Terms of Use

The legal terms and conditions governing use of the Emerald & Oak Design website.

Effective Date: July 30, 2026

Last Updated: July 30, 2026

IMPORTANT NOTICE

PLEASE READ THESE TERMS OF USE CAREFULLY. THEY CONTAIN IMPORTANT PROVISIONS AFFECTING YOUR LEGAL RIGHTS, INCLUDING DISCLAIMERS OF WARRANTIES, LIMITATIONS OF LIABILITY, INDEMNIFICATION OBLIGATIONS, AN EXCLUSIVE NORTH CAROLINA FORUM-SELECTION PROVISION, AND A WAIVER OF JURY TRIAL TO THE EXTENT PERMITTED BY LAW.

These Terms of Use constitute a legally binding agreement between you and Emerald & Oak Design, LLC, a North Carolina limited liability company (“Emerald & Oak Design,” “Emerald & Oak,” “Company,” “we,” “us,” or “our”), governing your access to and use of:

By accessing, viewing, browsing, submitting information through, or otherwise using the Site, you acknowledge that you have read and understood these Terms and agree to be bound by them and by all policies incorporated into them by reference.

If you do not agree to these Terms, you must not access or use the Site.

any webpages, subdomains, mobile versions, or digital properties operated by or on behalf of Emerald & Oak Design;
any content, features, functionality, forms, communications, downloads, materials, and services made available through those properties; and
any related online interaction expressly incorporating these Terms,

1. ELIGIBILITY AND AUTHORITY

You may use the Site only if you:

If you access or use the Site on behalf of a company, organization, trust, partnership, or other entity, you represent and warrant that you possess authority to bind that entity to these Terms. In that circumstance, “you” includes both you individually and the entity you represent.

The Site is directed primarily to users located in the United States. We make no representation that the Site or its content is appropriate, lawful, or available for use in every jurisdiction.

are at least eighteen years of age;
possess the legal capacity to enter into a binding agreement;
are not prohibited from using the Site under applicable law; and
agree to comply with these Terms.

2. INCORPORATED POLICIES

The following policies, as applicable and as updated from time to time, are incorporated into and form part of these Terms:

In the event of a direct conflict between these Terms and another incorporated policy, these Terms control with respect to use of the Site unless the applicable policy expressly states otherwise.

A separate written interior-design, consulting, procurement, construction-administration, or other professional-services agreement signed by Emerald & Oak Design will control over these Terms concerning the specific professional services covered by that agreement.

the Editorial Standards, Source Verification, Trademark, Nominative Use, and Corrections Policy;
the Privacy Policy;
the Cookie Policy;
any applicable affiliate, advertising, sponsorship, or promotional disclosures;
any copyright or intellectual-property complaint procedures; and
any additional terms expressly presented in connection with a particular feature, service, form, promotion, or transaction.

3. CHANGES TO THESE TERMS

We may revise these Terms from time to time.

The current version will be posted on this page and identified by its effective or last-updated date. Changes become effective when posted unless a later date is expressly stated.

When required by applicable law or when we determine that a change is material, we may provide additional notice through the Site, by email, through a consent mechanism, or by another reasonable method.

Your continued use of the Site after revised Terms become effective constitutes acceptance of the revised Terms to the extent permitted by applicable law.

No amendment imposed solely by posting will retroactively alter rights or obligations that applicable law requires to be modified through additional notice or affirmative consent.

You are responsible for reviewing these Terms periodically.

4. LIMITED LICENSE TO USE THE SITE

Subject to your continuing compliance with these Terms, Emerald & Oak Design grants you a limited, revocable, nonexclusive, nontransferable, nonsublicensable license to access and use the Site solely for lawful, personal, noncommercial informational purposes.

This limited license does not transfer any ownership or intellectual-property rights to you.

We reserve all rights not expressly granted.

We may revoke this license at any time to the extent permitted by law.

5. PERMITTED USE

Any permitted copy must retain all copyright, trademark, attribution, and proprietary notices appearing in the original material.

