arising out of or related to: (i) the Website; (ii) this Agreement; (iii) the Services; (iv) the breach, enforcement, interpretation, or validity of this Agreement; or (v) any other dispute between you and 365Jewels (“Dispute”), the party asserting the Dispute shall first try in good faith to settle such Dispute by providing written notice to the other party (by first class or registered mail) describing the facts and circumstances (including any relevant documentation) of the Dispute and allowing the receiving party 30 days in which to respond to or settle the Dispute. Notice shall be sent (1) if to 365Jewels at: 17 The Farthings, Washington, Tyne and Wear, NE37 1PG, England or (2) if to you at: your last-used billing address or the billing and/or shipping address in your Account information. Both you and 365Jewels agree that this dispute resolution procedure is a condition precedent that must be satisfied prior to initiating any arbitration or filing any claim against the other party.

15.1 Both you and 365Jewels agree that any dispute or claim, including without limitation, statutory, contract or tort claims, relating to or arising out of this Agreement or the alleged breach of this Agreement, shall, upon timely written request of either party, be submitted to binding arbitration. The party asserting the claim may elect to have the arbitration be in-person, telephonic or decided based only on written submissions. The arbitrator shall issue a reasoned award with findings of fact and conclusions of law, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Either you or 365Jewels may bring an action in any court of competent jurisdiction to compel arbitration under this Agreement, or to enforce or vacate an arbitration award. You and 365Jewels waive any right to a trial by jury, so that disputes will be resolved through arbitration. No claim subject to this provision may be brought as a class or collective action, nor may you assert such a claim as a member of a class or collective action that is brought by another claimant. Furthermore, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding. Except as may be required by law, neither a party nor an arbitrator may disclose the existence, content, or results of any arbitration hereunder without the prior written consent of both parties.

16.1 Neither you nor 365Jewels shall be liable for nonperformance of the terms herein to the extent that either you or 365Jewels are prevented from performing as a result of any act or event which occurs and is beyond your or 365Jewels’s reasonable control, including, without limitation, acts of God, war, unrest or riot, strikes, any action of a governmental entity, weather, quarantine, fire, flood, earthquake, explosion, utility or telecommunications outages, Internet disturbance, or any unforeseen change in circumstances, or any other causes beyond either party’s reasonable control. The party experiencing the force majeure shall provide the other party with prompt written notice thereof and shall use reasonable efforts to remedy effects of such force majeure.

16.2 This Agreement, including all related agreements and policies incorporated by reference herein, constitutes the entire agreement between the parties related to the subject matter hereof and supersedes any prior or contemporaneous agreement between the parties relating to the Services. A valid waiver hereunder shall not be interpreted to be a waiver of that obligation in the future or any other obligation under this Agreement. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder. In order for any waiver of compliance with these Terms and Conditions to be binding, we must provide you with written notice of such waiver through one of our authorized representatives. If any provision of this Agreement is prohibited by law or held to be unenforceable, that provision will be severed and the remaining provisions hereof shall not be affected such that this Agreement shall continue in full force and effect as if such unenforceable provision had never constituted a part hereof. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute the same instrument. This Agreement may be signed electronically. These Terms and Conditions are personal to you, and are not assignable, transferable or sublicensable by you except with our prior written consent. We may assign, transfer or delegate any of our rights and obligations hereunder without consent. No agency, partnership, joint venture, or employment relationship is created as a result of these Terms and Conditions and neither party has any authority of any kind to bind the other in any respect. The section and paragraph headings in these Terms and Conditions are for convenience only and shall not affect their interpretation. Unless otherwise specified in these Terms and Conditions, all notices under these Terms and Conditions will be in writing and will be deemed to have been duly given when received, if personally delivered or sent by certified or registered mail, return receipt requested; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; or the day after it is sent, if sent for next day delivery by recognized overnight delivery service. Electronic notices should be sent to legal@365Jewels.com.