Terms of Service
Last Updated: May 13, 2020
1. Acceptance of Terms
By accessing or using our websites (collectively, the “Sites”) provided by Counter Culture Coffee, Inc. (collectively, “Counter Culture,” “we” or “us”) that link to these Terms, you agree to be bound by these Terms and all of the terms incorporated herein by reference.
By accepting these Terms, you represent that you are 18 years of age or older and that, if you have accepted these Terms on behalf of any person or entity, you represent that you have legal authority to do so and that such person or entity agrees to be responsible to us if you or such person or entity violates these Terms.
If you do not agree to every provision of these Terms, you may not access or use the Site, or order, receive, or use coffee, merchandise or products made available through the Sites (collectively, the “Products”).
By accessing or using the Sites, you represent and warrant that you have not been previously suspended or removed from the Sites, or engaged in any activity that could result in suspension or removal from the Sites.
These Terms may be revised at any time for any reason, and Counter Culture may provide you notice of these changes by any reasonable means, including by providing notice through the Sites. You can determine when we last updated the Site by referring to the “Last Updated” legend at the top of these Terms. By continuing to access, browse or use the Site, or order, receive or use the Products, you confirm your acceptance of the revised Terms and all the terms incorporated herein by reference. We strongly recommend that you periodically visit this page of the Site to review these Terms. If you do not agree to the revised Terms, you may not access or use the Site, or order, receive, or use Products made available through the Sites.
In order to access and use certain areas or features of the Sites, you will need to register for a Counter Culture account. Each registration is for a single user only.
By creating a Counter Culture account, you agree to (a) provide accurate, current and complete account information, (b) maintain and promptly update, as necessary, your account information, (c) maintain the security of your account credentials, (d) be responsible for the acts or omissions of any third party who has authority to access or use the Sites on your behalf, and (e) immediately notify us if you discover or otherwise suspect any security breaches related to the Sites or your account. Any changes to your registration information may be made by sending such changes to this email address (firstname.lastname@example.org). If you provide information that is untrue, inaccurate, not current or incomplete, we may suspend or terminate your account and refuse any and all current or future use of the Site.
By creating a Counter Culture account, you also consent to receive electronic communications from Counter Culture (e.g., via email or by posting notices to the Sites). These communications may include notices about your account (e.g., payment authorizations, password changes and other transactional information) and are part of your relationship with us. You agree that any notices, agreements, disclosures or other communications that we send to you electronically will satisfy any legal communication requirements, including, but not limited to, that such communications be in writing. You should maintain copies of electronic communications from us by printing a paper copy or saving an electronic copy. We may also send you promotional communications via email, including, but not limited to, newsletters, special offers, surveys and other news and information we think will be of interest to you. You may opt out of receiving these promotional emails at any time by following the unsubscribe instructions provided therein.
3. Terms of Sale; Purchases and Subscriptions; Free Trials
We offer products for purchase and coffee subscription plans.
Coffee Subscriptions. We offer various coffee subscription plans (each, a “Coffee Subscription”). For more information about our Coffee Subscriptions, please visit the shop page on our website and our Subscription Order FAQs.
Continuous Subscriptions. WHEN YOU REGISTER FOR A COFFEE SUBSCRIPTION, YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT (A) COUNTER CULTURE (OR OUR THIRD PARTY PAYMENT PROCESSOR) IS AUTHORIZED TO CHARGE YOU AT INTERVALS CONSISTENT WITH YOUR SELECTED DELIVERY FREQUENCY FOR YOUR COFFEE SUBSCRIPTION (IN ADDITION TO ANY APPLICABLE TAXES AND OTHER CHARGES) FOR AS LONG AS YOUR COFFEE SUBSCRIPTION CONTINUES, AND (B) YOUR COFFEE SUBSCRIPTION IS CONTINUOUS UNTIL YOU CANCEL IT OR WE SUSPEND OR STOP PROVIDING ACCESS TO THE SITES OR PRODUCTS IN ACCORDANCE WITH THESE TERMS. OUR SUBSCRIPTION ORDER FAQs EXPLAIN HOW TO CHANGE, SKIP, OR CANCEL YOUR COFFEE SUBSCRIPTION DELIVERIES.
