Terms of Use

Effective Date: April 30, 2025

INTRODUCTION

Please read these Terms of Use (“Terms”) carefully. They govern your use of the websites, mobile applications, and other online platforms operated by The T Shop LLC (“The T Shop,” “we,” “us” or “our”) where these Terms are posted, and all services and features available thereon (collectively, the “Sites”).

These Terms represent a binding contract between The T Shop and you. By creating an account or otherwise using the Sites (except for the limited purpose of reviewing these Terms or other agreements or policies on the Sites), you expressly represent that you (i) have reached the age of majority in your jurisdiction of residence and (ii) agree to be bound by these Terms. If you do not agree to be bound by these Terms, or if these Terms are not enforceable where you are located, you may not use the Sites.

If you are an individual using the Sites on behalf of, or for the benefit of, any corporation, partnership, or other entity with which you are associated (an “organization”), then you are agreeing to these Terms on behalf of yourself and such organization, and you represent and warrant that you have the legal authority to bind such organization to these Terms. In that case, references to “you” and “your” in these Terms will refer to both the individual using the Sites and to any such organization, unless the context requires otherwise.

Certain areas, features, or functionalities of the Sites may be subject to different or additional terms, rules, guidelines or policies (“Additional Terms”), and we may provide such Additional Terms to you via postings, pop-up notices, links, or other means. All Additional Terms are hereby incorporated by reference into these Terms. Any reference to the “Terms” in this agreement includes the Additional Terms. From time to time, such Additional Terms may conflict with these Terms. In the event of such a conflict, the Additional Terms will control.

NOTICE REGARDING ARBITRATION: PLEASE NOTE THE ARBITRATION REQUIREMENT AND CLASS ACTION WAIVER SET FORTH BELOW, WHICH, SUBJECT TO SOME LIMITED EXCEPTIONS, REQUIRES YOU TO ARBITRATE CLAIMS YOU MAY HAVE AGAINST US ON AN INDIVIDUAL BASIS. ARBITRATION ON AN INDIVIDUAL BASIS MEANS THAT YOU WILL NOT HAVE, AND YOU WAIVE, THE RIGHT FOR A JUDGE OR JURY TO DECIDE YOUR CLAIMS, AND THAT YOU MAY NOT PROCEED IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE CAPACITY.

ACCOUNT CREATION AND PASSWORDS

To access certain portions of the Sites, you may be required to create an account. You agree to provide truthful and accurate information during the account creation process. You also agree to maintain the accuracy of any submitted data. If you provide any information that is untrue, inaccurate, or incomplete, or otherwise act in a false or misleading manner during the account creation process, we reserve the right to terminate your account and suspend your use of the Sites.

Further, you are responsible for preserving the confidentiality of your account password and agree to notify us of any known or suspected unauthorized use of your account. You agree that you are responsible for all acts or omissions that occur on your account while your password is being used.

OWNERSHIP OF THE SITES

The Sites and all of their content, features, and functionalities, including all information, text, graphics, Trademarks (defined below), button icons, images, audio clips, video clips, data compilations, and the design, selection and arrangement thereof (collectively, “The T Shop Content”), are the exclusive property of The T Shop or our licensors and may not be used or exploited in any way without our prior written consent.

We are providing you with access to the Sites and The T Shop Content pursuant to a limited, non-exclusive, non-sub-licensable, non-transferable, revocable license. You may use the Sites and The T Shop Content for non-commercial purposes only. This license is available to you unless and until you or we terminate these Terms, we otherwise suspend your access to the Sites, or you are barred from using the Sites by applicable law. The T Shop reserves all right, title, and interest not expressly granted under this license to the fullest extent possible under applicable laws.

Under this license, you are permitted to use the Sites and The T Shop Content in the following ways: (i) you may access and browse the Sites, and use the features and functionalities made available to you thereon, using a device that you own or are authorized to use (a “Device”); (ii) you may download The T Shop Content from the Sites and print out a hard copy, provided that you do not modify it in any way and do not remove or alter any copyright or other notice contained thereon; (iii) you may install a copy of any mobile applications that we make available from time to time (collectively, the “Apps”) on a Device; and (iv) your Device may temporarily store copies of The T Shop Content incidental to your use of the Sites.

You may not otherwise modify, copy, distribute, display, reproduce, sell, license, create derivative works from, use, or exploit The T Shop Content in any manner without the prior written authorization of The T Shop or the relevant licensor (if applicable). Further, without the prior written permission of The T Shop, you may not frame, or make it appear that a third-party website or service is presenting or endorsing, any of the Sites or incorporate any of The T Shop Content into another website or other service. Any unauthorized use of The T Shop Content may violate copyright laws, trademark laws, the laws of privacy and publicity, and other applicable laws. You agree to comply with reasonable written requests from us to help us protect our proprietary and intellectual property rights.

