Terms of service

Last updated: May 2024

ACCEPTANCE OF TERMS OF USE

NIKI WADLINGTON FINE WALLCOVERINGS LLC., dba:NIKI WADLINGTON FINE WALLCOVERINGS (together, “Company,” “we,” “us,” or “our”) owns, operated and provides you (“User/s”) access to our Services located at www.nikiwadlington.com (the “Site”) subject to the following Terms of Service, which may be updated from time to time, with or without notice to you. By browsing the public areas of the Services, or by accessing and using the Services, you acknowledge that you have read, understood, and agree to be legally bound by these Terms of Service and Privacy Policy which are hereby incorporated by reference (collectively, this “Agreement”).

“User” or “You/you” shall refer to any individual or entity that is bound and or obligated by this Agreement. (If you accept or agree to the Agreement on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to the Agreement and, in such event, “you” and “your” will refer and apply to that company or other legal entity. If you do not agree to any of these terms, then please do not use the Services. *Capitalized terms not defined in these Terms of Service shall have the meaning set forth in our Privacy Policy.

THE SECTIONS BELOW TITLED “BINDING ARBITRATION” AND “CLASS ACTION WAIVER” CONTAIN A BINDING ARBITRATION AGREEMENT AND CLASS ACTION WAIVER. THEY AFFECT YOUR LEGAL RIGHTS. PLEASE READ THEM.

SERVICES

www.nikiwadlington.com is an e-commerce website that designs and sells custom wallpaper, the “Services”. www.nikiwadlington.com’s “Users” fall into two categories: Retail Customers and Trade Customers. Retail Customers are individuals that are using Services for their personal use. Trade Customers are individuals or entities that are businesses with a Resale Certificate that would like to use our products as part of their offerings. For the purposes of these Terms and Conditions, both Retail and Trade Customers shall be known as “User”, “Users”, “you” or “your”.

Samples: When making your selection we recommend ordering a sample online before making your final selection. Samples are 9”x12” swatches.

Final Selection: Please contact a professional installer for an estimate. There are NO RETURNS.

Your Order: We recommended ordering the number of rolls of wallpaper needed for the entire project. *Additional rolls can have a very slight difference in color.

Shipping: All shipments are shipped either UPS or USPS. Special handling requests are subject to extra charge. Please email info@nikiwadlington.com if you have a special shipping request. We do not ship to PO boxes.

Lead Time. Lead time for your order is up to 6 weeks after receipt of payment. Samples ship up to 7 days. Lead times are estimates.

Receipt of Order: Please examine your order upon arrival and before it is installed. If items have arrived damaged, a replacement may be sent if the damage is reported within 14-calendar days. Please e-mail info@nikiwadlington.com to make a claim. Please note that an order cannot be accepted once used (*The entire order must be returned). Please take photographs and save all original packing in case we need to file a claim with the shipper.

Installation. We recommend using a professional wallpaper installers. Our wallcoverings come with hanging instructions included in each roll. We cannot be responsible for damages caused by improper installation, maintenance or operation.

No Returns. Since our Services is Custom Wallpaper that is printed to order we do not accept returns.

ELIGIBILITY

The Service is available for individuals aged 18 years or older. By creating an account for our Services, you agree to provide true, accurate, current, and complete information. You agree not to create an account using a false identity or providing false information or if you have previously been removed or banned from our Service. You are responsible for maintaining the confidentiality of your account information, including your username and password. You are responsible for all activities that occur on or in connection with your account and you agree to notify us immediately of any unauthorized access or use of your account. You acknowledge and agree that we are not responsible or liable for any damages, losses, costs, expenses, or liabilities related to any unauthorized access to or use of your account. *Company reserves the right to accept or not accept any registration request for any reason or no reason, at Company’s sole discretion. Company reserves the right to terminate any user for any or no reason at any time, at Company’s sole discretion (see Section 11, below).

3. USAGE GUIDELINES

Company’s Services, functions best when its people follow a few simple rules. By accessing and/or using the Service or other services, you hereby agree to comply with these rules:

You will comply with all applicable laws in your use of Services, and you will not use the Services for any unlawful purpose;

You will not access or use the Services to collect any market research for a competing business;

You will not impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity;

You will not use automated means, including spiders, robots, crawlers, data mining tools, or the like to download or scrape data from the Services, directly or indirectly, except for Internet search engines (e.g., Google) and non-commercial public archives (e.g., archive.org) that comply with our robots.txt file;

You will not take any action that imposes or may impose (in our sole discretion) an unreasonable or disproportionately large load on our technical infrastructure; and

You will not interfere with or attempt to interrupt the proper operation of the Services with any virus, device, information collection or transmission mechanism, software or routine, or access or attempt to gain access to any data, files, or passwords related to the Services through hacking, password or data mining, or any other means.

