Terms of Service 1 — Lampshade® Coffee

Terms of Service

Welcome to the website (the “Site”, “LampshadeCoffee.com”) of Lampshade Coffee LLC (“Lampshade”). Lampshade maintains this Site for your personal information, education and communication. Lampshade provides its services to you subject to the notices, terms, and conditions set forth in these Terms of Use (the “Agreement”). In addition, when you use any Lampshade service (e.g., Customer Reviews), you will be subject to the rules, guidelines, policies, terms, and conditions applicable to such service, and they are incorporated into this Agreement by this reference.

Lampshade reserves the right to modify this Site and modify or amend this Agreement at any time. All changes will be effective immediately upon their posting on this Site. Material changes will be posted conspicuously on this Site. ACCESSING, BROWSING OR OTHERWISE USING THE SITE INDICATES YOUR AGREEMENT TO ALL THE TERMS AND CONDITIONS IN THIS AGREEMENT, SO PLEASE READ THIS AGREEMENT CAREFULLY BEFORE PROCEEDING.

If you do not agree to this Agreement, do not access or use this Site, and instead contact Lampshade in writing as set forth below for desired information.

USE OF SITE

You represent and warrant that you are at least 18 years old or visiting the Site under the supervision of a parent or guardian.

Subject to the terms and conditions of this Agreement, Lampshade hereby grants you a limited, revocable, non-transferable and non-exclusive license to access and use the Site by displaying it on your internet browser only for the purpose of shopping for personal items sold on the Site and not for any commercial use or use on behalf of any third party, except as explicitly permitted by Lampshade in advance. Any breach of this Agreement will result in the immediate revocation of the license granted in this paragraph without notice to you.

You may not reproduce, distribute, display, sell, lease, transmit, create derivative works from, translate, modify, reverse-engineer, disassemble, decompile or otherwise exploit this Site or any portion of it unless expressly permitted by Lampshade in writing. You may not make any commercial use of any of the information provided on the Site or make any use of the Site for the benefit of another business unless explicitly permitted by Lampshade in advance. Lampshade reserves the right to refuse service, terminate accounts, and/or cancel orders in its discretion, including, without limitation, if Lampshade believes that customer conduct violates applicable law or is harmful to Lampshade’s interests.

You may not submit content to the Site or use it in any manner that:

Is offensive, violent, promotes racism, bigotry, hatred, harassment or physical harm of any kind against any group or individual;

Is libelous or slanderous;

Is intended to cause commercial harm to us or to benefit a third party at our expense;

Exploits people in a sexual or violent manner, is pornographic or contains nudity, violence or offensive subject matter or contains a link to a website containing such material;

Involves any automated use of the system such as, but not limited to, using scripts to add friends or send comments or messages;

Collects others' names, personal information or contact information by electronic or other means for the purpose of sending unsolicited communications;

Constructs any links from any page on our website to any other site on the internet, or frames any page from our website on any other website;

Uses any automated or computerized process we have not previously authorized to access, obtain or download data or content;

Circumvents or modifies, attempts to or assists another in circumventing or modifying any security technology or software that is part of our website;

Interferes with any standard technical measures used by copyright owners to identify and protect copyrighted works;

Transmits or disseminates any kind of material that contains viruses, bots, worms, or any other computer code, files or programs that interrupt, destroy or limit the functionality or operation of any computer software or hardware or telecommunication systems of third parties, interrupt the normal execution of communications, interfere with or interrupt the services provided on this website otherwise permits the unauthorized use of or access to a computer or a computer network; or

Uses the website and its services in a manner inconsistent with any and all applicable laws and regulations.

We have the right, but no obligation, to remove any submitted content for any reason. We may, at our sole discretion, remove any content that violates these terms and or is deemed to be objectionable or inappropriate for any reason.

Lampshade may assign you a password and account identification to enable you to access and use certain portions of this Site. Each time you use a password or identification, you will be deemed to be authorized to access and use the Site in a manner consistent with the terms and conditions of this Agreement, and Lampshade has no obligation to investigate the authorization or source of any such access or use of the Site. YOU WILL BE SOLELY RESPONSIBLE FOR ALL ACCESS TO AND USE OF THIS SITE BY ANYONE USING THE PASSWORD AND IDENTIFICATION ORIGINALLY ASSIGNED TO YOU WHETHER OR NOT SUCH ACCESS TO AND USE OF THIS SITE IS ACTUALLY AUTHORIZED BY YOU, INCLUDING WITHOUT LIMITATION, ALL COMMUNICATIONS AND TRANSMISSIONS AND ALL OBLIGATIONS (INCLUDING WITHOUT LIMITATION FINANCIAL OBLIGATIONS) INCURRED THROUGH SUCH ACCESS OR USE. You are solely responsible for protecting the security and confidentiality of the password and identification assigned to you. You shall immediately notify Lampshade of any unauthorized use of your password or identification or any other breach or threatened breach of this Site's security.

