Terms & Conditions

Welcome to our website. By using our site, you are agreeing to comply with and be bound by the following terms of use. Please review the following terms carefully. If you do not agree to these terms, you should not use this site. The term “Khoj” “TKS”, “The Khoj Shop”, “Khoj Shop”, “us”, “we” or “our” refers to The Khoj Shop, LLC. The term “you” refers to the user or viewer of our website.

  1. Acceptance of Agreement.

You agree to the terms and conditions set forth in this Terms of Use Agreement (“Agreement”) with respect to our website (the “Website”). This Agreement constitutes the entire and only agreement between us and you, and supersedes all prior or contemporaneous agreements, representations, warranties and understandings with respect to the Website and the subject matter of this Agreement. This Agreement may be amended at any time by us from time to time without specific notice to you. The latest version of the Agreement will be posted on the Website, and you should review this Agreement prior to using the Website.

  1. Copyright.

The content, organization, graphics, design, compilation, magnetic translation, digital conversion and other matters related to the Website are protected under applicable copyrights, trademarks and other proprietary (including but not limited to intellectual property) rights. The copying, redistribution, use or publication by you of any such matters or any part of the Website, except as allowed expressly herein, is strictly prohibited. You do not acquire ownership rights to any article, document or other materials viewed through the Website. The posting of information or materials on the Website does not constitute a waiver of any right in such information and materials. Some of the content on the Website may be the copyrighted work of third parties.

  1. Limited License; Permitted Uses.

You are granted a non-exclusive, non-transferable, revocable license (a) to access and use the Website solely in accordance with this Agreement; (b) to use the Website solely for internal, personal, non-commercial purposes; and (c) to print out discrete information from the Website solely for internal, personal, non-commercial purposes and provided that you maintain all copyright and other policies contained therein. No printout or electronic version of any part of the Website or its contents may be used by you in any litigation or arbitration matter whatsoever under any circumstances.

  1. Restrictions and Prohibitions on Use.

Your license for access and use of the Website and any information, materials or documents (collectively defined as “Content and Materials”) therein are subject to the following restrictions and prohibitions on use: You may not (a) copy, print (except for the express limited purpose permitted herein), republish, display, distribute, transmit, sell, rent, lease, loan or otherwise make available in any form or by any means all or any portion of the Website or any Content and Materials retrieved there from; (b) use the Website or any materials obtained from the Website to develop, of as a component of, any information, storage and retrieval system, database, information base, or similar resource (in any media now existing or hereafter developed), that is offered for commercial distribution of any kind, including through sale, license, lease, rental, subscription, or any other commercial distribution mechanism; (c) create compilations or derivative works of any Content and Materials from the Website; (d) use any Content and Materials from the Website in any manner that may infringe any copyright, intellectual property right, proprietary right, or property right of us or any third parties; (e) remove, change or obscure any copyright notice or other proprietary notice or terms of use contained in the Website; (f) make any portion of the Website available through any timesharing system, service bureau, the Internet or any other technology now existing or developed in the future; (g) remove, decompile, disassemble or reverse engineer any Website software or use any network monitoring or discovery software to determine the Website architecture; (h) use any automatic or manual process to harvest information from the Website; (i) use the Website for the purpose of gathering information for or transmitting (1) unsolicited commercial email; (2) email that makes use of headers, invalid or nonexistent domain names, or other means of deceptive addressing; and (3) unsolicited telephone calls or facsimile transmissions; (j) use the Website in a manner that violates any state or federal law regulating email, facsimile transmissions or telephone solicitations; and (k) export or re-export the Website or any portion thereof, or any software available on or through the Website, in violation of the export control laws or regulations of the United States.

  1. Linking to the Website.

You may provide links to the Website, provided (a) that you do not remove or obscure, by framing or otherwise, the copyright notice or other notices on the Website, (b) your site does not engage in illegal, immoral, or pornographic activities, or slander or defame the Website of us, and (c) you make your contact information available and discontinue providing links to the Website immediately upon request by us.

  1. Errors, Corrections and Changes.

We do not represent or warrant that the Website will be error-free, free of viruses or other harmful components, or that defects will be corrected. We may make changes to the features, functionality or content of the Website at any time. We reserve the right in our sole discretion to edit or delete any documents, information or other content appearing on the Website.

  1. Third Party Content.

Third party content may appear on the Website or may be accessible via links from the Website. We are not responsible for and assume no liability for any third-party content. You understand that the information and opinions in the third-party content represent solely the thoughts of the author and is neither endorsed by nor does it necessarily reflect our belief.

  1. Unlawful Activity.

We reserve the right to investigate complaints or reported violations of this Agreement and to take any action we deem appropriate, including but not limited to reporting any suspected unlawful activity to law enforcement officials, regulators, or other third parties and disclosing any information necessary or appropriate to such persons or entities relating to your profile, email addresses, usage history, IP addresses and traffic information.

