Terms of Service and Sale

Revised November 1, 2019

SW Retail Stores, LLC d/b/a Nira (together with its affiliates, “we,” “us,” and “our”) owns and operates the niracbd.com website (our “Site”) on which we provide goods and services (collectively with our Site, our “Service”) that enables visitors and users (“you” and “your”) to access and use our Service. Your use of our Service is subject to the terms and conditions set forth in these Terms of Service and Sale (these “Terms” and together with your use of our Service, this “Agreement”). By accessing or using our Service, you accept these Terms in their entirety whether or not you are a registered user. Your use of our Service is further subject to our and Privacy Policy, which is incorporated herein by reference. These Terms constitute a legally binding agreement by and between you and us.

THESE TERMS CONTAIN IMPORTANT LIMITATIONS OF OUR LIABILITY TO YOU AND SPECIFIC DISPUTE RESOLUTION PROCEDURES. PLEASE READ THESE TERMS CAREFULLY BEFORE ACCESSING OR USING OUR SERVICE. BY ACCESSING OR USING OUR SERVICE (INCLUDING MAKING A PURCHASE), YOU AGREE TO THESE TERMS. IF YOU DO NOT AGREE WITH THESE TERMS, DO NOT USE OUR SERVICE. WE RESERVE THE RIGHT TO MAKE CHANGES TO THESE TERMS AT ANY TIME, AND THOSE CHANGES SHALL BECOME EFFECTIVE IMMEDIATELY UPON POSTING SUCH MODIFIED TERMS. YOU AGREE TO REVIEW THESE TERMS PERIODICALLY TO BE AWARE OF ANY SUCH CHANGES, AND YOUR CONTINUED USE OF OUR SERVICE SHALL BE DEEMED YOUR CONCLUSIVE ACCEPTANCE OF MODIFIED TERMS.

  1. Product Returns

Please see our Return Policy for details about returns and refunds.

  1. Warranty Disclaimer and Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE, INCLUSIVE OF BUT NOT LIMITED TO CONTENT AND GOODS DISPLAYED ON OR AVAILABLE THROUGH THE SITE, IS PROVIDED “AS IS” AND “AS AVAILABLE” AND WITHOUT ANY WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, OR STATUTORY. WE HEREBY DISCLAIM ALL WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. Except for any express warranties found on our Site (which is incorporated herein by reference), we make no warranty, express or implied, that our Site, Services or any services, products, or information obtained on or through our Site will meet your requirements or will be uninterrupted, timely, secure, or error free, that defects will be corrected, or that this site or the server that makes it available are free of viruses or other harmful components. We do not warrant or make any representation regarding use, or the result of use, of the Service in terms of accuracy, reliability, or otherwise. The Service may include technical inaccuracies or typographical errors, and we may make changes or improvements at any time. YOU, AND NOT US, ASSUME THE ENTIRE COST OF ALL SERVICING, REPAIR, OR CORRECTION IN THE EVENT OF ANY LOSS OR DAMAGE ARISING FROM THE USE OF OUR SITE OR ITS CONTENT. WE MAKE NO WARRANTIES THAT YOUR USE OF OUR SITE OR ITS CONTENT WILL NOT INFRINGE THE RIGHTS OF OTHERS AND WE DO NOT ASSUME ANY LIABILITY OR RESPONSIBILITY FOR ERRORS OR OMISSIONS IN THE CONTENT. All of the information on our Site, whether historical in nature or forward-looking, speaks only as of the date the information is posted on our Site, and we do not undertake any obligation to update such information after it is posted or to remove such information from our Site if it is not, or is no longer, accurate or complete.  This section does not affect in any way our Return Policy or limited warranty for goods purchased on our Site to the extent expressly provided.