INTELLECTUAL PROPERTY

All copyrightable text, graphics, charts, photographs, icons, images, audio, video, software (collectively, “content”), belongs exclusively to Lampshade or its Content suppliers. The design, collection, selection, arrangement, and assembly of all Content on this Site (the “Compilation”) belongs exclusively to Lampshade or its Software suppliers. The Content, the Compilation and the Software are all protected by U.S. and international copyright laws. The distinctive and original layout and presentation of this Site also constitutes protectable trade dress under applicable federal law. In addition, many proprietary names and marks belonging to Lampshade appear through this Site. This Site may also contain references to third-party marks, and copies of third-party copyrighted materials, which are the property of their respective owners. The use of any Lampshade trademark and/or service mark without the express written consent of Lampshade is strictly prohibited. You may not use any Lampshade trademark or service mark in any way that is likely to cause confusion. You may not use any Lampshade trademark or service mark that in any way disparages or discredits Lampshade. Any unauthorized use of any trade dress, marks or any other intellectual property belonging to Lampshade or any third party is strictly prohibited, and will be prosecuted to the fullest extent of the law.

TRADEMARKS

Lampshade is the owner of a variety of brand identification property which represent our vision to provide products and services related to our high quality standard specialty coffee and other products and services. We own at least one trademark and service marks that have been registered with the United States Patent and Trademark Office, which includes Lampshade®. You may refer to Lampshade’s trademarks in a manner that is not misleading and clearly acknowledges Lampshade’s ownership of our marks. By using this website, you acknowledge our ownership of our marks and agree not to challenge our rights. You may not use any of Lampshade’s marks or trade dress in any manner that would lead to confusion as to the source of any product or service, in any manner that would falsely suggest that Lampshade is affiliated with, endorses, or sponsors any product or service, or in any manner that would disparage our marks and brand. Our website may include references to marks that belong to other parties. These marks are the property of their respective owners, which may or may not be affiliated or connected with us in some way. We do not authorize you to use any third party’s marks.

COPYRIGHT

As between you and us, we own and reserve all right, title, and interest in and to our website. This includes the copyright in the software and code that allow you to operate the website and the copyright in all content including text, graphics, and images. We hereby grant you a limited non-sublicensable, revocable, license to use our website for personal non-commercial use. You may not copy, distribute, perform or display publicly, prepare derivative works based from, or use our website except as expressly provided in these terms and conditions unless you receive our prior written permission. You may not use our website to collect data or account or other information. You may not reverse engineer any part of our website. We reserve the right to terminate your license to use this website if you do not comply with these terms and conditions.

RISK OF LOSS; TERMS OF SALE

All purchases made by you on this Site are subject to Lampshade’s Terns of Sale, which are incorporated into these Terms of Use by this reference. Please read them carefully before placing any orders on the Site, because you will be bound by the Terms of Sale.

TERMINATION AND EFFECT OF TERMINATION

In addition to any other legal or equitable remedies, Lampshade may, without prior notice to you, immediately terminate the Agreement or revoke any or all of your rights granted under this Agreement. Upon any termination of this Agreement, you must immediately cease all access to and use of the Site and Lampshade may, in addition to any other legal or equitable remedies, immediately revoke all password(s) and account identification issued to you and deny your access to and use of this Site in whole or in part. Any termination of this Agreement will not affect the respective rights and obligations (including without limitation, payment obligations) of the parties arising before the date of termination.

INTERNATIONAL ACCESS

This Site may be accessed from countries other than the United States. This Site may contain products or references to products that are not available outside of the United States. Any such references do not imply that such products will be made available outside the United States. Lampshade makes no representations that the materials on this Site are appropriate or available for use in other countries besides the United States. If you access and use this Site outside the United States you are solely responsible for complying with your local laws and regulations.

ACCURACY OF INFORMATION

We attempt to be as accurate as possible; however, we do not warrant that all product descriptions, photographs, pricing or other information on the Site is accurate, complete, current, or error-free. All features, content, specifications, products and prices of products and services described or depicted on the Sites are subject to change at any time without notice. Lampshade takes reasonable efforts to accurately display the attributes of our products, including the applicable colors; however, the actual color you see will depend on your computer system, and we cannot guarantee that your computer will accurately display such colors. The inclusion of any products or services on the Site at a particular time does not imply or warrant that these products or services will be available at any time.

