Terms of Service

1. These terms of service (“Terms”) govern each user’s (“user” or “you” or “your”) access to and use of our website at calvertwoodley.com (the "Calvert Woodley Site"), our newsletter, our delivery of goods, and all other services we provide (collectively, the “Services”), as well as any information, files or other materials uploaded, downloaded, transmitted or appearing on the Services (collectively referred to as “Content”). Your access to and use of the Services is conditioned on your acceptance of and compliance with these Terms. By registering with the Services, uploading or downloading Content, or otherwise actively using the Services, you agree to be bound by these Terms. The Services are owned and provided by Woodley Wine & Liquor, Inc. (“Calvert Woodley” or “we” or “us”).

2. Access
You are responsible for your use of the Services, for any Content you post to or distribute through the Services, and for any consequences thereof. You are responsible for the actions of each person who uses your account, whether or not you have expressly authorized that person to use your account. The Content you submit, post, or display may be viewed by other users of the Services and through third party services and websites. You should only upload, share or transmit Content that you have the right to upload, share or transmit, and that you are comfortable sharing with others under these Terms. By uploading Content to the Services, you irrevocably grant us a perpetual, irrevocable, royalty-free, worldwide license to transmit, copy and use that Content, and create derivative works thereof, as we deem necessary and appropriate (“Content License”).

You may use the Services only if you are 18 years old or older. You may use the Services only in compliance with these Terms and all applicable local, state, national, and international laws, rules and regulations.

The Services are always evolving and the form and nature of the Services may change from time to time without prior notice. In addition, Calvert Woodley may stop (permanently or temporarily) providing the Services or any features within the Services to you or to other users without notice. Calvert Woodley also retains the right to create limits on use and storage at Calvert Woodley’s sole discretion at any time without prior notice.

The Services may include advertisements, which may be targeted to the Content or information on the Services, queries made through the Services, or other information. The types and extent of advertising on the Services are subject to change. In consideration for granting you access to and use of the Services, you agree that Calvert Woodley and its partners and advertisers may place advertising on the Services or in connection with the display of Content or information from the Services submitted by you or others.

3. Orders and Shipping

State, federal and local laws that control the ordering, shipping and delivery of alcoholic beverages change from one place to another, and may change at any time. We make no representations as to your legal rights to ship or import beverages; you are solely responsible for complying with all applicable laws, obtaining all necessary licenses or permits, and paying all taxes or other amounts due. We reserve the right to refuse or cancel any order for any reason or for no reason, in which case you will not be charged for the order, or any amounts we have received for the order will be refunded.

You may purchase alcoholic beverages only if you are of legal drinking age in your state, and only if we are legally permitted to ship alcohol to your location. By ordering from us, you authorize us to deliver or ship to you by using a third party carrier. Identification and signature are required for delivery. We are not responsible for any breakage or damage by the carrier, and you are responsible for all insurance as well as shipping costs in accordance with our policies.

If you place an order for pick-up and don’t pick up your order within the time period stated on an order page, or within 24 hours if no time period is stated, we reserve the right to cancel your order and refund your purchase price, less a restocking fee.

Additional terms about ordering and shipping are listed on our Shipping and Delivery Policy[FW1] , which may change from time to time. Changes to our policies are effective when posted on our website and other Services, so please review them before placing an order.

4. Privacy

Any personally-identifiable information and other Content that identifies you (“Personal Data”) is subject to our Privacy Statement[JW2] , which governs our collection and use of your Personal Data. California residents are also subject to the provisions entitled "Your California Privacy Rights." You consent to the collection and use of Personal Data, including the transfer of Personal Data between you (wherever you may be) and us (which means each location from which we Provide our Services), including any transfer of Personal Data between countries, for storage, processing and use by Calvert Woodley and by others.

As part of providing you the Services, we may need to provide you with certain communications, such as service announcements and administrative messages. These communications are considered part of the Services and your account, which you may not be able to opt-out from receiving so long as you receive the Services.

In order to use some features of the Services, you may need to opt-in to receiving text message or other communications from others. You agree to initiate text messages or other communications with others only after you have received their permission to do so or are otherwise permitted to do so under local, state, and federal rules, laws, and ordinances. You further agree to stop sending text messages or other communications to others after receiving such a request.