We shall be not held liable for any improper or incorrect use of the information, Services, or products purchased on our Site and assume no responsibility for anyone’s use of the information, Services, or products purchased on our Site.  We will not be liable if you or anyone to whom you provide the products purchased on our site is exposed to or comes in contact with any item to which you or the other person is allergic.  We shall not be held liable for any direct or indirect damages caused in any way through the use of information or Services on our Site. This includes but is not limited to procurement or substitute goods or services; loss of use, data, or profits; or business interruption. This disclaimer of liability applies to any damages or injury which may be perceived by you to be caused by the information or Services on our Site, or by using our Site.

  1. Limitation of Liability; Liability Cap

YOU UNDERSTAND AND AGREE THAT IN NO EVENT SHALL WE, OUR AFFILIATES, AND THEIR SUCCESSORS, ASSIGNS, EMPLOYEES, AFFILIATES, AND AGENTS (COLLECTIVELY, “COMPANY PARTIES”) BE LIABLE FOR ANY LOSS OF PROFITS, REVENUE OR DATA, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH OUR SERVICE, OR DAMAGES OR COSTS DUE TO LOSS OF PRODUCTION OR USE, BUSINESS INTERRUPTION, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, WHETHER OR NOT COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THE TERMS, OR FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF OUR SERVICE, ON ANY THEORY OF LIABILITY, RESULTING FROM: (1) THE USE OR INABILITY TO USE OUR SERVICE; (2) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED FOR TRANSACTIONS ENTERED INTO THROUGH OUR SERVICE; (3) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (4) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON OUR SERVICE; OR (5) ANY OTHER MATTER RELATED TO OUR SERVICE, WHETHER BASED ON WARRANTY, COPYRIGHT, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY.  THE FOREGOING CAP ON LIABILITY SHALL NOT APPLY TO LIABILITY OF A COMPANY PARTY FOR (A) DEATH OR PERSONAL INJURY CAUSED BY A COMPANY PARTY’S NEGLIGENCE; OR FOR (B) ANY INJURY CAUSED BY A COMPANY PARTY’S FRAUD OR FRAUDULENT MISREPRESENTATION.

IN NO EVENT WILL THE COLLECTIVE LIABILITY OF US AND OUR COMPANY PARTIES, TO ANY PARTY (REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, OR OTHERWISE) EXCEED THE LESSER OF $100 OR THE AMOUNT YOU HAVE PAID TO US FOR THE APPLICABLE CONTENT, PRODUCT OR SERVICE OUT OF WHICH ALLEGED LIABILITY AROSE.

CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.

  1. Indemnification

You will indemnify and hold us and our subsidiaries, affiliates, licensors, content providers, service providers, employees, agents, officers, directors, and contractors (collectively, the “Indemnified Parties”) harmless from loss, damages, judgments, awards, costs, expenses, attorney’s fees and expert witness fees (collectively “Losses”) relating to or arising out of: (i) any breach of these Terms by you, including any use of content other than as expressly authorized in these Terms; (ii) your submissions to, use of or inability to use, our Service; (iii) your use of the products purchased on our Site; or (iv) violation of any applicable laws, rules or regulations. You agree that the Indemnified Parties will have no liability in connection with any such breach or unauthorized use, and you agree to indemnify any and all resulting loss, damages, judgments, awards, costs, expenses, attorney’s fees and expert witness fees of the Indemnified Parties in connection therewith. You will also indemnify and hold the Indemnified Parties harmless from and against any claims brought by third parties arising out of your use of the information accessed from our Site or the use of our Service (including the purchase of any products).  You agree that the provisions in this section will survive any termination of your account, the Terms or your access to our Service.

