1. AccessTheoffordbrand may change, suspend or discontinue the Services, Products, fees, charges, terms at any time, including the availability of any feature, or content. Theoffordbrand may also impose limits on certain features and Services or restrict User's access to parts or all of the Services without notice or liability. The User certifies to Theoffordbrand that if User is an individual (i.e., not a corporation) the User is at least 18 years of age. The User also certifies that it is legally permitted to use the Service, and takes full responsibility for the selection and use of the Service. This Agreement is void where prohibited by law, and the right to access the Service is revoked in such jurisdictions.
2. ModificationsTheoffordbrand reserves the right, at its discretion, to modify this Agreement, fees, charges, terms at any time. The User shall be responsible for reviewing and becoming familiar with any such modifications. Use of the Service by the User following such notification constitutes the User's acceptance of the terms and conditions of changes as modified.
1. Your Content on Our Services:
Content that you post using our Services is your content (so let’s refer to it as “Your Content” from this point on). We don’t make any claim(s) to it. That includes anything you post using our Services (like your images, shop name, your customer reviews, comments, videos, usernames, etc.).
A. Responsibility for Your Content: You understand that you are solely responsible for Your Content. You represent that you have all necessary rights to Your Content and that you’re not infringing or violating any third party’s rights by posting it or using it on your products sold, manufactured, or warehoused by Theoffordbrand/Printful Inc.
B. Permission to Use Your Content: By using our services Theoffordbrand agrees that your content will remain yours. This means that we will never use your content without your expressed permission. Expressed consent is defined by Theoffordbrand as any form of written request to not use content.
C. Rights You Grant Theoffordbrand: By approving the posting Your Content, you grant Theoffrdbrand a non-exclusive, worldwide, royalty-free, irrevocable, sub-licensable, perpetual license to use, display, edit, modify, reproduce, distribute, store, and prepare derivative works of Your Content to provide the Services and to promote Theoffordbrand your Theoffordbrand store, or the Services in general, in any formats and through any channels, including across any Theoffordbrand services or third-party website or advertising medium.
D. Reporting Unauthorized Content: Theoffordbrand respects intellectual property rights and follows intellectual property laws. Because of our esteemed respect, we are committed to following appropriate legal procedures to remove infringing content from the Service(s).
E. Intellectual Property: Theoffordbrand respects your work and empowers you to express your voice and ideas. We ask that you respect the work and creative rights of others. You need to either own the content you submit to Theoffordbrand or have the express authority to use, display, and resell it. Content must comply with right of publicity, trademark and copyright laws, and all other applicable state and federal laws.
F. Trademarks and In fringement of Intellectual Property: Ineventswherewe receive proper notice of intellectual property infringement, Theoffordbrand strives to respond quickly by removing, blocking, or disabling access to the allegedly infringing material. When Theoffordbrand removes, blocks or disables access in response to a notice, Theoffordbrand makes a reasonable attempt to contact the allegedly infringing party, provide information about the notice and removal, and, in cases of confirmed copyright infringement, provide information about counter notification.
i. Counter DMCA Notifications: If Theoffordbrand receives a DMCA counter notification, the removed material may be replaced or access to it may be restored 10 business days after receipt of the counter notice, unless the copyright owner files an action seeking a court order against the allegedly infringing party and informs Theoffordbrand of this action. Theoffordbrand sends a copy of the counter notice to the original complaining party.
ii. Repeat Infringement: Theoffordbrand terminates account privileges of any personnel that are subject to repeat notices of intellectual property infringement in appropriate circumstances and at theoffordbrand’s discretion.
G. Copyright Responsibility: You agree and attest by accepting these terms and conditions and using our Services that you own all rights (copyrights) for the content you submit, or if you are not the owner, that you have express authority and written permission to use the content, and that you have all of the rights required to display, reproduce, and sell the content.
i. If content that you own and have rights to has been posted to the Services without your permission and you want it removed, please contact our customer service department directly for further escalation and review within 30 business days from date of first reporting.
ii. If Your Content infringes another person’s intellectual property as stated in section F, we will block it at our discretion.