4. CHARGES, PAYMENT AND RETURNS.

Charges: You agree to pay all amounts due arising out of your use of the Services.

Currency: All transactions are in U.S. dollars (“USD”) unless otherwise specified at point of purchase.

Third Party Payment Processing: www.nikiwadlington.com uses PayPal.com, a third-party electronic payment processing provider for payment services (e.g. card acceptance, merchant settlement, and related services) ("Payment Services") for payments related to the Services. By using www.nikiwadlington.com Services, you agree to be bound by PayPal’s terms and conditions as well as their privacy policy both which are available on our Privacy Policy. Further, you hereby consent and authorize us to delegate the authorizations and share the information you provide to us with our third-party electronic payment processing provider(s) to the extent required to provide the Payment Services to you.

Payment Questions: If you have any payment related issues or questions, www.nikiwadlington.com can be contacted directly for payments support at info@nikiwadlington.com. We have the sole discretion to determine how billing disputes between us will be resolved.

NO RETURNS, ALL PAYMENTS ARE FINAL: ALL SERVICES ARE “CUSTOM AND TO ORDER” AND WE DO NOT ACCEPT RETURNS AND THERE ARE NO REFUNDS. WE HIGHLY RECOMMEND ORDERING A SAMPLE BEFORE MAKING A FINAL PURCHASE.

5. USE OF PERSONAL INFORMATION

Your use of the Services may involve the transmission to us of certain Personal Information. Our policies with respect to the collection and use of such Personal Information are governed according to our Privacy Policy (located at www.nikiwadlington.com/privacy/), which is hereby incorporated by reference in its entirety.

6. INTELLECTUAL PROPERTY

The Services contain materials, such as software, text, graphics, images, sound recordings, audiovisual works, and other materials provided by or on behalf of Company (collectively referred to as the “Content”). The Content may be owned by us or by third parties. The Content is protected under both United States and foreign laws. Unauthorized use of the Content may violate copyright, trademark, and other laws. You have no rights in or to the Content, and you will not use the Content except as permitted under this Agreement. You must retain all copyright and other proprietary notices contained in the original Content on any copy you make of the Content. You may not sell, transfer, assign, license, sublicense, or modify the Content or reproduce, display, publicly perform, make a derivative version of, distribute, or otherwise use the Content in any way for any public or commercial purpose. The use or posting of the Content on any other App or in a networked computer environment for any purpose is expressly prohibited. If you violate any part of this Agreement, your permission to access and/or use the Content and the Services automatically terminates and you must immediately destroy any copies you have made of the Content.

The trademarks, service marks, and logos of Company (“Company Trademarks”) used and displayed on the Services are registered and unregistered trademarks or service marks of NIKI WADLINGTON FINE WALLCOVERINGS LLC. Other company, product, and service names located on the Services may be trademarks or service marks owned by others (the “Third-Party Trademarks”, and, collectively with Company Trademarks, the “Trademarks”). Nothing about the Services should be construed as granting, by implication, estoppel, or otherwise, any license or right to use the Trademarks, without our prior written permission specific for each such use. Use of the Trademarks as part of a link to or from any site is prohibited unless establishment of such a link is approved in advance by us in writing. All goodwill generated from the use of Company Trademarks inures to our benefit.

Elements of the Services are protected by trade dress, trademark, unfair competition, and other state and federal laws and may not be copied or imitated in whole or in part, by any means, including but not limited to the use of framing or mirrors. None of the Content may be retransmitted without our express, written consent for each and every instance.

7. EXTERNAL LINKS, THIRD PARTY CONTENT AND INTERACTIONS.

The Services may contain features and functionalities that link to or provide you with access to third party content, that is completely independent of Company, including services, platforms, directories, servers, networks, systems, information, databases, Apps, software, programs, products or services, and the Internet in general. These links are provided solely as a convenience to you and not as an endorsement by us of the content on such External Sites. Your interactions with and third parties, including end-users on or through our Services are solely between you and the third party. We are not responsible for the content of any linked External Sites and do not make any representations regarding the content or accuracy of materials on such External Sites. You should take precautions when downloading files from any sourced to protect your computer from viruses and other destructive programs. If you decide to access linked External Sites, you do so at your own risk.

You should make whatever investigation you feel necessary or appropriate before proceeding with any contact or interaction, in connection with our Services. However, you agree not to contact or interact with any third-party except as expressly permitted through our Services. You also agree that Company may, in its sole discretion, intercede in any dispute and you will reasonably cooperate with Company if it does so. You acknowledge and agree that we are not responsible or liable for any damages, losses, costs, expenses, or liabilities of any kind or nature incurred as the result of any such interaction. You hereby release each Company Party (defined below) from claims, demands, and damages (actual and consequential) of every kind or nature, known and unknown, suspected, and unsuspected, disclosed and undisclosed, arising out of or in any way related to such disputes or our Site.

*IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 (AND ANY OTHER SIMILAR APPLICABLE STATE STATUTE), WHICH PROVIDES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY".

8. COMMUNICATIONS TO COMPANY

Although we encourage you to e-mail us/contact us through your account, we do not want you to, and you should not e-mail us any content that contains confidential information. With respect to all e-mails you send to us, including but not limited to, feedback, questions, comments, suggestions, and the like, we shall be free to use any ideas, concepts, know-how, or techniques contained in your communications for any purpose whatsoever, including but not limited to, the development, production and marketing of products and services that incorporate such information.

9. NO WARRANTIES/LIMITATION OF LIABILITY

THE WEBSITE AND SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND COMPANY DOES NOT MAKE ANY WARRANTIES WITH RESPECT TO THE SAME OR OTHERWISE IN CONNECTION WITH THIS AGREEMENT. COMPANY HEREBY DISCLAIMS ANY AND ALL EXPRESS, IMPLIED, OR STATUTORY WARRANTIES, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF NON-INFRINGEMENT, COMPANYABILITY, FITNESS FOR A PARTICULAR PURPOSE, AVAILABILITY, ERROR-FREE OR UNINTERRUPTED OPERATION, AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE.

IN CONNECTION WITH ANY WARRANTY, CONTRACT, OR COMMON LAW TORT CLAIMS: (I) WE SHALL NOT BE LIABLE FOR ANY INCIDENTAL AND CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES RESULTING THE USE OR INABILITY TO USE THE SITE/SERVICE, OR THE CONTENT, AND (II) ANY DIRECT DAMAGES THAT YOU MAY SUFFER AS A RESULT OF YOUR USE OF THE SERVICE, OR THE CONTENT SHALL BE LIMITED TO PURCHASE AMOUNT OF THE TRANSACTION IN QUESTION. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES. THEREFORE, SOME OF THE ABOVE LIMITATIONS ON WARRANTIES IN THIS SECTION MAY NOT APPLY TO YOU.

THE SITE/SERVICES MAY CONTAIN TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS OR OMISSIONS. WE ARE NOT RESPONSIBLE FOR ANY SUCH TYPOGRAPHICAL, TECHNICAL, OR PRICING ERRORS LISTED ON THE SERVICE. WE RESERVE THE RIGHT TO MAKE CHANGES, CORRECTIONS, AND/OR IMPROVEMENTS TO THE SERVICE AT ANY TIME WITHOUT NOTICE.

10. INDEMNIFICATION

You agree to defend, indemnify, and hold the Company, its affiliates, and their respective shareholders, members, officers, directors, employees, agents, and representatives (collectively, the “Company Parties”) harmless from and against any and all claims, actions, or demands and relating costs, damages and liability (including, without limitation, reasonable attorneys’ fees) arising or resulting from: (i) your breach of this Agreement; (ii) your use of the Site, Services and/or the Content; or (iii) your violation of any third-party right, including without limitation any intellectual property, or privacy right.

11. COMPLIANCE WITH APPLICABLE LAWS

The Services are based in the United States. We make no claims concerning whether the Content may be downloaded, viewed, or be appropriate for use outside of the United States. If you access the Site, Services, or the Content from outside of the United States, you do so at your own risk. Whether inside or outside of the United States, you are solely responsible for ensuring compliance with the laws of your specific jurisdiction.

12. TERMINATION OF THE AGREEMENT; CANCELLATION OF ACCOUNT

Either Party reserves the right to cancel an account on the Site/Service at will. You may terminate and delete your account using the Site or by emailing us at info@nikiwadlington.com. We reserve the right, in our sole discretion, to restrict, suspend, or terminate this Agreement and your and any device’s access to all or any part of the website, at any time and for any reason without prior notice or liability. We reserve the right to change, suspend, or discontinue all or any part of the App at any time without prior notice or liability.

13. DIGITAL MILLENNIUM COPYRIGHT ACT

Company respects the intellectual property rights of others and attempts to comply with all relevant laws. We will review all claims of copyright infringement received and remove any Content or User submissions deemed to have been posted or distributed in violation of any such laws. Our designated agent under the Digital Millennium Copyright Act (the “Act”) for the receipt of any Notification of Claimed Infringement which may be given under that Act is as follows: NIKI WADLINGTON FINE WALLCOVERINGS LLC. Attention: DMCA [4096 Piedmont Ave. #231, Oakland, CA. 94611].

