Welcome to the Val’s Home Decor Inc. website, available at “Vals Home Deor.com and our mobile website and interactive applications (collectively, the “Sites”). The Site is owned and operated by Val’s Home Decor “Val’s”. Please read these Terms of Use carefully before using the Site. By accessing or using the Site in any way, including, without limitation, browsing the Site, creating an account, using any information, and/or submitting your personal information to Val’s Home Decor, you agree to and are bound by the terms, conditions, policies and notices contained in these Terms of Use (these “Terms”), including but not limited to conducting this transaction electronically, disclaimers of warranties, damage and remedy exclusions and limitations, and a choice of Florida law. IF YOU DO NOT AGREE WITH THESE TERMS, DO NOT USE THE SITES.

Last Updated: August 28, 2013

SITE CONTENT

The contents of the Sites are: ©2021 Val’s Home Decor. All rights reserved. The Sites contain copyrighted materials, trademarks, service marks, logos, trade dress and other proprietary content, including but not limited to text, software, sound, photographs, buttons, images, video and graphics (the “Content”), and the entire selection, coordination, arrangement and “look and feel” of each Site and the Content are copyrighted as a collective work under United States copyright laws (collectively, “Intellectual Property Rights”). You are only permitted to use the Content as expressly authorized herein or in writing by Val’s Home Decor. Neither these Terms nor your use of the Sites transfers any right, title or interest in the Sites or the Content to you, and Val’s Home Decor and its third party licensors retain all of its and their respective Intellectual Property Rights in and to the Sites and Content.

Except as provided in these Terms, you may not use, modify, republish, frame, print, display, reproduce, license, transfer, sell, assign, post, transmit, distribute, reverse engineer, create derivative works from, or otherwise exploit any Content or information from the Sites, in whole or in part, without the express written permission of Val’s Home Decor. Requests for such permission should be made to Val’s Home Decor at Val’s Home Decoralshomedecor.com.
The Sites are available worldwide to anyone with Internet access. However, the Sites may not be continuously available due to maintenance or repairs or due to computer problems or crashes, disruption in Internet service or other unforeseen circumstances. The Sites, including any advertising content, are intended for use and display only where their use and display are permissible in accordance with applicable laws and regulations.
Display of an item on the Sites does not guarantee that an item is currently in stock or that it will be available on the Sites when you visit again. Some merchandise featured on the Sites may be available only in limited quantities or only while supplies last. Further, a reference to a product or service on the Sites does not imply that such product or service is or will be available in your location or other Val’s Home Decor physical store. Third-party trademarks, trade names, logos, product or services names contained on the Sites are the trademarks, registered or unregistered, of their respective owners.

USER CONDUCT

You may not use the Sites or Content for any purpose that is unlawful or prohibited by these Terms. By using the Sites, including all Content and services available through it, you agree that you shall not:

delete, modify, hack or attempt to change or alter any of the Content on the Sites;
use any device, software or routine intended to damage or otherwise interfere with the proper
functioning of the Sites or servers or networks connected to the Sites, or take any other action
that interferes with other parties’ use of the Sites;
use any robot, spider or other automatic or manual device or process for the purpose of
harvesting or compiling information on the Sites for purposes other than for a generally available
search engine;
use any Val’s Home Decor names, service marks, or trademarks without our prior written
consent, including without limitation as metatags, search engine keywords, or hidden text;
use any material or information, including images or photographs, which are made available
through the Sites in any manner that infringes any copyright, trademark, patent, trade secret or
other proprietary right of any party;
upload files that contain viruses, Trojan horses, worms, time bombs, cancelbots, corrupted files,
or any other similar software or programs that may damage the operation of another’s computer
or property of another;
create a false identity for the purpose of misleading others;
provide false information on your account registration form, or impersonate someone else;
publish, post, upload, distribute or disseminate any inappropriate, profane, obscene, indecent or
unlawful topic, name, material or information; or
defame, abuse, harass, stalk, threaten or otherwise violate the legal rights of any third party.

Permissible Use

Except as indicated to the contrary elsewhere on the Sites, you may view, copy, retransmit and print the Content available on the Sites subject to the following conditions:

the Content is used solely for personal, non-commercial informational purposes;
the Content is not provided, sold, licensed or leased (nor is access provided to the Content) for
any fee or other consideration;
all copyright, trademark and other proprietary rights notices included in the Content as
presented on the relevant Site appear on all copies;
the Content is not modified or altered in any way; and
no graphics are used separately from accompanying text.