  1. Indemnification.

You agree to indemnify, defend and hold us and our members, managers, employees, representatives, associates, agents, attorneys, subcontractors, successors, assigns, and affiliates (collectively, “Affiliated Parties”) harmless from any liability, loss, claim and expense related to your violation of this Agreement or use of the Website.

  1. Disclaimer.

THE INFORMATION, CONTENT AND DOCUMENTS FROM OR THROUGH THE SITE ARE PROVIDED “AS-IS,” “AS AVAILABLE,” WITH “ALL FAULTS”, AND ALL WARRANTIES, EXPRESS OR IMPLIED, ARE DISCLAIMED (INCLUDING BUT NOT LIMITED TO THE DISCLAIMER OF ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE). THE INFORMATION AND SITE MAY CONTAIN BUGS, ERRORS, PROBLEMS OR OTHER LIMITATIONS. WE AND OUR AFFILIATED PARTIES HAVE NO LIABILITY WHATSOEVER, EXCEPT AS PROVIDED IN SECTION 17(b). IN PARTICULAR, BUT NOT AS A LIMITATION THEREOF, WE AND OUR AFFILIATED PARTIES ARE NOT LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, LITIGATION, OR THE LIKE), WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE NEGATION AND LIMITATION OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN US AND YOU. THIS SITE AND THE INFORMATION PRESENTED WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US THROUGH THE SITE OR OTHERWISE SHALL CREATE ANY WARRANTY, REPRESENTATION OR GUARANTEE NOT EXPRESSLY STATED IN THIS AGREEMENT.

ALL RESPONSIBILITY OR LIABILITY FOR ANY DAMAGES CAUSED BY VIRUSES CONTAINED WITHIN THE ELECTRONIC FILE CONTAINING A FORM OR DOCUMENT IS DISCLAIMED.

  1. Limitation of Liability.

(a) We and any Affiliated Party shall not be liable for any loss, injury, claim, liability, or damage of any kind resulting in any way from (i) any errors in or omissions from the Website or information obtained, (ii) the unavailability or interruption of the Website or any features thereof, (iii) your use of the Website, (iv) the content contained on the Website, or (v) any delay or failure in performance beyond the control of an Affiliated Party.

(b) THE AGGREGATE LIABILITY OF US AND THE AFFILIATED PARTIES IN CONNECTION WITH ANY CLAIM ARISING OUT OF OR RELATING TO THE SITE SHALL NOT EXCEED THE LESSER OF (I) ANY AMOUNT PAID FOR YOU FOR SERVICES RENDERED BY US OR (II) $100, AND THAT AMOUNT SHALL BE IN LIEU OF ALL OTHER REMEDIES WHICH YOU MAY HAVE AGAINST US AND ANY AFFILIATED PARTY.

  1.                 Use of Information/Privacy Policy.

We reserve the right, and you authorize us, to the use and assignment of all information regarding Website uses by you and all information provided by you in any manner consistent with our Privacy Policy. Our Privacy Policy, as it may change from time to time, is a part of this Agreement. You may review this Privacy Policy on our website.

  1.                 Links to other Web Websites.

The Website contains links to other Web sites. We are not responsible for the content, accuracy or opinions express in such Web sites, and such Web sites are not investigated, monitored or checked for accuracy or completeness by us. Inclusion of any linked Web site on our Website does not imply approval or endorsement of the linked Web site by us. If you decide to leave our Website and access these third-party sites, you do so at your own risk.

  1.                 Copyrights and Copyright Agents.

We respect the intellectual property of others, and we ask you to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide our Copyright Agent the following information:

  1. An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
  2. A description of the copyrighted work that you claim has been infringed;
  3. A description of where the material that you claim is infringing is located on the Website;
  4. Your address, telephone number, and email address;
  5. A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
  6. A statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.

Our Copyright Agent for Notice of claims of copyright infringement on the Website can be reached by directing an e-mail to the Copyright Agent at hello@thekhojshop.com.

  1. Legal Compliance.

You agree to comply with all applicable domestic and international laws, statutes, ordinances and regulations regarding your use of the Website and the Content and Materials provided therein.

  1. Miscellaneous.

This Agreement shall be treated as though it were executed and performed in Travis County, Texas, and shall be governed by and construed in accordance with the laws of the State of texas (without regard to conflict of law principles). Any cause of action by you with respect to the Website must be instituted within one (1) year after the cause of action arose or be forever waived and barred. All actions shall be subject to the limitations set forth in above. The language in this Agreement shall be interpreted as to its fair meaning and not strictly for or against any party. Any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not apply in interpreting this Agreement. The headings in this Agreement are included for convenience only and shall neither affect the construction or interpretation of any provision of this Agreement nor affect any of the rights or obligations of the parties to this Agreement. Should any part of this Agreement be held invalid or unenforceable, that portion shall be construed as much as possibly consistent with applicable law and the remaining portions shall remain in full force and effect. To the extent that anything in or associated with the Website is in conflict or inconsistent with this Agreement, this Agreement shall take precedence. Our failure to enforce any provision of this Agreement shall not be deemed a waiver of such provision nor of the right to enforce such provision. Our rights under this Agreement shall survive any termination of this Agreement.