The T Shop Content includes the trademarks, service marks, logos, slogans, trade names, and trade dress used on the Sites (the “Trademarks”). The absence of a trademark notice or symbol indicating the registration or ownership of the Trademark does not constitute a waiver of The T Shop’s or its licensors’ trademark or other rights. These Terms do not grant you any rights to use the Trademarks. Under no circumstances are you permitted to use the Trademarks in a manner that creates a likelihood of consumer confusion.

USER CONTENT & LICENSE GRANT TO THE T SHOP

Certain aspects of the Sites may permit users to submit, post, link, send, share, or otherwise make available (“share”) information and content (“User Content”). User Content has not necessarily been reviewed or approved by The T Shop, and we, therefore, make no representations or warranties as to the accuracy, reliability, completeness, or timeliness of any such content. Any views or opinions expressed in User Content belong to the users who shared the content and not to The T Shop. Your reliance on any User Content is done entirely at your own risk. YOU UNDERSTAND AND AGREE THAT WE ARE NOT RESPONSIBLE FOR, AND SHALL HAVE NO LIABILITY RELATED TO, ANY USER CONTENT, INCLUDING YOUR RELIANCE ON ANY SUCH CONTENT.

You will retain ownership of any intellectual property rights that you own in your User Content, but, in exchange for the opportunity to share User Content on the Sites, you automatically grant to The T Shop a royalty-free, perpetual, irrevocable, worldwide, unlimited, nonexclusive license to use, reproduce, create derivative works from, modify, publish, edit, translate, distribute, perform, display, and otherwise use and exploit your User Content for any purpose (commercial or otherwise) and in any media, medium, form, format, and forum now known or hereafter developed. We may sublicense these rights through multiple tiers of sublicenses. By sharing User Content, you represent and warrant that you possess all rights and permissions necessary to grant this license.

User Content shall not be deemed confidential and The T Shop shall not have any obligation to keep any such material confidential. You acknowledge and agree that The T Shop shall be free to use any ideas, concepts, know-how or techniques contained in such information for any purpose whatsoever, including, but not limited to, developing, manufacturing, and marketing products and services incorporating such information, all without any compensation or attribution to you.

For the avoidance of doubt, all User Content on the Sites is considered part of The T Shop Content. As such, aside from the limited license to access and use the Sites and the The T Shop Content granted in these Terms, you may not copy, reproduce, or otherwise use or exploit User Content shared by another party without the prior written permission of the owner of such content.

VIDEO CONTENT ON THE SITES

The Sites may contain video content, audiovisual content, or content of a like nature (collectively, “Video Content”). Video Content is provided for the purpose of enhancing the user experience on the Sites and is, therefore, provided in connection with The T Shop’s business activities related to the development, production, sale, and promotion of its baked goods. The T Shop is not in the business of renting, selling, or delivering Video Content in a commercial manner. By using the Sites, you agree that The T Shop is not a “video tape service provider” as defined in the Video Privacy Protection Act (“VPPA”), 18 U.S.C.A. § 2710.

Further, the Sites may utilize online tracking technologies and code-based tools, including social media pixels, software development kits, and cookies that track information about your activity on the Sites (collectively, “Targeting Tools”). Targeting Tools may result in information about your activity on the Sites being transmitted from your browser to The T Shop and to third parties, which, in turn, may result in the display of targeted advertisements on third-party websites. Whether Targeting Tools on the Sites result in your browser’s transmission of information to third parties depends on a number of factors that may be outside of The T Shop’s knowledge or control, including which third-party websites you use, what information you have provided to such third parties, and whether (and the extent to which) you have limited the use of cookies by the operators of third-party websites. As such, you hereby acknowledge and agree that, if Targeting Tools on the Sites result in your browser’s transmission of information to third-party websites, (i) such transmissions do not constitute a “knowing disclosure” of “personally identifiable information” by The T Shop under the VPPA, and (ii) you will not initiate any litigation or otherwise assert any claim against The T Shop based, in whole or in part, on such transmissions, whether under the VPPA, the California Invasion of Privacy Act (Cal. Penal Code § 630 et seq.), or any other statute, regulation, or cause of action.

SITE TRANSACTIONS

The Sites may permit you to place orders for the purchase of products (“Orders”). If you wish to place an Order on the Sites, you will be asked to supply certain information, including your name and payment, billing, and shipping information. YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL RIGHT TO USE ANY PAYMENT CARD OR OTHER PAYMENT METHOD UTILIZED IN CONNECTION WITH ANY ORDER.

You further agree to provide current, complete, and accurate information for all Orders. You agree to promptly update your account and other information, as applicable, so that we can complete your Order and contact you as needed. By submitting any information in connection with an Order, you grant to The T Shop the right to provide such information to third parties for purposes of facilitating the completion of the Order. Verification may be required prior to the acknowledgment or completion of an Order.