Coffee Subscription Modifications and Cancellations. YOU MAY MODIFY OR CANCEL YOUR COFFEE SUBSCRIPTION AS SET FORTH IN THE SUBSCRIPTION ORDER FAQs OR BY CONTACTING US DIRECTLY VIA EMAIL at email@example.com. MODIFICATIONS OR CANCELLATIONS MAY TAKE UP TO ONE BUSINESS DAY TO BE PROCESSED. ANY COFFEE ORDER THAT IS DELIVERED PRIOR TO THE PROCESSING OF ANY ORDER CHANGE CANNOT BE CANCELLED, AND YOU WILL BE RESPONSIBLE FOR ALL CHARGES (INCLUDING ANY APPLICABLE TAXES AND OTHER CHARGES) INCURRED FOR DELIVERIES THAT OCCUR PRIOR TO THE TIME IN WHICH THE MODIFICATION OR CANCELLATION OF YOUR COFFEE SUBSCRIPTION HAS BEEN PROCESSED.
In the event you cancel your Coffee Subscription, please note that we may still send you promotional communications about Counter Culture, unless you opt out of receiving those communications by following the unsubscribe instructions provided therein.
Free Trials. From time to time, to the extent legally permitted, we may offer free trials of certain subscriptions for specified periods of time without payment. If we offer you a free trial, the specific terms of your free trial will be provided in the marketing materials describing the particular trial or at registration.
Payment and Billing Information
By providing a credit card or other payment method that we accept, you represent and warrant that you are authorized to use the designated payment method and that you authorize us (or our third party payment processor) to charge your payment method for the total amount of your subscription or other purchase (including any applicable taxes and other charges) (collectively, as applicable, an “Order”). If the payment method cannot be verified, is invalid or is otherwise not acceptable, your Order may be suspended or cancelled. You must resolve any problem we encounter in order to proceed with your Order. In the event you want to change or update payment information associated with your Counter Culture account, you can do so at any time by logging into your account and editing your payment information.
You acknowledge that the amount billed may vary due to promotional offers, changes to your Coffee Subscription or changes in applicable taxes or other charges, and you authorize us (or our third party payment processor) to charge your payment method for the corresponding amount.
4. Pricing and Availability
All prices are shown in U.S. dollars and applicable taxes and other charges, if any, are additional. We reserve the right to adjust prices as we may determine in our sole discretion, at any time and without notice; provided, however, that if we change the amounts or other charges associated with your Coffee Subscription, we will provide advance notice of such changes in accordance with Section 2. We will not, however, be able to notify you of changes in any applicable taxes. The shipment of Products, as applicable, to you after our delivery of such notice will confirm your acceptance of such changes, unless you cancel your subscription(s) in accordance with the cancellation policies set forth in Section 3, as applicable.
All offers made pursuant to these Terms & Conditions are subject to availability. We reserve the right to impose quantity limits on any Order, to reject all or part of an Order, to discontinue offering certain coffees or products without prior notice. In the unlikely event that a particular coffee selection is currently unavailable, either as part of an individual order or as part of a coffee subscription shipped pursuant to a Coffee Club membership, a substitute of similar style and of equal or greater value will be supplied in your shipment.. The Company shall not be liable for any errors or omissions in product pricing or discounts offered to customers, and in the event of any such error or omission, the Company reserve the right to cancel affected orders and refund the charge to you as your sole remedy. The Company reserve the right to change product pricing and discounts offered at any time. IN THE EVENT PRODUCT PRICING CHANGES WITH RESPECT TO COFFEE CLUB SHIPMENTS, THE COMPANY WILL NOTIFY YOU IN ADVANCE OF SUCH PRICE MODIFICATION AND YOU WILL HAVE THE OPPORTUNITY TO CANCEL YOUR MEMBERSHIP TO THE COFFEE CLUB PRIOR TO BEING CHARGED FOR YOUR NEXT SHIPMENT.
We will collect applicable sales tax on Products shipped to the states for which we determine we have a duty to collect sales tax. If an item is subject to sales tax, you agree that the amount of taxes shown at checkout may be adjusted. Several factors may cause this, such as variances between processor programs and changes in tax rates.