No other use is authorized without our prior written consent.

access and view publicly available Site content;
print or save a reasonable number of pages for your personal, noncommercial reference;
share an ordinary hyperlink directing others to a publicly available Site page; and
contact Emerald & Oak Design through authorized Site forms.

6. PROHIBITED CONDUCT

You may not use the Site to engage in any unlawful, fraudulent, abusive, harmful, deceptive, or unauthorized activity.

Without limiting that prohibition, you may not:

We may investigate suspected violations and cooperate with lawful governmental, regulatory, judicial, or law-enforcement requests.

violate any federal, state, local, or international law or regulation;
infringe or misappropriate any copyright, trademark, service mark, trade dress, patent, trade secret, privacy right, publicity right, contractual right, or other right;
copy, reproduce, republish, upload, post, transmit, distribute, sell, license, sublicense, modify, translate, adapt, create derivative works from, publicly display, publicly perform, commercially exploit, or otherwise use Site content except as expressly authorized;
scrape, crawl, spider, harvest, mine, index, cache, download in bulk, or systematically collect Site content or data through automated or manual means without prior written authorization;
use bots, agents, scripts, browser extensions, automated systems, artificial-intelligence tools, machine-learning systems, data-mining tools, or similar technology to extract, ingest, reproduce, summarize at scale, train upon, benchmark against, or create datasets from Site content without prior written authorization;
frame, mirror, embed, proxy, reproduce, or display the Site or any portion of it within another website, application, service, or interface without authorization;
remove, obscure, alter, or circumvent any copyright notice, trademark notice, watermark, attribution, digital-rights-management mechanism, access control, or proprietary designation;
reverse engineer, decompile, disassemble, decode, or attempt to derive source code, underlying ideas, algorithms, structure, or organization from any Site technology, except where such restriction is prohibited by law;
probe, scan, test, or attempt to exploit any vulnerability in the Site or any related system or network;
interfere with, disrupt, damage, disable, overburden, impair, or compromise the Site, its infrastructure, its security, or another person’s use of the Site;
introduce viruses, Trojan horses, worms, logic bombs, ransomware, spyware, malicious code, corrupted data, or other harmful material;
bypass rate limits, robot exclusions, access restrictions, authentication measures, or security controls;
impersonate another person or entity;
falsely state or misrepresent your identity, authority, affiliation, qualifications, or relationship with any person or entity;
submit false, deceptive, misleading, incomplete, fraudulent, defamatory, threatening, harassing, obscene, unlawful, or malicious information;
use Site contact information to send unsolicited advertising, mass communications, spam, phishing messages, or other unauthorized solicitations;
harvest or collect personal information concerning others;
use Site content to compete unfairly with Emerald & Oak Design or to create a substantially similar publication, directory, comparison platform, service, or commercial product;
use the Site to monitor Emerald & Oak Design’s pricing, strategy, search performance, customers, operations, or business activities for competitive intelligence through automated or systematic means;
falsely suggest that Emerald & Oak Design sponsors, endorses, authorizes, approves, or is affiliated with you or any third party;
use any Company name, trademark, logo, image, content, or design in a manner likely to cause confusion regarding source, sponsorship, affiliation, endorsement, or authorization; or
assist, encourage, direct, or enable another person to do any of the foregoing.

7. INTELLECTUAL-PROPERTY RIGHTS

The Site and its content are owned by, licensed to, or used with permission by Emerald & Oak Design and are protected by applicable copyright, trademark, trade-dress, unfair-competition, database, contract, and other intellectual-property laws.

Protected materials may include:

Except as expressly permitted in these Terms or in a separate signed written agreement, no license or right is granted by implication, estoppel, or otherwise.

Unauthorized use may violate civil or criminal law.

text and editorial content;
comparison pages and directories;
photographs and videos;
architectural and interior photographs;
design concepts and presentations;
floor plans and space plans;
elevations and drawings;
renderings and visualizations;
mood boards and inspiration boards;
finish schedules and specifications;
furniture plans and layouts;
cabinetry and millwork concepts;
CAD, BIM, and digital drawing files;
material palettes and color selections;
written reports and proposals;
logos, trade names, slogans, and branding;
icons, graphics, artwork, and illustrations;
databases, compilations, page organization, and selection or arrangement of content;
source code, object code, software, user interfaces, and Site functionality; and
all modifications, enhancements, and derivative works relating to the foregoing.

