Terms of Use

1. What Accepting These Terms Means For You
2. What Policies Apply to Who
3. Your Privacy
4. Your Buyer Account with Instate Collective
5. Your Content
6. Your Use of Our Services
7. Termination
8. Warranties and Limitation of Liability
9. Indemnification
10. Disputes with Other Members
11. Disputes with Instate Collective
12. Changes to the Terms
13. Some Finer Legal Points
14. Contact Information

1. What Accepting These Terms Means For You

This document and the other documents that are linked throughout and referenced below are officially our “Terms of Use”. We may refer to this at “Terms” in short.

The Terms are a legally binding contract between you and Instate Collective; specifically between you and Instate Collective LLC. Our Terms of Use sets your rights and responsibilities as you use instateco.com and any other services provided by InstateCo. We refer to any service provided by Instate Collective collectively as “Services”. You’re agreeing to our Terms of Use by utilizing any of these Services, including browsing on our website.

2. What Policies Apply to Who

Our Terms apply to everyone. By using any one of our Services, you agree to these Terms and our Privacy Policy.

Our brand-policy applies to our partner brands. If you list any items for sale through our Services, this policy applies to you.

Our buyer-policy applies to any buyer on InstateCo. If you use our Services to browse Storefronts and/or make purchases, this policy applies to you.

3. Your Privacy

Our privacy-policy explains how your personal information is used when you use one of our Services. By using a InstateCo Service, you’re agreeing that we can utilize your information in the set ways outlined in the Privacy Policy.

Both Instate Collective and our brands are considered separate and independent data controllers of buyers’ information under EU law. Both entities process information such as buyer names, email addresses, and shipping addresses. Each party is therefore responsible for the personal information it has in possession. For example, a brand will be responsible for an unauthorized disclosure of personal information, not Instate Collective.

If Instate Collective and brands are found to be joint data controllers of a buyers’ personal information, you agree to indemnify Instate Collective for the expenses it incurs in connection with your processing of buyer personal information, if Instate Collective is fined, sued, or otherwise incurs expenses because of something that you did as a joint data controller.

4. Your Buyer Account with Instate Collective

Here are a few rules about buyer accounts on Instate Collective:

A. You must be 18 years or older to use our Services. Minors under 18 and at least 13 years of age are only permitted to use our Services through an account owned by a parent or legal guardian with their appropriate permission and under their direct supervision. Children under 13 years are not permitted to use Instate Collective or the Services. You are responsible for any and all account activity conducted by a minor on your account, and there may be commercial products or services available that you may want to consider to limit a minor's access to material online.

B. Provide accurate information about yourself. Be honest and transparent. It’s prohibited to use false information or impersonate another person or company through your account.

C. You're responsible for your own account. You’re solely responsible for any activity on your account, including keeping passwords safe. If you’re sharing an account with other people, then the person whose financial information is on the account will ultimately be responsible for all activity. If you’re registering as a business entity, you personally guarantee that you have the authority to agree to the Terms on behalf of the business. Also, your accounts are not transferable.

D. These Terms don't create any agency, partnership, joint venture, employment, or franchisee relationship between you and Instate Collective.

5. Your Content

We don’t make any claims to your content, which we will refer to as “Your Content”. This includes any reviews you post, Storefront information, listing photos, listing descriptions, usernames, comments etc.

A. Responsibility for Your Content. You understand that you are solely responsible for Your Content. You represent that you have all necessary rights to Your Content and that you’re not infringing or violating any third party’s rights by posting it.

B. Permission to Use Your Content. By posting Your Content through our Services, you grant Instate Collective a license to use it. We don’t claim any ownership to Your Content, but we have your permission to use it to help Instate Collective function and grow. By posting Your Content, you grant Instate Collective a non-exclusive, worldwide, royalty-free, irrevocable, sub-licensable, perpetual license to use, display, edit, modify, reproduce, distribute, store, and prepare derivative works of Your Content. This allows us to provide the Services and to promote Instate Collective, your Instate Collective Storefront, or the Services in general, in any formats and through any channels, including across any Instate Collective Services, our partners, or third-party website or advertising medium. You agree not to assert any moral rights or rights of publicity against us for using Your Content. You also recognize our legitimate interest in using it, in accordance with the scope of this license, to the extent Your Content contains any personal information. 

6. Your Use of Our Services

We grant you a limited, non-exclusive, non-transferable, and revocable license to use our Services—subject to the Terms and the following restrictions in particular:

A. Don’t Use Our Services to Break the Law. You agree that you will not violate any laws in connection with your use of the Services. This includes any local, state, federal, and international laws that may apply. This includes the sale and delivery of your items. You may not sell anything that violates any laws and you may not engage in fraud, including false claims or infringement notices, theft, anti-competitive conduct, threatening conduct, or any other unlawful acts or crimes against Instate Collective, another Instate Collective user, or a third party.

B. Pay Your Bills. You are responsible for paying all fees that you owe to Instate Collective. You are also solely responsible for collecting and/or paying any applicable taxes for any purchases or sales you make through our Services. Some countries may refer to VAT using other terms, e.g. Goods and Services Tax (GST), but we’ll just refer to VAT, GST, and any local sales taxes collectively as “VAT.” Your fees, bills, taxes, and how you can pay them are fully explained in our fees-and-payments-policy.