H. Inappropriate, False, or Misleading Content: This should be common sense, but there are certain types of content we don’t want submitted to Theoffordbrand’s Services (for legal reasons or otherwise). You agree that you will not post any content that is abusive, threatening, defamatory, obscene, vulgar, or otherwise offensive or in violation of any part of our Terms. You also agree not to post any content that is false and misleading or uses the Services in a manner that is fraudulent or deceptive.
2. Your Use of Our Services:
License to Use Our Services. We grant you a limited, non- exclusive, non-transferable, and revocable license to use our Services, platforms, and integrations—subject to the Terms and the following restrictions in particular:
A. Don’t Use Our Services to Break the Law: You agree that you will not violate any laws in connection with your use of the Services. This includes any local, state, federal, and international laws that may apply to you or Theoffordbrand
i. For example, it’s your responsibility to obtain any permits or licenses that your store may require; you must not engage in fraud, theft, anti- competitive conduct, threatening conduct, or any other unlawful acts or crimes against Theoffordbrand, another Theoffordbrand user, or a third party.
B. Don’t Try to Harm Our Systems: You agree not to interfere with or try to disrupt our Services, for example by distributing a virus or other harmful computer code into our platforms, third party services, or other programs or systems our clients may use to promote their products. You agree that Theoffordbrand reserves the right to audit our platforms (systems) to ensure integrity and compliance with this agreement, at the sole discretion of Theoffordbrand.
C. Follow Brand Guidelines: The name “Theoffordbrand,” our iconography, phrases, logos, and designs that we use in connection with Services we provide are trademarks, service marks, or trade dress of Theoffordbrand in the US, European Union, and all other countries, that are used for proprietary purposes at our sole discretion.
D. Share Your Ideas: We love your suggestions and ideas! They can help us improve your experience and our Services. Any unsolicited ideas or other materials you submit to Theoffordbrand (not including Your Content or products you sell or warehouse through our Services) are considered non-confidential and nonproprietary to you. You grant us a nonexclusive, worldwide, royalty-free, irrevocable, sub-licensable, perpetual license to use and publish those ideas and materials for any purpose, without compensation to you at any time.
E. Communication Methods: Theoffordbrandwillprovideyouwithcertainlegal information in writing. By using our Services, you’re agreeing to our communication methods which describes how we provide that information to you. This simply means that we reserve the right to send you information electronically (by email, etc.) instead of mailing you paper copies (it’s better for the environment).
3. Warranties and Limitation of Liability (or the Things You Can’t Sue Us For):
A. Items Your clients Purchase through our sites: Youunderstandthat Theoffordbrand cannot and does not make any warranties about our clients' images, content, stores, or what they sell to their end customer that we may warehouse. Any legal claim related to an item your customers purchase must be brought directly against you as the seller of the item. You release Theoffordbrand from any claims related to items sold through our Services, including consideration for defective items, misrepresentations by sellers, or items that caused physical injury (like product liability claims) from warehoused goods.
B. Content You Access: Youmaycomeacrossmaterialsthatyoufindoffensive or inappropriate while using our Services. We make no representations concerning any content posted by users through the Services. Theoffordbrand is not responsible for the accuracy, copyright compliance, legality, or decency of content posted by users that you accessed through the Services. You release us from all liability relating to that content.
C. Policy Decisions on Content and Art: Policy decisions themselves are complex in nature. We consider many different and often divergent factors before coming to a decision about what is best for our company, communities, and clients. Because we are a creatively neutral company, we err on the side of freedom of expression. We also tend to allow items that have educational, historical, or artistic value, but we know that even those items are subject to a variety of valid and sometimes conflicting interpretations and emotional responses.
i. Art and history can be provocative, emotional, and divisive. There are some topics on which we may never reach a consensus as a society, and that is okay.