  1. User Conduct 

To the extent applicable, you are solely responsible for all documents and other content you upload to our Site, including without limitation ensuring the veracity thereof and obtaining the legal permission to so disclose such content. You represent and warrant that all such content is in compliance with applicable law and all applicable provisions hereof. Such content shall not be hateful, threatening, obscene, unprofessional, or posted for purposes other than in furtherance of our Service. You agree to use our Service responsibly, with good judgment, and in a manner conforming to a minimum of prevailing standards for internet and business etiquette. For example and without limitation, while using our Service you shall not: (a) violate any applicable law or regulation; (b) infringe the rights of us or any third party, including without limitation intellectual property, privacy, and contractual rights; (c) use information obtained through our Service for any unauthorized purpose; (d) interfere with or damage our Service, including without limitation through the use of viruses, bots, Trojan horses, harmful code, flood pings, denial of service attacks, packet or IP spoofing, forged routing, forged electronic mail address information, means to reproduce or circumvent the navigational structure or presentation of our Service or its contents, or similar methods or technology; (e) use our Service unlawfully to transmit, distribute, post, or submit any private information concerning any other person or entity, including without limitation photographs, personal contact information, or numbers of credit, debit, or calling cards or accounts; (f) use our Service in connection with the distribution of unsolicited commercial email or advertisements; (g) stalk or harass any other user of our Service; (h) collect any information about any other user other than as customarily arises in the course of permitted use of our Service; (i) use our Service for any unauthorized commercial purpose; (j) impersonate any person or entity; (k) remove any copyright, trademark, or other proprietary right notices or legends contained in our Service; (l) modify, adapt, sublicense, translate, sell, reverse engineer, decipher, decompile, or otherwise disassemble any portion of our Service or any software used on or for our Service; (m) collect or compile information from our Site using any manual or automated means; or (n) assist or facilitate any third party in doing any of the foregoing.

  1. Privacy

Use of our Service is also governed by our Privacy Policy, which is incorporated herein by reference.

  1. Minimum Age

Our Service is intended for persons 18 years or older and we do not knowingly permit anyone under the age of 18 to use our Service. By using our Service, you represent and warrant that you are at least 18 years old and otherwise have the right, authority, and capacity to accept these Terms and abide by all of the terms and conditions set forth herein.

  1. Authority

If you are a business (i.e., not an individual), the individual registering or using our Service on your behalf represents and warrants that he or she has the authority to bind you and otherwise act on your behalf for any and all purposes. We rely upon such representation and if the individual acting on your behalf lacks such authority, then in addition to your liability in connection with the use of our Service, such individual may be held personally liable for the same.

  1. Links to Other Sites

Our Site may contain links to third party websites and resources. Such sites and resources are not under our control and we shall not be responsible for the contents or functions thereof. We provide such links as a convenience, and the inclusion of any link does not imply endorsement by us or any association with its operators.

  1. Proprietary Rights

You agree that all content and materials available on our Site is protected by us and/or any third parties with rights in or to such content or materials, including the right of publicity, copyrights, trademarks, service marks, patents, trade secrets, and other proprietary rights and laws. Except for information in the public domain or for which you have been given express written permission by us to the contrary, you agree not to sell, license, rent, modify, distribute, copy, reproduce, print out, transmit, publicly display, publicly perform, publish, adapt, edit, or create derivative works of any materials or content available on our Site. Notwithstanding the above, you may use the content and materials on our Site in the course of your normal use of our Service. You agree not to use of any of our trademarks as metatags on other websites. You agree not to display any of our Site in a frame (or any of our content via in-line links) without our express written permission, which may be requested by contacting us at info@niracbd.com. You may, however, establish ordinary links to the homepage and other major sections of our Site without our written permission.

  1. Username and Password

To register on our Site, you will select a username and password when completing the registration process. You are solely responsible for maintaining the confidentiality of your username and password and are solely responsible for all activities that occur under your username and password. You agree to (a) immediately notify us of any unauthorized use of your username and password or any other breach of security, and (b) ensure that you log off from your account at the end of each session. We will not be liable for any loss or damage arising from your failure to comply with this paragraph. We may employ various reasonable means to verify the identity of each user registering on our Site. We make no warranties as to the accuracy of the identity of any user. You acknowledge and agree that we are authorized to act on instructions received through use of your username and password, and that we may, but are not obligated to, deny access or block any transaction made through use of your credentials without prior notice if we believe your username and password are being used by someone other than you, or for any other reason.