8. COMPANY MARKS

“Emerald & Oak Design,” associated logos, trade dress, slogans, service names, and other identifiers used by Emerald & Oak Design are trademarks, service marks, trade names, or proprietary identifiers of Emerald & Oak Design or its licensors.

You may not use Company marks without prior written authorization.

Nothing on the Site grants any license to use any Company mark.

Any goodwill arising from authorized use of a Company mark will inure solely to Emerald & Oak Design.

9. THIRD-PARTY MARKS AND NOMINATIVE USE

Third-party names, trademarks, service marks, trade names, logos, product names, trade dress, and proprietary identifiers appearing on the Site remain the property of their respective owners.

Emerald & Oak Design may refer to such identifiers for nominative, descriptive, referential, comparative, informational, or editorial purposes to identify the company, product, service, or subject being discussed.

Unless expressly disclosed, such use is not intended to imply sponsorship, affiliation, endorsement, authorization, licensing, partnership, agency, joint venture, or another commercial relationship.

Additional standards governing editorial references to third parties appear in our Editorial Standards.

10. EDITORIAL AND COMPARATIVE CONTENT

The Site may contain independent editorial content, including:

This content is intended to assist readers in conducting their own research.

Unless expressly stated otherwise, a comparison is not:

Editorial views concerning style, suitability, fit, aesthetics, design philosophy, customer priorities, or service models are subjective.

Emerald & Oak Design intends its editorial commentary to express opinions, fair comment, aesthetic judgments, consumer guidance, and comparative analysis based upon disclosed facts and publicly available information.

Readers should review editorial pages together with the Editorial Standards incorporated into these Terms.

furniture and product discussions;
descriptions of other designers, firms, retailers, brands, or products; and
subjective editorial analysis.
a scientific study;
an objective measurement of quality;
a statement that one company is universally superior or inferior to another; or
a substitute for independent consumer evaluation.

11. SOURCES AND THIRD-PARTY INFORMATION

Third-party information may be compiled from publicly available sources reasonably believed to be reliable as of the applicable review date.

Third-party information may change after publication without notice.

Emerald & Oak Design does not control the accuracy, completeness, maintenance, or continued availability of third-party source material.

Readers should independently confirm information material to hiring, purchasing, investment, construction, design, or other decisions directly with the applicable third party.

official company websites;
manufacturer or retailer materials;
public award announcements;
catalogs and product materials;
public social-media accounts; and
other published sources.

12. NO PROFESSIONAL ADVICE

Site content is provided for general informational, educational, editorial, inspirational, and marketing purposes.

Unless provided pursuant to a separate written professional-services agreement signed by Emerald & Oak Design, Site content does not constitute:

You should consult appropriately qualified professionals before making decisions requiring project-specific professional judgment.

project-specific interior-design advice;
architectural services or advice;
engineering services or advice;
tax or accounting advice;
financial or investment advice;
environmental or hazardous-material advice; or
any other regulated or professional advice.

13. NO CLIENT, AGENCY, OR FIDUCIARY RELATIONSHIP

Your use of the Site does not create a:

No such relationship arises from:

A professional or contractual relationship exists only when Emerald & Oak Design and the applicable client execute a separate written agreement signed by authorized representatives of both parties.

confidential relationship; or
contractual obligation to provide professional services.
visiting the Site;
reviewing Site content;
submitting an inquiry;
sending an email;
scheduling an introductory discussion; or
communicating with Emerald & Oak Design before execution of a separate written agreement.

14. INQUIRIES AND PROJECT REQUESTS

Submitting an inquiry, questionnaire, contact form, consultation request, project description, budget, photograph, plan, or other communication does not:

Emerald & Oak Design may accept, decline, defer, or discontinue communications or potential engagements in its sole business discretion, subject to applicable law.

Do not submit confidential, proprietary, trade-secret, privileged, highly sensitive, or time-critical information through a general Site form unless Emerald & Oak Design has expressly agreed in writing to receive it confidentially.