5. Passwords

You are responsible for safeguarding the password that you use to access the Services and for any activities or actions under your password. We encourage you to use “strong” passwords (longer passwords that may use a combination of upper and lower case letters, numbers and symbols, or pass phrases) with your account. We may also change our password recommendations and requirements and other requirements for user credentials to reflect any changes in our security protocols. Calvert Woodley will not be liable for any loss or damage arising from any other person using your account.

6. Content on the Services

The Services include tools that enable us to communicate with you. Each such communication is Content. Any use or reliance on any Content or other materials posted via the Services or obtained by you through the Services is at your own risk.

We do not endorse, support, represent or guarantee the completeness, truthfulness, accuracy, or reliability of any Content or communications posted via the Services, including via our newsletter, electronic mail, or other methods of communication.

We may use the Services to provide information or discussion on a variety of topics, including information regarding products we sell and other topics of interest to our community of users. We do not endorse any particular advice or recommendations which may be made via the Services, and we strongly recommend that you seek the advice of an appropriate professional before making any decisions as a result of using the Services.

We do not endorse any opinions expressed via the Services. You understand that by using the Services, you may be exposed to Content that might be offensive, harmful, inaccurate or otherwise inappropriate, or in some cases, Content that has been mislabeled or is otherwise deceptive. Under no circumstances shall Calvert Woodley be liable for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted or otherwise made available via the Services or broadcast elsewhere.

If you see any Content on the Services that you consider offensive or that you think may violate these Terms of Service, please contact us at wine@calvertwoodley.com so that we may review it. While we have the right to delete or remove from public view any Content for any reason, we also reserve the right not to remove Content that some users consider offensive or in violation of the Terms of Service, but which we do not consider offensive or in violation of the Terms of Service.

7. Your Rights

You retain ownership or other rights you may have to any Content you submit, post or display on or through the Services. By submitting, posting or displaying Content on or through the Services, you grant us the Content License, as stated above.

You are responsible for your use of the Services, for any Content you provide, and for any consequences thereof, including the use of your Content by other users and our third party partners. You understand that the Content you submit may be rebroadcast or distributed by us, by our partners, and by the recipients of your Content. If you do not have the right to submit Content for such use, it may subject you to liability. Calvert Woodley will not be responsible or liable for any transmission or use of your Content. You represent and warrant that you have all the rights, power and authority necessary to grant the rights granted herein to any Content that you submit.

8. Calvert Woodley’s Rights

All rights, titles, and interests in and to the Services are and will remain the exclusive property of Calvert Woodley and its licensors (including other users). The Services are protected by copyright, trademark, and other laws of the United States and other countries around the world. Nothing in the Terms gives you a right to use the Calvert Woodley name or any of Calvert Woodley’s trademarks, logos, domain names, or other distinctive brand features. Any feedback, comments, or suggestions you may provide regarding Calvert Woodley or the Services is entirely voluntary and Calvert Woodley will be free to use your feedback, comments or suggestions as we see fit and without any obligation to you.

9. Restrictions on Content and Use of the Services

We reserve the right at all times (but we do not have the obligation) to remove or refuse to distribute any Content on the Services and to terminate users and reclaim user names. We also reserve the right to access, read, preserve, and disclose any Content or other information for any reason in our sole discretion, including without limitation to satisfy any applicable law, regulation, legal process or governmental request, enforce the Terms, including investigation of potential violations hereof, detect, prevent, or otherwise address fraud, security or technical issues, respond to user support requests, or protect the rights, property or safety of Calvert Woodley, its users and the public.

You may not do any of the following while accessing or using the Services:

• access, tamper with, or use non-public areas of the Services, Calvert Woodley’s computer systems, or the technical delivery systems of the website’s systems;
• probe, scan, or test the vulnerability of any system or network or breach or circumvent any security or authentication measures;
• access or search or attempt to access or search the Services by any means (automated or otherwise) other than through our currently available interfaces published by Calvert Woodley (and only pursuant to those interfaces), unless you have been specifically allowed to do so in a separate written agreement signed by Calvert Woodley;
• forge any TCP/IP packet header or any part of the header information in any email or posting, or in any way use the Services to send altered, deceptive or false source-identifying information;
• interfere with, or disrupt, (or attempt to do so), the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, mail-bombing the Services, or by scripting the creation of Content in such a manner as to interfere with or create an undue burden on the Services.
• take any action to intentionally or unintentionally violate any applicable law or regulation.