6. Shipping and Handling
You agree to pay any shipping and handling charges shown at the time you make a purchase. We reserve the right to increase, decrease, add or eliminate shipping and handling charges from time to time, but we will provide notice of the charges applicable to you before you make your purchase. Generally, shipping is handled by a third-party courier. Actual delivery dates may vary. You agree that you will not obtain, or direct shipment of, a Product for export. All Products purchased from us are made pursuant to a shipment contract. This means that title to and the risk of loss of such Products passes to you upon our delivery of the Product to the third party courier.
You are responsible for inspecting all Products you receive from us for any damage or other issues upon delivery.
8. Returns and Refunds
If you are dissatisfied with the coffee you received from us, please contact us at firstname.lastname@example.org, including your order number and which coffee(s) you would like to return and why. Because we roast to order, the following rules apply:
- Orders must be cancelled by 10am on the day the order is scheduled to roast/ship.
- You may cancel pending orders by contacting us at email@example.com.
- If you use a credit card in connection with your purchase, it will generally be charged by the end of the business day on which you place your order.
- Once an order has been shipped and your payment has been processed, you may request a refund by contacting us at firstname.lastname@example.org.
- We will refund the cost of up to two 12 oz. bags of a single selection per order.
- To receive a refund, unused portions of coffees must be returned at the customer’s expense.
- Shipping costs will not be refunded.
- Refunds will be honored up to 30 days after roast date, but not afterward.
If you are dissatisfied with any non-coffee product you purchased through the Sites, you may return the product within thirty (30) days of the date you received the product by contacting email@example.com, and following the shipping instructions we supply; provided, that all returned products must be unused and in their original packaging. After we receive your returned product, we will issue you a refund for the price you paid for the product (less any applicable shipping and handling charges). If you do not comply with the terms of this section, you will be ineligible to receive a refund.
9. License to Access and Use the Sites and Site Content
Unless otherwise indicated in writing by us, the Sites and all content and other materials contained therein, including, without limitation, the Counter Culture logo and all designs, text, graphics, pictures, information, data, software, User Content (as defined in Section 12), other files and the selection and arrangement thereof (collectively, “Content”) are the property of Counter Culture or our licensors or users, as applicable, and are protected by U.S. and international copyright and other laws.
Subject to the Terms of this Agreement, you are hereby granted a personal, non-exclusive, non-transferable, non-sublicenseable license to access and make personal, non-commercial use of the Sites and Content. All rights not expressly granted herein are reserved. You do not acquire any ownership interest in the Sites or Content under these Terms, or any other rights thereto other than to use the Site in accordance with the license granted, and subject to all terms, conditions and restrictions of these Terms.
However, such license is subject to these Terms and does not include any right to, and you shall not, directly or indirectly: (a) sell, resell or use commercially the Sites or Content, (b) distribute, publicly perform or publicly display any Content, (c) modify or otherwise make any derivative uses of the Sites or Content, or any portion thereof, (d) use any data mining, robots or similar data gathering or extraction methods, (e) download (other than the page caching) any portion of the Sites or Content, except as expressly permitted by us, (f) use the Sites to stalk, threaten, or otherwise violate the rights of others, including without limitation others’ privacy rights or rights of publicity; (g) interfere with the Sites or servers or networks used in connection with the Sites; or (h) use the Sites or Content other than for their intended purposes.
Any use of the Sites or Content other than as specifically authorized herein, without our prior written permission, is strictly prohibited and will terminate the license granted herein. Such unauthorized use may also violate applicable laws, including, without limitation, copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated by us, nothing in these Terms shall be construed as conferring any right or license to any patent, trademark, copyright or other proprietary rights of Counter Culture or any third party, whether by estoppel, implication or otherwise. This license is revocable at any time.
You will not remove, alter or conceal any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Content and you will not reproduce, modify, adapt, prepare derivative works based on, perform, display, publish, distribute, transmit, broadcast, sell, license or otherwise exploit the Content.
You are hereby granted a personal, non-exclusive, non-transferable, non-sublicenseable license to access and make personal, non-commercial use of the Sites and Content, subject to these Terms. All rights not expressly granted herein are reserved. You do not acquire any ownership interest in the Sites or Content under these Terms, or any other rights thereto other than to use the Site in accordance with the license granted, and subject to all terms, conditions and restrictions of these Terms.
