Terms and Conditions

Shops on Black Wall Street Responsibility – Shops on Black Wall Street will not sell, ship, or endorse any Vendor on the marketplace. The Shops on Black Wall Street will solely provide real estate on their Virtual website for advertising purposes in exchange for a monthly or quarterly fee and waives all responsibilities to Vendor’s customers. Shops on Black Wall Street Virtual is not responsible for the merchantability or content on Vendor websites. 

Release and Indemnification: Vendor hereby agrees to release, indemnify, defend (with legal counsel satisfactory to Shops on Black Wall Street), and hold Shops on Black Wall Street, its officers, directors, employees and agents and the Shops on Black Wall Street Virtual harmless from any claims, demands, suits, liabilities, damages, losses, costs, reasonable attorneys’ fees and expenses including (“Actions”), for bodily injury (including death and workers compensation claims), damage to real or tangible personal property arising from or related to the negligence or other tortious acts, errors, and omissions of Vendor, its employees, subcontractors or agents and Actions which result from or arise out of or in connection with: (a) Vendor’s participation on the Shops on Black Wall Street Virtual; (b) a breach by Vendor of any agreements, covenants, promises or other obligations under the Terms and Conditions; (c) any matter for which Vendor is otherwise responsible under the terms of these Terms and Conditions; (d) any violation or infringement (or claim of violation or infringement) of any law or ordinance or the rights of any party under any patent, copyright, trademark, trade secret or other proprietary right; (e) any libel, slander, defamation or similar claims resulting from the actions of Vendor; (f) harm or injury (including death) to Vendor; and (g) loss of or damage to property or the business or profits of Vendor, whether caused by negligence, intentional act, accident, act of God, theft, mysterious disappearance or otherwise. 

Optional Participation – A Vendor can opt out of the Shops on Black Wall Street Virtual at any time with a 30-day written notification. There is no contractual obligation. Shops on Black Wall Street will not issue pro-rata refunds. Vendor-directed withdrawal from the marketplace will forfeit their ad position. 

Cancellation by Vendor: Requests to cancel ad space will be accepted only 30 days before the subsequent month of which cancellation will take place. All cancellation requests must be given by written notice only and sent via email to info@shopsonblackwallstreet.com. Cancellations received after the 30-day advance requirement will be acknowledged at the next applicable renewal period. 

Cancellation by Shops on Black Wall Street: If Shops on Black Wall Street cancels the Shops on Black Wall Street Virtual for any reason, Shops on Black Wall Street shall have no liability to Vendors other than a refund of the ad fee(s), if applicable. 

Termination: Shops on Black Wall Street reserves the right to cancel a Vendor’s agreement for any or no reason or as it deems necessary, with a 30 days’ notice. 

Observance of Laws: Vendor shall abide by and observe all federal, state and local laws, codes, ordinances, rules and regulations, and all rules and regulations of the Marketplace. Vendor shall be solely responsible for obtaining any licenses, permits or approvals under federal, state or local law applicable to support its activities on the Marketplace. Vendor shall be solely responsible for obtaining any necessary tax identification numbers and permits and for paying all taxes, license fees, use fees, or other fees, charges, levies, or penalties that become due to any governmental authority in connection with its activities on the Marketplace. 

Venue: The Terms & Conditions will be governed by and interpreted and enforced in accordance with the laws of the Commonwealth of Florida (without regard to any conflict of law provisions) and the decisions of the Florida courts. The parties hereto irrevocably consent to the exclusive jurisdiction of the First Judicial District of Florida, being the Florida Court of Common Pleas and waive any claim or defense that such a forum is not convenient or proper. 

Licensing – Shops on Black Wall Street Virtual is not responsible for licensing compliance. All Vendors are solely responsible for complying with their respective organizations regarding license restrictions (i.e. IP permission to sell on social media, company website or any other licensing restrictions) if Vendor otherwise fails to comply with its organizational requirements to operate, such would constitute a breach of the Terms and Conditions and Vendor’s ability to advertise or operate in the Marketplace would be immediately revoked. In such case there will be no refund of any fees remitted. 

