Last Updated: September 24, 2019

UNLESS YOU OPT OUT, THESE TERMS AND CONDITIONS CONTAIN A BINDING ARBITRATION CLAUSE AND CLASS ACTION WAIVER THAT IMPACT YOUR RIGHTS ABOUT HOW TO RESOLVE DISPUTES.

These terms and conditions of service (the “Terms of Use”) apply to The Miami Heat Store website located at www.themiamiheatstore.com (the “Site”).   The Site is the property of and operated by Miami Heat Limited Partnership (“Heat,” “we,” “our,” and “us”). Our Site offers a wide variety of resources, products, and services, which may include shopping services, payment tools, communication methods, online directories, administrative services, and information, some or all of which may be accessed through a variety of means. The term “you” or “your” includes you and any of your subsidiaries, affiliates, and employees.

Your access to or use of this Site in any form, including your creation of an account and/or your submission of any information through the Site, constitutes your agreement to be bound by these Terms of Use and your representation, warranty, and agreement to abide by any rules, policies, and guidelines in connection with such use, which are incorporated herein by reference. IF YOU DO NOT AGREE TO ANY OF THE TERMS HEREIN OR DO NOT AGREE TO BE BOUND BY THESE TERMS OF USE, DO NOT USE THE SITE.

Modification

The Heat may, in our sole discretion, modify these Terms of Use from time to time without prior notice. Modifications shall be effective immediately upon being posted on the Site. You should read these Terms of Use whenever you visit the Site so that you are aware of any modifications. Your use of the Site after modifications have been posted constitutes your agreement to be bound by these Terms of Use as modified. The Heat reserves the right to change, modify or discontinue, temporarily or permanently, the Site (or any portion thereof), including any and all content contained on the Site, at any time without notice. You agree that the Heat shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Site (or any portion thereof). IF YOU ARE NOT WILLING TO BE BOUND BY THESE TERMS OF USE, DO NOT USE THE SITE AND DO NOT SUBMIT ANY INFORMATION TO THE HEAT THROUGH THE SITE.

Eligibility

If you are under the Age of Consent (as defined below) in your jurisdiction or otherwise cannot lawfully enter into a contract, you must have your parent or guardian place an order on your behalf and thereby assent to these Terms of Use and any additional terms or conditions of sale. By using this Site, including by placing an order on or through the Site, you agree to be bound by the laws of the United States and jurisdiction by the courts and tribunals of the United States for the resolution of claims relating to the Site, if any, and these Terms of Use. 

By placing an order through the Site, you represent and warrant that you are a bona fide end-user customer and will not deliver, sell, or otherwise distribute products purchased from the Site for commercial purposes or any other commercial benefit. If the Heat believes, in its sole discretion, that an order would violate the Terms of Use or that you are engaging in fraudulent or grey market activities, then the Heat may refuse such order.  Any orders placed in contravention to this provision shall be null and void.

Additional terms and conditions may apply to the purchase of goods or services and to additional portions or features of the Site, including contests, sweepstakes, or promotions, all of which terms are made a part of these Terms of Use by reference.  You hereby agree to abide by such other terms and conditions, including where applicable warranting that you are above the Age of Consent and are able to use or participate in such service or feature.  These Terms of Use do not alter any of the additional terms and conditions for additional portions or features of the Site.  If there is a conflict between these Terms of Use and the terms and conditions applicable to a specific portion or feature of the Site or for any service offered on or through the Site, the latter terms shall control with respect to your use of that portion or feature of the Site or that specific service.

Online Account

Use of some portions of the Site may require you to register or create an account.  In doing so, you agree to: (a) provide true, accurate, current, and complete information; and (b) maintain and promptly update such information to keep it true, accurate, current, and complete. If you provide any information that is, or we have reasonable grounds to suspect that the information is, false, inaccurate, not current, or incomplete, the Heat may without notice suspend or terminate your access to our Site and refuse any and all current or future use of our Site (or any portion thereof).