E. Warranties: TheoffordbrandisdedicatedtomakingourServicesthebestthey can be, but we’re not perfect and sometimes things can go wrong. You understand that our Services are provided “as is” and without any kind of warranty (express or implied). We are expressly disclaiming any warranties of title, non-infringement, merchantability, and fitness for a particular purpose, as well as any warranties implied by a course of performance, course of dealing, or usage of trade.
We do not guarantee that:
- The Services will be secure or available at any particular time or location;
- any defects or errors will be corrected;
- the Services will always be free of viruses or other harmful materials; or
- the results of using the Services will meet your expectations. You use the Services solely at your own risk. Some jurisdictions do not allow limitations on implied warranties, so the above limitations may not apply to you
F. Liability Limits: To the fullest extent permitted by law, neither Theoffordbrand, nor our employees or directors shall be liable to you for any lost profits or revenues, or for any consequential, incidental, indirect, special, or punitive damages arising out of or in connection with the Services or these Terms. In no event shall Theoffordbrand’s aggregate liability for any damages exceed the greater of one hundred ($100) US Dollars or the amount you paid Theoffordbrand in the past twelve months, whichever is least. Some jurisdictions do not allow limitations on incidental or consequential damages, so the above limitations may not apply to you.
4. Indemnification (or What Happens If You Get Us Sued):
We hope this never happens, but in the instance Theoffordbrand should get sued because of something that you did, you agree to defend and indemnify us. That means you’ll defend Theoffordbrand (including any of our employees) and hold us harmless from any legal claim or demand (including reasonable attorney’s fees) that arises from your actions, your use (or misuse) of our Services, your breach of the Terms, or your account’s infringement of someone else’s rights.
We reserve the right to handle our legal defense however we see fit, even if you are indemnifying us, in which case you agree to cooperate with us so we can execute our strategy.
5. Disputes with Theoffordbrand:
If you’re upset with us, let us know right away, and hopefully we can resolve your issue. But if we can’t, then these rules will govern any legal dispute involving our Services:
A. Governing Law: The Terms are governed by the laws of the State in which Theoffordbrand resides as an organizational facility, without regard to its conflict of laws rules, and the laws of the United States of America. These laws will apply no matter where in the world you live, but if you live outside of the United States, you may be entitled to the protection of the mandatory consumer protection provisions of your local consumer protection law.
B. Arbitration: You and Theoffordbrand agree that any dispute or claim arising from or relating to the Terms shall be finally settled by final and binding arbitration, using the English language, administered by the American Arbitration Association (the “AAA”) under its Commercial Arbitration Rule in effect at that time (those rules are deemed to be incorporated by reference into this section, and as of the date of these Terms you can find them here or by calling the AAA at 1–800–778–7879). Arbitration will be handled by a sole arbitrator in accordance with those rules. Judgment on the arbitration award may be entered in any court that has jurisdiction. Any arbitration under the Terms will take place on an individual basis—class arbitrations and class actions are not permitted. You understand that by agreeing to the Terms, you and Theoffordbrand are each waiving the right to trial by jury or to participate in a class action or class arbitration. Not with standing the foregoing, each party shall have the right to bring an action in a court of proper jurisdiction for injunctive or other equitable or conservatory relief, pending a final decision by the arbitrator. You may instead assert your claim in “small claims” court, but only if your claim qualifies, your claim remains in such court, and your claim remains on an individual, non-representative, and non-class basis.
C. Costs of Arbitration: Payment for any and all reasonable AAA filing, administrative, and arbitrator fees will be in accordance with the Consumer Arbitration Rules. If the value of your claim does not exceed $10,000, Theoffordbrand will pay for the reasonable filing, administrative, and arbitrator fees associated with the arbitration, unless the arbitrator finds that either the substance of your claim or the relief sought was frivolous or brought for an improper purpose.