We may make changes in information about price and availability without notice. The price displayed on the website may differ from the price for the same item sold as in-person merchandise. While it is our practice to confirm orders by email, the receipt of an email order confirmation does not constitute our acceptance of an order or our confirmation of an offer to sell a product or service. In the event a product is listed at an incorrect price or with incorrect information due to typographical error or error in pricing or product information received from our suppliers, Lampshade has the right to refuse or cancel any orders placed for product listed at the incorrect price. Lampshade has the right to refuse or cancel any such orders whether or not the order has been confirmed and your credit card charged. If your credit card has already been charged for the purchase and your order is canceled, Lampshade will immediately issue a credit to your credit card account in the amount of the charge.

NO LIABILITY

In no event will Lampshade or any of its members, officers, representatives, directors, employees, consultants or agents be liable for any direct, indirect, punitive, special, incidental, exemplary or consequential damages or any damages whatsoever (including without limitation, damages for loss of use, data, information, profits or business interruption) arising out of or in any way related to the use or performance of this Site or any linked website or to any material, information, data, products, or services obtained through this Site, or otherwise arising out of your use of this Site, your inability to use this Site or any decision made or action taken by you in reliance of any information, advice or materials provided on this Site, whether such damages are based in tort, contract, negligence, strict liability or otherwise, even if Lampshade has been advised of the possibility of such damages. Your sole and exclusive remedy is to discontinue your access to and use of the Site.

TYPOGRAPHICAL ERRORS

In the event a product is listed at an incorrect price or with incorrect information due to typographical error or error in pricing or product information received from our suppliers, Lampshade shall have the right to refuse or cancel any orders placed for product listed at the incorrect price. Lampshade will have the right to refuse or cancel any such orders whether or not the order has been confirmed and your credit card charged. If your credit card has already been charged for the purchase and your order is canceled, Lampshade will immediately issue a credit to your credit card account in the amount of the charge.

THIRD PARTY LINKS

This Site may contain links to other sites on the Internet that are owned and operated by third parties. Such links are provided only as a service to our visitors. Lampshade is not, directly or indirectly, implying any approval, association, sponsorship, endorsement or affiliation with the linked or linking website, unless specifically stated on this Site. Lampshade has not reviewed all such websites and is not responsible for the content, accuracy, or policies of any such websites. Neither we nor any of our respective affiliates are responsible for any content, materials or other information located on or accessible from any other website(s). Neither we nor any of our respective affiliates endorse, guarantee, or make any representations or warranties regarding any other websites, or any content, materials or other information located or accessible from any other websites, or the results that you may obtain from using any other websites. You link to any other pages or websites at your own risk, and your use of such websites will be controlled by the terms of use posted on that site. You should review the terms of use of any website to which you navigate.

If you operate another website and are interested in linking to our Site, you agree to be bound by the following rules: (1) the link must be a text-only link clearly marked; (2) the link must “point” to the URL “https://lampshadecoffee.com” and not to any other pages; (3) the link, and use thereof, must be in connection with a website of appropriate subject matter which furthers the mission of Intelligentsia; (4) the link, and use thereof, may not be such that may damage or dilute the goodwill associated with Lampshade’s names and marks; (5) the link, and use thereof, may not create the false appearance that an entity other than Lampshade is associated with or sponsored by Lampshade; (6) the link, when activated by a user, must display this site full-screen and not with a “frame” on the linked website; and (7) Lampshade reserves the right to revoke consent to the link at any time in its sole discretion, either by amending these Terms of Use or through other notice.

COPYRIGHT COMPLAINTS

Lampshade respects the intellectual property of others. If you believe that your work has been copied in a way that constitutes copyright infringement, please follow our Notice and Procedure for Making Claims of Copyright Infringement.

PRIVACY POLICY

By your access and use of this Site, you hereby agree to the terms of the Lampshade Privacy Policy, which are incorporated into these Terms of Use by this reference.

