TERMS & conditions

  1. Terms and Conditions

    Last modified: September 2022

    Introduction

    This website, www.southerngrind.com, (the “Website”) permits users like you to purchase products, in accordance with the terms of these Terms and Conditions. The following Terms and Conditions, together with any documents they expressly incorporate by reference including the Privacy Policy (collectively,  “Terms and Conditions or Agreement“), govern your access to and use of www.southerngrind.com, including any content, functionality, and products offered on or through www.southerngrind.com (the “Website“), whether as a guest or a registered user.

    Legal Agreement

    (a) Please read this Agreement carefully. This Agreement is a legally binding agreement between you (“you” or “your”) and Diamondback Knife Works LLC dba Southern Grind, a Florida limited liability company (“Southern Grind” or “we” or “our” or “us””).

    (b) The effective date of this Agreement (the “Effective Date”) is the date you first use the Website. By using the Website, you agree to be bound by both the  Terms and Conditions and our Privacy Policy, found at [PRIVACY POLICY URL], incorporated herein by reference. You agree that by using the Website, such use constitutes your acceptance of this Agreement and your agreement to be bound by the terms of this Agreement. If you choose to accept this Agreement, you must do so as written, without modification. If you do not agree to abide by the terms of this Agreement, please discontinue your use of the Website immediately.

    (c) You warrant and represent that you are at least 18 years old and that you have the legal authority to enter into this Agreement as an individual or on behalf of your employer. Southern Grind and you are individually, a “party” and collectively, the “parties.”

    (d) You agree that any purchase of products from us, whether through the Website shall be governed by this Agreement.

     Terms and Termination

    The term of this Agreement shall begin on the Effective Date and continue until terminated as expressly provided in this Agreement (the “Term”). This Agreement and the Privacy Policy shall run concurrently and if either terminates, then the other shall automatically terminate. You may terminate this Agreement at any time by delivering an email to us at the address listed in the “contact us” section of the Website. Southern Grind may immediately terminate this Agreement as required by law or due to your breach of any provision of this Agreement in Southern Grind’s determination. Termination will become effective immediately. Upon termination, all rights granted by Southern Grind to you under this Agreement, including your use of the Website, shall immediately terminate, and you will not be allowed to use the Website or purchase products.

    Updates to this Agreement

    SOUTHERN GRIND RESERVES THE RIGHT TO AMEND THE WEBSITE AND THE TERMS OF THIS AGREEMENT IN ITS DISCRETION FROM TIME TO TIME. Additionally, its content is not necessarily complete or up-to date Any of the material on the Website may be out of date at any given time, and we are under no obligation to update such material.  YOU ARE RESPONSIBLE FOR MONITORING THE WEBSITE FOR CHANGES TO THIS AGREEMENT. Southern Grind may, but is not obligated to, offer upgrades, updates, and improvements to the Website, and to add or discontinue any Products at any time at its discretion You are responsible for both:

    • Making all arrangements necessary for you to have access to the Website.
    • Ensuring that all persons who access the Website through your internet connection are aware of these Terms and Conditions and comply with them.

    To access the Website or some of the resources it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of the Website that all the information you provide on the Website is correct, current, and complete. You agree that all information you provide to register with this Website or otherwise, including, but not limited to, through the use of any interactive features on the Website, is governed by our Privacy Policy [LINK TO PRIVACY POLICY], and you consent to all actions we take with respect to your information consistent with our Privacy Policy.

    If you choose, or are provided with, a username, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to this Website or portions of it using your username, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.

    We have the right to disable any username, password, or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Conditions.

    Intellectual Property Rights

    The Website and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by the Southern Grind, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

    These Terms and Conditions permit you to use the Website for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Website, except as follows:

    • Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
    • You may store files that are automatically cached by your Web browser for display enhancement purposes.
    • You may print or download one copy of a reasonable number of pages of the Website for your own personal, non-commercial use and not for further reproduction, publication, or distribution.
    • If we provide desktop, mobile, or other applications for download, you may download a single copy to your computer or mobile device solely for your own personal, non-commercial use, provided you agree to be bound by our end user license agreement for such applications.
    • If we provide social media features [LINK TO THE WEBSITE AND SOCIAL MEDIA FEATURES] with certain content, you may take such actions as are enabled by such features.

    You must not:

    • Modify copies of any materials from this site.
    • Use any illustrations, photographs, video or audio sequences, or any graphics separately from the accompanying text.
    • Delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this site.

