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Terms of Service

 

THESE TERMS OF SERVICE (the “Terms”) provide the terms upon which LRKS Consulting, LLC (the “Company”) is willing to provide goods and services to you (“you,” or, the “Client”).  By engaging the Company to provide goods and services to you and providing payment hereunder, you agree to be bound and abide by these Terms.  You will be required to acknowledge your agreement to these Terms before the Company will be required to provide any goods or services to you.

 

1.  Scope.  In consideration of the fees set forth in the “Quote” e-mail transmitted to you by the Company (the “Fees”), the Company agrees to deliver the goods and perform the services identified in the Quote (the “Order”).  Should you authorize the Company to deliver goods or perform services beyond the scope of the Order, you agree to compensate the Company at its then-prevailing regular rates.  Should the Order include any live or cut plants or flowers, bear in mind that plants and flowers are perishable, and that proper care is required.  It is your responsibility to care for such plants and flowers according to their needs.  Acceptance of an Order that includes plants or flowers at the time of delivery is considered proof of good health and survivability.

 

2.  Substitution.  The Company will always attempt to fulfill your Order as closely as possible.  Notwithstanding anything herein to the contrary, if the container, flowers, plants or other elements of the Order are unavailable, the Company reserves the right to substitute alternative items equal to the original value of the Order.

 

3.  Cancellation.  Should you need to cancel any Order, the cancellation must be made prior to the time an Order is submitted to a courier for delivery (subject to a 15% cancellation fee).  If the cancellation is received after the Order is submitted for delivery, no refund will be issued.

 

4. Delay.  If an Order is delayed by an event that is beyond the Company’s control, the Company will contact you as soon as possible to let you know of the delay, and will take reasonable steps to minimize the effect of the delay.  Provided the Company undertakes such action, the Company will not be liable for delays caused by such delays.

 

5.  Refusal.  The Company is not required to provide any refund for any Order should the intended recipient refuse to accept the Order. 

 

6.  Returns.  If an Order arrives damaged, or does not meet reasonable expectations, please contact the Company within 24 hours of delivery for return instructions.  No refunds or replacements will be made for any Order should the Client fail to notify the Company of any Order defect within 24 hours of the original delivery date.

 

7.  Termination.  Without prejudice to its other rights, the Company may (a) immediately terminate these Terms as to the Client if the Client breaches any of its material obligations under these Terms, or (b) terminate these Terms as to the Client for convenience upon seven days’ notice to the Client.  Termination of these Terms will not affect any other rights that either Party may have regarding any breach of these Terms that occurred prior to termination.  All provisions of these Terms that should, by their nature, survive termination hereof will so survive.

 

8.  Limitation on Liability.  Any products delivered pursuant to an Order are intended only for adults over the age of eighteen years, may contain small or sharp parts and glue, and should be kept out of the reach of children.  THE CLIENT AGREES THAT ALL ORDERS ARE PROVIDED “AS-IS” AND “AS-AVAILABLE” WITH ALL FAULTS AND WITHOUT ANY EXPRESS OR IMPLIED WARRANTY OR CONDITION OF ANY KIND ‒ INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, QUALITY, PERFORMANCE, OR FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.  IN NO EVENT WILL THE COMPANY, ITS EMPLOYEES, AGENTS, OR THIRD-PARTY SUPPLIERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOSS OF PROFITS, OR REVENUE INCURRED BY THE CLIENT OR ANY THIRD PARTY, WHETHER IN AN ACTION IN CONTRACT OR TORT, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  IN ALL CASES, THE COMPANY'S LIABILITY HEREUNDER WILL NOT EXCEED THE AMOUNT ACTUALLY PAID BY THE CLIENT TO THE COMPANY PURSUANT TO THESE TERMS.

 

9. Independent Contractor.  The Company, in rendering performance pursuant to these Terms, will be deemed an independent contractor.  Nothing in these Terms creates or is intended to create any employer-employee relationship, joint venture, franchise, or partnership between the Parties.

 

10. Indemnification.  The Client agrees to indemnify and hold the Company harmless as to third parties with respect to any liability that arises out of or relates to the Client’s conduct or actions in connection with performance under these Terms that results in third-party demands, claims, or litigation.  This indemnification will include attorney fees and expenses.

 

11. Dispute Resolution.  These Terms are governed by and construed and interpreted in accordance with the laws of the Commonwealth of Virginia without regard to choice of law rules.  Any claim or dispute associated with or arising out of these Terms will be resolved exclusively by a court having jurisdiction Fairfax County, Virginia or, optionally, the United States District Court for the Eastern District of Virginia – Alexandria Division, where federal jurisdiction exists.  The Parties agree to submit to the personal jurisdiction of the aforementioned courts for the purpose of litigating all such disputes.  The Parties waive any objection to the laying of venue for any suit, action, or proceeding in such courts.  The substantially prevailing Party in any action arising hereunder or relating hereto will be entitled to recover its costs and reasonable attorneys’ fees.  IN NO EVENT WILL EITHER PARTY SEEK TO HAVE ANY MATTER ARISING HEREUNDER OR RELATING HERETO TRIED TO A JURY.

 

12. Notice.  Any notice, request, instruction, or other document to be given hereunder by any Party hereto to any other Party will be in writing and will be sufficiently given if delivered in person, sent by fax or electronic mail, sent by internationally recognized overnight courier service, or sent by registered or certified mail, postage prepaid, to such Party’s last known address.

 

13. Amendment; No Waiver.  These Terms may be modified only by a writing signed by both Parties.  No waiver of any provision of these Terms or of a breach hereof will be effective unless expressed in a writing signed by the waiving Party.  The waiver by any Party of any of the provision of these Terms or of a breach thereof will not operate or be construed as a waiver or breach of any other provision.

 

14. Severability.  If any provision of these Terms or the application thereof will for any reason or to any extent be construed by a court of competent jurisdiction to be invalid or unenforceable, the remainder of these Terms, and application of such provision to other circumstances, will remain in effect and be interpreted so as best to reasonably effect the Parties’ intent. 

 

15. Integration.  These Terms constitute the Parties’ entire agreement with respect to the subject matter hereof and supersedes any and all prior written or oral understandings, negotiations and agreements with respect to the subject matter hereof.