License Expiration– If a Vendor’s license expires while on the Shops on Black Wall Street Virtual, they will be removed from the marketplace until the Vendor secures an updated license. Vendors are invited to return to the Shops on Black Wall Street Virtual as ad space is available. If Vendor otherwise fails to comply with its organizational requirements to operate, such would constitute a breach of the Terms and Conditions and Vendor’s ability to advertise or operate in the Marketplace would be immediately revoked. In such case there will be no refund of any fees remitted 

Vendor Fees – Vendor fees of $75 per month or $200 for standard and $300 for premium location quarterly are due and payable the same date subscription started each month or quarterly without exception. If payment is not received by the due date, a Vendor’s ad space and the Vendor’s agreement will be terminated if the account fails to become current within the month in which advertising space is rendered. Vendor fees are payable as recurring payments. Participation in the Shops on Black Wall Street Virtual by the Vendor is prohibited if “failed payment” is considered consistent (3 months or more ) by the Shops on Black Wall Street Virtual. 

Ad Placement – The Shops on Black Wall Street Virtual will position Vendor ads based on a first come first serve basis. 

Assumption of Risk: Vendor expressly assumes all risks associated with, resulting from, or arising in connection with Vendor’s participation in the Shops on Black Wall Street Virtual, including, without limitation, all risks of theft, loss, harm, property, business or profits of Vendor, whether caused by negligence, intentional act, accident, act of God or otherwise. Vendor has sole responsibility for its intellectual property or any theft, damage, or other loss to such intellectual property. Shops on Black Wall Street is not liable for any loss sustained by Vendor including but not limited to losses sustained as a result of the Vendor’s or any third party’s failure to access the Shops on Black Wall Street Virtual website, or as a result of any breakdowns in Vendor’s equipment, software errors by Vendor, or incomplete or inaccurate transfer of information by Vendor. 

Photography/Recording: Vendor shall not photograph or record video of a product of another Vendor. Digital images or recording of the Shops on Black Wall Street Virtual in general or any portion thereof is prohibited. 

Objectionable Exhibits and Displays: No area of the Shops on Black Wall Street Virtual shall be used for any improper, immoral, illegal, or objectionable purpose. At its discretion, if at any time Shops on Black Wall Street deems a virtual ad, or its contents objectionable, Shops on Black Wall Street reserves the right to remove and/or cancel the virtual ad space or any portion thereof at Vendor’s sole expense. This reservation includes persons, things, conduct, activities, printed matter, signs, products, or any item of poor character, which, in the sole judgment of Shops on Black Wall Street, is detrimental to or unsuitable for the Shops on Black Wall Street Virtual or jeopardizes the Marketplace’s safe operations. This right may be exercised by Shops on Black Wall Street at any time. If the right is exercised, Shops on Black Wall Street Virtual, or Shops on Black Wall Street shall not be liable for refund of ad space, profits or any other expense or damage incurred by reason of Shops on Black Wall Street’s removal of objectionable contents or cancellation of the ad space or any portion thereof. Vendor hereby expressly waives any, and all rights and claims, actions, and demands for damages, costs and expenses, including without limitation, legal fees, lost profits, profit predictions and costs of goods sold, against Shops on Black Wall Street, its directors, officers, agents, employees and/or servants and the Shops on Black Wall Street Virtual (the “Marketplace”) for such removal and/or cancellation. 

Articles to be Displayed: Ad space assigned to a Vendor is for its exclusive use. A Vendor will: (i) only promote products and services that it has submitted and that have been approved by Shops on Black Wall Street Vendor relations; and (ii) not share or sublet any ad space. Failure to comply is deemed a cause for cancellation of the ad space. Vendor’s products and services on the Shops on Black Wall Street Virtual do not include Shops on Black Wall Street’s endorsement of the products or guarantee of satisfactory product performance. 