Unsolicited information submitted before a signed agreement may not be treated as confidential unless required by applicable law.

obligate Emerald & Oak Design to respond;
obligate Emerald & Oak Design to accept a project;
constitute an offer or acceptance;
create a duty to preserve availability;
create a professional relationship; or
create a contract.

15. ELECTRONIC COMMUNICATIONS

When you communicate with us electronically, submit a Site form, or provide contact information, you consent to receive responsive communications electronically at the email address or telephone number you provide, subject to applicable law.

You are responsible for ensuring that your contact information is accurate.

You agree that electronic communications may satisfy legal requirements that communications be in writing to the extent permitted by law.

Consent to receive marketing communications, where required, will be obtained and managed separately under applicable law. You may withdraw marketing consent through the method stated in the relevant communication.

Providing a telephone number does not, by itself, authorize communications prohibited by applicable telemarketing or consumer-protection law.

16. PRICING, BUDGETS, ESTIMATES, AND AVAILABILITY

Any pricing, budget range, cost estimate, allowance, schedule, timeline, product description, service description, lead time, availability statement, or project example appearing on the Site is general, illustrative, and subject to change.

Such information does not constitute:

Actual costs and timing may vary based on project scope, location, market conditions, product availability, freight, tariffs, taxes, labor, customization, site conditions, design revisions, client decisions, vendor requirements, and other circumstances.

Only a separate written agreement or written proposal expressly identified as binding and signed by an authorized representative of Emerald & Oak Design may establish project-specific pricing or obligations.

a binding quote;
a guaranteed price;
a guaranteed budget;
a promise of availability;
a construction schedule;
a procurement commitment;
an offer capable of acceptance; or
a warranty of future performance.

17. PRODUCT AND FURNITURE INFORMATION

Furniture, fixtures, finishes, materials, appliances, accessories, and other products described on the Site may be:

Emerald & Oak Design does not warrant that a product shown or discussed will remain available or suitable for a particular use.

Readers should verify current specifications, dimensions, pricing, finishes, warranty terms, safety requirements, and availability directly with the applicable manufacturer, dealer, or retailer.

subject to minimum quantities;
subject to geographic or dealer restrictions;
subject to manufacturer price changes;
subject to freight, handling, delivery, storage, installation, or tax charges;
shown in colors that vary by monitor or device;
represented through images that differ from actual scale, finish, texture, grain, or appearance; or
subject to manufacturer terms and warranties.

18. RENDERINGS, DRAWINGS, AND DESIGN IMAGES

Renderings, sketches, visualizations, floor plans, drawings, diagrams, photographs, mood boards, and similar materials appearing on the Site may be conceptual, illustrative, staged, digitally modified, or based on projects completed under different conditions.

They are not construction documents unless expressly identified as such in a signed professional-services agreement.

Final results may differ due to:

No design shown on the Site may be copied, adapted, constructed, fabricated, or implemented without appropriate authorization and project-specific professional review.

contractor means and methods;
lighting and photographic conditions; or
other project-specific factors.

19. USER SUBMISSIONS

“User Submissions” means information or material you voluntarily submit through the Site, including:

You retain whatever ownership rights you lawfully hold in your User Submissions.

By submitting a User Submission for the purpose of receiving a response, evaluation, or requested service, you grant Emerald & Oak Design a nonexclusive, worldwide, royalty-free license to access, store, reproduce, transmit, and use that submission as reasonably necessary to:

We will not publicly use your submitted project photographs, testimonial, name, or likeness for advertising or portfolio purposes solely because you submitted an inquiry, unless you separately authorize such use or another legal basis permits it.

You represent and warrant that:

You remain responsible for your User Submissions.

receive and review it;
respond to your inquiry;
evaluate a potential engagement;
provide requested functionality;
protect legal rights;
comply with law; and
operate and secure the Site.
you have the right to submit the material;
your submission does not violate law or another person’s rights;
the submission is not knowingly false or misleading;
the submission does not contain malicious code; and
you have obtained any necessary consent relating to personal information contained in it.

