1. Introduction

Thank you for visiting Concept Print. By accessing our website or using our service, you agree to these Terms of Service and our Privacy Policy, which represent our entire agreement with you. Please read them carefully as they establish our legal relationship. If you do not agree with all of these Terms & Conditions, then you are expressly prohibited from using the services and you must discontinue use immediately.

2. Definitions

Throughout this Agreement, we use certain words or phrases which are explained below. The list is not all-encompassing and no definition is binding to the point that it renders this Agreement nonsensical: • “Agreement” means these Terms of Service and our Privacy Policy; • “App” refers to our Concept Print mobile device software application, which offers the ability to request on-demand services and perform other functions; • “Concept Print” refers to our company, Concept Print Inc., a C-Corporation organized under Delaware law; our Site: our Service; or a combination of all or some of the preceding definitions, depending on the context. • “Service” refers to the services that we provide, including our Site, App, the sale of tangible goods (such as coffee cups, coasters and fry scoops), our on-demand manufacturing services or any other services we may provide in the future. • “Site” refers to our website, conceptprint.com • “User” refers to unregistered, registered, paid, and unpaid users and customers of the Service and visitors to the Site. • “You” refers to you, the person who is entering into this Agreement with Concept Print.

3. What Concept Print Does

Concept Print is a platform that allow our Users to order custom printed packaging and supplies to echo their brand's identity. Our Site is an e-commerce store that sells physical products which can be custom printed as well as non-printed goods.

4. Eligibility

To use our Service, you must meet a number of conditions, including: • You must not be in violation of any embargoes, export controls, or other laws of the United States or other countries having jurisdiction over this Agreement, Concept Print, and yourself. For example, if the Office of Foreign Assets Control prohibits conducting financial transactions with nationals, residents, or banks of your country, you may not use our Service. • You must be at least 18 years of age. • If you are signing up on behalf of a legal person other than yourself (such as a corporation, limited liability company, etc.), you must be authorized by that person to create its Concept Print account and bind it to this Agreement. • You must provide us with accurate personal information, payment information, and other information that we deem necessary to provide you with our Service. • You may use Concept Print on behalf of any natural person other than yourself. You will not access the Services through automated or non-human means, whether through a bot, script or otherwise.

5. Nature of Service

We are not responsible if a User prints images for which they do not own the appropriate intellectual property rights or licenses. You should not rely on us for printing where a potential rejection of your submission—which we may do for any reason at our sole discretion—would cause a loss to you. You release us from any liability for any losses arising from your relations with Concept Print and the Service that we provide.

6. Limited License

Concept Print users may not distribute, reverse engineer, or otherwise copy or tamper with the Concept Print website. Concept Print may revoke ordering capabilities at any time for any reason without compensation, or any time after the initial issuance for an actual or imminent breach of this Agreement or any applicable laws.

7. Rules of Use

In using our Service you may not: • Violate the laws of the United States, its states, or any other entity having jurisdiction over this Agreement. • Send or upload anything violent, threatening, pornographic, racist, hateful, or that is in our opinion otherwise objectionable, whether on our blog, our forum, or elsewhere. • Infringe on anyone’s intellectual property rights, defame anyone, impersonate anyone, or otherwise violate the rights of a third party. • Use our Service to publish racist, violent, nude, partially nude, discriminatory, unlawful, infringing, hateful, pornographic or sexually suggestive images or writings. • Hack, crack, phish, SQL inject, or otherwise compromise the security or integrity of the Concept Print Site, Service, or its Users’ computers. • Do anything else which we believe could bring Concept Print into disrepute, or which violates the rights of any person.

Except as set out in this section or elsewhere in our Legal Terms, no part of the Services and no Content or Marks may be copied, reproduced, aggregated, republished, posted, publicly displayed, uploaded, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for ay commercial purpose whatsoever, without our express prior written permission.

If you wish to make use of the Services, Content, or Marks other than as set out in this section or elsewhere in our Legal Terms, please address your request to: [email protected]. If we ever grant you the permission to post, reproduce, or publicly display any part of our Services or content, you must identify us as the owners or licensors of the Services, Content, or Marks and ensure than any copyright or proprietary notice appears or is visible on posting, reproducing, or displaying our content.

We may refuse to provide you with our Service if you fail to abide by these Rules of Use, or for any other reason. We are not required to give any reason for our refusal.

8. Products & Shipping

• Products ship to addresses within the continental United States through United Parcel Service (UPS) or any other means we choose. If a package is returned to us as undeliverable or unclaimed, the User must pay additional shipping and handling fees before we can resend the freight.