D. Forum: We’re based in multiple states so any legal action against Theoffordbrand related to our Services must be filed and take place in the state of choice solely reserved by Theoffordbrand. That means the seat of any arbitration shall be in any state Theoffordbrand chooses. For any actions not subject to arbitration, you (where your contract is with Theoffordbrand) and Theoffordbrand agree to submit to the personal jurisdiction of a state court located in Los Angeles County, CA, or Mecklenburg County, NC, or (where your contract is confirmed with Theoffordbrand in Europe) you and Theoffordbrand agree to submit to the personal jurisdiction of the courts of Riga, Latvia.
E. Modifications: If we make any changes to this “Disputes with Theoffordbrand” section after the date you last accepted the Terms, those changes will not apply to any claims filed in a legal proceeding against Theoffordbrand prior to the date the changes became effective. Theoffordbrand will include all changes to any terms and policies in the “Change Log” section of our website at least 30 days prior to the date the change will become effective. If you do not agree to the modified terms, you may send Theoffordbrand a written notification (including email) or close your account within those 30 days of notice.
Rejection of Modification: By rejecting a modified term or permanently closing your account, you agree to arbitrate any disputes between you and Theoffordbrand in accordance with the provisions of this “Disputes with Theoffordbrand” section as of the date you last accepted the Terms, including any changes made prior to your rejection. If you leave open or reopen your closed account or create a new account, you agree to be bound by the current version of the Terms of Service and Conditions.
Changes to the Terms and Conditions of Content
We may update these Terms from time to time. If we believe that the changes are material, we’ll definitely let you know by doing one (or more) of the following: (1) posting the changes through the Services or (2) sending you an email or message about the changes. That way you can decide whether you want to continue using the Services. Changes will be effective upon the posting of the changes. You are responsible for reviewing and becoming familiar with any changes. Your use of the Services following the changes constitutes your acceptance of the updated Terms.
Some Finer Legal Points
The Terms and Conditions for content, including all of the guidelines and policy that make up the Terms in totality, supersede any other agreement between you and Theoffordbrand regarding the Services. If any part of the Terms is found to be unenforceable, that part will be limited to the minimum extent necessary so that the Terms will otherwise remain in full force and effect. Our failure to enforce any part of the Terms is not a waiver of our right to later enforce that or any other part of the Terms. We may assign any of our rights and obligations under the Terms.
4. Responsibility of site members and visitorsViolation of any of this Agreement or other rules will result in the termination of your Theoffordbrand account.
Theoffordbrand and its designees shall have the right (but not the obligation) in their sole discretion to pre-screen, refuse, or remove any Content that is available via the Theoffordbrand Services. Without limiting the foregoing, Theoffordbrand and its designees shall have the right to remove any Content. You agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content. In this regard, you acknowledge that you may not rely on any Content created by Theoffordbrand or submitted to Theoffordbrand, including without limitation information in Theoffordbrand collaborations, posts and in all other parts of the Theoffordbrand Services.
Without limiting other remedies, we may limit, suspend or terminate our Service and User accounts, prohibit access to our Site, delay or remove hosted Content, and take technical and legal steps to keep Users off the Site if we think that they are creating problems, possible legal liabilities, or acting inconsistently with the letter or spirit of our policies. We also reserve the right to cancel unconfirmed accounts or accounts that have been inactive for extended periods of time. The User is responsible for providing Theoffordbrand with accurate information (including but not limited to its retail price). If the User has provided Theoffordbrand with inaccurate or false information, (a) the User shall be liable to Theoffordbrand for damages and losses (including but not limited to taxes) arising out of such inaccurate or false information and (b) the User shall reimburse such damages and losses (including but not limited to taxes) to Theoffordbrand, and (c) Theoffordbrand shall have the right to charge the Client for such damages and losses (including but not limited to taxes).