C. Don’t Steal. You agree not to crawl, scrape, or spider any page of the Services or to reverse engineer or attempt to obtain the source code of the Services.

D. Don’t Try to Harm Our Systems. You agree not to interfere with or try to disrupt our Services, for example by distributing a virus or other harmful computer code.

E. Follow Our Trademark Policy. The name "Instate Collective" and the other Instate Collective marks, phrases, logos, and designs that we use in connection with our Services (the Instate Collective Trademarks), are trademarks, service marks, or trade dress of Instate Collective in the US and other countries. 

F. Your Thoughts. Any unsolicited ideas or other materials you submit to Instate Collective (not including Your Content or items you sell through our Services) are considered non-confidential and non-proprietary to you. You grant us a non-exclusive, worldwide, royalty-free, irrevocable, sub-licensable, perpetual license to use and publish those ideas and materials for any purpose, without compensation to you.

G. Email Communication. Sometimes Instate Collective may provide you with certain legal information in writing. We can send you information electronically instead of mailing you paper copies. Your electronic agreement is the same as your signature on paper.

7. Termination

You may terminate your account with Instate Collective at any time. Terminating your account will not affect the availability of some of Your Content that you posted through the Services prior to termination. You still have to pay any outstanding bills.

Termination By Instate Collective. We may terminate or suspend your account (and any accounts Instate Collective determines are related to your account) and your access to the Services should we have reason to believe you, your Content, or your use of the Services violate our Terms. If we do so, it’s important to understand that you don’t have a contractual or legal right to continue to use our Services, for example, to sell or buy on our websites or mobile apps.

If you or Instate Collective terminate your account, you may lose any information associated with your account, including Your Content.

Instate Collective reserves the right to change, suspend, or discontinue any of the Services for you, any or all users, at any time, for any reason, including those laid out in Instate Collective’s policies under these Terms of Use. We will not be liable to you for the effect that any changes to the Services may have on you, including your income or your ability to generate revenue through the Services.

The Terms will remain in effect even after your access to the Service is terminated, or your use of the Service ends.

8. Warranties and Limitation of Liability

You understand that Instate Collective does not manufacture, store, or inspect any of the items sold through our Services. We provide the platform; the items in our marketplaces are produced, listed, and sold directly by independent brands, so Instate Collective cannot and does not make any warranties about their quality, safety, or even their legality. Any legal claim related to an item you purchase must be brought directly against the brand of the item. You release Instate Collective from any claims related to items sold through our Services, including for defective items, misrepresentations by vendors, or items that caused physical injury (like product liability claims).

You can use the Services to interact with other individuals. However, you understand that we do not screen users of our Services, and you release us from all liability relating to your interactions with other users. 

Our Services may contain links to third-party websites or services that we don’t own or control, for example, links to Facebook, Twitter, and Pinterest. You may also need to use a third party’s product or service in order to use some of our Services. When you access these third-party services, you do so at your own risk. The third parties may require you to accept their own terms of use. Instate Collective is not a party to those agreements; they are solely between you and the third party.

WARRANTIES. YOU UNDERSTAND THAT OUR SERVICES ARE PROVIDED “AS IS” AND WITHOUT ANY KIND OF WARRANTY (EXPRESS OR IMPLIED). WE ARE EXPRESSLY DISCLAIMING ANY WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE, AS WELL AS ANY WARRANTIES IMPLIED BY A COURSE OF PERFORMANCE, COURSE OF DEALING, OR USAGE OF TRADE.

WE DO NOT GUARANTEE THAT: (I) THE SERVICES WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (II) ANY DEFECTS OR ERRORS WILL BE CORRECTED; (III) THE SERVICES WILL BE FREE OF VIRUSES OR OTHER HARMFUL MATERIALS; OR (IV) THE RESULTS OF USING THE SERVICES WILL MEET YOUR EXPECTATIONS. YOU USE THE SERVICES SOLELY AT YOUR OWN RISK. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

LIABILITY LIMITS. TO THE FULLEST EXTENT PERMITTED BY LAW, NEITHER INSTATE COLLECTIVE, NOR OUR EMPLOYEES OR DIRECTORS SHALL BE LIABLE TO YOU FOR ANY LOST PROFITS OR REVENUES, OR FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, OR PUNITIVE DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE SERVICES OR THESE TERMS. IN NO EVENT SHALL INSTATE COLLECTIVE’S AGGREGATE LIABILITY FOR ANY DAMAGES EXCEED THE GREATER OF ONE HUNDRED ($100) US DOLLARS (USD) OR THE AMOUNT YOU PAID INSTATE COLLECTIVE IN THE PAST TWELVE MONTHS. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

9. Indemnification

If Instate Collective gets sued because of something that you did, you agree to defend and indemnify us. That means you’ll defend Instate Collective (including any of our employees) and hold us harmless from any legal claim or demand (including reasonable attorney’s fees) that arises from your actions, your use (or misuse) of our Services, your breach of the Terms, or you or your account’s infringement of someone else’s rights.