• Ship dates are best estimates and there is no explicit guarantee that any order will ship by a specific date or delivery by a specific date.

• You will be responsible for a charge of $75 per pallet, per day if the order is held longer than 5 days past the intended shipping date.

• Transit insurance is the responsibility of the customer.

• We make every effort to display as accurately as possible the colors, features, specifications, and details of the products available on the Services. Even finished products can have minor color variations within a production run, or in subsequent manufacture. You acknowledge that actual colors may vary from the colors shown on your display monitor, and even within an order or in supplemental orders. There are no returns due to color variances.

• All products are subject to availability, and we cannot guarantee that items will be in stock.

• We reserve the right to discontinue any products at any time for any reason. Prices for all products are subject to change.

• We have the right to liquidate any unclaimed orders after 30 days.

For all items listed on Concept Print, we have a noted ‘Production Time’ listed within the ‘info’ section of the product page. Those production times are estimated and not guaranteed. Production times start once your proof is approved. Once production is complete, your order will ship out.

• Orders of 10 cases or less will normally ship via UPS or Fedex Ground Service, which usually takes 1-5 business days. Orders of more than 10 cases may ship via Freight Carrier, which normally takes 2-8 business days to deliver. Business days are considered Monday - Friday and do not include Federal Holidays.

• Concept Print will not be responsible for costs related to second delivery attempts or requests made by the customer which have not been previously agreed to. It is the customers responsibility to be able to accept delivery on the first attempt, and ensure that they have the proper space available to receive freight deliveries. Our liability ends once goods have left our facility. Any shipping costs associated with your order only include the first attempted delivery. Any additional delivery charges incurred after first delivery are the responsibility of the customer.

• Tracking numbers will be sent to you once your order has shipped out. Any questions related to the estimated arrival time, should be directed to UPS, Fedex or the Freight Carrier.

• If an address change is made after an order has shipped out, the User will be responsible for all additional costs incurred for rerouting delivery or storage.

9. Pricing & Payment

• You agree to pay all charges at the prices then in effect for your purchases and any applicable shipping fees, and you authorize us to charge your chosen payment provider for any such amounts upon placing your order.

• We reserve the right to correct any errors or mistakes in pricing, even if we have already requested or received payment.

• Some items may have a 10% production over/under policy, where the final billable product count can be within 10% over or under the quantity you ordered. For these items, you will be responsible for payment of the final production count.

• Payments can be made by credit card or ACH bank transfer. All prices are listed in United States dollars.

• Customers with 50/50 or Due Before Shipping terms agree to give Concept Print a credit card that will be kept on file, and allow Concept Print to charge that credit card for any remaining balances when necessary.

• Customers whose order will be shipping via freight, agree to give Concept Print a credit card that will be kept on file, and allow Concept Print to charge that credit card for any remaining balances when necessary.

• In the event the Buyer does not reply with proof approval within 30 days of placing the order, we reserve the right to move forward with all orders under $750, and cancel orders over $750.

• In the event the Buyer does not pay for any shipment when the same becomes due, then the past due amounts are subject to service charges of 1.5 percent per month. Any legal costs incurred by the collection of debts will be charged back to the customer.

• Pricing is as provided on the Site unless an offline price quote is requested for special printing needs. We may change our pricing policies at any time for any reason.

• We are not responsible for any failure on the part of a payment processor, including the credit card company or bank that you use, to direct payments to the correct destination, or any actions on their part in placing a hold on your funds.

• You are responsible for all legal costs and reasonable expenses (including attorneys' fees and costs) incurred by us in collecting unpaid amounts under this agreement.

• Additional payment terms listed on our Site are hereby incorporated by reference.

• We require accurate personal information, payment information, and other information that we deem necessary to provide you with our Service. You agree to provide current, complete, and accurate purchase and account information for all purchases made via the Services. You further agree to promptly update account and payment information, including email address, payment method, and payment card expiration date, so that we can complete your transactions and contact you as needed.

• Sales tax will be added to the price of purchases as deemed required by us. The User will be responsible for any sales tax for current or past orders, even when sales tax is not charged on the website. It is the responsibility of the User to provide Concept Print with any sales tax exempt certificates.

• We reserve the right to refuse any order placed through the Services. We may, in our sole discretion, limit or cancel quantities purchased per person, per household, or per order. These restrictions may include orders placed by or under the same customer account, the same payment method, and/or orders that use the same billing or shipping address. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers, or distributors.

• Our Service is contingent on your agreement with this and all other sections of this Agreement.

If you have any questions or concerns about our payment terms and conditions, please do not hesitate to contact us at [email protected].