Your placement of an Order on the Sites constitutes a request to purchase the relevant product from us. As such, your receipt of an Order confirmation email or similar acknowledgment means that your request has been received; it does not mean that your Order has been accepted or that the price or availability of the product has been confirmed. We reserve the right to refuse service, terminate accounts, or cancel or modify Orders, and we shall have no liability to you other than refunding your Order, if applicable. Without limiting the foregoing, we may limit or cancel quantities purchased per product, per person, per household, or per Order. These restrictions may include Orders placed by or under the same customer account, the same credit card, and/or Orders that use the same billing and/or shipping address. If we make a change to or cancel an Order, we will attempt to notify you by contacting the email and/or billing phone number provided at the time the Order was made.

PURCHASE OF OUR PRODUCTS FOR RESALE PURPOSES IS NOT AUTHORIZED. WE RESERVE THE RIGHT TO LIMIT OR PROHIBIT ORDERS THAT APPEAR TO BE PLACED BY UNAUTHORIZED DEALERS, RESELLERS OR DISTRIBUTORS, AND TO CEASE DOING BUSINESS WITH SUCH CUSTOMERS, WITH NO FURTHER NOTICE.

You agree to pay all charges that may be incurred by you or on your behalf through the Sites, at the price in effect when such charges are incurred, including all shipping charges. You remain solely responsible for any taxes that may be applicable to your Orders, regardless of whether tax is included in the purchase price of your Order. Further, it is your responsibility to ascertain and obey all applicable local, state, federal, and international laws in regard to the receipt, possession, use, and sale of any item purchased from the Sites. Any offer for any product made on the Sites is void where prohibited.

Except as otherwise set forth herein, the risk of loss for, and title to, products purchased on the Sites passes to the purchaser upon delivery to the carrier.

PRODUCT DESCRIPTION, AVAILABILITY AND PRICING INFORMATION

The T Shop strives to be as accurate as possible and eliminate errors on the Sites. There may, however, be information on the Sites that contains errors, inaccuracies, or omissions and they may relate to product descriptions, pricing, promotions, offers and/or availability. Certain products offered on the Sites may have limited quantities and may not always be available or may be available only in certain geographic regions.

We reserve the right to correct any errors, inaccuracies, or omissions and to change or update information on the Sites at any time and without prior notice. In the event that any errors, inaccuracies, or omissions affect an Order you have already placed and we do not cancel the Order (which we have the right but not the obligation to do), your sole remedy is to cancel the Order or, if you have already received delivery, to seek a credit against a future Order. Products may not be returned to The T Shop. The prices displayed on the Sites are quoted in U.S. Dollars and are subject to change without notice.

We strive to display our products as accurately as possible, but we cannot guarantee that your Device’s display of these product images will always be accurate. Variations in the products displayed on the Sites may be possible as a result of differences in display technologies or other reasons. Unless we expressly provide otherwise, if a product offered on the Sites is not as described or pictured, or otherwise does not meet your expectations, your sole remedy is to seek a credit against a future Order.

USER CONDUCT

By using the Sites, you agree not to share any User Content or otherwise use the Sites in any manner that:

Is designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment (including by means of software viruses or any other computer code, files or programs);

Interferes with or disrupts the proper functioning of the Sites or the services connected to the Sites;

Infringes any copyright, trademark, trade secret, patent or other right of any party, or defames or invades the publicity rights or the privacy of any person, living or deceased (or impersonates any such person);

Consists of any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;

Causes The T Shop to lose (in whole or in part) the services of our Internet service providers or other suppliers;

Links to materials or other content, directly or indirectly, to which you do not have a right to link;

Is false, misleading, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise bigoted or insensitive, as determined by The T Shop in its sole discretion;

Copies, modifies, creates a derivative work of, reverse engineers, decompiles or otherwise attempts to extract the source code of the software underlying the Sites or any portion thereof; or

Violates, or encourages anyone to violate, these Terms or any applicable local, state, national, or international law, regulation, or order.

The T Shop shall have the right, but not the obligation, to monitor, evaluate, and analyze any use of and access to the Sites for the purpose or determining or enforcing compliance with these Terms. Further, The T Shop shall be free to delete, remove, or refuse to post any User Content if we determine that the content violates these Terms.

You agree that The T Shop has the right to (i) disclose your identity or other relevant information about you to any third party who claims that User Content posted by you violates their rights; (ii) take legal action, including referral to law enforcement, with respect to any suspected illegal or unauthorized use of the Sites; and (iii) cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of any user of the Sites.

YOU HEREBY WAIVE ANY CLAIMS RELATED TO OR RESULTING FROM ANY ACTION OR INACTION OF THE T SHOP WITH RESPECT TO (i) MONITORING THE USE OF THE SITES; (ii) DELETING, REMOVING, MODIFYING, OR REFUSING TO POST ANY USER CONTENT; (iii) DETERMINING OR ENFORCING COMPLIANCE WITH THESE TERMS; AND (iv) COOPERATING WITH LAW ENFORCEMENT ON ANY MATTER RELATED TO THE SITES. YOU FURTHER AGREE THAT THE T SHOP SHALL NOT BE LIABLE TO YOUR WITH RESPECT TO ANY OTHER USER’S CONDUCT THAT IS PROHIBITED UNDER THESE TERMS.