  1. Arbitration.

Any legal controversy or legal claim arising out of or relating to this Agreement or the Website (excluding legal action taken by us or you to collect or recover damages for, or obtain any injunction relating to, intellectual property ownership or infringement), shall be settled solely by confidential binding arbitration in accordance with the commercial arbitration rules of JAMS. Any such controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. The arbitration shall be conducted in Travis County, Texas. Each party shall bear one-half of the arbitration fees and costs incurred through JAMS, and each party shall bear its own attorneys’ fees.

 Restrictions/Disclaimers and Website Information

This site contains links to other resources on the internet. Those links are provided to help you identify and locate other internet resources that may be of interest and are not intended to state or imply that The Khoj Shop, LLC sponsors, is affiliated or associated with or is legally authorized to use any trade name, registered trademark, logo, legal or official seal, or copyrighted symbol that may be reflected, in the links.

To the extent any rules require us to designate a principal office and/or single person responsible for this site, The Khoj Shop, LLC designates its Austin, TX office as its principal office and designates Mihika Shivkumar as the person responsible for this site.

If you have any questions about this policy, please email us at hello@thekhojshop.com



THESE MODERN DESI TERMS OF SERVICE (these “Terms”) are agreed to between Desi Marketplace Inc, DBA Modern Desi (“Modern Desi,” “we,” “us,” and “our”) and you, or the entity on whose behalf you are agreeing to these terms.

These Terms apply to the Modern Desi website located at www.moderndesi.com and all other sites, mobile sites, services, applications, platforms and tools where these Terms appear or are linked (collectively, the "Services"). You and other individuals or entities using the Services are collectively referred to as “Users.”  If you are a Merchant, our policy for Merchants (“Merchant Policy”) also applies to your access to, and use of the Services.  Click here to view our Merchant Policy.

PLEASE READ THESE TERMS CAREFULLY.  BY ACCESSING OR OTHERWISE USING THE SERVICES, YOU AGREE THAT YOU HAVE READ AND AGREE TO BE BOUND BY THESE TERMS.  Any person or entity who interacts with the Services, whether through automated means, third-party means or otherwise, is considered a User. Unless you have entered into a separate agreement with Modern Desi regarding the Services, these Terms are the complete and exclusive agreement between you and Modern Desi regarding your access to and use of the Services and supersede any oral or written proposal, agreement or other communication between you and Modern Desi regarding your access to and use of the Services. 

IF YOU DO NOT AGREE TO THESE TERMS, OR DO NOT MEET THE QUALIFICATIONS INCLUDED IN THESE TERMS, MODERN DESI IS NOT WILLING TO PROVIDE YOU WITH ACCESS TO OR USE OF THE SERVICES, AND YOU MUST NOT ACCESS OR USE THE SERVICES. 

