Terms and Conditions for Second Society, Inc.
ALL TRANSACTIONS ARE GOVERNED BY THIS TERMS AND CONDITIONS AGREEMENT. ANY PROPOSAL THAT INCLUDES DIFFERENT OR ADDITIONAL TERMS THAT VARY FROM SECOND SOCIETY, INC (“SECOND SOCIETY”) TERMS AND CONDITIONS ARE OBJECTED TO AND DISALLOWED. NOTWITHSTANDING THE FOREGOING, ANY SUCH COUNTERPROPOSALS BY BUYER SHALL NOT OPERATE AS A REJECTION OF THE CONTRACT, BUT AS A REJECTION OF THE ADDITIONAL OR DIFFERENT TERM(S)
Formation of Contract. An order is deemed by Second Society to be an offer to purchase, which Second Society may accept or reject in its sole discretion. Second Society’s acceptance of an offer to purchase is binding on Second Society upon Second Society’s recipient of payment. Any automatic or computer-generated response to an order by Second Society’s business email admin@secondsociety.io or otherwise shall not be deemed acceptance of an order. Second Society’s acceptance is subject to Second Society’s Terms and Conditions stated herein.
Scope of the Service. By promoting shooters' work on the website, including social media, email communications, and other marketing channels, Second Society acts solely as a platform for facilitating networking and development opportunities for shooters. Any content or work uploaded by shooters on the website is the responsibility of the shooter, and Second Society does not warrant or guarantee the quality, accuracy, or completeness of any shooter’s work or resume. By uploading content to the site, shooters grant Second Society the non-exclusive right to display, share, and promote their work across various platforms, including but not limited to the website homepage, social media pages, marketing advertisements, and email campaigns. Second Society may modify the size or format of the content as necessary to suit specific platforms. Second Society disclaims any liability arising from the quality of work provided by shooters or from any transactions between shooters and buyers. Buyers acknowledge that they assume full responsibility for their engagement with shooters and any associated risks. Second Society will not be responsible for any copyright infringement claims arising from content uploaded by shooters.
Vetting Process for Photographers and Videographers. We are committed to ensuring the quality and professionalism of the photographers and videographers on our platform. Each applicant undergoes a thorough review to verify that they have credible experience shooting weddings and that they are an actual individual or business entity. This review process includes confirming their identity and assessing their online presence through an active social media account and/or website. We reserve the right, at our sole discretion, to approve or deny any application based on this vetting process.
Right to Report. If buyer, either shooter or the hiring company, (the "Reporting Party") believes that the other party (the "Reported Party") has failed to perform its obligations, or committed fraud, engaged in fraudulent conduct, the Reporting Party may submit a formal written notice ("Notice of Breach") to Second Society detailing the alleged fraudulent activity or failure to perform with supporting evidence. Upon receipt of the Notice of Breach, the Reported Party will be noticed by Second Society. The Reported Party shall then have ten (10) business days to respond in writing, either: Refuting the allegations with supporting evidence, or Providing evidence of corrective actions taken or planned to address the issue. If the Reported Party fails to respond within the given time frame or if the response is unsatisfactory to Second Society, Second Society may terminate Reported Party’s right to use the website. If Second Society determines that a Notice of Breach is submitted in bad faith or with malicious intent, Second Society may choose to but not required to terminate the Reporting Party’s right to use the website. Upon terminating either Party’s right to use the Website, Second Society remains no further obligations to either party.
Rights Concerning Reviews. Our platform enables users to leave reviews about photographers and videographers to help maintain a transparent and professional community. However, we reserve the right to remove any review that we believe was posted with defamatory, malicious intent, or that does not comply with our standards for professional conduct. Reviews should be written with the intent of providing constructive and honest feedback to assist other users in making informed decisions.
Compliance with Second Society Standards. By using our platform, you acknowledge that you have read and agree to comply with our Second Society Standards. These standards are designed to uphold the integrity and quality of services provided by photographers and videographers in our community. Any conduct that we determine to be in violation of these standards may result in the termination of your account without refund, at our discretion.
Credit. Second Society may, but shall not be obligated to, grant credit terms to Buyer. Acceptance of any order is subject to final credit approval by Second Society. Second Society reserves the right to cancel any orders if Second Society deems Buyer unable to pay for the order. Second Society reserves the right, in its sole discretion and without prior notice, to deny, change or limit the amount or duration of credit to be allowed Buyer, either generally or with respect to a particular purchase order, and may require cash payments in advance or security satisfactory to Second Society.
Cost of Delivery, Taxes and Other Charges. Buyer shall pay the costs of delivery of the products. Buyer shall pay all sales, use, excise or similar taxes, or other charges, which Second Society is required to pay, or to collect and remit, to any Government (national, state or local) and which are imposed on or measured by the sale.
Transfer of Property and Risk of Loss. Second Society retains the right and title to the products sold to Buyer until Second Society is paid in full for the products. Buyer shall obtain the right and title to the products upon payment to Second Society of the purchase price and any taxes, excise, or other charges. The risk of loss, including, but not limited to the risk of loss, theft, damage or destruction of the products, transfers to Buyer upon Buyer’s payment.
No Set-Off. Buyer shall have no right of set-off or withholding, and no deduction of any amounts due from Buyer to Second Society shall be made without Second Society’s prior, express written approval.
Patents. Second Society reserves the right to discontinue deliveries of any products, the manufacture, sale or use of which would, in Second Society’s opinion, infringe upon any U.S. patent, trademark or design now or hereinafter issued, registered, or existing and under which Second Society is not licensed.