Notwithstanding the use restrictions in this section, nothing in these Terms shall prohibit or restrict your ability to (i) make any “statement” protected by Cal. Civ. Code § 1670.8; (ii) engage in a “covered communication” as defined by the Consumer Review Fairness Act, 15 U.S.C.A. § 45b; or (ii) express or publish any review, performance assessment, or similar analysis (collectively, “Reviews”) about The T Shop, its employees or agents, or its products, to the extent that such Reviews are protected under applicable law.

LINKS TO THE SITES

You are permitted to establish a hyperlink to a homepage of the Sites, provided that (i) you do so in a manner that is fair, legal, and does not state or imply any sponsorship, endorsement of, or affiliation with the originating website, application, or service (the “Originating Site”) by The T Shop absent our express prior written consent; (ii) the Originating Site contains no content that you would be prohibited from posting on the Sites pursuant to these Terms or any applicable law; (iii) the Originating Site is owned by you or you have express written consent from the owner to establish the link; and (iv) you do not establish a deep-link or otherwise link to any page other than the homepage of the Sites. You agree to cooperate with us as requested to remove any links that we determine violate these Terms. We reserve the right to withdraw linking permission at any time and without notice.

LINKS TO EXTERNAL SITES

The Sites may contain links or otherwise facilitate access to other websites, services, or platforms (“External Sites”). We are not responsible for the availability of External Sites, nor do we endorse the activities, products, goods, or services provided by External Sites. UNDER NO CIRCUMSTANCES SHALL WE BE HELD RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGE CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY YOUR USE OF, OR RELIANCE ON, ANY CONTENT, PRODUCTS, GOODS, OR SERVICES AVAILABLE ON EXTERNAL SITES.

PRIVACY

Your submission of personal information through the Sites is governed by our Privacy Policy, which is hereby incorporated into these Terms by reference.

SMS MARKETING

By consenting to The T Shop’s SMS program (the “SMS Program”) during the checkout process or via other subscription tools we provide, you are agreeing to receive recurring text messages regarding marketing offers, transactional matters (including related to your Orders and account), and any other matters related to the Sites, even if your mobile number is registered on any state or federal do-not-call list. Message frequency varies. Consent to the SMS Program is not a condition of any purchase from us.

If you wish to stop from receiving text messages from The T Shop, reply with STOP to any text message sent from us or use the unsubscribe link provided to you within our commercial email messages. You understand and agree that alternative methods of opting out, such as using alternative words or requests, will not be considered a reasonable means of opting out. We do not charge for the SMS Program, but you are responsible for all charges and fees associated with text messaging imposed by your wireless provider. Message and data rates may apply. For any questions, please text HELP in response to any of our messages or reach out to us at the contact information provided in these Terms.

We have the right to modify any telephone number or short code we use to operate the SMS Program at any time. You will be notified on such occasions. You agree that any messages you send to a telephone number or short code we have changed, including any STOP or HELP requests, may not be received, and we will not be liable for honoring requests made in such messages. To the extent permitted by applicable law, you agree that we will not be liable for failed, delayed, or misdirected delivery of any information sent through the SMS Program, any errors in such information, and/or any action you may or may not take in reliance on the information or SMS Program.

DISCLAIMER OF WARRANTIES

A. THE SITES

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE SITES AND THE THE T SHOP CONTENT ARE PROVIDED “AS IS.” THE T SHOP MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED, TO YOU OR ANY OTHER PARTY RELATING IN ANY WAY TO THE SITES, THE THE T SHOP CONTENT, INCLUDING USER CONTENT. FOR THE AVOIDANCE OF DOUBT, THE T SHOP DISCLAIMS ANY IMPLIED WARRANTIES THAT THE SITES AND THE THE T SHOP CONTENT ARE MERCHANTABLE, OF SATISFACTORY QUALITY, ACCURATE, TIMELY, FIT FOR A PARTICULAR PURPOSE OR NEED, OR NON-INFRINGING. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY THE T SHOP OR A REPRESENTATIVE SHALL CREATE A WARRANTY.

WE DO NOT GUARANTEE THAT (i) THE SITES’ CONTENT WILL MEET YOUR REQUIREMENTS, OR THAT THE SITES ARE ERROR-FREE, RELIABLE, WITHOUT INTERRUPTION OR AVAILABLE AT ALL TIMES; (ii) THE SERVICES THAT MAY BE OBTAINED THROUGH THE SITES, INCLUDING ANY SUPPORT SERVICES, WILL BE EFFECTIVE, RELIABLE, AND ACCURATE OR MEET YOUR REQUIREMENTS; (III) YOU WILL BE ABLE TO ACCESS OR USE THE SITES (EITHER DIRECTLY OR THROUGH THIRD-PARTY NETWORKS) AT ALL TIMES OR LOCATIONS OF YOUR CHOOSING; OR (IV) THE THE T SHOP CONTENT WILL BE ACCURATE OR RELIABLE. IT IS YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS OR USEFULNESS OF ANY INFORMATION, OPINION, ADVICE, OR OTHER CONTENT AVAILABLE THROUGH THE SITES.