20. FEEDBACK

If you voluntarily provide general suggestions, ideas, improvements, or feedback concerning the Site or our services, without a written confidentiality agreement, you grant Emerald & Oak Design a perpetual, irrevocable, worldwide, royalty-free, transferable, sublicensable right to use and implement that feedback without restriction or compensation.

This provision does not transfer ownership of a client’s project-specific plans, photographs, or confidential materials merely because they were submitted through an inquiry.

21. TESTIMONIALS, ENDORSEMENTS, AND REVIEWS

Testimonials and reviews appearing on the Site reflect the experiences or opinions of the persons who provided them.

Individual experiences may vary, and no testimonial guarantees a particular outcome.

Where Emerald & Oak Design has a material connection with an endorser, sponsor, advertiser, affiliate, product provider, or other party that could affect the weight or credibility of an endorsement, we intend to disclose that relationship as required by applicable law.

Sponsored, paid, gifted, affiliate, or otherwise incentivized content will be identified through an appropriate disclosure when required.

No person may submit or request a false, deceptive, fabricated, manipulated, or materially misleading review through the Site.

22. AFFILIATE LINKS, SPONSORSHIPS, AND ADVERTISING

The Site may contain advertising, sponsorships, promotional content, referral links, or affiliate links.

If Emerald & Oak Design may receive compensation, commission, products, services, discounts, or another material benefit associated with content or a transaction, an applicable disclosure may appear on or near the relevant content.

The presence of advertising or an affiliate relationship does not itself convert all Site content into an endorsement.

Specific promotional and editorial disclosures should be reviewed together with the applicable content.

23. THIRD-PARTY WEBSITES AND SERVICES

The Site may link to or integrate with third-party websites, products, platforms, maps, social networks, payment processors, scheduling tools, analytics services, video services, or other resources.

Links are provided for convenience and informational purposes.

Emerald & Oak Design does not control and is not responsible for:

A link does not imply endorsement, affiliation, sponsorship, or responsibility unless expressly stated.

Your use of a third-party resource is governed by that third party’s terms and policies and is at your own risk.

third-party privacy practices;
third-party products or services; or
transactions between you and a third party.

24. PRIVACY AND COOKIES

Our collection, use, retention, and disclosure of personal information are described in our Privacy Policy.

The use of cookies, pixels, analytics technologies, and similar tools may be described in our Cookie Policy or cookie-consent interface.

These Terms do not replace those policies.

You are responsible for reviewing them before submitting personal information or adjusting consent preferences.

25. ACCESSIBILITY

Emerald & Oak Design seeks to provide an accessible user experience.

If you encounter difficulty accessing Site content, contact us using the information provided below and identify:

An accessibility statement does not constitute a representation that every element will be free from accessibility issues at all times or under every combination of browser, device, and assistive technology.

the applicable webpage;
the nature of the issue;
the assistive technology or browser used, if applicable; and
an alternative method by which the information may be provided.

26. COPYRIGHT AND INTELLECTUAL-PROPERTY COMPLAINTS

If you believe material appearing on the Site infringes a copyright, trademark, or other intellectual-property right, send a written notice to:

Emerald & Oak Design, LLC Attn: Intellectual Property Notice 4401 Barclay Downs Drive, Suite 132 Charlotte, North Carolina 28209 Email: miriam@emeraldoakdesign.com

Your notice should include:

We may request additional information before acting.

We may remove, restrict, or preserve material while reviewing a claim but do not admit infringement by doing so.

Knowingly submitting a materially false infringement notice may result in liability under applicable law.

This provision is a general complaint procedure and does not represent that Emerald & Oak Design qualifies for any particular statutory safe harbor. If Emerald & Oak Design elects to rely on a statutory notice-and-takedown safe harbor, it may separately designate and register an agent and adopt any additional legally required procedures.

identification of the protected work or right claimed to be infringed;
identification and location of the allegedly infringing material;
your name and contact information;
a statement explaining the basis of your claim;
a statement that you have a good-faith belief that the disputed use is unauthorized;
a statement that the information provided is accurate;
a statement that you are authorized to act for the rights holder; and
your physical or electronic signature.