    You must not access or use for any commercial purposes any part of the Website or any services or materials available through the Website.

    If you wish to make any use of material on the Website other than that set out in this section, please address your request to: [EMAIL ADDRESS].

    If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Website in breach of the Terms and Conditions, your right to use the Website will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the Website or any content on the Website is transferred to you, and all rights not expressly granted are reserved by the Southern Grind. Any use of the Website not expressly permitted by these Terms and Conditions is a breach of these Terms and Conditions and may violate copyright, trademark, and other laws.

    Trademarks

    The Southern Grind name, the terms Southern Grind TRADEMARKS, the Southern Grind logo, and all related names, logos, product and service names, designs, and slogans are trademarks of the Southern Grind or its affiliates or licensors. You must not use such marks without the prior written permission of the Southern Grind. All other names, logos, product and service names, designs, and slogans on this Website are the trademarks of their respective owners.

    Prohibited Uses

    (a) You may only use the Website and purchase  products for legal purposes (the “Purpose”).

    (b) You shall not use the Website or  products: (i) to harass, intimidate, embarrass, or threaten any person, (ii) for any illegal, libelous, obscene, pornographic, or illegal purpose, or (iii) in a manner that violates any laws, rules, or regulations.

    (c) You shall not copy, modify, creative derivate works of, or reverse engineer, in whole in or part, Southern Grind’s (i) Website, including its components or contents, in whole or part, (ii)  products, or (iii) trademarks, service marks, trade dress, patents, patents pending, copyrights, and other intellectual property, including, without limitation, photographic images (the foregoing in (a) – (c) collectively, the “Intellectual Property”).

    (d) Except as expressly stated in this Agreement, Southern Grind does not grant you any license or ownership rights, including in the Intellectual Property, and all rights not expressly granted by Southern Grind to you under this Agreement are expressly reserved to Southern Grind.

    Copyright Policy

    If you believe that any User Contributions violate your copyright, please see our Copyright Policy [LINK TO COPYRIGHT POLICY] for instructions on sending us a notice of copyright infringement. It is the policy of the Southern Grind to terminate the user accounts of repeat infringers.

    Reporting Claims of Copyright Infringement

    We take claims of copyright infringement seriously. We will respond to notices of alleged copyright infringement that comply with applicable law. If you believe any materials accessible on or from this site (the “Website“) infringe your copyright, you may request removal of those materials (or access to them) from the Website by submitting written notification to our copyright agent designated below. In accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (17 U.S.C. § 512) (“DMCA“), the written notice (the “DMCA Notice“) must include substantially the following:

    • Your physical or electronic signature.
    • Identification of the copyrighted work you believe to have been infringed or, if the claim involves multiple works on the Website, a representative list of such works.
    • Identification of the material you believe to be infringing in a sufficiently precise manner to allow us to locate that material.
    • Adequate information by which we can contact you (including your name, postal address, telephone number, and, if available, email address).
    • A statement that you have a good faith belief that use of the copyrighted material is not authorized by the copyright owner, its agent, or the law.
    • A statement that the information in the written notice is accurate.
    • A statement, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.

    Our designated copyright agent to receive DMCA Notices is:

    Alicia McCabe | COO   

    Diamondback Knife Works, LLC
    DBA Zac Brown’s Southern Grind

    3400 Grissom Pkwy

    Cocoa, FL 32926

    [email protected]

    O: 321-305-5995 Ext. 2031

    C: 321-626-2589

    If you fail to comply with all of the requirements of Section 512(c)(3) of the DMCA, your DMCA Notice may not be effective.

    Please be aware that if you knowingly materially misrepresent that material or activity on the Website is infringing your copyright, you may be held liable for damages (including costs and attorneys’ fees) under Section 512(f) of the DMCA.

    Counter Notification Procedures

    If you believe that material you posted on the Website was removed or access to it was disabled by mistake or misidentification, you may file a counter notification with us (a “Counter Notice“) by submitting written notification to our copyright agent designated above. Pursuant to the DMCA, the Counter Notice must include substantially the following:

    • Your physical or electronic signature.
    • An identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access disabled.
    • Adequate information by which we can contact you (including your name, postal address, telephone number, and, if available, email address).
    • A statement under penalty of perjury by you that you have a good faith belief that the material identified above was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled.
    • A statement that you will consent to the jurisdiction of the Federal District Court for the judicial district in which your address is located (or if you reside outside the United States for any judicial district in which the Website may be found) and that you will accept service from the person (or an agent of that person) who provided the Website with the complaint at issue.