The Counter Culture logo, and any other Counter Culture product or service names, trademarks, logos, or other indicia (“Marks”) that may appear on the Sites or products are the property of Counter Culture or its subsidiaries, affiliates or third parties, and may not be copied, imitated or used, in whole or in part, without our prior written permission. Nothing contained in the Sites shall be construed as granting, by implication or otherwise, any license or right to use any such Mark without the prior written permission of Counter Culture or such third party that may own such Mark. Your misuse of any such Mark, or any other Content, is strictly prohibited.
11. Legal Requirements; Privacy Statement
12. User Content
You are solely responsible and liable for all data, information and other materials (“User Content”) that you submit, upload, post, e-mail or otherwise transmit (“Transmit”) in connection with the Site. In addition, we have no control over, and shall have no liability for, any damages resulting from the use (including without limitation republication) or misuse by any third party of information made public through the Site. IF YOU CHOOSE TO SUBMIT TO US, OR OTHERWISE MAKE ANY PERSONAL INFORMATION OR OTHER INFORMATION PUBLICLY AVAILABLE, YOU DO SO AT YOUR OWN RISK AND COMPANY SHALL HAVE NO RESPONSIBILITY OR LIABILITY THEREFOR.
You agree that you will not, and will not permit anyone else to, directly or indirectly:
- Transmit any User Content that is unlawful, harmful, threatening, abusive, hateful, obscene, harassing, tortious, defamatory, libelous, slanderous, pornographic, profane, vulgar, offensive, lewd, invasive of another’s privacy or racially, ethnically or otherwise objectionable;
- Transmit any User Content: (i) that you do not have the right to Transmit, under any law or contractual or fiduciary relationships, including, without limitation, any inside information or proprietary or confidential information; (ii) that infringes any patent, copyright, trademark or other intellectual property right or misappropriates any trade secret or right of privacy of any third-party; (iii) that constitutes unsolicited or unauthorized advertising or promotional materials, “spam,” “chain letters,” or pyramid schemes; or (iv) that contains any software routine, code, instruction or virus that is designed to disable, delete, modify, damage or erase software, hardware or data;
- Forge headers or otherwise manipulate identifiers in order to disguise any User Content Transmitted through the Site.
Although we have no obligation to screen, edit or monitor User Content, we reserve the right, and have absolute discretion, to remove, screen or edit User Content posted or stored on the Sites at any time and for any reason, and you are solely responsible for creating backup copies of and replacing any User Content you post or store on the Sites at your sole cost and expense.
13. Rights in User Content
You acknowledge and agree that Company may disclose or use any User Content that you Transmit for purposes that include, but are not limited to: (a) enforcing these Terms; (b) complying with any laws, regulations or rules of any federal, state or local government or agency; (c) responding to claims that any User Content violates the rights of third parties; or (d) protecting the rights or property of Company, its customers or the public.
Separate and apart from User Content, you can submit questions, comments, suggestions, ideas, original or creative materials or other information about Counter Culture, the Sites or our coffee or products (collectively, “Feedback”). Feedback is nonconfidential and shall become the sole property of Counter Culture. Counter Culture shall own exclusive rights, including, without limitation, all intellectual property rights, in and to such Feedback and shall be entitled to the unrestricted use and dissemination of this Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
15. Linked Sites
We have not reviewed all of the websites linked to the Sites and are not responsible for the content of any third-party pages or any other websites linked to the Sites. Nothing in the Sites, including, without limitation, any links to other websites, should be construed as an endorsement of any products, services or information of any other persons or companies by Counter Culture. Your choice to link to any other website is at your own risk, and you agree to comply with all terms and conditions relating to such websites. Counter Culture reserves the right not to link, or to remove the link, to a particular website at any time. Any links to third party websites are provided as a convenience to you and are neither owned nor operated by Counter Culture. We have no control over these linked websites and make no representations or warranties with respect to these linked websites. Your viewing and use of any third-party websites is at your sole discretion and risk.
To the fullest extent permitted by applicable law, you agree to defend, hold harmless and indemnify Counter Culture, its subsidiaries and affiliates, business partners, contractors, clients and service providers, and their respective officers, employees, agents and representatives (collectively, the “Counter Culture Parties”) from and against any claims, liabilities, costs or damages, including reasonable attorneys’ fees and paralegal fees through final appeals, made by any third party, relating to or arising from your use of the Sites, any User Content that you Transmit to or through the Sites, any Feedback you provide, any violation of these Terms by you, or any other act or omission by you, including your violation of any rights of another, arising from your use of the Sites. You further agree that Counter Culture shall have control of the defense or settlement of any third party claims. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and Counter Culture.