B. PRODUCTS AND SERVICES

YOU UNDERSTAND AND AGREE THAT, UNLESS WE EXPRESSLY STATE IN WRITING THAT A WARRANTY APPLIES, THE PRODUCTS AND SERVICES AVAILABLE ON THE SITES ARE PROVIDED “AS IS” AND WITHOUT ANY REPRESENTATION, WARRANTY, OR GUARANTEE OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, DURABILITY, TITLE, AND NON-INFRINGEMENT.

C. ADDITIONAL RIGHTS

SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE EXCLUSIONS IN THIS SECTION MAY NOT APPLY TO YOU, IN WHOLE OR IN PART. FOR CLARIFICATION, NOTHING IN THESE TERMS SEEKS TO EXCLUDE OR LIMIT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED BY APPLICABLE LAW. HOWEVER, YOU AGREE THAT THE TERMS OF THIS SECTION SHALL APPLY TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW.

OUR LIABILITY TO YOU

A. LIMITATION OF LIABILITY

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL THE T SHOP, ITS MANAGERS, DIRECTORS, OFFICERS, SHAREHOLDERS, MEMBERS, EMPLOYEES, AGENTS, SUBSIDIARIES, AFFILIATES, SUCCESSORS, ASSIGNS, SUPPLIERS, OR LICENSORS (THE “RELEASED PARTIES”) BE LIABLE FOR THE FOLLOWING DAMAGES (IF ANY) ARISING IN CONNECTION WITH YOUR USE OF (OR INABILITY TO USE) THE SITES OR ANY PRODUCTS OR SERVICES OBTAINED THROUGH THE SITES, in all cases regardless of legal theory, EVEN IF THE RELEASED PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE: (i) INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES; (ii) LOSS OF USE, DATA, BUSINESS, REVENUE, OR PROFITS, IN ALL CASES WHETHER DIRECT OR INDIRECT; (iii) DAMAGES, INCLUDING FOR ANY DELAY OR FAILURE IN PERFORMANCE, ARISING FROM CAUSES BEYOND THE REASONABLE CONTROL OF THE RELEASED PARTIES; OR (iv) DAMAGES ARISING FROM THE CONDUCT OF OTHER USERS OF THE SITES or their user content.

IN ADDITION, WHEN USING THE SITES, INFORMATION WILL BE TRANSMITTED OVER A MEDIUM THAT IS BEYOND THE CONTROL AND JURISDICTION OF THE T SHOP, ITS PARTNERS, ADVERTISERS, AND SPONSORS OR ANY OTHER THIRD PARTY MENTIONED ON THE SITES. ACCORDINGLY, THE T SHOP SHALL HAVE NO LIABILITY FOR OR RELATING TO THE DELAY, FAILURE, INTERRUPTION, OR CORRUPTION OF ANY DATA OR OTHER INFORMATION TRANSMITTED IN CONNECTION WITH USE OF THE SITES.

IN NO EVENT WILL THE COLLECTIVE LIABILITY OF THE RELEASED PARTIES IN CONNECTION WITH ANY DISPUTE (DEFINED BELOW) EXCEED THE GREATER OF (i) $100 USD OR (ii) THE AMOUNT YOU PAID TO THE T SHOP IN CONNECTION WITH YOUR USE OF THE SITES DURING THE 12-MONTH PERIOD PRECEDING THE DATE ON WHICH YOUR FIRST CLAIM RELATED TO THE DISPUTE AROSE.

B. ADDITIONAL RIGHTS

SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OF THE LIMITATIONS OR EXCLUSIONS IN THIS SECTION MAY NOT APPLY TO YOU, IN WHOLE OR IN PART. FOR CLARIFICATION, NOTHING IN THESE TERMS SEEKS TO EXCLUDE OR LIMIT ANY DAMAGES OR LIABILITY THAT, BY APPLICABLE LAW, CANNOT BE EXCLUDED OR LIMITED. YOU AGREE, HOWEVER, THAT THE TERMS OF THIS SECTION SHALL APPLY TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW.

INDEMNIFICATION

You agree to indemnify, hold harmless, and (at The T Shop’s option) defend The T Shop from and against any and all liabilities, claims, damages, costs, and expenses, including attorneys’ fees and costs, arising from or related to (i) your breach of any of these Terms, (ii) any User Content you share, and (iii) your violation of any law or the rights of a third party.