    The DMCA allows us to restore the removed content if the party filing the original DMCA Notice does not file a court action against you within ten business days of receiving the copy of your Counter Notice.

    Please be aware that if you knowingly materially misrepresent that material or activity on the Website was removed or disabled by mistake or misidentification, you may be held liable for damages (including costs and attorneys’ fees) under Section 512(f) of the DMCA.

    Repeat Infringers

    It is our policy in appropriate circumstances to disable and/or terminate the accounts of users who are repeat infringers.

    Orders

    You must be at least 18 years old to order any knife  products and at least 21 years old to order restricted products. Restricted products are marked on the Website. Some items on the Website may be illegal in your or other areas for possession by those under the age of 21. You shall be responsible to check all applicable federal, state, and local laws concerning the purchase, ownership, use, and possession of any  products sold to you on the Website.

    It is the responsibility of the customer to know and be in compliance with all applicable federal, state, and local laws related to selling, modifying, transferring, possessing, transporting or using a firearm in the locality in which the customer resides.

    Southern Grind is not responsible for lost or stolen merchandise during shipping. Please contact the shipping carrier to open a case. Furthermore, Southern Grind will not be held responsible for package theft after delivery. Please contact your local law enforcement or carrier to resolve package theft issues.

    Automatic Knife Laws & Assisted Knife Laws

    The Switchblade Act, (Pub.L. 85-623, 72 Stat. 562, enacted on August 12, 1958, and codified in 15 U.S.C. § 1241–1245), as may be amended, (the “Act”) prohibits shipment of automatic knives across state lines, with the following exceptions:

    (a) to civilian or Armed Forces supply or procurement officers and employees of the Federal Government ordering, procuring, or purchasing such knives in connection with the activities of the Federal Government;

    (b) to supply or procurement officers of the National Guard, the Air National guard, or militia of a state, territory or the District of Columbia ordering, procuring, or purchasing such knives in the connection with the activities of such organization;

    (c) to supply or procurement officers or employees of the municipal government of the District of Columbia or the government of any State or Territory, or any county, city or other political subdivision of a State or Territory;

    (d) to manufacturers of such knives or bona fide dealers therein in connection with any shipment made pursuant of an order from any person designated in paragraphs (a), (b), and (c).

    Sections 1242 and 1243 of the Act shall not apply to:

    (e) any common carrier or contract carrier, with respect to any switchblade knife shipped, transported, or delivered for shipment in interstate commerce in the ordinary course of business;

    (f) the manufacture, sale, transportation, distribution, possession, or introduction into interstate commerce, of switchblade knives pursuant to contract with the Armed Forces.

    (g) the Armed Forces or any member or employee thereof acting in the performance of his duty;

    (h) the possession, and transportation upon his person, of any switchblade knife with a blade three inches or less in length by any individual who has only one arm; or

    (i) a knife that contains a spring, detent, or other mechanism designed to create a bias toward closure of the blade and that requires exertion applied to the blade by hand wrist, or arm to overcome the bias toward closure to assist in opening the knife.

    Southern Grind will not sell to any individual or group outside the State of Florida without the above conditions being met. This does not apply to automatic knives manufactured, distributed, purchased, or sold within the State of Florida. Proper identification may be required before the order is shipped in cases where restricted items are purchased.

    Legal Disclaimers

    Southern Grind offers no legal advice regarding laws applicable to your purchase of products. We have provided general information herein to you of federal laws that may affect your purchase. It is your responsibility, as the buyer, and not Southern Grind, as the seller, to ascertain and obey all applicable international, federal, state, and local laws regarding your purchase and use of products.

     

    Change and Cancellation Policy

    If you order the wrong products, you may change your order up until the time the order is shipped. Once an order has been shipped, if you wish to change an item you must follow the guidelines in the Returns section below. If you would like to cancel your order you may do so up until the time the order has shipped. Once an order has been shipped you must follow the guidelines in the Returns section below. You can contact us about a change or cancellation at the email or telephone number listed in the “contact us” section of the Website. If you choose to send an email you must use “order change” or “order cancellation” in your email subject line to make sure the email is directed to the correct department to improve the chance that the change or cancellation can be implemented before the order ships.