27. CORRECTIONS AND REMOVAL REQUESTS

Requests concerning factual accuracy, currency, attribution, comparison content, or editorial material should be submitted under the process stated in our Editorial Standards.

A request should identify:

We may correct, clarify, supplement, update, restrict, or remove content where warranted.

Submitting a request does not obligate Emerald & Oak Design to remove lawful content solely because a person or business disagrees with an editorial opinion, comparative conclusion, or accurately attributed public information.

the specific URL;
the specific statement or material at issue;
the basis for the request;
supporting documentation; and
the requested correction or clarification.

28. SITE AVAILABILITY AND MODIFICATIONS

We do not guarantee that the Site will be uninterrupted, error-free, secure, compatible with every device, or continuously available.

We may, at any time and without liability:

We are not obligated to preserve or provide access to any particular version of the Site or any content.

modify the Site;
remove material; or
discontinue the Site.

29. NO RELIANCE

You acknowledge that Site content is general in nature and may not address your particular facts, needs, property, budget, jurisdiction, or project.

You remain responsible for independently evaluating and verifying information material to your decisions.

You agree not to rely exclusively on Site content when making decisions concerning:

Nothing in this section limits liability that cannot lawfully be limited.

business relationships; or

30. DISCLAIMER OF WARRANTIES

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE SITE AND ALL CONTENT, INFORMATION, FUNCTIONALITY, MATERIALS, LINKS, AND SERVICES MADE AVAILABLE THROUGH THE SITE ARE PROVIDED ON AN “AS IS,” “AS AVAILABLE,” “WITH ALL FAULTS,” AND “AS ACCESSIBLE” BASIS.

EMERALD & OAK DESIGN DISCLAIMS ALL WARRANTIES AND REPRESENTATIONS, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF:

WE DO NOT WARRANT THAT:

SOME JURISDICTIONS DO NOT ALLOW CERTAIN WARRANTY DISCLAIMERS. IN SUCH JURISDICTIONS, THESE DISCLAIMERS APPLY ONLY TO THE MAXIMUM EXTENT PERMITTED BY LAW.

FITNESS FOR A PARTICULAR PURPOSE;
FREEDOM FROM VIRUSES OR HARMFUL COMPONENTS.
THE SITE WILL MEET YOUR REQUIREMENTS;
ACCESS WILL BE UNINTERRUPTED OR ERROR-FREE;
DEFECTS WILL BE CORRECTED;
CONTENT WILL REMAIN AVAILABLE;
INFORMATION WILL REMAIN CURRENT AFTER PUBLICATION;
THE SITE WILL BE COMPATIBLE WITH EVERY DEVICE OR SOFTWARE CONFIGURATION; OR
USE OF THE SITE WILL PRODUCE ANY PARTICULAR RESULT.

31. LIMITATION OF LIABILITY

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EMERALD & OAK DESIGN AND ITS PAST, PRESENT, AND FUTURE MEMBERS, MANAGERS, OWNERS, OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, CONSULTANTS, REPRESENTATIVES, AGENTS, AFFILIATES, LICENSORS, SERVICE PROVIDERS, SUCCESSORS, AND ASSIGNS—COLLECTIVELY, THE “COMPANY PARTIES”—WILL NOT BE LIABLE FOR ANY:

ARISING FROM OR RELATING TO:

REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF A COMPANY PARTY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE FULLEST EXTENT PERMITTED BY LAW, THE TOTAL AGGREGATE LIABILITY OF ALL COMPANY PARTIES FOR ALL CLAIMS ARISING FROM OR RELATING TO THE SITE OR THESE TERMS WILL NOT EXCEED THE GREATER OF:

PAYMENTS MADE UNDER A SEPARATE PROFESSIONAL-SERVICES, PROCUREMENT, CONSULTING, OR DESIGN AGREEMENT ARE NOT PAYMENTS FOR ACCESS TO THE SITE AND ARE GOVERNED BY THE LIABILITY PROVISIONS OF THAT SEPARATE AGREEMENT.