  1. Modification or Discontinuance

We reserve the right at any time to limit access to, modify, change, suspend, or discontinue any portion of our Service (either on or a temporary or permanent basis) without prior notice. You agree that we will not be liable to you or to any third party for any such limitation, modification, change, suspension or discontinuance of our Service.

  1. Copyright Policy

You may not post, distribute, or reproduce in any way any copyrighted material, trademarks, or other proprietary information without obtaining the prior written consent of the owner of such proprietary rights. Without limiting the foregoing, if you believe that your work has been copied and posted on our Site in a way that constitutes copyright or trademark infringement, you must send us your written notice of infringement pursuant to the Notice provision below.

  1. Notices

Any written notice required pursuant to these Terms shall be provided for as follows: (a) if to be given to us, written notice shall be emailed to us at info@niracbd.com and shall simultaneously be posted via certified U.S. Mail, return receipt requested, to:

Nira CBD
Attn: Legal Department
1800 NW Corporate Blvd., Suite 200
Boca Raton, FL 33703

(b) if to be given to you, written notice shall be given electronically to the address on file and deemed received upon transmission.

  1. Miscellaneous

These Terms contain the entire understanding between you and us regarding the subject matter hereof and supersede all prior and contemporaneous agreements and understandings. No failure or delay by a party in exercising any right, power or privilege under these Terms shall operate as a waiver thereof. If any provision contained in these Terms is found to be invalid or unenforceable, such provision shall be recast to the extent required to make it valid and enforceable and the other provisions hereof shall be unaffected thereby, and the invalidity or unenforceability of any of provision of these Terms shall not affect the validity or enforceability of any other provision of these Terms, all of which shall remain in full force and effect. This Agreement may be assigned by us to any third party, but you may not assign this Agreement or any of your rights or obligations hereunder without our express, written consent.

  1. Arbitration

Any claim, dispute or controversy (whether in contract, tort, or otherwise, and whether pre-existing, present or future, including statutory, common law, intentional tort and equitable claims) against SW Retail Stores, LLC, its agents, employees, successors, assigns or affiliates (collectively for purposes of this paragraph, “SW Retail Stores, LLC”) arising from or relating to this Agreement, its interpretation, or the breach, termination or validity thereof, the relationships which result from this Agreement (including, to the full extent permitted by applicable law, relationships with third parties who are not signatories to this Agreement), SW Retail Stores, LLC’s advertising, any related purchase, including the validity of this arbitration clause shall be resolved exclusively and finally by binding arbitration administered by the National Arbitration Forum (NAF) under its Code of Procedure then in effect (available via the Internet at http://www.arb-forum.com , or via telephone at 1-800-474-2371). The arbitration will be conducted before a single arbitrator and will be limited solely to the dispute or controversy between you and SW Retail Stores, LLC. The arbitration shall be held in Palm Beach County, Florida, by telephone, or online. Any award of the arbitrator(s) shall be final and binding on each of the parties and may be entered as a judgment in any court of competent jurisdiction. Information may be obtained, and claims may be filed at any office of the NAF or at P.O. Box 50191, Minneapolis, MN 55405.

THE REQUIREMENT TO ARBITRATE MEANS YOU ARE WAIVING ANY RIGHT TO A TRIAL BY JURY.

  1. United States Law Applies

Our Services are intended for users and customers located in the United States and where authorized under applicable State and local laws, rules and regulations. It is up to you to determine whether accessing our Site and purchasing our products are legal where you are, and we make no representation or warranty in that regard, or as to the legality of cannabinoids generally. You access our Site and purchase our products at your own risk, and you are responsible for compliance with all applicable laws, rules, regulations and treaties.

  1. Contact Us

If you have any comments or questions regarding this Agreement or wish to report any violation of these Terms, please contact us at info@niracbd.com.