You may also be asked to choose a password and a user name. Please select a password that would not be obvious to someone trying to guess your password, and change it regularly as an added precaution. You are responsible for ensuring that your password and account login are kept secret, safe, and secure at all times and you are fully responsible for all activities that occur under your password or account identification. You agree to immediately notify the Heat of any unauthorized use of your password or account or any other breach of security. Without limiting any rights which the Heat may otherwise have, the Heat reserves the right to take any and all action, as it deems necessary or reasonable, to ensure the security of the Site and your account, including, without limitation, terminating your account, changing your password, or requesting additional information to authorize transactions on your account. Notwithstanding the above, the Heat may rely on the authority of anyone accessing your account or using your password and in no event and under no circumstances shall the Heat be held liable to you for any liabilities or damages resulting from or arising out of: (a) any action or inaction of the Heat under this provision; (b) any compromise of the confidentiality of your account or password; and (c) any unauthorized access to your account or use of your password. You may not use anyone else's account at any time without the express permission of the account holder.

Privacy

Please refer to our Privacy Policy for more details about how your information is collected and used in or in connection with the Site.  Use of your personal information in or in connection with the Site is governed by our Privacy Policy, which is incorporated herein by reference.  You agree that by your use of the Site you consent to the collection and use of your information (as set forth in the Privacy Policy).

Security

We use reasonable security measures that are designed to protect information from loss, disclosure, misuse, and destruction.  Please be aware, however, that no data security measures can be completely effective.  Consequently, you understand and agree that such steps do not guarantee that use of the Site is invulnerable to all security breaches, and that the Heat makes no warranty or representation nor can it ensure that use of any of our Site is protected from viruses, security threats, or other vulnerabilities.  You use the Site and transmit information to us at your own risk.

Accuracy and Availability of Products and/or Services

While every effort will be made to ensure that the descriptions, photographs, information, graphic depictions, product and service descriptions, or other content of the Site is accurate, complete, reliable, updated, current, or error-free, the Heat does not warrant that the Site is error free. In the event the Heat determines that a product or service described on the Site contains an inaccurate price or description, the Heat reserves the right to take any action it deems reasonable and necessary, in its sole discretion, to rectify the error, including, without limitation, canceling your order, unless prohibited by law. The Heat, at its option, may have different prices on the Site than in its stores. The Heat may make improvements or changes to any of its content, information, products, services, or programs described on the Site at any time without notice. You agree to notify the Heat immediately if you become aware of any pricing or descriptive errors or inconsistencies with any products or services you order through the Site and to comply with any corrective action.  Your sole remedy in such event of any such error is to return the product (or cancel the service, if applicable) according to the terms of the return policy (or relevant agreement, in the case of a service, if applicable).

All orders placed through the Site are subject to availability and acceptance by the Heat.  Further, the Heat reserves the right to change the assortment of items offered on the Site and may limit from time to time the quantity of products that you may order in a single buying session. Notwithstanding anything to the contrary provided for herein, the Heat reserves the right to refuse, cancel, and terminate orders at any moment in time. For example, the Heat may refuse, terminate, or cancel your order if there is an ongoing dispute concerning payment of a prior order or if the Heat suspects, in its sole discretion, that you have engaged in fraudulent or grey market activities or have otherwise violated these Terms of Use.

Trademark Information

Trademarks (including but not limited to those belonging to and/or identifying the Heat, Basketball Properties, Ltd., AmericanAirlines Arena, the Miami HEAT, The Miami HEAT Store, and/or the National Basketball Association) that are used or displayed on the Site are owned by us or by other third parties that offer and provide products and services on or through the Site. Such trademarks may not be copied or used, in whole, partial, or modified form, without our prior express written permission or, if applicable, our licensee. In addition, the Heat’s graphic interfaces, logos, designs, icons, scripts, and page headers are covered by trademark, trade dress, copyright, or other proprietary right law, and may not be copied, imitated, or used, in whole, partial, or modified form, without our prior express written permission. Other trademarks, service marks, registered trademarks, product and service names, and company names or logos that appear on the Site are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by us. You may not use any meta tags or any other “hidden text” utilizing our trademarks or product information without our prior express written consent. 