THE LIMITATIONS IN THIS SECTION APPLY TO THE MAXIMUM EXTENT PERMITTED BY LAW AND WILL NOT APPLY TO LIABILITY THAT APPLICABLE LAW PROHIBITS THE PARTIES FROM EXCLUDING OR LIMITING.

YOU ACKNOWLEDGE THAT THE DISCLAIMERS AND LIMITATIONS IN THESE TERMS ARE MATERIAL ELEMENTS OF THE AGREEMENT GOVERNING FREE ACCESS TO THE SITE.

LOSS OF GOODWILL;
LOSS OR CORRUPTION OF DATA;
PROCUREMENT OF SUBSTITUTE SERVICES;
PROPERTY LOSS; OR
OTHER SIMILAR LOSS,
YOUR ACCESS TO OR USE OF THE SITE;
YOUR INABILITY TO ACCESS OR USE THE SITE;
YOUR RELIANCE ON SITE CONTENT;
THIRD-PARTY LINKS OR SERVICES;
UNAUTHORIZED ACCESS TO OR ALTERATION OF INFORMATION;
MALICIOUS CODE OR CYBERSECURITY EVENTS;
ERRORS, OMISSIONS, INTERRUPTIONS, OR DELAYS;
COMMUNICATIONS SENT OR RECEIVED THROUGH THE SITE; OR
ONE HUNDRED UNITED STATES DOLLARS; OR
THE AMOUNT, IF ANY, THAT YOU PAID DIRECTLY TO EMERALD & OAK DESIGN SOLELY FOR ACCESS TO THE SITE DURING THE TWELVE MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

32. INDEMNIFICATION

To the fullest extent permitted by law, you agree to defend, indemnify, and hold harmless the Company Parties from and against third-party claims, demands, proceedings, investigations, liabilities, judgments, damages, losses, fines, penalties, settlements, costs, and expenses, including reasonable attorneys’ fees and costs, arising from or relating to:

Emerald & Oak Design may control the defense and settlement of a covered claim using counsel of its choosing.

You agree to cooperate reasonably in that defense.

You may not settle a claim in a manner that admits fault by, imposes an obligation upon, or adversely affects a Company Party without our prior written consent.

This indemnification provision does not require a consumer to indemnify a Company Party for that Company Party’s own conduct to the extent such indemnification is prohibited by applicable law.

your unlawful or unauthorized use of the Site;
your material violation of these Terms;
your User Submissions;
your infringement, misappropriation, or violation of another person’s rights;
your fraudulent, deceptive, or malicious conduct;
information you submit through the Site; or
your use of Site content in violation of these Terms.

33. EQUITABLE RELIEF

You acknowledge that unauthorized use of intellectual property, confidential information, Site security, or access controls may cause harm that cannot be adequately remedied through monetary damages alone.

Accordingly, Emerald & Oak Design may seek temporary, preliminary, or permanent injunctive relief, specific performance, or other equitable relief in addition to any other available remedy, without waiving other rights and, to the extent permitted by law, without proving actual damages.

Nothing in this section guarantees that a court will grant a requested remedy.

34. SUSPENSION AND TERMINATION

We may restrict, suspend, or terminate your access to all or part of the Site if we reasonably believe that:

We may also discontinue the Site generally.

Termination does not affect rights or obligations that accrued before termination.

you violated these Terms;
your conduct creates legal, security, technical, or reputational risk;
your use interferes with the Site or another person;
restriction is necessary to comply with law or a legal process; or
continued access would be harmful to Emerald & Oak Design or a third party.

35. GOVERNING LAW

These Terms and all disputes arising from or relating to the Site or these Terms will be governed by the laws of the State of North Carolina, without regard to conflict-of-law principles that would require application of another jurisdiction’s laws.

The United Nations Convention on Contracts for the International Sale of Goods does not apply.

This governing-law provision is subject to any nonwaivable consumer-protection law that applies notwithstanding a contractual choice of law.

36. EXCLUSIVE FORUM AND VENUE

Except where applicable law prohibits enforcement of this provision, any legal action or proceeding arising from or relating to the Site or these Terms must be brought exclusively in:

Each party consents to the personal jurisdiction of those courts and waives objections based on venue or forum non conveniens.