10. Intellectual Property Policy

Calvert Woodley respects the intellectual property rights of others and expects users of our Services to do the same. We will respond to notices of alleged copyright or other intellectual property infringement that comply with applicable law (including the Digital Millennium Copyright or “DMCA” at 17 U.S.C. §512) and are properly provided to us. If you would like the benefit of your legal protections under the DMCA, please review the DMCA to ensure your compliance.

If you believe that your Content has been copied in a way that constitutes copyright infringement or the infringement of other intellectual property rights, please send us a written request to remove the allegedly-infringing Content (“takedown notice”). Each takedown notice must be in English and include the following information:

• Identification of the work claimed to have been infringed.
• Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled.
• Information reasonably sufficient to permit us to locate the material (e.g., a detailed uniform resource locator or “URL”).
• Your contact information, including your postal address, telephone number, and an email address.
• A statement by you that you have a good faith belief that use of the Content or other material in the manner complained of is not authorized by the copyright owner or other owner, its agent, or the law.
• A statement that the information in the notice is accurate, and, under penalty of perjury, that you are authorized to act on behalf of the copyright owner or other owner.
• A physical or electronic signature of the copyright owner, other owner, or a person authorized to act on their behalf.

On our receipt of a takedown notice, we may publish the takedown notice to the general public, or provide a copy of the takedown notice to the user that uploaded or provided the Content accused to be infringing (“Accused Content”). For any takedown notice that is subject to the provisions of the DMCA, the original provider of the Accused Content may have the right to send a notice to us (called a “counter notice”) demanding that the Accused Content be restored to the Services.

In compliance with the DMCA or other applicable law, we may implement any takedown notice by removing the Accused Content or other material from public view on the Services, and we may implement any counter notice by restoring the Accused Content or other material to public view on the Services. In either case, Calvert Woodley shall bear no liability to you or anyone else for the posting, removal or re-posting of any Accused Content.

Independent of the DMCA and any other applicable laws or regulations, we reserve the right to remove any Accused Content without prior notice, at our sole discretion, and without liability to you or anyone else. In appropriate circumstances, Calvert Woodley will also terminate a registered user’s account if we determine the registered user to be a repeat infringer.

Our designated copyright agent for sending takedown notices and counter notices is:
Attn: Copyright Agent, Calvert Woodley Wine & Liquor Inc., 4339 Connecticut Avenue NW, Washington, DC 20008
Email: wine@calvertwoodley.com

11. The Services are Provided “As-Is” and “As Available”

YOUR ACCESS TO AND USE OF THE SERVICES AND ANY CONTENT IS AT YOUR OWN RISK. YOU UNDERSTAND AND AGREE THAT THE SERVICES ARE PROVIDED TO YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS. WITHOUT LIMITING THE FOREGOING, CALVERT WOODLEY, ITS PARTNERS AND THEIR LICENSORS DISCLAIM ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE SERVICES AND THE CONTENT, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. WE MAKE NO WARRANTY AND DISCLAIM ALL RESPONSIBILITY AND LIABILITY FOR THE COMPLETENESS, ACCURACY, AVAILABILITY, TIMELINESS, SECURITY OR RELIABILITY OF THE SERVICES OR ANY CONTENT THEREON.

CALVERT WOODLEY SHALL NOT BE RESPONSIBLE OR LIABLE FOR ANY PERSONAL INJURY TO YOU OR OTHERS, ANY HARM TO YOUR COMPUTER SYSTEM, LOSS OF DATA, LOSS OF MONEY, LOSS OF BUSINESS OPPORTUNITY, OR OTHER HARM THAT RESULTS FROM YOUR ACCESS TO OR USE OF THE SERVICES, OR ANY CONTENT. YOU ALSO AGREE THAT CALVERT WOODLEY HAS NO RESPONSIBILITY OR LIABILITY FOR THE DELETION OF, OR THE FAILURE TO STORE OR TO TRANSMIT, ANY CONTENT AND OTHER COMMUNICATIONS MAINTAINED BY THE SERVICES.