5. Payments and feesTheoffordbrand may save Member's credit or debit card information and use it for all future shipments and charges, which will automatically be charged to the saved card, unless the Member notifies Theoffordbrand through the Site. When you order a Product, or use a Service that has a fee, you will be charged then current fees, which we may change from time to time (such when we have holiday sales or offer you discount of base product price). We may choose to temporarily change the fees for our Services for promotional events or new Services, and such changes are effective when we post the temporary promotional event or new Service on the Site. The sale will be submitted for processing and you will be charged as soon as you click on the "confirm" button. You will then receive an e-mail from us.
By placing an order through the Site, you are confirming that you are legally entitled to use the means of payment tendered and, in the case of card payments, that you are either the cardholder or have the cardholder's express permission to utilize the card to effect payment.
In case of an unfounded chargeback, the User shall reimburse Theoffordbrand for its losses, which consist of fulfillment costs and chargeback handling fees ($15 USD per chargeback).
We may refuse to process a transaction for any reason or refuse Service to anyone at any time at our sole discretion. We will not be liable to you or any third party by reason of refusing or suspending any transaction after processing has begun.
Unless otherwise stated, all fees and payments are quoted in U.S. Dollars. The User is responsible for paying all fees, payments and applicable taxes associated with our Site and Services. After receiving your order you will receive an e-mail from us confirming the details, description and price for the Products ordered together with some information on your rights to return your goods. Payment of the total price plus taxes and delivery must be made in full before dispatch of your Products.
Discounts apply to eligible monthly recurring charges before taxes, shipping and other fees. Discounts are awarded only to Users over certain threshold of monthly revenue in the preceding calendar month. These tiers are listed on our Site and are subject to change. Theoffordbrand at its sole discretion may change, suspend or discontinue these discounts at any time.
6. Local taxesUser is responsible for (and shall charge) all sales taxes, VAT and other taxes and duties associated with the Products (if and as applicable). If the User is located in California or North Carolina, it is required to provide a valid California Resale Certificate or North Carolina Resale Certificate or all orders sent to California/ North Carolina are subject to California/North Carolina sales tax rates on top of retail rates.
If the User is located in California, California tax rate is calculated as a percentage of retail price when it is provided to Theoffordbrand by User. When retail price of goods is unknown, Theoffordbrand calculates tax rate from Theoffordbrand price plus 10% in accordance with California Regulation 1706 if goods are shipped to California, or tax rate from Theoffordbrand price if goods are shipped to North Carolina.
7. Shipping and returnsOnce you have clicked on the "confirm" button, it might be not possible to edit or cancel your order. If you want to change some parameters, Customer addresses, etc., please check whether such an option is available in your account. We are not bound to make such modifications in your order, but we will do our best on a case-by-case basis. Replacement of Products and credits to the Member's account for Products claimed as damaged or not received are subject to Theoffordbrand investigation and discretion.
The risk of loss and title for such items pass to the User upon our delivery to the carrier. It is the Customer's responsibility to file any claim with a carrier for a lost shipment if carrier tracking indicates that the Product was delivered. In such case Theoffordbrand will not make any refunds and will not resend the Product.
Theoffordbrand will review replacement/return requests only (a) if there will be missing or broken Product, or a print error if it is Theoffordbrand fault and (b) if Theoffordbrand will receive a complaint within 30 days from the day the Product was delivered to the Customer (or within 30 days after the estimated delivery date, if the Product is missing).
8. Description of productsWhilst many component parts of our Products are standard, all Products available for purchase are described on their specific design page on our Site. We always try to represent each design as accurately as possible via photography and copy points provided by designers, artists or photographers.
We have a policy of continuous Product development so we can provide you with what we consider the best design combined with best performance, and thus reserve the right to amend the specifications of Products, their price, packaging and any Service associated at any time, without prior notice. Before ordering, we thus invite you to have a close look at the Product description and design.
We use our best efforts to provide you with the best images and descriptions, but unfortunately cannot guarantee that colors and details in website images are 100% accurate representations of the product, and sizes might in some cases be approximate.