ARBITRATION AGREEMENT

Any legal dispute between you and Lampshade concerning or arising out of these Terms, shall be resolved through binding individual arbitration unless you opt out of this Arbitration Agreement using the process explained below. You understand and agree that you are waiving your right to sue or go to court to assert or defend your rights under this contract. However, either you or Lampshade may bring any individual claim in small claims court consistent with the jurisdictional and dollar limits that may apply, as long as it is brought and maintained as an individual claim. You may opt out of this Arbitration Agreement within the first 60 days after the earliest of the first time you (a) make a purchase from the Site; (b) sign up for any service provided by Lampshade and (c) purchase an Lampshade gift card, including without limitation the Rewards Program, by sending a signed letter to Arbitration Opt-Out, Attn: Legal, 448 W. 19th Street, #535, Houston, Texas 77008.. The letter must include your printed name, address, and the words “Reject Arbitration”.

Either party may initiate arbitration, which will be conducted by the American Arbitration Association (“AAA”) pursuant to its Consumer Arbitration Rules (“AAA Rules”), as modified by this Arbitration Agreement. The AAA Rules are available on the AAA’s website www.adr.org, or by calling the AAA at (800) 778-7879. In the event the AAA is unavailable or unwilling to hear the dispute, the parties shall agree to, or the court shall select, another arbitration provider. Unless you and Lampshade agree otherwise, any arbitration hearing shall take place in the county of your residence. If you live outside the United States, any arbitration will take place in Harris County, TX. We encourage you to email Lampshade in advance of filing a claim for arbitration to see if the dispute can be settled prior to arbitration.

All arbitrations shall proceed on an individual basis. The arbitrator is empowered to resolve the dispute with the same remedies available in court, however, any relief must be individualized to you and shall not affect any other customer. You and Lampshade also agree that each may bring claims against the other in arbitration only in your or their respective individual capacities and in so doing you and Lampshade hereby waive the right to a trial by jury, to assert or participate in a class action lawsuit or class action arbitration, to assert or participate in a private attorney general lawsuit or private attorney general arbitration, and to assert or participate in any joint or consolidated lawsuit or joint or consolidated arbitration of any kind. If a court decides that applicable law precludes enforcement of any of this paragraph’s limitations as to a particular cause of action, then that cause of action (and only that cause of action) must remain in court and be severed from any arbitration.

This Arbitration Agreement shall be governed by, and interpreted, construed, and enforced in accordance with, the Federal Arbitration Act and other applicable federal law. To the extent state law applies to any aspect of these Terms and Conditions, or to any disputes and claims that are covered by the Arbitration Agreement, the law of the State of Texas will govern. Except as set forth above, if any portion of this Arbitration Agreement is deemed invalid or unenforceable, it will not invalidate the remaining portions of the Arbitration Agreement.

REMEDIES

You agree that Lampshade’s remedy at law for any actual or threatened breach of this Agreement would be inadequate and that Lampshade will be entitled to specific performance or injunctive relief, or both, in addition to any damages that Lampshade may be legally entitled to recover, together with reasonable expenses of any form of dispute resolution, including, without limitation, attorneys' fees.

No right or remedy of Lampshade shall be exclusive of any other, whether at law or in equity, including without limitation damages injunctive relief, attorneys' fees and expenses.

No instance of waiver by Lampshade of its rights or remedies under these terms and conditions shall imply any obligation to grant any similar, future or other waiver.

SEVERABILITY

If any provision of these Terms of Use is found to be illegal or unenforceable or invalid, the remaining provisions of these Terms of Use shall be unaffected and shall continue to be fully valid, binding, and enforceable.

RETURNS

We have a 30-day return policy on unopened and unused products. If you are unsatisfied with any purchase you have made with us for any reason, please contact us via the information below for a full refund of the purchase price within 30 days of shipment. Tell us your name, the order number, which items, how many you are returning, and the reason for the return. We will reply to the email with a Return Merchandise Account number and instructions on how to send the items back to us.

ENTIRE AGREEMENT

By your access or use of this Site, you hereby agree to these Terms of Use. These Terms of Use, together with the Lampshade’s Privacy Policy and Terms of Sale constitute the entire agreement between you and Lampshade with respect to your access and use of this Site and supersede all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter. Any waiver of any provision of these Terms of Use will be effective only if in writing and signed by Lampshade. These Terms of Use will inure to the benefit of Lampshade’s successors and assigns.

ELECTRONIC COMMUNICATIONS

You acknowledge that these Terms of Use are a valid and binding agreement. To the fullest extent permitted by law, you agree that these Terms of Use and any other documentation, agreements, notices or communications between you and Lampshade may be provided to you electronically. Please print a copy of all such documentation, agreements, notices or other communications for your reference.

COPYRIGHT INFRINGEMENT CLAIMS PROCEDURE

We do not permit anyone to post materials on our website that infringe the copyrights of others. We have adopted and will follow the procedures outlined in Digital Millennium Copyright Act (DMCA), 17 U.S.C. § 512, to address claims that copyright-protected material has been placed on our website without permission from the copyright owner.