WE MAKE NO WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM CALVERT WOODLEY, THROUGH THE SERVICES, OR OTHERWISE, WILL CREATE ANY WARRANTY OR REPRESENTATION NOT EXPRESSLY MADE HEREIN.

12. Links

The Services may contain links to or integration with third-party websites, software, or resources (“third party systems”). You acknowledge and agree that Calvert Woodley is not responsible or liable for the availability or accuracy of such third party systems, or the content, products, or services on or available from such third party systems. Links to such third party systems do not imply any endorsement of such third party systems or the content, products, or services available from such third party systems. You acknowledge sole responsibility for and assume all risk arising from your use of any such third party systems.

13. Limitation of Liability and Indemnity

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CALVERT WOODLEY, ITS PARTNERS, ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS AND LICENSORS WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, PERSONAL INJURY, AS WELL AS ANY LOSS OF PROFITS, DATA, USE, GOOD WILL, OR OTHER LOSSES, RESULTING FROM (i) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES; (ii) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICES, INCLUDING WITHOUT LIMITATION, ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES; (iii) ANY CONTENT OBTAINED FROM THE SERVICES; AND (iv) UNAUTHORIZED ACCESS, USE OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER LEGAL THEORY, WHETHER OR NOT CALVERT WOODLEY HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

14. Exclusions

Some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so the limitations above may not apply to you.

15. Waiver and Severability

The failure of either party to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision. In the event that any provision of these Terms is held to be invalid or unenforceable, the remaining provisions of these Terms will remain in full force and effect.

16. Force Majeure

Calvert Woodley shall not be liable hereunder for any failure or delay in the performance of the Services if such failure or delay is on account of causes beyond its control, including labor disputes, civil commotion, war, fires, floods, inclement weather, governmental regulations or controls, casualty, government authority, strikes, or acts of God, in which event Calvert Woodley shall be excused from its obligations for the period of the delay and for a reasonable time thereafter.

17. Controlling Law and Jurisdiction

These Terms and any action related thereto will be governed by the substantive and procedural law of the District of Columbia, and the federal law of the United States, without regard to or application of any conflict of laws principles or rules. The U.N. Convention on Contracts for the International Sale of Goods does not apply to these Terms.

You agree to indemnify and hold us harmless for any losses, costs, liabilities and expenses (including but not limited to court costs, legal fees, awards or settlements) relating to or arising out of your use of the Services, including any breach by you of the Terms, any allegation that your actions or omissions violate any laws or regulations, any allegation that your actions or omissions have caused personal injury or property damage, or any allegation that you have infringed the intellectual property rights or other rights of another person. This indemnity obligation shall survive any termination or expiration of these Terms or your use of the Services.

Any controversy or claim between the parties or arising out of these Terms or any Services shall be determined by one arbitrator in binding arbitration administered by the American Arbitration Association. We anticipate that you may be geographically distant from our offices. Accordingly, to reduce the cost of resolving any dispute, all arbitration hearings will be conducted by video conference or audio conference. The arbitrator shall have sole authority to determine the arbitrability of any claims, and shall have authority to issue injunctive and other equitable relief. The arbitral award will be final and binding, and may be entered and enforced in any court of competent jurisdiction.

18. Entire Agreement

These Terms, our Privacy Statement, our Cookie Policy, and, where applicable, Your California Privacy Rights, are the entire and exclusive agreement between Calvert Woodley and you regarding the Services (excluding any services for which you have a separate written agreement signed by Calvert Woodley that expressly states it is in addition to or in place of these Terms), and these Terms supersede and replace any prior agreements between Calvert Woodley and you regarding the Services.

We may revise these Terms from time to time and post the revised version of the Terms on the Services. If the revision, in our sole discretion, is material we may notify you via an e-mail to the email address associated with your account. By continuing to access or use the Services after those revisions become effective, you agree to be bound by the revised Terms.

If you have any questions about these Terms, please contact Calvert Woodley at:
Attn: Copyright Agent, Calvert Woodley Wine & Liquor Inc., 4339 Connecticut Avenue NW, Washington, DC 20008
Email: wine@calvertwoodley.com

19. Revision History
Date of this revision: October 2021.