Ownership of Content

Our Site includes a combination of content that we and other third parties create (collectively, the “Content”). All of the Content available through the Site, including, but not limited to, written content, interface design and layout, photographs, graphics, images, illustrations, marks, logos, sound or video clips, software code, and animation, is trademarked or copyright protected. You may not use, store, display, modify, reproduce, publish, transmit, participate in the transfer or sale of, create derivative works of, distribute, publicly perform, publicly display, or in any way exploit any of the materials or Content on the Site in whole or in part. If you would like to request permission to use any of the Content on the Site, please contact us.

Posting User Content on the Site

You may post comments, photos, videos, or other content to the Site through the Site or through certain social media platforms and allow the Heat to display or feature, for example, your name, social media user name, accompanying text, and/or any images from your social media account (collectively, “User Content”) so long as the User Content complies with these Terms of Use.  When you post User Content, you: (a) grant to the Heat a perpetual, worldwide, irrevocable, unrestricted, royalty-free license to use, reproduce, archive, edit, translate, create derivative works of, make available, distribute, sell, display, perform, transmit, broadcast, and in any other way exploit the User Content, and any names, voices, likeness, and other identifying information of persons that is part of the User Content, in any form, media, software, or technology of any kind now known or developed in the future, for any purpose, including without limitation, advertising and promotional purposes, and to sublicense such rights to others; (b) represent and warrant that you have obtained all rights and licenses necessary to grant to the Heat the foregoing rights in and to the User Content; and (c) acknowledge and agree that any information or content within the User Content is not confidential or private, and may be read and used by others, including others not affiliated with the Heat.

We have no obligation to monitor or review User Content. We may refuse or remove User Content without notice to you.  Please note that deleted User Content may still exist in our backup copies, which are not publicly available and, if your User Content was shared with third parties, those third parties may have retained copies of your User Content, and neither the Heat nor our designees have any responsibility for any uses of your User Content that they might make.

Display of any User Content on the Site does not constitute approval or endorsement by the Heat.

You bear all responsibility for your User Content.  You represent and warrant that you have all rights necessary to grant to the Heat the licenses and rights above and that your User Content does not violate any term of these Terms of Use (including, without limitation, the Restrictions on Use of the Site below) or its otherwise illegal, offensive or inappropriate. In addition, you irrevocably waive any moral rights or other rights with respect to attribution of authorship regarding User Content that you may have under any applicable law. You further agree that the Heat will not be liable for any User Content or any loss or damage resulting from User Content.

Copyright Policy and Digital Millennium Copyright Act (“DMCA”) Notice

The Heat respects the copyright interests of others and, as such, requires our users to comply with these Terms of Use and all applicable laws regarding copyrights. If you believe that any content shown on or transmitted through the Site violates these Terms of Use or your copyright or trademark rights, please report the violation using the following contact information:

The Miami Heat Store

Attn: Designated Agent

601 Biscayne Blvd

Miami, FL 33132

Email: termsheatretail@heat.com

Phone: 786-777-4312

Fax: 786-777-1604

 

Your notice must include the following information, as required by the DMCA:

  • A description of the copyrighted work or other intellectual property that you claim has been infringed;
  • A description of where the material that you claim is infringing is located on the Site (including the exact URL);
  • An address, a telephone number, and an email address where we can contact the person submitting the notification;
  • A statement that you have a good-faith belief that the use is not authorized by the copyright or other intellectual property rights owner, by its agent, or by law;
  • A statement by you under penalty of perjury that the information in your notice is accurate and that you are the copyright or intellectual property owner or are authorized to act on the owner’s behalf; and
  • A physical or electronic signature of yourself or a person authorized to act on your behalf.

It is often difficult to determine if your intellectual property rights have been violated. We may request additional information before we remove allegedly infringing material. If a dispute develops as to the correct owner of the rights in question, we reserve the right to remove the content of both parties.

When we receive an infringement notice with all the required information and are able to locate the allegedly infringing material, we will remove or disable access to the subject material. We also will take reasonable steps to promptly notify the person who posted the subject material. We will give them the opportunity to send a counter-notification. A counter-notification must include the following, to be effective under to DMCA:

  • Identification of the copyrighted work or other intellectual property that was removed or to which access was disabled, and a description of where the material appeared before it was removed or access to it was disabled (including the exact URL if known);
  • A statement under penalty of perjury that the material was removed or disabled due to mistake or misidentification of the material removed or disabled;
  • An address, telephone number, and email address where we can contact the person submitting the counter-notification;
  • A statement that you consent to the jurisdiction of Federal District Court for your judicial district, or if you are outside the United States, for any judicial district in which the Heat may be found, and that you will accept service of process from the person who submitted the DMCA claim or his agent; and
  • A physical or electronic signature of the person submitting the counter-notification.