Please note that the above payment terms and conditions are subject to change. Any changes will be updated on our Site, and your continued use of our Service constitutes your agreement to any such amendments.

10. Refund Policy

We do not accept returns. We will provide account credits, only if the product arrives with physical damage. To be eligible for an account credit, you must provide at least six photographs of the damage and alert us of the damage within five business days after delivery. If a package is lost in transit, it will be reviewed in a case by case basis, and a decision will be made regarding whether to issue a refund or replacement, but you may be required to pay shipping and handling fees. We do not guarantee that a replacement product will be immediately available. We do not provide refunds or replacements if you find the product you ordered does not meet your expectations, except in the case of physical damage upon delivery or a misprint.

Orders submitted to Concept Print have three cancellation stages:

• Once proofs are approved, order cancellations are not allowed, but we can review on a case by case basis.

• If an order cancellation after the proof has been approved is accepted, there will be a cancellation fee of $50. You can reach out to us at [email protected] for cancellation.

• If setup costs have been incurred at any point prior to order cancellation, then the customer will be responsible for those setups costs plus the $50 cancellation fee.

• Buyer shall inspect the products immediately upon delivery. If the product is deemed non-conforming by Buyer, Buyer must provide notice to Concept Print within three (3) business days via email to [email protected] with your order number in the subject line. If notice is not received after three (3) business days, Buyer will be deemed to have accepted delivery and Concept Print will be deemed to have delivered conforming products with no additional responsibility or liability. All sales are final upon acceptance.

• Concept Print must cure any non-conformity, except where Concept Print maintains a good faith dispute of the Buyer’s asserted non-conformity. The parties agree to cooperate in good faith to resolve any such disputes. Buyer shall pay all shipping charges for the return of products. Concept Print will not accept products for return if they are not in their original packaging.

• Refunds will only be granted in the form of a store credit. No cash refunds will be made for custom printed products. The shipping cost of returned merchandise will be paid by the customer.

11. Discounts

We may offer coupons or other types of discounts, which are subject to any specific terms announced at the time of their issue. We may refuse to honor discounts for any reason including fraud, our publication mistake, actual or expected financial hardship or from the sale of all or part of our business.

12. Chargebacks and Disputes

If you provide payment to Concept Print, and that payment is subsequently reversed due to a chargeback or dispute, you are responsible for the full reversed amount as well as any fees or expenses incurred in that reversal as well as any legal costs incurred by enforcing our rights.

13. Our Copyright

We rely heavily on our content to distinguish ourselves from competitors. You agree not to copy, distribute, display, disseminate, or otherwise reproduce any of the information or photographs from our Site without first receiving our written permission. We are the owner of the licensee of all intellectual property rights in our services, including all source code, databases, functionality, website designs, software, video, audio, text, graphics, and photographs in the Services, as well as the trademarks, service marks, and logos contained therein.

14. Your Copyright

Concept Print must be assured that it has the right to use the content that is posted to its Site by its Users. Content may include photographs, videos, text, audio, and other materials. By submitting content to us or our website, you grant us a non-exclusive, universal, perpetual, irrevocable, sublicensable, commercial and noncommercial right to print, use, sell, publish on Concept Print marketing materials, and otherwise make use of the content that you submit to us, to the extent necessary to provide you with our Service. By submitting any content, you represent and warrant to us that you have the right to grant us these rights and agree to indemnify us, defends us and hold us harmless for any loss (including legal fees and expenses) resulting from a breach of this warranty.

15. Trademarks

“Concept Print” is a trademark used by us, Concept Print, LLC, to uniquely identify our Site, Service, business, and for which we have filed a trademark registration application. You may not use our mark, our trade dress, or copy the look and feel of our website & its design, without our prior written consent. You agree to these terms, even though this paragraph may exceed law on intellectual property law, and includes prohibitions on any competition that violates the provisions of this paragraph, including starting your own print-on-demand business.

16. Revocation of Consent

We may revoke our consent for your use of our intellectual property, or any other permission granted to you under this Agreement, at any time. If we so request, you must take immediate action to remove any usage of our intellectual property that you may have engaged in, even if it would cause a loss to you. We reserve the right to refuse service, terminate accounts, or remove or edit content in our sole discretion.