FORUMS

There may be forums, bulletin boards, public commentary, discussion threads or blogs (the “Forums ”) on the Sites. These Forums offer an opportunity for communication and information sharing among a variety of participants. Val’s Home Decor hopes that the Forums provide users with a wealth of information and viewpoints. The following are guidelines for participation in the Forums, which apply both to content and hyperlinks to external sites posted by Forum contributors:
Any comments, content, messages, text, opinions, suggestions, ideas, materials (including without limitation photographs and graphics) and other submissions (“User Submissions”) that you send to Val’s Home Decor or otherwise post, upload, submit, display, publish or share (hereinafter “post”) through the Forums are not confidential.
Val’s Home Decor encourages discussions, debates and even arguments in the Forums, but please share your thoughts politely and constructively. While we strongly encourage open debates, we want to make sure that they take place in a climate of mutual respect. User Submissions that are abusive, vulgar, racist, slanderous, false, libelous, harassing, misleading, irrelevant, or otherwise objectionable are prohibited. Any post that calls for unlawful or illegal behavior or might result in harm to others is not allowed.
User Submissions do not represent the professional advice or opinions of Val’s Home Decor or its staff. The results of any actions you take based on the advice you find in the Forums are your responsibility alone. You are solely responsible and liable for all activities conducted by you in such Forums and for the content of your User Submissions. You agree that you will not seek to hold Val’s Home Decor liable for the User Submissions of others.
Users are solely responsible for ensuring that they do not act in any manner which constitutes, or forms a part of a course of conduct amounting to, a violation of any state, federal or other applicable competition law. If you violate these Terms, you may have your access to theForums suspended or may permanently be banned from using such Forums. In the event that any user has concerns that posted information is objectionable, the user is encouraged to contact Val’s Home Decor.

You are not allowed to upload, post or transmit any message, data, code or software that would violate the proprietary rights of Val’s Home Decor or others, including unauthorized copyrighted text, images or programs, trade secrets or other confidential proprietary information, or any trademarks or service marks used in an infringing fashion. You agree that your User Submission(s) will not violate any right of any third party, including copyright, trademark, privacy or other personal or proprietary right.

You are not allowed to post photos or video of any third party without their express permission. By uploading, transmitting or posting any User Submission on the Sites or Forums, you warrant that you have express permission from all persons appearing in the media.

You are not allowed to upload, post or transmit any materials, data or media that includes your personally identifiable information (“PII”) or the PII of any third party (such as social security numbers, account numbers, addresses, phone numbers, employer references, etc.). You are not allowed to post any advertisements or solicitations of business, chain letters or pyramid schemes, or to post the same posting more than once.

Val’s Home Decor has no obligation to monitor any Forums on the Sites. However, Val’s Home Decor reserves the right to review, modify, distribute, remove or delete any User Submissions posted in the Forums, without notice and in its sole discretion. Val’s Home Decor reserves the right at all times to disclose any information as Val’s Home Decor deems necessary to satisfy any applicable law,regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in Val’s Home Decor sole discretion.

By posting any User Submission, you grant Val’s Home Decor a perpetual, non-exclusive, worldwide, irrevocable, royalty-free and fully sublicensable license to use, copy, print, display, reproduce, modify, edit, adapt, translate, publish, post, transmit, create derivative works from, incorporate into other works, and distribute such User Submission, and any ideas, concepts, know-how or techniques contained therein, in its entirety or in part for any purpose in any media, whether now known or hereafter developed without restriction and without compensation to you. You grant Val’s Home Decor the right to use your name and likeness in connection with any such use of your User Submission(s), but we are not obligated to identify you in connection with any such use.
Val’s Home Decor does not seek or accept unsolicited ideas or suggestions relating to the development, design, manufacture or marketing of our products. We also do not solicit or agree to pay for your creative ideas. If you choose to submit feedback, you acknowledge and agree that you do so voluntarily without creating any contract or confidentiality obligations. The content of your User Submission, including but not limited to remarks, suggestions, ideas, graphics or other content is and shall remain the sole property of Val’s Home Decor.
You also certify that any person appearing in the User Submission has authorized Val’s Home Decor to use copy, print, display, reproduce, modify, edit, publish, post, transmit, and distribute the User Submission in its entirety or in part. You represent and warrant that you will not provide any User Submission to which you do not have the full right to grant the license specified in this Section 4. You represent and warrant that Val’s Home Decor is free to exercise its rights to your User Submission(s) if it so desires, without obtaining permission or license from any third party and without reference to you or any other person. Val’s Home Decor is not obliged to maintain back-up copies of any material submitted or posted on the Forums. You agree to indemnify Val’s Home Decor and its employees, affiliates, and directors from any and all claims and losses, including attorneys’ fees, arising from any and all User Submissions you post and any failure to comply with the Term.