 

We will terminate the access privileges of those who repeatedly infringe on the copyrights of others.

Contribution

The Heat is pleased to hear from its customers and welcomes your comments regarding its products and services. Unfortunately, however, the Heat’s long-standing company policy does not allow it to accept or consider creative ideas, suggestions, or materials other than those it has specifically requested. Accordingly, we must ask that you not send us any original or creative ideas, suggestions, or materials. While the Heat does value your feedback on our services and products, we request that you be specific in your comments on those services and products, and do not submit any creative ideas, suggestions, or materials.

If despite our requests that you do not send the Heat any such materials, you send the Heat creative suggestions, ideas, notes, drawings, or concepts (collectively, the “Contribution”), such Contribution shall be deemed, and shall remain, the exclusive property of the Heat, unless prohibited by law in which case you hereby grant the Heat a perpetual, worldwide, irrevocable, unrestricted, royalty-free license to use the Contribution in any manner whatsoever without compensation or attribution to you.  Use of the Contribution shall not require permission from or payment to you or to any other person or entity. For the avoidance of doubt, Contributions exclude your submissions in the nature of reviews, performance assessments, or other similar analyses of the Heat’s goods and services, or of our and our employees’ and agents’ conduct (“Feedback”). You shall retain all ownership rights in and to your Feedback, but you hereby grant to the Heat a perpetual, worldwide, irrevocable, unrestricted, royalty-free license to use the Feedback in any manner whatsoever without compensation or attribution to you. No Contribution of Feedback shall be subject to any obligation of confidentiality, express or implied, on the part of the Heat, and the Heat shall not be liable for any use or disclosure of the Contribution or Feedback.  You represent and warrant that you own or otherwise control all of the rights to the Contribution or Feedback that you post, that the Contribution or Feedback is accurate and, that use of the Contribution or Feedback you supply does not violate these Terms of Use and will not cause injury to any person or entity. Without limiting the foregoing, the Heat shall exclusively own all now known or hereafter existing rights to any Contribution.

Links to Third Party Sites

To provide you with access to related sites, our Site may contain links to third party websites. By clicking on or following through to any such website, you agree to review and agree to such third party website’s terms of use and privacy policies. The Heat is not responsible for the privacy practices or the content of any such third party websites. Links are not intended to imply sponsorship, affiliation, or endorsement of the linked website or any content or material on such website. If you believe that the Heat has provided a link to a website that contains infringing or illegal content or material, please notify us so that we may evaluate whether (in our sole discretion) to disable or remove such link.

Restrictions on Use of the Site

Subject to the terms and conditions of these Terms of Use, the Heat hereby grants you a revocable, non-transferable, non-exclusive, personal, and limited license to use and view the Site and not for any commercial use or for use with, or on behalf of, any third party based on your agreement to use the Site, User Content, and the Content in a manner consistent with all applicable laws and regulations. Additionally, you will not take any of the following actions with respect to our Site, User Content, or Content, nor will you use our Site to upload, post, email, distribute, transmit, link, solicit, or otherwise make available any User Content or Content or otherwise use our Site in any manner that:

  • is unlawful, harmful to minors, threatening, harassing, abusive, defamatory, slanderous, vulgar, gratuitously violent, obscene, pornographic, indecent, lewd, libelous, invasive of another's privacy, or racially, ethnically, or otherwise offensive, hateful, or abusive;
  • violates, plagiarizes or infringes any entity’s or someone else's legal rights, including, without limitation, patent, trademark, trade secret, copyright, other intellectual property, privacy, publicity, or other rights;
  • removes any proprietary notices or labels on the Content;
  • advocates or solicits violence, criminal conduct, or the violation of any local, state, national, or international law or the rights of any third party;
  • is deceptive in any way, such as an offer to sell fraudulent goods or contains an impersonation of any person or entity or misrepresents an affiliation with a person or entity;
  • specifically advertises firearms or ammunition, tobacco, alcohol, illegal drugs, or other contraband;
  • constitutes unsolicited or unauthorized advertising, junk or bulk email (SPAM), chain letters, or any other unsolicited commercial or non-commercial communication;
  • interferes with others using the Site;
  • is off-topic according to the description of the webpage, forum, or other interactive environment;
  • contains software viruses, worms, time bombs, corrupted files, Trojan horses, or any other computer code, files, or programs that are designed or intended to disrupt, damage, overburden, impair, or limit the functioning of any software, hardware, network, server, or communications systems or equipment;
  • contains a charity request, petitions for signatures, chain letters, or letters relating to a pyramid scheme;
  • disrupts, interferes, or inhibits any other user from enjoying the Site or other affiliated or linked websites, material, contents, products, and/or services;
  • uses any robot, spider, or other such programmatic or automatic device, including, but not limited to, automated dial-in or inquiry devices, to obtain information from the Site or otherwise monitor or copy any portion of the Site, products, and/or services;
  • creates a false identity for the purpose of misleading others;
  • prepares, compiles, uses, downloads, or otherwise copies any user information and/or usage information or any portion thereof, or transmits, provides, or otherwise distributes (whether or not for a fee) such information to any third party;
  • uses any of our copyrights or trademarks or our domain name as a pseudonymous return email address;
  • contains any offer for unsolicited goods or services or any advertising or promotional materials, except in those areas specifically designated for such purpose (, classified bulletin board, if applicable);
  • provides material support or resources (or conceals or disguises the nature, location, source, or ownership of material support or resources) to any organization(s) designated by the United States government as a foreign terrorist organization pursuant to section 219 of the Immigration and Nationality Act;
  • attempts to disable, bypass, modify, defeat, or otherwise circumvent any of the digital rights management or other security related tools incorporated into the software or any Content or the Site;
  • reproduces, duplicates, copies, sells, trades, resells, or exploits for any commercial purposes, any portion of the Site or Content, use of the Site, or access to the Site;
  • publishes, publicly performs or displays, or distributes to any third party any Content, including reproduction on any computer network or broadcast or publications media;
  • systematically collects and uses any Content, including the use of any data mining, or similar data gathering and extraction methods;
  • makes derivative uses of the Site or the Content;
  • uses, frames, or utilizes framing techniques to enclose any portion of the Site (including the images found at the Site or any text or the layout/design of any page or form contained on a page); and/or
  • modifies, translates, decompiles, disassembles, uses reverse engineering, or otherwise attempts to derive the source code for the computer systems and other technology that operate our Site. For purposes of these Terms of Use, “reverse engineering” shall include the examination or analysis of the Site to determine the source code, structure, organization, internal design, algorithms, or encryption devices of our Site's underlying technology.

 