We reserve the right, at our expense, to assume exclusive defense and control of any matter otherwise subject to indemnification by you and you agree to cooperate with us if and as requested by us in the defense and settlement of such matter. In any case, you agree never to settle any matter for which your indemnification is required absent our prior written consent.

DISPUTES & ARBITRATION

If there is any controversy, claim, action, or dispute between you and The T Shop arising out of or related to your use of the Sites or the breach, enforcement, interpretation, or validity of these Terms or any part of them (“Dispute”), you and The T Shop agree to resolve the Dispute through the dispute resolution procedures set forth in this section, even if that Dispute arose prior to the Effective Date of these Terms.

A. Informal Dispute Resolution

You and The T Shop agree to first attempt to avoid the costs of formal dispute resolution by giving each other a full and fair opportunity to address and resolve the Dispute informally. The party with the complaint (the “Complaining Party”) shall send written notice to the other party (the “Receiving Party”) describing the facts and circumstances of the Dispute (a “Dispute Notice”).

All Dispute Notices must (1) be signed by the Complaining Party, (2) include the Complaining Party’s name, physical address, and email address, (3) describe with specificity the nature and basis of the Dispute in a manner sufficient for the Receiving Party to evaluate the merits of the Complaining Party’s individualized claim, and (4) set forth the alleged damage and harm suffered and the specific relief sought with a calculation for the alleged damage and harm. Each Dispute Notice is limited to a single Dispute between you and The T Shop. As such, your Dispute and the Disputes of other parties may not be combined into a single Dispute Notice.

Dispute Notices shall be sent to:

To The T Shop: You must send notice (1) by electronic mail to info@thetshopbakery.com, and (2) by first-class or certified mail to The T Shop LLC 77 Paul Revere Road Lexington, MA 02421.

To You: We will send you notice by (1) first class or certified mail, postage and other charges prepaid, to the physical address we have on file for you (if any), and (2) by email to the email address we have on file for you (if any). If we do not have any address on file for you, or if we are, for any reason, unable to provide notice via the contact information on file, we reserve the right to provide notice by other reasonable means.

You and The T Shop will attempt to resolve the Dispute through informal negotiation during the sixty (60) day period beginning on the date that a valid Dispute Notice is sent (the “Informal Negotiation Period”). During the Informal Negotiation Period, the parties are required to conduct an individual meet-and-confer in person, or via teleconference or videoconference, that addresses only the Dispute between you and The T Shop (the “Conference”). If you are represented by counsel, your counsel may participate in the Conference, but you will also need to participate. The T Shop will participate in the Conference through one or more representatives, which may include our counsel.

Both you and The T Shop agree that the foregoing dispute resolution procedure (the “Informal Dispute Resolution Procedure”) is a condition precedent that must be satisfied before initiating any arbitration or litigation against the other party. If any aspect or requirement of the Informal Dispute Resolution Procedure has not been completed or satisfied, the parties agree that (i) a court of competent jurisdiction can enjoin the filing or prosecution of any arbitration or litigation, and (ii) unless prohibited by law, no arbitration administrator shall accept or administer any arbitration or demand fees in connection with the Dispute.

B. Individual Arbitration

IF ANY DISPUTE CANNOT BE RESOLVED BY THE INFORMAL DISPUTE RESOLUTION PROCEDURE, YOU AND THE T SHOP AGREE THAT SUCH DISPUTE WILL BE DECIDED BY BINDING ARBITRATION ON AN INDIVIDUAL BASIS. ARBITRATION ON AN INDIVIDUAL BASIS MEANS THAT YOU WILL NOT HAVE, AND YOU WAIVE, THE RIGHT TO HAVE A JUDGE OR JURY DECIDE YOUR CLAIMS, AND THAT YOU MAY NOT PROCEED IN A CLASS, CONSOLIDATED, COLLECTIVE OR REPRESENTATIVE CAPACITY. OTHER RIGHTS THAT YOU AND WE WOULD OTHERWISE HAVE IN COURT WILL NOT BE AVAILABLE OR WILL BE MORE LIMITED IN ARBITRATION, INCLUDING DISCOVERY AND APPEAL RIGHTS.

All such unresolved Disputes shall be exclusively submitted to Judicial Arbitration and Mediation Services (JAMS) (www.jamsadr.com) for binding arbitration under its rules then in effect (as modified by these Terms), before one arbitrator to be mutually agreed upon by both parties. The arbitration shall be conducted in accordance with the JAMS Consumer Arbitration Minimum Standards (https://www.jamsadr.com/consumer-minimum-standards/) (the “Minimum Standards”) if, and only if, it is determined by JAMS or the arbitrator that the Minimum Standards are applicable to the Dispute. The location of any hearings will be determined by the applicable JAMS rules, provided, that, if the claim is for $5,000 or less, you may choose to have the arbitration conducted (1) solely on the basis of the documents submitted to the arbitrator, or (2) through a non-appearance based hearing by teleconference or videoconference.