MODIFICATIONS TO TERMS

Val’s Home Decor may change, modify, add and/or delete portions of these Terms from time to time by posting updated Terms on the Sites, which shall apply to your use of the Sites after such changes, modifications, additions and/or deletions have been posted and made effective. Please review these Terms periodically for any updates or changes. Your continued use of the Sites following the posting of any updates, additions, deletions and/or changes to these Terms means that you accept and agree to such updates and changes. If you object to any provision of these Terms or any subsequent modifications to these Terms, your only recourse is to immediately terminate use of the Sites. Sections 1-7 and 9-21 of these Terms shall survive any such termination.

COPYRIGHT INFRINGEMENT

In accordance with the Digital Millennium Copyright Act (“DMCA”), https://lcweb.loc.gov/copyright/ ,Val’s Home Decor has designated an agent to receive notifications of alleged copyright infringement associated with the Sites. Val’s Home Decor will, upon receiving proper notice as set forth below, use commercially reasonable efforts to investigate notices of copyright infringement and take appropriate action under the DMCA. If you believe that your copyrighted work or the copyrighted work of another party is being infringed, please notify our copyright agent at valshomedecor.com. When notifying Kirkland’s of the alleged copyright infringement, please include all of the following information:

a physical or electronic signature of a person authorized to act on behalf of the owner of the copyright interest that is claimed to have been infringed;

Identification of the copyrighted work alleged to have been infringed; a description of the material that is claimed to be infringing and information sufficient to locate the material on the applicable Site; information sufficient to contact the complaining party, such as

a physical address, telephone number, and, if available, an electronic mail address;

a statement that the complaining party has a good faith belief that the use of the material in themanner complained of is not authorized by the copyright owner, its agent, or the law; and

a statement that the information in the notification is accurate and, under penalty of perjury, that the complaining party is authorized to act on the copyright owner’s behalf.

If material is believed in good faith by Kirkland’s to infringe a copyright or otherwise violate any intellectual property rights, Kirkland’s will remove or disable access to any such material.

TYPOGRAPHICAL ERRORS; COLORS

Our goal is to provide complete, accurate, and up-to-date information on our Sites.
Unfortunately, it is not possible to ensure that any web site is completely free of human or technological errors. The Sites may contain typographical mistakes, inaccuracies, or omissions, some of which may relate to pricing and availability, and some information may not be complete or current. Kirkland’s therefore reserves the right to correct any errors, inaccuracies or omissions (including after an order has been submitted) and to change or update information at any time without prior notice. We sincerely apologize for any inconvenience this may cause.

In addition, we have done our best to display as accurately as possible the colors of the products shown on the Sites. However, because the colors you see will depend on the display and color capabilities of your device monitor, we cannot guarantee that your monitor’s display of any color will be accurate.

You hereby grant to Val’s Home Decor a perpetual, irrevocable, royalty-free, worldwide, nonexclusive license to publish, reproduce, display, perform, distribute, adapt, edit, modify, translate, create derivative works based upon, and otherwise use and sublicense your Instagram or social media photograph(s) and content that you tagged with #Valshomedecor or that have otherwise been mutually agreed upon between you and Val’s Home Decor (“Your Content”), or any portion of your Content, in any manner in Val’s Home Decor sole discretion, including but
not limited to on its webpages and social media or in its marketing and advertising materials. You hereby represent and warrant that: (a) you own all rights in and to Your Content; (b) you have permission to grant the rights herein from any person(s) appearing in your Photos and any

DISCLAIMER

TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, THE SITES AND ALL CONTENT, MATERIALS, INFORMATION, PRODUCTS AND SERVICES PROVIDED ON THE SITE, ARE PROVIDED ON AN “AS IS, WHERE IS” AND “AS AVAILABLE” BASIS, WITH ALL
FAULTS. Val’s Home Decor EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND SECURITY AND ACCURACY, AS WELL AS ALL WARRANTIES ARISING BY USAGE OF TRADE, COURSE OF DEALING, OR COURSE OF PERFORMANCE. Val’s Home Decor MAKES NO WARRANTY, AND EXPRESSLY DISCLAIMS ANY OBLIGATION, THAT: (A) THE SITES WILL MEET YOUR REQUIREMENTS OR WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; (B) THE CONTENT WILL
BE UP-TO-DATE, COMPLETE, COMPREHENSIVE OR ACCURATE; OR (C) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL OBTAINED BY YOU THROUGH THE SITES WILL MEET YOUR EXPECTATIONS.