Limitation of Liability

IN NO EVENT WILL THE HEAT, ITS EMPLOYEES, OFFICERS, REPRESENTATIVES, SERVICE PROVIDERS, SUPPLIERS, LICENSORS, OR AGENTS BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, PUNITIVE, EXEMPLARY, INCIDENTAL, OR SPECIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, LOSS OF USE, LOSS OF PROFITS, OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH: (A) THE USE OR INABILITY TO USE THE SITE, USER CONTENT, OR THE CONTENT, MATERIALS, SOFTWARE, INFORMATION, OR TRANSACTIONS PROVIDED ON OR THROUGH THE SITE; (B) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS, OR OTHER INACCURACIES IN THE SITE OR THE USER CONTENT, CONTENT, MATERIALS, SOFTWARE, INFORMATION, PRODUCTS, OR SERVICES ON OR AVAILABLE THROUGH THE SITE; (C) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY PRODUCTS, DATA, INFORMATION, OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM OUR SITE; (D) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (E) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON OUR SITE, INCLUDING USER CONTENT; (F) THE DELAY OR FAILURE IN PERFORMANCE RESULTING FROM AN ACT OF FORCE MAJEURE, INCLUDING, WITHOUT LIMITATION, ACTS OF GOD, NATURAL DISASTERS, COMMUNICATIONS FAILURE, GOVERNMENTAL ACTIONS, WARS, STRIKES, LABOR DISPUTES, RIOTS, SHORTAGES OF LABOR OR MATERIALS, VANDALISM, TERRORISM, NON-PERFORMANCE OF THIRD PARTIES, OR ANY REASONS BEYOND THEIR REASONABLE CONTROL; OR (G) ANY OTHER MATTER RELATING TO OUR SITE, EVEN IF YOU CLAIM TO HAVE NOTIFIED THE HEAT ABOUT SUCH DAMAGES, OR FOR ANY CLAIMS BY ANY THIRD PARTIES, UNLESS OTHERWISE PROVIDED FOR BY LAW, THEN THE AGGREGATE LIABILITY OF THE HEAT UNDER SUCH CIRCUMSTANCES FOR LIABILITIES THAT OTHERWISE WOULD HAVE BEEN LIMITED SHALL NOT EXCEED ONE HUNDRED DOLLARS ($100).  APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OF LIABILITY SET FORTH ABOVE, SO THIS LIMITATION OF LIABILITY MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS BEYOND THOSE CONTAINED HEREIN. THE FOREGOING LIMITATIONS SHALL NOT APPLY TO RESIDENTS OF NEW JERSEY. WITH RESPECT TO RESIDENTS OF NEW JERSEY, THE HEAT AND ITS AFFILIATES, LICENSORS, VENDORS, AND ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, OR OTHER REPRESENTATIVES SHALL NOT BE LIABLE FOR ANY LOSSES OR DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE SITE, SERVICE, USER CONTENT, OR CONTENT, UNLESS SUCH DAMAGES OR INJURIES ARE THE RESULT OF OUR OR THEIR NEGLIGENT, FRAUDULENT, OR RECKLESS ACTS OR INTENTIONAL MISCONDUCT.

YOU ACKNOWLEDGE THAT THIS LIMITATION OF LIABILITY IS AN ESSENTIAL TERM BETWEEN YOU AND US RELATING TO THE PROVISION OF THE SITE, SERVICE, USER CONTENT, AND CONTENT TO YOU, AND WE WOULD NOT PROVIDE THE SITE, SERVICE, USER CONTENT, OR CONTENT TO YOU WITHOUT THIS LIMITATION.

YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SITE AND/OR SITE-RELATED SERVICES IS TO STOP USING THE SITE AND/OR THOSE SERVICES.

Disclaimer of Warranties

THIS SITE IS MADE AVAILABLE TO YOU “AS IS,” WITHOUT ANY WARRANTIES WHATSOEVER ABOUT THE NATURE, CONTENT, OR ACCURACY (EITHER WHEN POSTED OR AS A RESULT OF THE PASSAGE OF TIME) OF ANY MATERIAL AT THE SITE, AND WITHOUT ANY REPRESENTATIONS OR GUARANTEES.

IN ADDITION, THE HEAT MAKES NO WARRANTIES, REPRESENTATIONS, OR GUARANTEES THAT (A) THIS SITE WILL BE FREE OF INFECTION OR VIRUSES, WORMS, TROJAN HORSES, OR OTHER CODE THAT MANIFESTS CONTAMINATING OR DESTRUCTIVE PROPERTIES; (B) THIS SITE WILL BE TIMELY, CONTINUOUS, AND WITHOUT INTERRUPTION; (C) THIS SITE WILL BE SECURE (INCLUDING FREE FROM UNAUTHORIZED ACCESS), PROVIDE CONTINUOUS STORAGE OR ACCESS, OR BE ERROR-FREE; (D) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF OUR SITE WILL BE ACCURATE, COMPLETE, OR RELIABLE; (E) THE QUALITY OF ANY PRODUCTS, SERVICES, SOFTWARE, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH OUR SITE WILL MEET YOUR EXPECTATIONS; AND (F) ANY ERRORS IN OUR SITE OR SOFTWARE WILL BE CORRECTED.