  1. Definitions.  Words and phrases used in these Terms have the definitions given in these Terms or, if not defined herein, have their plain English meaning as commonly interpreted in the United States. 
  2. Term.  These Terms are entered into as of the earlier of the date you first access or use the Services (the “Effective Date”) and will continue until terminated as set forth herein. 
  3. Modifications.  We reserve the right, at any time, to modify any of the Services, as well as these Terms, whether by making those modifications available through the Services or by providing notice to you as specified in these Terms.  Any modifications will be effective 24 hours following posting through the Services or delivery of such other notice. You may cease using the Services or terminate these Terms at any time if you do not agree to any modification. However, you will be deemed to have agreed to any and all modifications through your continued use of the Services following such notice.  Any modifications to the Services, including all updates, upgrades, new versions, and new releases, will be treated as part of the “Services” for purposes of these Terms.
  4. Eligibility.  The Services are intended for use by Users of 13 years of age and older.  If you are under 18, you may use this Site only with involvement of a parent or guardian.
  5. Access.  Subject to your compliance with these Terms, we will permit you to access and use the Services solely for lawful purposes and only in accordance with these Terms and any other agreement you agree to before being given access to any specific Service. Any additional agreement is in addition to these Terms and will govern your use of the specific Services to which the additional agreement applies in the event of a conflict between these Terms and such additional agreement.
  6. Unlawful or Prohibited Uses of the services.  The Services may only be used for lawful purposes in accordance with these Terms.  As a condition of your use of the Services, you represent and warrant to us that you will not use the Services for any purpose that is unlawful or prohibited by these Terms. Whether on behalf of yourself or on behalf of any third party, you will not:
    1. Make any commercial use of the Services other than in furtherance of any Transactions that you make through the Services;
    2. Download, copy or transmit any content for the benefit of any other merchant;
    3. Misrepresent your identity, impersonate any person or entity, falsely state or otherwise misrepresent your affiliation with any person or entity in connection with the Services, or express or imply that we endorse any statement that you make;
    4. Use a buying agent to conduct Transactions through the Services;
    5. Conduct fraudulent activities through the Services;
    6. Send unsolicited or unauthorized email to Users of the Services on behalf of Modern Desi, including promotions and/or advertising of products or services;
    7. Use the Services to defame, abuse, harass, stalk, threaten or otherwise violate the legal rights of others, including others’ privacy rights or rights of publicity;
    8. Harvest or collect personally identifiable data about Users; and
    9. Use the Services to advertise or offer to sell or buy any goods or services without an agreement with Modern Desi or otherwise to engage in any unauthorized commercial activity.
  7. Accounts.  Before using certain Services, you may be required to establish an account (an “Account”).  Approval of your request to establish an Account will be at our sole discretion.  Each Account and the User identification and password for each Account (the “Account ID”) is personal in nature.  You may not distribute or transfer your Account or Account ID or provide a third party with the right to access your Account or Account ID.  You are solely responsible for all use of the Services through your Account.  You will ensure the security and confidentiality of your Account ID and will notify us immediately if any Account ID is lost, stolen or otherwise compromised.  Any activities completed through your Account or under your Account ID will be deemed to have been done by you.  You may not: (1) select or use an Account ID of another User with the intent to impersonate that User; and (2) use an Account ID that we, in our sole discretion, deem offensive.  In addition to all other rights available to us, including those set forth in these Terms, we reserve the right to terminate your Account, refuse service to you, or cancel orders.
  8. Our Content. 
    1. Ownership and Responsibility.  All content included with the Services that we provide such as text, graphics, logos, images, audio clips, video, data, music, software, application updates, and other materials (collectively "Our Content") is owned or licensed property of Modern Desi or its suppliers or licensors and is protected by United States and international copyright, trademark, patent or other proprietary rights (collectively, “IPR”). The collection, arrangement and assembly of all Our Content through the Services are the exclusive property of Modern Desi and protected by United States and international copyright laws. Modern Desi and its suppliers and licensors expressly reserve all IPR in all Our Content.  You are solely responsible for verifying the accuracy, completeness, and applicability of all Our Content and for your use of any of Our Content.  Except as set forth in these Terms, you are granted no licenses or rights in or to any of Our Content, or any IPR therein or related thereto.
    2. Viewing Our Content.  Subject to your compliance with these Terms, you may view Our Content, solely as presented on the Services, in furtherance of any Transactions that you make through the Services and any other permitted uses of the Services. You will not directly or indirectly use any of Our Content for any purpose, except as stated in this Section.  This prohibition includes your use of Our Content for a limited or “transformative” purpose, including commenting upon, criticizing, or parodying any of Our Content unless we invite you to do so.  You will not, and will not permit any third party to: (a) alter, modify, copy, reproduce, publish, or create derivative works of any of Our Content; (b) distribute, sell, resell, lend, loan, lease, license, sublicense or transfer any of Our Content; or (c) alter, obscure or remove any copyright, trademark or any other notices that are provided on or in connection with any of Our Content.
  9. Your Content. 