We reserve the right to handle our legal defense however we see fit, even if you are indemnifying us, in which case you agree to cooperate with us so we can execute our strategy.

10. Disputes with Other Members

We encourage you to contact the other party and try to resolve the dispute amicably.

Buyers and brands who are unable to resolve a dispute related to a transaction on our websites or mobile apps may contact Instate Collective. Instate Collective will attempt to help you resolve disputes in good faith and based solely on our interpretation of our policies, in our sole discretion; we will not make judgments regarding legal issues or claims. Instate Collective has no obligation to resolve any disputes.Release of Instate Collective. You release Instate Collective from any claims, demands, and damages arising out of disputes with other users or parties.

11. Disputes with Instate Collective

These rules will govern any legal dispute involving our Services:

A. Governing Law. The Terms are governed by the laws of the State of Florida, without regard to its conflict of laws rules, and the laws of the United States of America. These laws will apply no matter where in the world you live, but if you live outside of the United States, you may be entitled to the protection of the mandatory consumer protection provisions of your local consumer protection law.

B. Arbitration. You and Instate Collective agree that any dispute or claim arising from or relating to the Terms shall be finally settled by final and binding arbitration, using the English language, administered by the American Arbitration Association (the “AAA”) under its Consumer Arbitration Rules (the "AAA Rules") then in effect (those rules are deemed to be incorporated by reference into this section, and as of the date of these Terms you can find the AAA Rules here), unless otherwise required by law. **Arbitration, including threshold questions of arbitrability of the dispute, will be handled by a sole arbitrator in accordance with those rules. Judgment on the arbitration award may be entered in any court that has jurisdiction. 

Any arbitration or mediation under the Terms will take place on an individual basis. You understand that by agreeing to the Terms, you and Instate Collective are each waiving the right to trial by jury or to participate in a class action lawsuit. Class arbitrations shall only be available if requested by either party under its Class Action Arbitration Rules and approved by the arbitration entity. Notwithstanding the foregoing, each party shall have the right to bring an action in a court of proper jurisdiction for injunctive or other equitable or conservatory relief, pending a final decision by the arbitrator or mediator. You may instead assert your claim in “small claims” court, but only if your claim qualifies, your claim remains in such court, and your claim remains on an individual, non-representative, and non-class basis.

C. Costs of Arbitration. Payment for any and all reasonable AAA filing, administrative, and arbitrator fees will be in accordance with the Consumer Arbitration Rules, and in the case of CEDR, its rules. If the value of your claim does not exceed $1,000 USD, Instate Collective will pay for the reasonable filing, administrative, and arbitrator fees associated with the arbitration, unless the arbitrator finds that either the substance of your claim or the relief sought was frivolous or brought for an improper purpose. For mediation through CEDR, the parties will pay their share of mediation costs, and under certain conditions such fees may be refundable to you, depending on the outcome of the mediation.

D. Forum. Any legal action against Instate Collective related to our Services must be filed and take place in Miami-Dade County, Florida. For all actions under the AAA Rules, the proceedings may be filed where your residence is, or in Miami, Florida, and any in-person hearings will be conducted at a location which is reasonably convenient to both parties taking into account their ability to travel and other pertinent circumstances. For any actions not subject to arbitration or mediation, you and Instate Collective agree to submit to the personal jurisdiction of a state or federal court located in Miami, Florida.

E. Government Exception. If you are a government agent or entity in the United States using the Services in your official capacity, and you are legally unable to agree to the clauses in this section, then those clauses do not apply to you. In that case, the Terms and any action related to the Terms will be governed by the laws of the United States (without reference to conflict of laws) and, in the absence of federal law and to the extent permitted under federal law, the laws of the State of Florida.

F. Modifications. If we make any changes to this “Disputes with Instate Collective'' section after the date you last accepted the Terms, those changes will not apply to any claims filed in a legal proceeding against Instate Collective prior to the date the changes became effective. By rejecting a modified term or permanently closing your account, you agree to arbitrate any disputes between you and Instate Collective in accordance with the provisions of this “Disputes with Instate Collective” section as of the date you last accepted the Terms, including any changes made prior to your rejection. If you reopen your closed account or create a new account, you agree to be bound by the current version of the Terms.

12. Changes to the Terms

We may update these Terms from time to time. Changes will be effective upon the posting of the changes unless otherwise specified. You are responsible for reviewing and becoming familiar with any changes. Your use of the Services following the changes constitutes your acceptance of the updated Terms.

13. Some Finer Legal Points

The Terms, including all of the policies that make up the Terms, supersede any other agreement between you and Instate Collective regarding the Services. If any part of the Terms is found to be unenforceable, that part will be limited to the minimum extent necessary so that the Terms will otherwise remain in full force and effect. Our failure to enforce any part of the Terms is not a waiver of our right to later enforce that or any other part of the Terms. We may assign any of our rights and obligations under the Terms.

14. Contact Information

If you have any questions about the Terms, please email us at terms@instatecollective.com