THE HEAT HEREBY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, STATUTORY, ORAL, OR WRITTEN, INCLUDING, WITHOUT LIMITATION, ANY AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY, REASONABLE CARE, ACCURACY, FITNESS FOR A PARTICULAR PURPOSE, AND ANY AND ALL WARRANTIES OF TITLE, ACCURACY OF DATE, AND/OR NON-INFRINGEMENT, UNLESS OTHERWISE PROHIBITED BY LAW.

TO THE EXTENT THAT YOU MIGHT OTHERWISE BELIEVE THAT WARRANTIES, REPRESENTATIONS, OR GUARANTEES HAVE BEEN MADE TO YOU, YOU HEREBY AGREE THAT SUCH STATEMENTS, WHETHER MADE ORALLY OR IN WRITING, ARE TO BE CONSTRUED MERELY AS NONBINDING EXPRESSIONS OF POLICY RATHER THAN AFFIRMATIVE REPRESENTATIONS, OBLIGATIONS, GUARANTEES, OR WARRANTIES. IN THE EVENT OF ANY CONFLICT BETWEEN THIS SECTION AND OTHER TERMS OR PROVISIONS OF THESE TERMS OF USE, THIS SECTION SHALL BE CONSTRUED TO TAKE PRECEDENCE.

Governing Law

By visiting or using the Site, you agree to be bound by the laws of the United States, including the Federal Arbitration Act and the laws of the State of Florida, without regard to principles of conflicts of law, which will govern these Terms of Use, our Privacy Policy and any dispute of any sort that might arise between you and the Heat.

Dispute Resolution

READ THIS SECTION CAREFULLY - IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE SUIT IN COURT.

Any dispute or claim relating in any way to your use of the Site, or in connection with any products or services sold or distributed via the Site, as applicable, will be resolved by binding arbitration, rather than in court, except that you may assert claims in small claims court if your claims qualify. The Federal Arbitration Act and federal arbitration law apply to these Terms of Use and our Privacy Policy.

There is no judge or jury in arbitration, and court review of an arbitration award is limited. An arbitrator can, however, award on an individual basis the same damages and relief as a court (including injunctive and declaratory relief or statutory damages), and must follow these Terms of Use as a court would.  The decision of the arbitrator will be in writing and binding and conclusive on you and the Heat, and judgment to enforce the decision may be entered by any court of competent jurisdiction.

To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to our registered agent, Alan Fein, Esq., at 150 West Flagler Street, Suite 2200, Miami, Florida 33132. THE ARBITRATION OF DISPUTES PURSUANT TO THIS SECTION SHALL BE IN YOUR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN THE CLAIMS OF OTHER PERSONS OR PARTIES WHO MAY BE SIMILARLY SITUATED. The arbitration will be conducted by the American Arbitration Association (AAA) under its rules, including the AAA's Supplementary Procedures for Consumer-Related Disputes. The AAA's rules are available at www.adr.org or by calling 1-800-778-7879. Payment of all filing, administration, and arbitrator fees will be governed by the AAA's rules. We will reimburse the foregoing fees for claims totaling less than $10,000 unless the arbitrator determines the claims are frivolous. Notwithstanding the foregoing, you and the Heat agree not to seek any attorney's fees and expert witness costs unless the arbitrator finds that a claim or defense was frivolous or asserted for an improper purpose. You and the Heat understand that, absent this mandatory arbitration provision, you and the Heat would have the right to sue in court and have a jury trial. You and the Heat further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court. The arbitrator shall apply Florida law consistent with the Federal Arbitration Act and applicable statutes of limitations, and shall honor claims of privilege recognized at law.

If your claim is solely for monetary relief of $10,000 or less, and does not include a request for any type of equitable remedy, you may choose whether the arbitration will be conducted solely based on documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing under the AAA Rules in the county where you live or at another mutually agreed location.

For residents outside the United States, arbitrations shall be initiated in Miami-Dade County, Florida, and you and the Heat agree to submit to the personal jurisdiction of any state or federal court in Miami-Dade County, Florida to compel arbitration, stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator.

You have the right to opt-out and not be bound by these arbitration provisions by sending written notice of your decision to opt-out to the following address: ATTN: General Counsel, 601 Biscayne Boulevard, Miami, Florida 33132 and termsheatretail@heat.com.