    1. Substance and Responsibility.  We welcome your reviews, comments, and other communications, photos, videos, or any other content that you submit through or to the Services, or any content or information you publish through any social media and allow us to feature, such as your name, social media handle, accompanying text, and any images from your social media accounts (e.g., Twitter™, Instagram™, Pinterest™) (collectively, "Your Content"), as long as Your Content complies with these Terms.  You are solely responsible for all Your Content that You provide through the Services.  You represent and warrant to us that neither Your Content nor the use of Your Content by us as permitted herein will: (a) violate these Terms or any applicable laws, rules, or regulations; (b) be libelous, defamatory, obscene, abusive, pornographic, threatening, or an invasion of privacy; (c) constitute an infringement or misappropriation of the IPR or other rights of any third party; (d) be illegal in any way or advocate illegal activity; (e) be an advertisement or solicitation of any kind; (f) be false, misleading, or inaccurate; or (g) be considered junk mail, spam, a part of a pyramid scheme, a disruptive commercial message or disruptive advertisement. We are not responsible or liable for any deletion, correction, destruction, damage, loss, or failure to store or back-up any of Your Content.  We are not responsible for the use or disclosure of any personal information that you voluntarily disclose in connection with any of Your Content.  You acknowledge and agree that we reserve the right (but have no obligation) to do any or all of the following, in our sole discretion: (i) monitor Your Content; (ii) alter, remove, or refuse to post or allow to be posted any of Your Content; and/or (iii) disclose any of Your Content, and the circumstances surrounding its transmission, to any third party.  
    2. License to Your Content.  As between you and us, you retain ownership of Your Content. However, in addition to any other rights granted to us under these Terms, by providing Your Content through the Services, you grant us and our authorized representatives and contractors a non-exclusive, sub-licensable, fully paid-up, perpetual, irrevocable, royalty-free, transferable right and license to use, display, perform, transmit, copy, modify, delete, adapt, publish, translate, create derivative works from, sell and distribute Your Content and to incorporate Your Content into any form, medium, or technology, now known or hereafter developed, throughout the world, in each case in order to provide the Services and fulfill any other of our obligations under these Terms.  In addition, you grant to us the right to include your name that you provide along with Your Content.  You further irrevocably waive any "moral rights" or other rights with respect to attribution of authorship or integrity of materials regarding Your Content that you may have under any applicable law or under any legal theory.  You represent and warrant that you have all rights necessary for you to grant the licenses granted in this Section, including but not limited to permission from or on behalf of any individuals that appear in Your Content to for us to use their name, image, voice and/or likeness without compensation to you or any other person or entity.
  10. Third-Party Content and Services. 
    1. Third-Party Content.  Content is also provided by other Users. Other Users may post content that is inaccurate, misleading, or deceptive. We neither endorse nor are responsible for any opinion, advice, information, or statements made by third parties. The opinions expressed by third parties reflect solely the opinions of the individuals who submitted such opinions and may not reflect our opinions.
    2. Third-Party Services.  We may provide you with the ability to access services developed, provided, or maintained by third-party service providers through the Services (“Third-Party Services”). Third-Party Services may integrate with, pull content from, or add content to the Services. In addition to these Terms, your access to and use of any Third-Party Services is also subject to any other agreement you may agree to before being given access to the Third-Party Services (each, a “Third-Party Service Agreement”). The terms of any Third-Party Service Agreement will apply to the applicable Third-Party Services provided under that Third-Party Service Agreement in addition to these Terms but will not apply to any other Services you may access.
  11. Transactions.
    1. With Us.  The Services provide you with the opportunity to buy items sold and shipped by us (“Modern Desi Items”). You will pay us any fees for Modern Desi Items that you purchase.
    2. With Merchants.  The Services also provide you with the opportunity to shop from third-party merchants through the Services (“Merchants”) and buy items sold and shipped by Merchants (“Merchant Items,” and together with Modern Desi Items, “Items”).  We will process your payment for Merchant Items, and we will handle any payment-related disputes, refunds, credits, and adjustments.  Merchants will not have access to your Transaction Information (defined below), other than as required to process your Transaction, delivery of Merchant Items, and related customer service and marketing.  You acknowledge and agree that Merchant Items are sold to you directly by Merchants, not by Modern Desi, and that the applicable Merchant, not Modern Desi, will be responsible for the fulfillment and shipping of such Merchant Items. We are not responsible, nor do we provide any warranties or guarantees, for Merchant Items.  TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU ACKNOWLEDGE AND AGREE THAT WE WILL NOT BE LIABLE FOR ANY ACTIONS OF A MERCHANT OR ANY MERCHANT ITEMS.
    3. Transaction Information.  If you wish to purchase any Items available through the Services (each such purchase, a "Transaction"), you may be asked to supply certain information relevant to your Transaction including, without limitation, information about your method of payment (such as your payment card number and expiration date), your billing address, and your shipping information (collectively, “Transaction Information”). You represent and warrant that you have the legal right to use any Transaction Information utilized in connection with any Transaction.  By submitting Transaction information to us, you grant to us the right to provide such information to third parties, including Merchants, for purposes of facilitating the completion of Transactions initiated by you or on your behalf.  Verification of Transaction Information may be required prior to the acknowledgment or completion of any Transaction.