ALL PRODUCTS AND THE SITES AND THE CONTENT ARE PROVIDED ON AN “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS” BASIS. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, NEITHER COUNTER CULTURE NOR THE COUNTER CULTURE PARTIES MAKE ANY REPRESENTATIONS OR WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, AS TO: (A) THE PRODUCTS OR THE SITES; (B) THE SITE CONTENT; (C) USER CONTENT; OR (D) SECURITY ASSOCIATED WITH THE TRANSMISSION OF INFORMATION TO THE SITES. IN ADDITION, THE COUNTER CULTURE PARTIES HEREBY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, CUSTOM, TRADE, QUIET ENJOYMENT, SYSTEM INTEGRATION AND FREEDOM FROM COMPUTER VIRUS.
THE COUNTER CULTURE PARTIES DO NOT REPRESENT OR WARRANT THAT THE SITES WILL BE ERROR-FREE OR UNINTERRUPTED; THAT DEFECTS WILL BE CORRECTED; OR THAT THE SITES OR THE SERVER THAT MAKES THE SITES AVAILABLE IS FREE FROM ANY HARMFUL COMPONENTS, INCLUDING, WITHOUT LIMITATION, VIRUSES. THE COUNTER CULTURE PARTIES DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT THE INFORMATION (INCLUDING ANY INSTRUCTIONS) ON THE SITES IS ACCURATE, COMPLETE, OR USEFUL. YOU ACKNOWLEDGE THAT YOUR USE OF THE SITES IS AT YOUR SOLE RISK. THE COUNTER CULTURE PARTIES DO NOT WARRANT THAT YOUR USE OF THE SITES IS LAWFUL IN ANY PARTICULAR JURISDICTION, AND THE COUNTER CULTURE PARTIES SPECIFICALLY DISCLAIM SUCH WARRANTIES. SOME JURISDICTIONS LIMIT OR DO NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES SO THE ABOVE DISCLAIMER MAY NOT APPLY TO YOU TO THE EXTENT SUCH JURISDICTION’S LAW IS APPLICABLE TO YOU AND THESE TERMS.
BY ACCESSING OR USING THE SITES YOU REPRESENT AND WARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE THE SITES.
THE COUNTER CULTURE PARTIES DO NOT ENDORSE CONTENT AND SPECIFICALLY DISCLAIM ANY RESPONSIBILITY OR LIABILITY TO ANY PERSON OR ENTITY FOR ANY LOSS, DAMAGE (WHETHER ACTUAL, CONSEQUENTIAL, PUNITIVE OR OTHERWISE), INJURY, CLAIM, LIABILITY OR OTHER CAUSE OF ANY KIND OR CHARACTER BASED UPON OR RESULTING FROM ANY PRODUCT OR THE SITE.
18. Limitation of Liability; Waiver
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COUNTER CULTURE PARTIES BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING, BUT NOT LIMITED TO, LOSS OF REVENUE, INCOME OR PROFITS, LOSS OF USE OR DATA, LOSS OR DIMINUTION IN VALUE OF ASSETS OR SECURITIES, OR DAMAGES FOR BUSINESS INTERRUPTION) ARISING OUT OF OR IN ANY WAY RELATED TO THE ACCESS TO OR USE OF SITES OR CONTENT (INCLUDING, BUT NOT LIMITED TO, USER CONTENT, AND LINKS TO THIRD PARTY SITES), OR THE ORDER, RECEIPT OR USE OF ANY PRODUCT, OR OTHERWISE RELATED TO THESE TERMS (INCLUDING, BUT NOT LIMITED TO, ANY DAMAGES CAUSED BY OR RESULTING FROM RELIANCE ON ANY INFORMATION OBTAINED FROM ANY COUNTER CULTURE PARTY, OR FROM EVENTS BEYOND THE COUNTER CULTURE PARTIES’ REASONABLE CONTROL, SUCH AS SITE INTERRUPTIONS, DELETIONS OF FILES OR EMAILS, ERRORS OR OMISSIONS, DEFECTS, BUGS, VIRUSES, TROJAN HORSES, DELAYS IN OPERATION OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO THE COUNTER CULTURE PARTIES’ RECORDS, PROGRAMS OR SYSTEMS), REGARDLESS OF THE FORM OF ACTION, WHETHER BASED IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, SIMPLE NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED) OR ANY OTHER LEGAL OR EQUITABLE THEORY (EVEN IF THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE).