You must provide your name, address, and email that is associated with your Heat account, and a clear statement that you want to opt-out of this arbitration provision, within the later of 30 days after your first use of the Site, or within 30 days of substantive changes, if any, being made to these Terms of Use, otherwise you shall be bound to arbitrate any disputes, claims, or controversies in accordance with the terms of this section. If you opt-out of these arbitration provisions, the Heat will similarly not be bound by them. If you do not affirmatively elect to opt out as described above, your use of the Site will be deemed to be your irrevocable acceptance of these Terms of Use and any changes/updates to this section or otherwise.

If any clause within these arbitration provisions is found to be illegal or unenforceable, that specific clause will be severed from these arbitration provisions, and the remainder of the arbitration provisions will be given full force and effect. If, however, the portion that is deemed invalid, unenforceable or illegal is that claims will not be arbitrated on a class or representative basis, then the entirety of this arbitration provision shall be null and void, and neither you nor the Heat shall be entitled to arbitrate the dispute. In the event some or all of these arbitration provisions are determined to be unenforceable for any reason, or if a claim, dispute, or controversy is brought that is found by a court to be excluded from the scope of these arbitration provisions, you and the Heat agree to waive, to the fullest extent allowed by law, any trial by jury.

Class Action Waiver

READ THIS SECTION CAREFULLY - IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS.

You agree that you and the Heat will resolve any disputes, claims, or controversies on an individual basis, and that claim(s), if any, brought under these Terms of Use in connection with the Site will be brought in an individual capacity, and not on behalf of, or as part of, any purported class, consolidated, or representative proceeding. You and the Heat further agree that you shall not participate in any consolidated, class, or representative proceeding (existing or future) brought by any third party arising under these Terms of Use or in connection with the Site.

The terms of this provision will also apply to any claims asserted by you against any of the Heat’s affiliates, to the extent that any such claims arise out of your access to, and/or use of the Site, and/or the provision of content, services, and/or technology on or through the Site.

Indemnification

You agree to indemnify, hold harmless and, at our option, defend the Heat (including our affiliates, officers, directors, employees, agents, licensors, suppliers, and any third party information providers) from and against all damages, claims, demands, liabilities, losses, costs, and expenses, including reasonable attorney’s fees in connection with or arising out of violation of these Terms of Use, your use of the Site, the Content, the User Content, the Contribution, the Feedback, your passwords and/or account information, or your violation of any law or the rights of another. These obligations will survive any termination of your relationship with the Heat or your use of our Site.

Termination of Right to Use The Site

If you breach any of these Terms of Use, the Heat may terminate your right to use the Site. Upon such termination, you shall immediately delete or destroy any copies (electronic or otherwise) of the Content or any other materials or information you have obtained from the Site.

No Waiver

No delay or omission by the Heat to exercise any right or power occurring upon any breach of these Terms of Use shall impair any such right or power or be construed to be a waiver thereof. A waiver by the Heat of any breach of these Terms of Use shall not be construed to be a waiver of any subsequent breach. 

Severability

The determination that any provision of these Terms of Use is invalid or unenforceable will not affect the validity or enforceability of the remaining provisions or of that provision under other circumstances. Any invalid or unenforceable provision will be enforced to the maximum extent permitted by law.

Minors

This Site is not directed to children under 13 years of age (or such other digital age of consent in your jurisdiction) (together, the “Age of Consent”) and we do not knowingly collect personal information from children under the Age of Consent.  If you are under the Age of Consent you should not use this Site, and under no circumstances should you send information about yourself to us.  If we are made aware that a child under the Age of Consent has provided us with personal information, we will immediately delete that child’s information from the Site. 

Entire Agreement

These Terms of Use (as amended from time to time), including policies incorporated herein (e.g., Privacy Policy) constitute the entire agreement between you and the Heat regarding the Site, User Content, and your use of the Site or the Content, and supersede any prior agreement or understanding, arrangements, undertaking, or proposal, written or oral, between you and the Heat in relation to such matters. No oral representation or agreement given by any party shall alter the interpretation of these Terms of Use. 

Last updated September 24, 2019

Copyright 2019 Miami Heat Limited Partnership. All rights reserved. 

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