    4. Items.  All descriptions, images, references, features, content, specifications, products and prices of Items are subject to change at any time without notice. Certain weights, measures, and other descriptions are approximate and are provided for convenience purposes only.  The inclusion of any Items on the Services does not imply or warrant that these Items will be available.  It is your responsibility to ascertain and obey all applicable local, state, federal, and international laws (including minimum age requirements) in regard to the receipt, possession, use, and sale of any Item. By entering into a Transaction, you represent and warrant that the Item that you buy will be used only in a lawful manner.  We reserve the right, with or without prior notice, to do any one or more of the following: (a) limit the available quantity of or discontinue any Item; (b) impose conditions on the honoring of any coupon, coupon code, promotional code, or other similar promotion; (c) bar you from making or completing any or all Transaction(s); and (d) refuse to provide you with any Item.  You agree to pay all charges that may be incurred by you or on your behalf through the Services, at the price(s) in effect when such charges are incurred including, without limitation, all shipping and handling charges. In addition, you remain responsible for any taxes that may be applicable to your Transactions.
    5. Availability, Errors and Inaccuracies.  Our acknowledgement of an order means that your request has been received; it does not mean that your order has been accepted, consummated as a Transaction or shipped or that the price or availability of an Item has been confirmed.  We make a conscientious effort to describe and display Items accurately on the Site. Despite these efforts, a small number of Items may be mispriced, described inaccurately or unavailable, and we may experience delays in updating Item information.  As a result, we cannot and do not guarantee the accuracy or completeness of any information, including prices, product images, specifications, and availability, including for Merchant Items.  We, or Merchants, as applicable, reserve the right to change or update Item information and to correct errors, inaccuracies or omissions at any time without prior notice.  If we determine that there were inaccuracies in Modern Desi Item information, we will cancel your Transaction and notify you of such cancellation via email. Merchants may have different shipping procedures and processes in place for Merchant Item availability and price adjustments.
    6. Rules for Promotions.  Any sweepstakes, contests, raffles, discounts, or other promotions (collectively, "Promotions") made available through the Site may be governed by rules that are separate from these Terms.  If you participate in any Promotions, please review the applicable rules as well as the Privacy Policy.  If the rules for a Promotion conflict with these Terms, the Promotion rules will apply.
    7. Gift Cards and Certificates.  All e-gift cards and certificates are deemed purchased in and issued from the State of Colorado.  The risk of loss and title to such items passes to the purchaser upon our electronic transmission to the recipient.
  12. Customer Service.  If you give us permission to contact you regarding a customer service issues, we or our agents may call, text, or email you at the telephone number and/or email address that you provide us.  You further agree that we may, for training purposes or to evaluate the quality of our service, listen to and record phone conversations you have with us or our agents regarding customer service issues.
  13. Links to Third-Party Websites.  The Services may contain links and interactive functionality interacting with the websites of third parties, including social sites and Merchants’ sites.  We are not responsible for, and have no liability for, the functionality, actions, inactions, settings, privacy policies, terms, or content of any such third-party website. Before enabling any sharing functions of the Services to communicate with any such third-party website or otherwise visiting any such third-party website, we strongly recommend that you review and understand the terms and conditions, privacy policies, and settings of each such third-party website.  The links and interactive functionality for third-party websites through the Service do not constitute an endorsement by us of such third-party websites.  Other websites may link to the Services with or without our authorization, and we may block any links to or from the Services in our sole discretion. YOUR USE OF THIRD-PARTY WEBSITES IS AT YOUR OWN RISK.
  14. Risk of Loss.  Except as otherwise set forth in a Merchant’s shipping or returns policy, the risk of loss for and title to Item purchased through the Service passes to the purchaser upon delivery to the carrier.
  15. Termination.  These Terms may be terminated by either party at any time, in that party’s sole discretion, upon notice to the other party as permitted under these Terms. Upon termination of these Terms for any reason: (1) all rights granted to you under these Terms will terminate; (2) you will immediately cease all use of and access to all Services, including Your Content; and (3) we may, in our sole discretion, delete your Account at any time.  Your Content may continue to exist on the Services and be visible to Users after termination of these Terms unless you actively delete it or contact us and request deletion. Provisions which by their inherent meanings are to survive the termination of these Terms will so survive. 
  16. Suspension. Without limiting our right to terminate these Terms, we may also suspend your access to your Account and the Services, with or without notice to you, upon any actual, threatened, or suspected breach of these Terms or applicable law or upon any other conduct deemed by us to be inappropriate or detrimental to Modern Desi, the Services, or any other User or third party. 