If you believe that your work has been copied on or in the Services in a way that constitutes copyright infringement, please provide our agent with notice in accordance with the requirements of the Act, including (i) a description of the copyrighted work that has been infringed and the specific location on the Services where such work is located; (ii) a description of the location of the original or an authorized copy of the copyrighted work; (iii) your address, telephone number and e-mail address; (iv) 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; (v) a statement by you, made under penalty of perjury, that the information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf; and (vi) an electronic or physical signature of the owner of the copyright or the person authorized to act on behalf of the owner of the copyright interest.

14. BINDING ARBITRATION

In the event of a dispute arising under or relating to this Agreement or the Services (each, a “Dispute”), either party may elect to finally and exclusively resolve the dispute by binding arbitration governed by the Federal Arbitration Act (“FAA”). Any election to arbitrate, at any time, shall be final and binding on the other party. IF EITHER PARTY CHOOSES ARBITRATION, NEITHER PARTY SHALL HAVE THE RIGHT TO LITIGATE SUCH CLAIM IN COURT OR TO HAVE A JURY TRIAL, EXCEPT EITHER PARTY MAY BRING ITS CLAIM IN ITS LOCAL SMALL CLAIMS COURT, IF PERMITTED BY THAT SMALL CLAIMS COURT RULES AND IF WITHIN SUCH COURT’S JURISDICTION. ARBITRATION IS DIFFERENT FROM COURT, AND DISCOVERY AND APPEAL RIGHTS MAY ALSO BE LIMITED IN ARBITRATION. All disputes will be resolved before a neutral arbitrator selected jointly by the parties, whose decision will be final, except for a limited right of appeal under the FAA. The arbitration shall be commenced and conducted by JAMS pursuant to its then current Comprehensive Arbitration Rules and Procedures and in accordance with the Expedited Procedures in those rules, or, where appropriate, pursuant to JAMS’ Streamlined Arbitration Rules and Procedures. All applicable JAMS’ rules and procedures are available at the JAMS App www.jamsadr.com. The claiming party will be responsible for paying any JAMS filing, administrative, and arbitrator fees in accordance with JAMS rules. Judgment on the arbitrator’s award may be entered in any court having jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction. The arbitration may be conducted in person, through the submission of documents, by phone, or online. If conducted in person, the arbitration shall take place in Alameda County, CA, United States. The parties may litigate in court to compel arbitration, to stay a proceeding pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator. The parties shall cooperate in good faith in the voluntary and informal exchange of all non-privileged documents and other information (including electronically stored information) relevant to the Dispute immediately after commencement of the arbitration. Nothing in this Agreement will prevent Company from seeking injunctive relief in any court of competent jurisdiction as necessary to protect Company’s proprietary interests.

15. CLASS ACTION WAIVER

You agree that any arbitration or proceeding shall be limited to the Dispute between us and you individually. To the full extent permitted by law, (i) no arbitration or proceeding shall be joined with any other; (ii) there is no right or authority for any Dispute to be arbitrated or resolved on a class action-basis or to utilize class action procedures; and (iii) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.

YOU AGREE THAT YOU MAY BRING CLAIMS AGAINST US ONLY IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

16. MISCELLANEOUS

If this Agreement is terminated in accordance with the Termination provision above, such termination shall not affect the validity of the following provisions of this Agreement, which shall remain in full force and effect: “Intellectual Property,” “Communications to Company,” “No Warranties/Limitation of Liability,” “Indemnification,” “Termination of the Agreement,” “Compliance with Applicable Laws,” “Binding Arbitration,” “Class Action Waiver,” “Equitable Relief,” and “Miscellaneous.” You may not assign this Agreement. No waiver shall be effective unless in writing. Neither the course of conduct between parties nor trade practice shall act to modify any provision of this Agreement. This Agreement shall be governed by and construed in accordance with the laws of the State of California, without giving effect to its principles of conflicts of laws. Except for proceedings commenced by Company to protect its intellectual property or confidential information which may be brought in any court of competent jurisdiction, the parties mutually agree that all disputes arising hereunder shall be resolved exclusively by state or federal courts located in Alameda County, CA, United States. Our failure to act on or enforce any provision of the Agreement shall not be construed as a waiver of that provision or any other provision in this Agreement. No waiver shall be effective against us unless made in writing, and no such waiver shall be construed as a waiver in any other or subsequent instance. This Agreement contains the entire agreement of the parties concerning its subject matter, and supersedes all existing agreements and all other oral, written or other communication between the parties concerning the subject matter. The section headings are provided merely for convenience and shall not be given any legal import. This Agreement will inure to the benefit of our successors, assigns, licensees, and sublicensees.