    Payment

    Credit Card Orders. We accept Visa, Mastercard, Discover, and American Express. We do not accept PayPal. By ordering with a credit card, you agree that you are authorized to use such credit card and, if there is a billing dispute, to handle any billing disputes directly with us.

    Southern Grind reserves the right to request identification for any purchases of any kind. No customer shall be obligated to provide identification, however failure to provide requested information may result in the cancellation of the customer’s order. If the order is cancelled and charges to the credit card used will be voided or refunded.

     

    Shipping – Domestic Orders

    (a) For more information concerning shipping, please visit our please visit the SHIPPING PAGE on the Website for complete information.

    (b) Southern Grind makes no guarantees about shipping time. We will attempt to stay within the specified time frames indicated on the Website; however, delays may result from occurrences, such as, without limitation, customer verification, declined credit cards, restricted items, legal prohibitions, product unavailability, acts of God, and other force majeure events.

    (c) products orders with a value of $200 or more are automatically shipped as “signature required.” products orders with a value of less than $200 are automatically shipped as “no signature required.” If you would like your order shipped with or without a “signature required,” as applicable, simply indicate this to us in the notes box at checkout. If you waive the required signature on your order, you accept all responsibility pertaining to loss, theft or damage. If you pay for shipping, risk of loss and title to the products transfers to you upon our tender of the products to the courier; and, if we pay for shipping, risk of loss and title to the products transfers to you upon delivery of the products by the courier.

    (d) If the products order value is $99 or more (exclusive of shipping or taxes), then the shipping is free for most orders. There are some oversized and overweight items which have additional shipping costs. When free shipping is selected, we will ship orders via FedEx, UPS, DHL, or USPS, at our discretion. If the products order value is less than $99, then you pay for the shipping.

    (e) Please note: There are some areas within the United States of America where we simply cannot ship certain restricted items. These areas include, but are not limited to: portions of Alaska, California, Colorado, Connecticut, Delaware, Hawaii, Illinois, Indiana, Kansas, Louisiana, Maine, Massachusetts, Michigan, Minnesota, Missouri, New Mexico, New York, Tennessee, Texas, Vermont, Washington, and Wisconsin. Exceptions are made as local laws permit (proper ID may be required at the time of purchase).

    (f) Address Verification. In many cases, orders that are placed with a ship to address that is not authorized by the credit card issuer are subject to shipping delays, verification emails/telephone calls and/or cancellation. Additionally, orders that are shipped to an address other than the authorized billing address are subject to shipping delays and verifications. In situations where we cannot confirm the validity of an order or we suspect fraud, the order will be cancelled.

    Shipping – International Orders

    Prior to placing an international order (defined as outside the United States of America), you must contact us at the information listed under the “contact us” section of the Website. There are numerous export and import restrictions regarding our products. International purchasers assume all risk of loss, theft, customs seizures, clearance, duties, levies, fees, taxes, storage charges, broker fees, and the like associated with international shipments (the foregoing collectively, “International Shipping Events”), and you agree that Southern Grind shall not be held liable for any International Shipping Events.

    International Customer Conditions:

    Customer must pay all shipping fees

    Customer must pay any and all taxes, duties, etc.

    Customer must pay via Wire Transfer

    If items get lost, stolen, or seized by customs, we are not accountable, and cannot give a refund.

    Customer must understand their own/carry laws in their country and have proper permits where applicable

    Customer must pay all shipping fees for returns, as well as warranty work

    Please note that we do not falsify customs documents. We will list exact items and exact values, in accordance with national and federal laws. If you believe that your items will be seized at customs when labeled appropriately, we urge you to carefully consider this.

    Returns

    Return shipping is solely the responsibility of the customer.

    If the purchased item(s) is defective or damaged upon receipt, or if the customer is not satisfied with a purchased item(s) and wishes to return it for a refund or replacement, the customer may return the item(s) to Southern Grind WITHIN 90 DAYS of the date of receipt of delivery of the purchased item.

    To be eligible for a full refund of your purchase, your item(s) must be returned in its original packaging, unused, and in new condition. Returning an item with missing or damaged packaging may incur additional restocking fees. Once we receive the item(s), we will issue a refund to your original form of payment. If your item is found to be defective, the cost of return shipping will be waived. Your refund will be issued in the same form of payment you used to purchase your item(s). We do not reimburse the cost of shipping from the initial purchase.