Sometimes during the manufacturing process Products can be damaged, obviously they won't be shipped out to Users and Customers, however they can still be used for charitable purposes. Theoffordbrand reserves the right to donate all damaged items with full or partial designs to charity and the User hereby waives its right to collect royalties or other fees regarding damaged products that are donated.
9. Purchase of productsYour order represents an offer to us to purchase a Product which is accepted by us once we have sent you an e-mail order confirmation. Any Products on the same order which we have not confirmed in a order confirmation e-mail do not form part of that contract.
Theoffordbrand shall under no circumstances be held liable for any special losses due to specific circumstances of the User an/or Customer, indirect or consequential losses or wasted expenditure.
Orders are placed and received exclusively via the Site. Before ordering from us, it is the Member's responsibility to check and determine full ability to receive the Products. Correct Customer’s address and post code/zip code, User’s up-to-date telephone number and e- mail address are absolutely necessary to ensure successful delivery of Products.
All information asked on the checkout page must be filled in precisely and accurately. Theoffordbrand will not be responsible for missed delivery because of a wrong delivery address or an inappropriate phone number. Should you like to ask for a change in the delivery address, notify change in a phone number or any other special requirements, please contact Theoffordbrand.
10. DeliveryWe deliver to Users/Customers to most places in the world. User shall cover delivery costs. Delivery prices are additional to the Product’s price and may vary depending on delivery location and/or sort of Products, and additional charges may be added to the order for remote or difficult to access locations that require special attention. Flat rate delivery charges are shown on our checkout page; however we reserve the right to advise you of any additional delivery charges that apply to your specific delivery address.
Some sort of Products are packaged and shipped separately. We can not guarantee delivery dates and accept no responsibility, apart from advising you of any known delay, for Products that are delivered after the estimated delivery date. Flat rate delivery times are shown on the Site. It is only an average estimation, and some delivery can take longer, or alternatively be delivered much faster. All delivery estimates given at the time of placing and confirming order are subject to change. In any case, we will do our best to contact you and advise you of all changes. We try our best to make delivery of Product as simple as possible.
Ownership of the Products will only pass to you/Customer when we receive full payment of all sums due in respect of the Products, including delivery charges and taxes.
11. ReleaseYou release us (and our officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. You agree that Theoffordbrand has no control over and does not guarantee the delivery of the advertised collaborations and that Theoffordbrand shall be released from any and all damages resulting from the failure to receive any benefits of an anticipated collaboration.
12. Trade marksIf you use any of our trade marks in reference to our Products or Services, you must include a statement attributing that trade mark to us. You must not use any of our trade marks in or as the whole or part of your own trade marks; in connection with activities, Products or Services which are not ours; in a manner which may be confusing, misleading or deceptive; or in a manner that disparages us or our information, products or services (including the Site).
13. IndemnityYou will indemnify and hold Theoffordbrand (and its officers, directors, agents, subsidiaries, joint ventures and employees) harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your breach of this Agreement, or your violation of any law or the rights of a third party.
14. Law and JurisdictionIf a dispute arises between you and Theoffordbrand, we strongly encourage you to first contact us directly to seek a resolution. We will consider reasonable requests to resolve the dispute through alternative dispute resolution procedures, such as mediation or arbitration, as alternatives to litigation.
Contracts for the purchase of Products through our Site and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) must be resolved by a court located in the State of California. Any dispute or claim arising out of or in connection with Agreement or its formation (including non-contractual disputes or claims) will be subject to the non-exclusive jurisdiction of the courts of the State of California.
15. GeneralNo agency, partnership, joint venture, employee-employer, franchiser-franchisee relationship, etc. is intended or created by this Agreement.
You acknowledge that you have all necessary permits to grant us with Customer’s personal data to fulfill this Agreement.
If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. In our sole discretion, we may assign this Agreement upon notice to you. Headings are for reference purposes only and do not limit the scope or extent of such section. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. We do not guarantee we will take action against all breaches of this Agreement.
Theoffordbrand reserves the right to transfer or assign this Agreement or any right or obligation under this Agreement at any time.