Disclaimer of Warranties. The warranties set forth herein or in Second Society’s warranty documents with respect to a product are the only warranties made by Second Society in connection with the products and the transactions contemplated as a result of this sale. Second Society makes no other warranties or representations to buyer or any other person of any kind, whether express or implied, with respect to the products, and Second Society specifically disclaims all implied warranties including, without limitation, the implied warranties of merchantability, fitness for a particular purpose and non-infringement. Products sold hereunder are sold only to the specifications specifically set forth by the Second Society in writing. Buyer assumes all risk whatsoever as to the result of the use of products purchased, whether used alone or in combination with other products or substances.
No refund policy. Second Society retains a no refund policy. For subscription services, buyer may cancel the subscription for the next unpaid billing period, and buyer will have access to the platform until the end of the paid billing period. Buyer is not entitled to claim refund for any alleged unused time. Any time periods that are paid are deemed used. If Buyer’s subscription is terminated due to a Notice of Breach Report, no refund is permitted.
Age Restriction. Second Society has a strict age restriction. Buyer must be at least 18 years of age to make a subscription order. By placing a subscription order, the Buyer represents and warrants that he/she has attained the age previously specified. In the event the Buyer is not of the stated legal age, the Buyer shall be held liable for any and all damages, losses, or claims incurred by Second Society as a result of the Buyer’s misrepresentation of age.
Limitation of Liability. No claim by Buyer of any kind including, but not limited to, claims for indemnification, whether as to quality or amount of product delivered or non-delivery, shall be greater in amount then the purchase price for the products in respect of which damages are claimed. In no event shall Second Society be liable to Buyer for any incidental, consequential, indirect, statutory, special, exemplary, or punitive damages, including, but not limited to, lost profits, loss of use, loss of time, inconvenience, loss business opportunities, damage to good will or reputation, or loss of data, arising out of, or as a result of, the sale, delivery, servicing, use or loss of the products sold hereunder, regardless of whether such liability is based on breach of contract, tort, strict liability or otherwise, and even if advised of the possibility of such damages or such damages could have been reasonably foreseen.
Excuses for Non-Performance. If the manufacture, transfer or receipt by Second Society of any products covered hereby is prevented, restricted or interfered with by reason of any event beyond the reasonable control of the party so affected, Second Society shall be excused from making or taking deliveries hereunder to the extent of such prevention, restriction or interference, and shall not be liable to the other for default or delay in performing, except with respect to Buyer’s payment obligations.
Second Society’s Rights. If Buyer should fail in any manner to fulfill the terms and conditions hereof, Second Society may restrict Buyer’s access until such default is cured. Remedies provided herein shall be in addition to, and not in lieu of, other remedies that may be available to Second Society. If for any reason, the quantities of the products covered hereby or of any materials used in the production of the products reasonably available to Second Society shall be less than Second Society total needs for its own use and for sale, Second Society may allocate its available supply of products among its existing or prospective purchasers and/or its own departments, divisions and affiliates in such manner Second Society deems proper in Second Society’s sole discretion, without thereby incurring liability on account of the method of allocation determined or its implementation or for failure to perform this Agreement.
Governing Law. This Agreement shall be construed, and the respective rights and duties of Buyer and Second Society shall be determined, according to the laws of the State of California, without giving effect to its principles of conflicts of laws. The UN Convention on Contracts for the International Sale of Goods shall not apply to this Agreement.
Dispute Resolution. Any dispute, controversy or claim arising out of or related in any way to these Terms and Conditions and/or any sale and purchase of products hereunder or any transaction contemplated hereby which cannot be amicably resolved by the parties shall be solely and finally settled by arbitration administered by the American Arbitration Association in accordance with its commercial arbitration rules. Judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. The arbitration shall take place before a panel of 3 arbitrators sitting in California, San Diego County. The language of the arbitration shall be English. The arbitrators will be bound to adjudicate all disputes in accordance with the laws of the State of California. The decision of the arbitrators shall be in writing with written findings of fact and shall be final and binding on the parties. The arbitrator shall be empowered to award money damages, but shall not be empowered to award incidental damages, consequential damages, indirect damages, statutory damages, special damages, exemplary damages, punitive damages or specific performance. Each party shall bear its own costs relating to the arbitration proceedings irrespective of its outcome. This section provides the sole recourse for the settlement of any disputes arising out of, in connection with, or related to this Agreement.
No Assignment. This contract between Buyer and Second Society is not transferable by either party without the prior written consent of the other party, except that Second Society may assign this Agreement without Buyer’s consent if the assignment is to a to an affiliate or if the assignment is carried out as part of a merger, restructuring, or reorganization, or sale or transfer of all or substantially all of Second Society’s assets.
Miscellaneous. These Second Society’s Terms and Conditions are the sole and exclusive statement of the parties’ understanding and agreement with respect to the transactions contemplated by this sale, notwithstanding any other terms that might be contained in any purchase order or other document received from Buyer or submitted to Second Society. These Terms and Conditions constitute the entire agreement between the parties regarding the subject matter hereof and can only be modified or changed in writing and signed by authorized representatives of both parties. No waiver by Second Society of any of Second Society’s Terms and Conditions or any breach hereof shall constitute or be deemed to be a waiver of any such term or any such breach in any other case. No waiver shall be deemed to occur as a result of the failure to enforce any term or condition of these Second Society’s Terms and Conditions. If any clause or portion hereof shall be held by a court of competent jurisdiction to be illegal, invalid, or unenforceable, the remaining clauses or portions shall remain in full force and effect. The paragraph headings are for convenience only and shall not be used in interpreting or construing these Second Society’s Terms and Conditions.