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF THE COUNTER CULTURE PARTIES (JOINTLY) ARISING OUT OF OR IN ANY WAY RELATED TO (A) THE ORDER, RECEIPT OR USE OF PRODUCTS PURCHASED FROM THE SITES EXCEED THE AMOUNT PAID FOR SUCH PRODUCTS. THE FOREGOING LIMITATIONS SHALL APPLY EVEN IN THE EVENT YOUR REMEDIES HEREUNDER FAIL OF THEIR ESSENTIAL PURPOSE, AND THE FOREGOING SHALL CONSTITUTE THE COUNTER CULTURE PARTIES’ SOLE LIABILITY AND OBLIGATION IN RESPECT HEREOF, REGARDLESS OF THE FORM OF ACTION, WHETHER BASED IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, SIMPLE NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), OR ANY OTHER LEGAL OR EQUITABLE THEORY.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU, ON BEHALF OF YOUR HEIRS, EXECUTORS, ADMINISTRATORS, LEGAL AND PERSONAL REPRESENTATIVES, HEREBY RELEASE, WAIVE, ACQUIT AND FOREVER DISCHARGE THE COUNTER CULTURE PARTIES FROM AND AGAINST, AND COVENANT NOT TO SUE ANY SUCH COUNTER CULTURE FOR, ALL CLAIMS YOU HAVE OR MAY HAVE ARISING OUT OF OR IN ANY WAY RELATED TO THESE TERMS.
IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE YOUR RIGHTS UNDER CALIFORNIA CIVIL CODE 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.”
19. ARBITRATION AND CLASS ACTION WAIVER
PLEASE READ THE FOLLOWING SECTION CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE CERTAIN DISPUTES AND CLAIMS WITH COUNTER CULTURE AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US.
EXCEPT FOR ANY DISPUTES, CLAIMS, CONTROVERSIES, SUITS, ACTIONS, CAUSES OF ACTION, DEMANDS OR PROCEEDINGS (COLLECTIVELY, “DISPUTES”) SEEKING INJUNCTIVE OR OTHER EQUITABLE RELIEF FOR THE ALLEGED UNLAWFUL USE OF INTELLECTUAL PROPERTY, INCLUDING, WITHOUT LIMITATION, COPYRIGHTS, TRADEMARKS, TRADE NAMES, LOGOS, TRADE SECRETS OR PATENTS, YOU AND COUNTER CULTURE AGREE THAT ANY DISPUTE ARISING OUT OF OR RELATING IN ANY WAY TO THIS AGREEMENT, THE PRODUCTS OR SERVICES SHALL BE FINALLY DECIDED BY MANDATORY, BINDING ARBITRATION UNDER THE CONSUMER ARBITRATION RULES OF THE AMERICAN ARBITRATION ASSOCIATION, except that you may assert claims in small claims court if your claims qualify. You agree that the U.S. Federal Arbitration Act governs the interpretation and enforcement of this provision. If the AAA is unavailable, the arbitration will be administered by another arbitration provider agreed to by the parties or that the court selects.
There is no judge or jury in arbitration. Arbitration allows for more limited discovery than in a court case. A neutral arbitrator decides a dispute, and court review of an arbitration award is limited. In an arbitration you have the right, at your expense, to be represented by an attorney of your choosing. Arbitrators can award the same damages and relief under these Terms that a court can award under these Terms. You and Counter Culture agree that any in-person arbitral hearing would occur before a single arbitrator in the United States in the same county and state as your billing address. Counter Culture further agrees that your filing fee for an arbitration will be capped at the amount set by the Consumer Rules for the American Arbitration Association. These rules may be found at www.adr.org.