  17. Technology and Marks. The Services, and the databases, software, hardware and other technology used by or on our behalf to operate the Services, and the structure, organization, and underlying data, information and software code thereof (collectively, the “Technology”), may constitute valuable trade secrets of Modern Desi.  You will not, and will not permit any third party to: (1) access or attempt to access the Technology except as expressly provided in these Terms; (2) use the Technology in any unlawful manner or in any other manner that could damage, disable, overburden or impair the Technology; (3) use automated scripts to collect information from or otherwise interact with the Technology; (4) alter, modify, reproduce, create derivative works of the Technology; (5) distribute, sell, resell, lend, loan, lease, license, sublicense or transfer any of your rights to access or use the Technology or otherwise make the Technology available to any third party; (6) reverse engineer, disassemble, decompile, or otherwise attempt to derive the method of operation of the Technology; (7) attempt to circumvent or overcome any technological protection measures intended to restrict access to any portion of the Technology; (8) monitor the availability, performance or functionality of the Technology; or (9) interfere with the operation or hosting of the Technology. We use reasonable means to protect the security of the Services, but you acknowledge that perfect security on the internet is impossible and that, as a result, Your Content may be exposed in the event of a breach.  We retain all rights, title and interest, including, without limitation, all IPR in and to the Technology and any additions, improvements, updates and modifications thereto.  You receive no ownership interest in or to the Technology and You are not granted any right or license to use the Technology itself, apart from Your ability to access and use the Services under these Terms.  The Modern Desi name, logo and all product and service names associated with the Services are trademarks of Modern Desi and its licensors and providers, and you are granted no right or license to use them.
  18. Representations and Warranties. You hereby represent and warrant to us that: (a) you have the legal right and authority to enter into these Terms; (b) these Terms form a binding legal obligation on your behalf; (c) you have the legal right and authority to perform your obligations under these Terms and to grant the rights and licenses described in these Terms; and (d) your use of and access to the Services and Your Content, will comply with all applicable laws, rules, regulations, and third-party rights and will not cause us to violate any applicable laws, rules, regulations or third-party rights.
  19. Disclaimers.  WE CANNOT AND DO NOT REPRESENT OR WARRANT THAT THE SERVICES WILL BE ERROR-FREE, UNINTERRUPTED, FREE FROM UNAUTHORIZED ACCESS, OR OTHERWISE MEET YOUR REQUIREMENTS.  THE SERVICES AND ALL CONTENT, ITEMS, TECHNOLOGY, THIRD-PARTY SERVICES AND OTHER INFORMATION INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE SERVICES (COLLECTIVELY, THE “MATERIALS”) ARE PROVIDED BY US ON AN "AS IS," "AS AVAILABLE" BASIS, WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND.  WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE MATERIALS, THE ACCURACY OR COMPLETENESS OF THE MATERIALS, OR THAT COMMUNICATIONS SENT FROM US ARE FREE OF MALWARE OR OTHER HARMFUL COMPONENTS.  YOU EXPRESSLY AGREE THAT YOUR USE OF THE MATERIALS IS AT YOUR SOLE RISK.  TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ANY AND ALL REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE MATERIALS, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE OR USE.  CERTAIN MERCHANTS MAY SEPARATELY PROVIDE LIMITED REPRESENTATIONS AND/OR WARRANTIES REGARDING MERCHANT ITEMS. THIS DISCLAIMER DOES NOT APPLY TO SUCH MERCHANT ITEM WARRANTIES.
  20. Indemnity.  You hereby agree to indemnify, defend, and hold harmless us and our officers, directors, shareholders, affiliates, employees, agents, contractors, assigns, Users, customers, providers, licensees, and successors in interest (“Indemnified Parties”) from any and all claims, losses, liabilities, damages, fees, expenses and costs (including attorneys' fees, court costs, damage awards, and settlement amounts) arising in any manner from: (1) your access to or use of the Materials, including any Services, Third-Party Services, Technology or Our Content; (2) Your Content, including any use of Your Content Users; and (3) your breach of any representation, warranty, or other provision of these Terms. We will provide you with notice of any such claim or allegation, and we will have the right to participate in the defense of any such claim at our expense. 
  21. Limitation on Liability.  WE WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, HOWEVER CAUSED, UNDER ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE), ARISING IN CONNECTION WITH OR OUT OF THE USE OF THE MATERIALS, INCLUDING THE SERVICES, THIRD-PARTY SERVICES, TECHNOLOGY, AND OUR CONTENT EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY LOSS OF YOUR CONTENT, OPPORTUNITY, REVENUES OR PROFITS, BUSINESS INTERRUPTION, OR PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES. OUR TOTAL CUMULATIVE LIABILITY IN CONNECTION WITH THESE TERMS AND ALL MATERIALS, INCLUDING THE SERVICES, OUR CONTENT, AND THE TECHNOLOGY, WHETHER IN CONTRACT OR TORT OR OTHERWISE, WILL NOT EXCEED $100 OR THE AMOUNT YOU PAID FOR THE ITEMS IN THE TRANSACTION GIVING RISE TO THE CLAIM, WHICHEVER IS HIGHER. YOU AGREE THAT WE WOULD NOT ENTER INTO THESE TERMS WITHOUT THESE LIMITATIONS ON ITS LIABILITY.  IN JURISDICTIONS WHERE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES IS NOT PERMITTED, OUR LIABILITY IS LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW. 
  22. Data Privacy. You acknowledge that you have read and understood the privacy policy located at Modern Desi's Privacy Policy (the “Privacy Policy”). Notwithstanding anything in the Privacy Policy, we will have the right to collect, extract, compile, synthesize, and analyze non-personally identifiable data or information resulting from your access to and use of the Services. To the extent any such non-personally identifiable data or information is collected or generated by us, the data and information will be solely owned by us and may be used by us for any lawful business purpose without a duty of accounting to you, provided that the data and information is used only in an aggregated form, without directly identifying you or any other entity or natural person as the source thereof. 
  23. Claims of Infringement. We respect your copyrights and other intellectual property rights and those of other third parties. If you believe in good faith that your copyrighted work has been reproduced through the Services without your authorization in a way that constitutes copyright infringement, you may notify our designated copyright agent by mail to: 