LIMITATION OF LIABILITY

IN NO EVENT SHALL Val’s Home Decor, ITS DIRECTORS, EMPLOYEES OR AGENTS, BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, LOSS OF PROFITS, REVENUE, DATA, GOODWILL OR USE, INCURRED BY YOU OR ANY THIRD PARTY, WHETHER IN AN ACTION IN CONTRACT OR TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), ARISING FROM OR IN CONNECTION WITH YOUR ACCESS TO OR INABILITY TO ACCESS, OR USE OF, THE SITES OR ANY SERVICES PROVIDED IN CONNECTION WITH THE SITES, OR ERRORS OR OMISSIONS IN THE CONTENT THEREOF, EVEN IF Val’s Home Decor HAS BEEN ADVISED OF THE POSSIBILTY OF SUCH DAMAGES. THIS LIMITATION ON LIABILITY APPLIES TO, BUT IS NOT LIMITED TO, COMMUNICATIONS FAILURE, THEFT, FAILURE OF MECHANICAL OR ELECTRONIC EQUIPMENT BODILY INJURY, PROPERTY DAMAGE, STRIKES OR ANY FORCE MAJEURE. YOU ACKNOWLEDGE THAT THIS SECTION SHALL APPLY TO ANY AND ALL CONTENT, PRODUCTS AND SERVICES AVAILABLE THROUGH THE SITES. YOU AGREE THAT ACCESS TO AND USE OF THE SITES AND SERVICES PROVIDED IN CONNECTION THEREWITH AND THE CONTENT THEREOF IS AT YOUR SOLE RISK. If, notwithstanding the other provisions of these Terms, Val’s Home Decor is found to be liable to you or any third party for any damage or loss which arises out of your use of the Sites or any Content or services provided in connection with the Sites, Val’s Home Decor liability shall in no event exceed the greater of (a) the total of the last order completed in the six (6) months prior to the date of the initial claim made against Val’s Home Decor, or (b) $100.00. Some jurisdictions do not allow certain limitations or exclusions of liability in some circumstances. Therefore, some of the foregoing limitations may not apply to you.
You agree that any claim or cause of action arising out of these Terms or your use of the Sites must be filed within one (1) year after such claim or cause of action arose or it shall forever be barred, notwithstanding any statute of limitations or other law to the contrary. Within this period, any failure by Val’s Home Decor to enforce or exercise any provision of these Terms or related right shall not constitute a waiver of that right or provision.
BECAUSE USE OF THE SITES REQUIRES THE ARBITRATION OF ANY CLAIMS OR DISPUTES EXISTING BETWEEN THE PARTIES, NEITHER PARTY WILL HAVE THE RIGHT TO PURSUE THAT CLAIM IN COURT OR BEFORE A JUDGE OR JURY OR TO PARTICIPATE IN A CLASS ACTION OR ANY OTHER COLLECTIVE OR REPRESENTATIVE PROCEEDING. THE ARBITRATORS’ DECISION WILL BE FINAL AND BINDING. OTHER RIGHTS THAT EITHER PARTY WOULD HAVE IF SUCH PARTY WENT TO COURT, INCLUDING WITHOUT LIMITATION THE RIGHT TO CONDUCT DISCOVERY OR TO APPEAL, MAY BE LIMITED OR UNAVAILABLE IN ARBITRATION.
The award of the arbitrators may be enforced in any court having jurisdiction thereof. Each party hereby consents (a) to the non-exclusive jurisdiction of the courts of the State of Tennessee or to any Federal Court located within the State of Florida for any action (i) to compel arbitration, (ii) to enforce any award of the arbitrators, or (iii) at any time prior to the qualification and appointment of the arbitrators, for temporary, interim or provisional equitable remedies, and (b) to service of process in any such action by registered mail or any other means provided by law. Should this Section 19 be deemed invalid or otherwise unenforceable for any reason, it shall be severed. In such event, the parties to these Terms agree that exclusive jurisdiction and venue for any claims will be in state or federal courts in Tampa, Florida and each party hereby waives any defense related to personal jurisdiction, process or venue.

ACKNOWLEDGEMENT

You acknowledge (a) that you have read and understood these Terms; and (b) that these Terms have the same force and effect as a signed agreement.

GENERAL

Val’s Home Decor may assign its rights and duties under these Terms without notice to you. You may not assign these Terms without the prior written consent of Val’s Home Decor. If any provision of these Terms is found by a court or arbitrator to be invalid, the parties agree that the court or arbitrator should give effect to the parties’ intentions as reflected in the provision, and the other provisions of these Terms will remain in full force and effect. Val’s Home Decor failure to act with respect to a breach by any user using the Sites does not constitute a waiver of its right to act with respect to subsequent or similar breaches. These Terms will be governed by and construed in accordance with the laws of the State of Florida without regard to its choice of law provisions. In the event of any conflict between foreign laws, rules and regulations and those of the United States, the laws, rules and regulations of the United States will govern. The United Nations Convention on Contracts for the International Sale of Goods will not apply to these Terms. These Terms, the Privacy Policy, and any modifications to the foregoing constitute the entire agreement between the parties with regard to the subject matter in these Terms and supersede all prior understandings and agreements, whether written or oral, as to such subject matter.