A) Notice to a Designated Agent

If you claim ownership of copyright in material posted on our website and you believe that posting it infringes your copyright -- or if you are authorized to act on behalf of a person who makes such a claim -- you may send us notice of your claim by filling out and submitting the notice by email or regular mail, or by sending a notice in accordance with the Notice Requirements in the following Section B, to the following: Mail:

Lampshade Coffee LLC
Attn: Legal Counsel
448 W. 19th Street, #535
Houston, Texas 77008

If by email, include the following at the beginning of the subject line: “Attn: Legal re DMCA notice” and send to: info@lampshadecoffee.com.

B) Notice Requirements

To be sure we are able to address your claim, you must include the following information in your notice:

Your physical or electronic signature. The notice should be signed either by the copyright owner of the infringing work or by someone authorized to act on the copyright owner’s behalf;

Identification of the copyrighted work you claim was infringed. If multiple copyrighted works are covered by the same notification, you may provide a representative list of the infringed works.

Identification of where on our website the copyrighted material can be found. Please provide a complete URL and any additional information necessary to enable us to locate and identify the claimed infringing material.

Your contact information. Please provide an address, telephone number, and, if available, an email address at which we can contact the complaining party.

Certification of Infringement. The notice must certify that the complaining party has a good faith belief that use of the material on our website is not authorized by the copyright owner, its agent, or the law.

Certification of Accuracy. The notice must also state that the information supplied is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

If you fail to comply substantially with these notice requirements you may experience delay while we seek supplemental information. In the event we are unable to obtain supplemental information that substantially complies with these requirements we may deny your request to remove or disable the material.

Takedown Upon Notice. Upon receipt of proper notification of claimed copyright infringement, we will respond promptly to remove, or disable access to, the material.

Counter Notification. After disabling or removing the alleged infringing material, we will take reasonable steps promptly to notify the user who posted the material that the material was removed or access was disabled. Thereafter, the user may provide a counter notification. To submit a proper counter notification a user must provide:

A physical or electronic signature of the user providing the counter notification.

Identification of the material that was removed or to which access has been disabled and the location at which the material appeared before it was removed or access was disabled.

A statement by the user that “I swear, under penalty of perjury, that I have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled.”

The user's full name, address, telephone number, and user name.

If the user's address is located within the United States, the following statement: “I consent to the jurisdiction of the Federal District Court in which my address is located and I will accept service of process from the person who provided notification under subsection (c)(1)(C) or an agent of such person.”

If the user's address is not located within the United States, the following statement: “I consent to the jurisdiction of the Federal District Court for any judicial district in which Lampshade Coffee LLC may be found and I will accept service of process from the person who provided notification under subsection (c)(1)(C) or an agent of such person.”

Actions Upon Counter Notification. Upon receipt of a counter notification of the type described above we will promptly provide the person who gave the original notice of infringement a copy of the counter notification. We will also inform the original claimant that we will replace the removed material or cease disabling access to the material unless we receive notice, no more than 10 business days thereafter, that the claimant has filed an action seeking a court order to restrain the user from engaging in infringing activity relating to the material.

Repeat Infringers. Posting infringing materials is a violation of our website's terms and conditions. We will not permit repeated violations of this policy. In appropriate circumstances, we may terminate any user account, disable the user’s password, or take other appropriate action with respect to any user or users if we make a reasonable determination that the user or users are repeat infringers.

MISREPRESENTATIONS

The DMCA, 17 U.S.C. § 512(f), provides for penalties against persons who knowingly materially misrepresent that material or activity is infringing or that material or activity was removed or disabled by mistake or misidentification. If you have questions about any notification or counter notification to be provided hereunder, please seek advice from knowledgeable counsel. THE INFORMATION PRESENTED HERE IS PROVIDED FOR INFORMATIONAL PURPOSES ONLY AND DOES NOT CONSTITUTE LEGAL ADVICE.

WEBSITE

©2021, Lampshade Coffee LLC, All Rights Reserved.
All information contained on this site is property of Lampshade Coffee LLC unless otherwise noted. Any reproduction without express written consent of Lampshade is prohibited.

OUR MAILING ADDRESS

Please send any questions or comments (including all inquiries unrelated to copyright infringement) regarding this Site to:
Lampshade Coffee LLC
448 W. 19th Street, #535
Houston, Texas 77008
info@lampshadecoffee.com