REGARDLESS OF THE FORUM, YOU AND COUNTER CULTURE AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, REPRESENTATIVE OR PRIVATE ATTORNEY GENERAL PROCEEDING, AND THAT THE ARBITRATOR MAY NOT JOIN OR CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS WITH YOUR CLAIMS OR PRESIDE OVER ANY FORM OF CLASS, CONSOLIDATED, REPRESENTATIVE OR PRIVATE ATTORNEY GENERAL PROCEEDING. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim. If any part of this paragraph is found to be unenforceable, then the entirety of this arbitration provision shall be null and void.
If for any reason a claim proceeds in court rather than in arbitration we each waive any right to a jury trial to the extent permitted by law.
20. Modifications to the Sites and Products
We reserve the right in our sole discretion to modify, suspend or discontinue, temporarily or permanently, the Sites (or any features or parts thereof) or the provision of any Products at any time.
21. Special Admonitions for International Use
This Sites are hosted in the United States and are intended for use by residents of the United States of America only. All matters relating to the Sites are governed exclusively by the laws the State of North Carolina in the United States of America and not the jurisdiction in which you are located. If you are located outside of the United States of America and you contact us, please be advised that any information you provide to us will be transferred to the United States of America and that by submitting information, you explicitly authorize such transfer.
Notwithstanding anything contained in these Terms, we reserve the right, without notice and in our sole discretion, to terminate your right to access or use the Sites and to order, receive and use the Products, at any time and for any or no reason, and you acknowledge and agree that we shall have no liability or obligation to you in such event and that you will not be entitled to a refund of any amounts that you have already paid to us, to the fullest extent permitted by applicable law.
23. Governing Law and Jurisdiction
Company operates the Sites from Durham, North Carolina, U.S.A. These Terms and the transactions they contemplate, including without limitation their interpretation, construction, performance and enforcement shall be governed by the laws of the State of North Carolina, U.S.A. without reference to conflict or choice of law provisions, as applicable to contracts made and performed entirely within such State. The International Convention on the Sale of Goods, and other international treaties that are not mandatory with respect to contracts made and performed entirely in North Carolina, shall not apply. The exclusive forum for the resolution of any dispute relating to these Terms shall be in the state courts of North Carolina, U.S.A., or the United States District Court for the Eastern District of North Carolina and you agree to personal jurisdiction of such courts over you with regard to any dispute relating to these Terms and agree to service of process on you by e-mail to the address you have submitted on the Sites, if any, and by any other means permitted by law.
All notices, demands, or consents given by you under these Terms will be in writing and will be deemed given when delivered to Company at the following contact: firstname.lastname@example.org. Any notices to you may be made via either e-mail or postal mail to the address in Company’s records or via posting on the Sites. Please report any violations of these Terms to Company at the contact listed above.
If any term, clause or provision of these Terms is held invalid or unenforceable, then that term, clause or provision will be severable from these Terms and will not affect the validity or enforceability of any remaining part of that term, clause or provision, or any other term, clause or provision of these Terms.
The following sections will survive the expiration or termination of these Terms and the termination of your Counter Culture account: all defined terms and Sections 2, 3, 4, 5, 6, 7, 8, 9 through 28.
These Terms constitute the entire agreement between you and Counter Culture relating to your access to and use of the Sites and your order, receipt and use of Products. These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you without the prior written consent of Counter Culture. No waiver of any provision of these Terms will constitute a waiver of such provision in any prior, concurrent or subsequent circumstance, and Counter Culture’s failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision. Except as otherwise provided herein, these Terms are intended solely for the benefit of the parties and are not intended to confer third party beneficiary rights upon any other person or entity.
28. Procedure for Making Claims of Copyright Infringement
We expect users of the Sites to respect the intellectual property rights of others. If you believe in good faith that any of the content on the Sites infringes your copyright, please provide our copyright agent the written information specified below.
An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
- A description of the copyrighted work that you claim has been infringed;
- A description of where the material that you claim is infringing is located on the Sites;
- Your address, telephone number and email address;
- A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; and
- A statement by you, made under penalty of perjury, that the information in the notice is accurate and that you are the copyright owner, or are authorized to act on behalf of the owner, of an exclusive right that is allegedly infringed.
Counter Culture’s copyright agent for notice of claims of copyright infringement can be reached as follows:
Counter Culture Coffee
812 Mallard Avenue
Durham, NC 27701