Emerald & Oak Design may seek injunctive or emergency relief concerning unauthorized access, intellectual property, cybersecurity, or misuse of the Site in any court of competent jurisdiction where necessary to prevent immediate harm or enforce a resulting order.

the state courts located in Mecklenburg County, North Carolina; or
the United States District Court having jurisdiction over Mecklenburg County, North Carolina.

37. WAIVER OF JURY TRIAL

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY KNOWINGLY AND VOLUNTARILY WAIVES ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION OR PROCEEDING ARISING FROM OR RELATING TO THE SITE OR THESE TERMS.

THIS WAIVER DOES NOT APPLY WHERE A JURY-TRIAL WAIVER IS PROHIBITED OR UNENFORCEABLE UNDER APPLICABLE LAW.

38. TIME LIMITATION ON CLAIMS

TO THE FULLEST EXTENT PERMITTED BY LAW, ANY CLAIM ARISING FROM OR RELATING TO THE SITE OR THESE TERMS MUST BE FILED WITHIN ONE YEAR AFTER THE CLAIM ACCRUES, OR IT WILL BE PERMANENTLY BARRED.

THIS CONTRACTUAL LIMITATION DOES NOT APPLY WHERE APPLICABLE LAW PROHIBITS SHORTENING THE OTHERWISE APPLICABLE LIMITATIONS PERIOD.

39. FORCE MAJEURE

Emerald & Oak Design will not be liable for a delay, interruption, failure, or inability to perform resulting from circumstances beyond its reasonable control, including:

epidemic or pandemic;
internet or telecommunications failures;
software or hardware failures;
supply-chain interruptions; or
failures of third-party service providers.

40. ASSIGNMENT

You may not assign, delegate, transfer, or sublicense your rights or obligations under these Terms without our prior written consent.

Any attempted assignment in violation of this section is void to the extent permitted by law.

Emerald & Oak Design may assign or transfer these Terms, in whole or in part, in connection with:

sale of assets;
transfer of the Site;
transfer to an affiliate; or
succession to the applicable business.

41. NO THIRD-PARTY BENEFICIARIES

Except for the Company Parties entitled to protection under the disclaimer, limitation-of-liability, indemnification, and related provisions, these Terms do not confer enforceable rights upon any person or entity that is not a party to them.

42. WAIVER

A failure or delay by Emerald & Oak Design in exercising a right or remedy does not waive that right or remedy.

A waiver is effective only if made in writing by an authorized representative of Emerald & Oak Design and applies only to the specific circumstance identified.

43. SEVERABILITY AND REFORMATION

If any provision of these Terms is determined to be invalid, illegal, or unenforceable, that provision will be enforced to the maximum extent permitted by law.

If appropriate, the provision will be limited, modified, or severed so that the remaining Terms remain in full force and effect.

44. INTERPRETATION

Headings are provided for convenience and do not limit the meaning of any provision.

“Including” and similar words mean “including without limitation.”

The singular includes the plural and the plural includes the singular where context permits.

These Terms will not be construed against a party merely because that party or its representative drafted them.

45. SURVIVAL

Provisions that by their nature should survive termination will survive, including provisions concerning:

User Submissions and feedback licenses;
limitations of liability;
forum and venue;

46. ENTIRE AGREEMENT

These Terms, together with the policies and additional terms expressly incorporated by reference, constitute the entire agreement between you and Emerald & Oak Design concerning your use of the Site.

They supersede prior or contemporaneous oral or written communications concerning Site use.

These Terms do not replace or modify a separate signed professional-services agreement except where that agreement expressly incorporates them.

47. CONTACT INFORMATION

Questions regarding these Terms may be directed to:

Emerald & Oak Design, LLC 4401 Barclay Downs Drive, Suite 132 Charlotte, North Carolina 28209 Email: miriam@emeraldoakdesign.com

Correction, trademark, and editorial-content notices may be directed to:

Please include sufficient detail for Emerald & Oak Design to identify and evaluate the matter.