Operation and Conduct: Shops on Black Wall Street will provide requirements and technical specifications to Vendors that must be met in order to participate on the Shops on Black Wall Street Virtual including ad requirements and specifications (Shops on Black Wall Street reserves the right to change the ad requirements) Vendors are responsible for creating and providing specific ad content to Shops on Black Wall Street. If a Vendor fails to respond in a timely manner for content or otherwise fails to deliver content, Shops on Black Wall Street shall be under no obligation to provide a refund. All expenses incurred by a Vendor in participating in the Shops on Black Wall Street Virtual shall be borne solely by the Vendor. 

Listings and Promotional Materials: By vending on the Shops on Black Wall Street Virtual, Vendor grants to Shops on Black Wall Street, a fully paid, perpetual non-exclusive license to use, display and reproduce the name, trade names and product name, of Vendor in any directory (print, electronic or other media) listing the Vendors on the Shops on Black Wall Street Virtual and to use such names in Shops on Black Wall Street Virtual promotional materials. Shops on Black Wall Street shall not be liable for any errors in any listings or descriptions or for omitting any Vendor from the marketplace or other lists or materials. Shops on Black Wall Street may also capture screenshots and video of Vendor’s virtual space and use such photographs for any lawful Shops on Black Wall Street Virtual purpose. 

Consent to Intellectual Property: Vendor represents to Shops on Black Wall Street and unconditionally guarantees that any elements of text, graphics, photos, design, copyrights, trademarks or other artwork furnished to Shops on Black Wall Street or any recordings of music, videos, movie clips, or audio-visuals that Vendor may use in its ads and website are owned by Vendor or that the Vendor has written permission from the rightful owner to use each of these elements, and will hold harmless, protect and defend Shops on Black Wall Street from any claim, suit, loss, expense or cost arising from the use of such elements furnished by Vendor, including reasonable attorney’s fees. 

Violations: Vendor shall be bound by the Terms and Conditions set forth in the application and by such additional rules and regulations which may be established by Shops on Black Wall Street at any time. Shops on Black Wall Street shall enforce all Terms and Conditions and such additional rules and regulations, and its decision on these matters will be final. All matters and questions not covered by the Terms and Conditions and such additional rules and regulations shall be subject to the final judgment and decision of Shops on Black Wall Street. Any violation by a Vendor of any of the Terms and Conditions and/or such additional rules and regulations shall subject such Vendor to cancellation of Vendor’s ad space, to forfeiture of any monies paid on account thereof, to possible fines and charges, could make Vendor ineligible for future participation in the Shops on Black Wall Street Virtual and loss of other Marketplace privileges as determined by Shops on Black Wall Street and depending on the violation could subject Vendor to any of the remedies listed in its agreement with Shops on Black Wall Street and/or the code of conduct. Upon Shops on Black Wall Street’s notifying Vendor of such cancellation, Shops on Black Wall Street shall have the right to take possession of Vendor’s virtual ad space. 

Complete Agreement: The parties agree that the Application and Terms and Conditions (and any other agreement referred to herein, including Vendor’s license agreement with Shops on Black Wall Street and the code of conduct) contain the complete agreement between the parties and supersedes any prior understandings, agreements, or representations by or between the parties, written or oral, which may have related to the subject matter hereof in any way. The person signing the registration form on the Vendor’s behalf shall be deemed to have full authority to do so and shall have no right to claim against Shops on Black Wall Street that such person or persons did not have such authority. 

Separation Clause: If any provision of the Terms & Conditions, or the application of any provision to any person, entity or circumstances, is held invalid or unenforceable, the remainder of the Terms and Conditions and the application of such provision(s) to other persons, entities or circumstances will remain valid and enforceable. 

Terms and conditions must be signed electronically and submitted with application to the Shops on Black Wall Street Virtual. Vendor signature is an agreement to the Shops on Black Wall Street Virtual terms and conditions in its whole and part context.