    Law Enforcement

    Anyone known or believed to use the  products other than for the Purpose, or to provide false information, or to attempt to defraud us in any way will be reported to the proper authorities. You understand and agree that Southern Grind monitors usage on the Website and of purchase of products and that, in accordance with the terms of this Agreement and the Privacy Policy, we may share your use of the Website and purchase of products Services, including Personal Information (as defined in the Privacy Policy), with law enforcement agencies and officials in response to inquiries or if we have reason to believe that your use of the Website or products is for an unlawful purpose. We may also share your use of the Website and purchases of products, including Personal Information, to third parties without your prior consent as required by law, a court order, a subpoena, legal process, governmental request, to investigate fraud, or as Southern Grind determines is necessary or advisable to protect its interests or your safety or the safety of others.

    Indemnification

    You shall defend, indemnify, and hold harmless Southern Grind and its affiliates, and their employees, managers, members, officers, shareholders, directors, agents, representatives, contractors, insurers, attorneys, successors, and assigns from and against all claims, demands, judgments, losses, liabilities, damages, costs, fees, expenses, including, without limitation, attorneys’ fees, expert witness fees, and court costs, arising out of your (a) unauthorized use of the Website, products, or Intellectual Property, or (b) any other breach of this Agreement including, but not limited to, your User Contributions, any use of the Website’s content, services, and products other than as expressly authorized in these Terms and Conditions, or your use of any information obtained from the Website.

    Warranties

    By placing an order, you warrant and represent that you will use the products in a lawful manner and that you are of legal age to purchase and use the products.

    Knife Operation and Warranty

    For more information, please check out the WARRANTY PAGE on the Website. Knives that have been modified or converted are not covered under a manufacturer’s warranty. Except as expressly stated herein, no further warranties apply.

    DISCLAIMER OF WARRANTIES

    (a) EXCEPT AS EXPRESSLY STATED HEREIN, SOUTHERN GRIND: (A) PROVIDES ACCESS TO THE WEBSITE AND THE PRODUCTS ON AN “AS IS” BASIS, WITH ALL FAULTS AND WITHOUT ANY WARRANTY OR GUARANTEES, (B) MAKES NO WARRANTIES, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, WITH RESPECT TO THE WEBSITE AND THE PRODUCTS, AND (C) SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTY AGAINST NON-INFRINGEMENT OF ANY INTELLECTUAL PROPERTY RIGHT OF ANY THIRD PARTY IN CONNECTION WITH YOUR ACCESS TO THE WEBSITE AND THE PRODUCTS. EXCEPT AS EXPRESSLY STATED HEREIN, SOUTHERN GRIND DOES NOT WARRANT THAT THE WEBSITE OR ANY THE PRODUCTS WILL MEET YOUR EXPECTATIONS OR REQUIREMENTS, OR THAT THE PRODUCTS WILL PROVIDE SECURITY OR PROTECTION AGAINST HARM, INJURY, DISMEMBERMENT, OR DEATH, OR THAT THE CONTENT OF THE WEBSITE OR METHOD OF DELIVERY WILL BE FREE OF ERROR (INCLUDING FACTS, STATEMENTS, SERVICE LEVELS, DOWNLOAD SPEED, WEBSITE DOWNTIME, OUTAGES, WI-FI, HOTSPOT, OR INTERNET CONNECTIVITY OR SECURITY), OR THAT DEFECTS THEREIN WILL BE CORRECTED. THE PROVISIONS OF THIS SECTION SHALL BE IN EFFECT TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

    (b) Without limiting the generality of the foregoing in this Section, Website mistakes (such as, without limitation, pricing errors, products misinformation, and stock discrepancies) are inevitable. Southern Grind is not required to honor pricing errors. At our discretion, we may cancel any order where we determine there has been a pricing error. If we have provided products misinformation for your order, you have the right to return your purchased products without penalty (subject to the return policy stated herein). If there is a stock discrepancy, you have the right to retain your order until it can be filled or to cancel your order without penalty.

    (c) Without limiting the generality of the foregoing, Southern Grind will not be held liable for the misuse of any products purchased from us or any of our distributors and dealers.

    Reliance on Information Posted

    The information presented on or through the Website is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Website, or by anyone who may be informed of any of its contents.

    This Website may include content provided by third parties, including materials provided by other users, bloggers, and third-party licensors, syndicators, aggregators, and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by the Southern Grind, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of the Southern Grind. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.