The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any Dispute arising under or relating to the interpretation, applicability, enforceability, or formation of these Terms, including any claim that all or any part of these Terms are void or voidable. For the avoidance of doubt, you and The T Shop agree that the arbitrator shall have the exclusive power to rule on his or her own jurisdiction, including any objections with respect to the existence, scope, or validity of this section of the Terms or the arbitrability of any claim or counterclaim. The award rendered by the arbitrator may be confirmed and enforced in any court having jurisdiction thereof.

C. Exceptions

Notwithstanding any other provision of this section, you or The T Shop may (1) bring an individual claim or elect to resolve a Dispute in small claims court in the United States consistent with any applicable jurisdictional and monetary limits that may apply (so long as the action is litigated exclusively in small claims court and is not removed or appealed to a court of general jurisdiction), and (2) file an individual claim in court to enjoin the infringement or other misuse of its intellectual property rights (so long as the action is brought and maintained on an individual basis).

In addition, nothing in these Terms prohibits you or us from bringing issues to the attention of federal, state, or local agencies. Such agencies can, if the law allows, seek relief against us on your behalf (or vice versa).

CHOICE OF LAW AND CHOICE OF FORUM

These Terms have been made in and shall be construed in accordance with the laws of the United States (including federal arbitration law) and the Commonwealth of Massachusetts, without giving effect to any choice or conflicts of law principles. You and The T Shop acknowledge that these Terms evidence a transaction involving interstate commerce. Any arbitration conducted pursuant to these Terms shall be governed by the Federal Arbitration Act (9 U.S.C. §§ 1-16).

Except for disputes or claims properly lodged in a small claims court in the United States, any disputes or claims not subject to the arbitration provision discussed above shall be resolved by a court located in the Commonwealth of Massachusetts and you agree and submit to the exercise by such courts of personal jurisdiction over you for the purpose of litigating any such claim or action.

JURISDICTION

The T Shop controls and operates the Sites from within the United States and makes no representation or warranty that the Sites are appropriate or available for use or access in any location outside of the United States. Anyone using or accessing the Sites from outside the United States does so at their own risk and is responsible for compliance with all applicable laws and regulations, including U.S. and international export control laws and regulations.

CLAIMS OF COPYRIGHT INFRINGEMENT

We comply with the Digital Millennium Copyright Act (“DMCA”). If you believe that material on the Sites infringes a copyright that you own or are authorized to enforce, please send a notice of copyright infringement (“Copyright Notice”) to our agent designated for responding to reports of copyright infringement (“Designated Agent”). In the subject line of your message, please include “Re: Claim of Copyright Infringement.” The contact information for our Designated Agent is as follows: Talia Deitsch, 77 Paul Revere Road Lexington, MA 02421 (mail); (657) 293-8337 (telephone); talia@thetshopbakery.com (email).

To be effective, the Copyright Notification must be a written communication that includes the following:

A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
Information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number and, if available, an email address at which the complaining party may be contacted;
A statement that the complaining party has a goodfaith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
A statement that the information in the notification is accurate and, under the penalties of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

When we receive a substantially compliant Copyright Notice, we will expeditiously remove or disable access to the allegedly infringing content. We may give notice to the user responsible for the content by means of a general notice on the Sites, email to the user’s address in our records, or written communication sent by first-class mail to the user’s physical address in our records. If you receive such a notice and believe that the content was removed as a result of mistake or misidentification, you may provide counter-notification in writing to the Designated Agent (“Counter-Notification”). To be effective, a Counter-Notification must be a written communication that includes the following:

Your physical or electronic signature;
Identification of the material that has been removed or to which access has been disabled, and the location at which the material appeared before it was removed or access to it was disabled;
A statement from you, under penalty of perjury, that you have a goodfaith belief that the material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled; and
Your name, physical address, telephone number, and a statement that you consent to the jurisdiction of a federal district court for the judicial district in which your physical address is located, or if your physical address is outside of the United States, for any judicial district in which we may be found, and that you will accept service of process from the person who provided notification of allegedly infringing material or an agent of such person.

In an effort to protect the rights of copyright owners, we maintain a policy of terminating access to the Sites, in appropriate circumstances and where technically feasible, of users who we determine to be repeat infringers.

MODIFICATION AND TERMINATION OF THESE TERMS AND THE SITES

A. Changes to these Terms. We reserve the right to modify these Terms at any time. When we do so, we will update the “Effective Date” above. For material changes, we will seek to notify users of the modified Terms by email, a pop-up message on the Sites, another prominent notice on the Sites, or by other reasonable means. Your use of the Sites following any changes to these Terms will constitute your acceptance of the Terms as modified.

B. Termination of these Terms. These Terms will continue to apply to you until terminated by either you or The T Shop. We may terminate these Terms or suspend your access to the Sites at any time if (i) we believe you have breached any of these Terms, (ii) we stop providing the Sites or any material component thereof, or (iii) as we believe necessary to comply with applicable law. You may terminate these Terms at any time by deleting your account with the Sites or by emailing info@thetshopbakery.com. If you or we terminate these Terms, or if we suspend your access to the Sites, you agree that (i) your right to access and use the Sites ceases immediately, (ii) we shall have no liability or responsibility to you in connection with such termination or suspension of access, and (iii) except as expressly provided otherwise by The T Shop, we will not refund any amounts that you have already paid to us.