Name

Address

City, State, Zip

Please provide the following information to our Copyright Infringement Agent: (1) the identity of the infringed work, and of the allegedly infringing work; (2) your name, address, daytime phone number, and email address, if available; (3) a statement that you have a good-faith belief that the use of the copyrighted work is not authorized by the owner, his or her agent, or the law; (4) 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; and (5) your electronic or physical signature.

  1. Disputes. 
  1. Agreement to Arbitrate. Except as otherwise provided in these Terms, the parties will attempt to resolve all disputes, controversies, or claims arising under, out of, or relating to these Terms, including the formation, validity, binding effect, interpretation, performance, breach or termination, of these Terms and the arbitrability of the issues submitted to arbitration hereunder and non-contractual claims relating to these Terms (each, a “Dispute”) through discussion between the parties.  Except as otherwise provided in these Terms, if any Dispute cannot be resolved through negotiations between the parties within 30 days of notice from one party to the other of the Dispute, either party may submit such Dispute for final settlement through binding arbitration under the rules of the American Arbitration Association then in effect (the “Rules”).  Either party may commence the arbitration by delivering a request for arbitration as specified in the Rules.  The arbitration will be conducted before a sole neutral arbitrator, selected as provided in the Rules.  The arbitration will be conducted in the English language at a site specified by us in Denver, Colorado, United States.  The arbitrator will apply the governing law set forth in in these Terms to any such arbitration and shall have the power to award any remedy available at law or in equity; provided, however, that the arbitrator shall have no jurisdiction to amend these Terms or grant any relief not permitted herein or beyond the relief permitted herein.  The award of the arbitrator will be the exclusive remedy of the parties for all claims, counterclaims, issues or accountings presented or plead to the arbitrator.  The award of the arbitrator will require the non-prevailing party to pay the prevailing party’s costs, fees and expenses (including attorneys’ fees).  Judgment upon the award may be entered in any court or governmental body having jurisdiction thereof.  Any additional costs, fees or expenses incurred in enforcing the award may be charged against the party that resists its enforcement. 
  2. Exception to Arbitration. You agree that if we reasonably believe that you have, in any manner, violated or threatened to infringe our IPR, then we may seek emergency, preliminary or other appropriate interim relief in the federal or state courts located in Denver, Colorado, United States.
  3. Governing Law and Venue. The interpretation of the rights and obligations of the parties under these Terms, including, to the extent applicable, any negotiations, arbitrations or other proceedings hereunder, will be governed in all respects exclusively by the laws of the State of Colorado, United States as such laws apply to contracts between Colorado residents performed entirely within Colorado, without regard to the conflict of laws provisions thereof.  The United Nations Convention on Contracts for the International Sale of Goods shall not apply to these Terms, and the parties hereby disclaim the application thereof.  Subject to the arbitration provision of these Terms, each party will bring any action or proceeding arising from or relating to these Terms exclusively in a federal or state court in Denver, Colorado, United States, and you irrevocably submit to the personal jurisdiction and venue of any such court in any such action or proceeding brought in such courts by us. 
  1. Notices. Unless otherwise specified in these Terms, any notices required or allowed under these Terms will be provided to us by postal mail to the address for Modern Desi listed on the Services.  We may provide you with any notices required or allowed under these Terms by sending you an email to any email address that you provide to us in connection with your Account, provided that in the case of any notice applicable both to you and other Users, we may instead provide such notice by posting it on the Services.  Notices provided to us will be deemed given when we actually receive them.  Notice provided to you will be deemed given 24 hours after posting to the Services or sending via e-mail, unless (as to e-mail) the sending party is notified that the e-mail address is invalid. 
  2. Additional Terms. Except as expressly set forth in these Terms, these Terms may be amended or modified only by a writing signed by both parties.  All waivers by us under these Terms must be in writing or later acknowledged by us in writing.  Any waiver or failure by us to enforce any provision of these Terms on one occasion will not be deemed a waiver by us of any other provision or of such provision on any other occasion.  If any provision of these Terms is held to be unenforceable, that provision will be removed to the extent necessary to comply with the law, replaced by a provision that most closely approximates the original intent and economic effect of the original to the extent consistent with the law, and the remaining provisions will remain in full force.  The prevailing party in any lawsuit or proceeding arising from or related to these Terms will be entitled to receive its costs, expert witness fees and reasonable attorneys’ fees, including costs and fees on appeal.  Neither these Terms nor any of your rights or obligations hereunder may be assigned or transferred by you (in whole or in part and including by sale, merger, consolidation, or other operation of law) without our prior written approval.  Any assignment in violation of the foregoing will be null and void. We may freely assign these Terms. The words “include,” “includes” and “including” means “include,” “includes” or “including,” in each case, “without limitation.”  The parties hereto are independent parties, not agents, employees or employers of the other or joint ventures, and neither acquires hereunder any right or ability to bind or enter into any obligation on behalf of the other.