    Limitations of Liability

    (a) TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL SOUTHERN GRIND, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE WEBSITE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE WEBSITE OR SUCH OTHER WEBSITES, INCLUDING. LOST PROFITS, LOSS OF BUSINESS, SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE. EVEN IF A PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOUTHERN GRIND’S TOTAL LIABILITY, AND YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY CLAIM UNDER THIS AGREEMENT, SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY YOU TO SOUTHERN GRIND UNDER THIS AGREEMENT. THE PROVISIONS OF THIS SECTION SHALL BE IN EFFECT TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW

    Force Majeure

     We will not be liable or responsible to you, nor be deemed to have defaulted or breached these Terms and Conditions, for any failure or delay in our performance under these Terms and Conditions when and to the extent such failure or delay is caused by or results from acts or circumstances beyond our reasonable control, including, without limitation, acts of God, flood, fire, earthquake, explosion, governmental actions, war, invasion or hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest, national emergency, revolution, insurrection, epidemic, lockouts, strikes or other labor disputes (whether or not relating to our workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, materials or telecommunication breakdown or power outage.

    Notices

    Except as expressly permitted herein, all other notices provided for herein shall be effected either by recognized international express courier, postage pre-paid, or by First Class United States Mail, postage pre-paid, to the address listed under the “contact us” section of the Website in our case, and to the address you listed at time of last purchase in your case. Notice shall be deemed received two days following tender to such courier and three days following posting by Mail.

    Southern Grind

    3400 Grissom Pkwy

    Cocoa FL 32926

    Attn.: General Counsel

    Independent Parties

    Nothing in this Agreement shall create an employer-employee, partner, joint venturer or agent relationship between Southern Grind and you.

    Governing  Law

    All matters relating to the Website and these Terms and Conditions, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of Florida without giving effect to any choice or conflict of law provision or rule (whether of the State of Florida  or any other jurisdiction).

    Any legal suit, action, or proceeding arising out of, or related to, these Terms and Conditions or the Website shall be instituted exclusively in the federal courts of the United States or the courts of the State of Florida, although we retain the right to bring any suit, action, or proceeding against you for breach of these Terms and Conditions in your country of residence or any other relevant country. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

    Dispute Resolution

    This Agreement and Privacy Policy shall be governed by and construed in accordance with the laws of the State of Florida, without regard to any applicable conflicts or choice of law provisions. Neither the United Nations Convention on Contracts for the International Sale of Goods (“CISG”) nor the Uniform Computer Information Transactions Act (“UCITA”) shall apply. For any dispute arising out of or in connection with this Agreement or the Privacy Policy, the parties hereto irrevocably consent to binding arbitration in Cocoa, Florida, under the Commercial Rules of the American Arbitration Association, and the parties hereby waive any objection that arbitration in such city is inconvenient. You understand that you hereby agree to waive any right you may have to a trial by jury. You hereby agree to waive any right you may have to participate in any class, collective, group, or representative action or proceeding arising out of or in connection with this Agreement or the Privacy Policy. The prevailing party in any such arbitration action shall be entitled to collect from the non-prevailing party, in addition to any award, all reasonable costs, fees, and expenses, including, without limitation, attorneys’ fees and court costs.

    Complete Agreement

    This Agreement and the Privacy Policy, and references to pages and sections on the Website, contain the entire agreement of the parties and supersedes any and all other agreements, whether oral or in writing, between the parties concerning the subject matter hereof. Without limiting our rights under Section 5 above, any other modification of this Agreement or the Privacy Policy shall be effective only if in a writing signed by the parties. In the event of conflict between this Agreement and the Privacy Policy/pages and sections of the Website, this Agreement shall prevail.

    Waiver and Severability

    No waiver by the Southern Grind of any term or condition set out in these Terms and Conditions shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Southern Grind to assert a right or provision under these Terms and Conditions shall not constitute a waiver of such right or provision.

    If any provision of this Agreement or the Privacy Policy is held by a court or tribunal of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force and effect without being impaired or invalidated in any way.

    Assignment

    You may not assign or sublicense any part of the Agreement, in whole or in part, without the prior written consent of Southern Grind.

    Contact Information

    This website is operated by Diamondback Knife Works LLC dba Southern Grind 3400 Grissom Pkwy Cocoa FL 32926.

    All notices of copyright infringement claims should be sent to the copyright agent designated in our Copyright Policy [LINK TO COPYRIGHT POLICY] in the manner and by the means set out therein.

    All other feedback, comments, requests for technical support, and other communications relating to the Website should be directed to: [email protected].

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