The following provisions shall survive the termination of these Terms: This section; the sections OWNERSHIP OF THE SITES (excluding the license granted to you), VIDEO CONTENT ON THE SITES, USER CONTENT & LICENSE GRANT TO THE T SHOP, DISCLAIMER OF WARRANTIES, OUR LIABILITY TO YOU, DISPUTES & ARBITRATION, CHOICE OF LAW AND CHOICE OF FORUM, and MISCELLANEOUS; and any other provisions of these Terms that, either explicitly or by their nature, must remain in effect even after termination of these Terms.

C. Modifications to the Sites. We also may change, restrict access to, suspend or discontinue the Sites, or any portion of the Sites, at any time, with or without notice. You acknowledge and agree that The T Shop will not be liable to you or to any third party for any such termination, modification, suspension, or discontinuance of the Sites.

MISCELLANEOUS

A. Interpretation. In these Terms, the words “include,” “includes,” and “including” are used in an illustrative sense and shall be construed as if followed by “without limitation” or “but not limited to.” Titles and headings of sections herein are inserted for convenience of reference only and are not intended to be a part of, or to affect the meaning or interpretation of, these Terms. Any limited or specific disclaimers or limitations of liability found in these Terms shall not limit the effect, force, or breadth of any other disclaimers or limitations of liability in these Terms. When these Terms refer to a decision or action that will or may be made or taken by The T Shop, such decision or action shall be made, taken, or refrained from in The T Shop’s sole discretion and judgment.

B. No waiver. If The T Shop does not exercise or enforce any legal right or remedy that is contained in these Terms (or that The T Shop has the benefit of under any applicable law or regulation), such action or inaction shall not be taken to be a formal waiver of The T Shop’s rights, and all such rights or remedies shall continue to be available to The T Shop.

C. Severability. If any provision of these Terms is held to be invalid by a court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms, which shall remain in full force and effect.

D. Entire Agreement. These Terms and any Additional Rules set forth the entire understanding and agreement between us with respect to your use of the Sites.

E. Assignment. You may not assign, transfer, or sublicense any or all of your rights or obligations under these Terms without our express prior written consent. We may assign, transfer, or sublicense any or all of our rights or obligations under these Terms without restriction.

F. No Relationship. These Terms do not, and shall not be construed to, create any partnership, joint venture, employer-employee, agency, or franchisor-franchisee relationship between you and The T Shop.

G. Notice Regarding Apple. If you download any of our mobile applications (“Apps”) from Apple, Inc.’s (“Apple”) App Store, or if you are using an App on an iOS device, you acknowledge that you have read, understand, and agree to the following terms and conditions:

i. These Terms are between you and The T Shop. Apple is not a party to these Terms and Apple is not responsible for the Apps or the content thereof. To the extent that you download an App from the App Store or use an App on an iOS device, the license granted to you in the Ownership of the Sites section of these Terms is (1) limited to a license to use the App on Apple-branded products you own or control, and (2) subject to (a) the Usage Rules set forth in the App Store Terms of Service, and (b) any applicable third-party terms.

ii. Apple has no obligation to furnish any maintenance or support services with respect to the Apps. In the event of any failure of the App to conform to an applicable warranty (if any), you may notify Apple and Apple will refund the applicable purchase price for the App (if any) to you. To the maximum extent permitted by applicable law, Apple has no other warranty obligation whatsoever with respect to the App. Apple is not responsible for addressing any claims by you or any third party relating to the App, including (1) product liability claims; (2) any claim that the App fails to conform to any applicable legal or regulatory requirement; (3) claims arising under consumer protection or similar legislation; and (4) claims with respect to intellectual property infringement. Apple is not responsible for the investigation, defense, settlement, or discharge of any third-party claim that the App or your possession and use of the App infringes that third party’s intellectual property rights.

iii. Apple, and Apple’s subsidiaries, are third-party beneficiaries of these Terms. Upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary of these Terms.

H. Notice to California Residents.

i. You may reach The T Shop at the contact information provided below in the “CONTACT US” section. California residents may also reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by mail at 1625 North Market Boulevard, Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.

ii. WITH RESPECT TO ANY LIMITATIONS OR DISCLAIMERS OF WARRANTIES OR LIABILITY INCLUDED IN THESE TERMS, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES, “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”

I. Admissibility. You agree that a printed version of these Terms and/or any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms or your use of the Sites to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

CONTACT US

If you have any questions, comments or concerns about these Terms, please contact us at:

77 Paul Revere Road Lexington, MA 02421
(657) 293-8337
info@thetshopbakery.com