17. Copyright & Trademark Infringement

We take copyright infringement very seriously, and we have registered a Copyright Agent with the United States Copyright Office, which limits our liability under the Digital Millennium Copyright Act. If you believe that your copyright has been infringed, please send us a message to us at [email protected] which contains: • Your name. • The name of the party whose copyright has been infringed, if different from your name. • The name and description of the work that is being infringed. • The location on our website of the infringing copy. • A statement that you have a good faith belief that use of the copyrighted work described above is not authorized by the copyright owner and is not otherwise permitted by law. • A statement that you swear, under penalty of perjury, that the information contained in this notification is accurate and that you are the copyright owner or have an exclusive right in law to bring infringement proceedings with respect to its use. You must sign this notification electronically and send it to [email protected]. U.S. law does not provide for a similar procedure for trademark infringement, but we recommend that you send us similar information to that above in regards to any allegation of trademark infringement, and we will attempt to address it as soon as practicable.

18. Communications Decency Act

Similar to the DMCA provisions above, United States law—specifically Section 230 of the Communications Decency Act—creates a defense for us for the actions of third parties in regards to any defamatory content posted on our Site. Although we are not liable for defamatory words posted on our website by our Users even if given notice, we do prohibit defamation under this Agreement and we may, if we believe the situation warrants it, take action against the offending User. Please notify us at [email protected] if any of our Users have posted anything that you believe is defamatory.

19. Representations & Warranties

WE MAKE NO REPRESENTATIONS OR WARRANTIES AS TO THE MERCHANTABILITY OF OUR SERVICE OR FITNESS FOR ANY PARTICULAR PURPOSE. YOU RELEASE US FROM ANY LIABILITY THAT WE MAY OTHERWISE HAVE TO YOU IN RELATION TO OR ARISING FROM THIS AGREEMENT OR OUR SERVICES, FOR REASONS INCLUDING, BUT NOT LIMITED TO, FAILURE OF OUR SERVICE, NEGLIGENCE, OR ANY OTHER TORT. TO THE EXTENT THAT APPLICABLE LAW RESTRICTS THIS RELEASE OF LIABILITY, WE ARE ONLY LIABLE TO YOU FOR THE MINIMUM AMOUNT OF DAMAGES THAT THE LAW RESTRICTS OUR LIABILITY TO, IF SUCH A MINIMUM EXISTS. WE ARE NOT RESPONSIBLE IN ANY WAY FOR DAMAGES CAUSED BY THIRD PARTIES WHO MAY USE OUR SERVICES, INCLUDING PEOPLE WHO COMMIT INTELLECTUAL PROPERTY INFRINGEMENT, DEFAMATION, TORTIOUS INTERFERENCE WITH ECONOMIC RELATIONS, OR ANY OTHER ACTIONABLE CONDUCT TOWARDS YOU. WE ARE NOT RESPONSIBLE FOR ANY FAILURE ON THE PART OF A PAYMENT PROCESSOR, INCLUDING THE CREDIT CARD COMPANY OR BANK THAT YOU USE, TO DIRECT PAYMENTS TO THE CORRECT DESTINATION, OR ANY ACTIONS ON THEIR PART IN PLACING A HOLD ON YOUR FUNDS. WE ARE NOT LIABLE FOR ANY FAILURE OF THE GOODS OR SERVICES OF OUR COMPANY OR A THIRD PARTY, INCLUDING ANY FAILURES OR DISRUPTIONS, UNTIMELY DELIVERY, SCHEDULED OR UNSCHEDULED, INTENTIONAL OR UNINTENTIONAL, ON OUR WEBSITE WHICH PREVENT ACCESS TO OUR WEBSITE TEMPORARILY OR PERMANENTLY. THE PROVISION OF OUR SERVICE TO YOU IS CONTINGENT ON YOUR AGREEMENT WITH THIS AND ALL OTHER SECTIONS OF THIS AGREEMENT. NOTHING IN THE PROVISIONS OF THIS “REPRESENTATIONS & WARRANTIES” SECTION SHALL BE CONSTRUED TO LIMIT THE GENERALITY OF THE FIRST PARAGRAPH OF THIS SECTION. For jurisdictions that do not allow us to limit our liability: Notwithstanding any provision of these Terms, if your jurisdiction has provisions specific to waiver or liability that conflict with the above then our liability is limited to the smallest extent possible by law. Specifically, in those jurisdictions not allowed, we do not disclaim liability for: (a) death or personal injury caused by its negligence or that of any of its officers, employees or agents; or (b) fraudulent misrepresentation; or (c) any liability which it is not lawful to exclude either now or in the future.

20. Indemnity

You agree to indemnify and hold us harmless for any claims by you or any third party which may arise from or relate to this Agreement or the provision of our service to you, including any damages caused by your use of our website or acceptance of the offers contained on it. You also agree that you have a duty to defend us against such claims and we may require you to pay for an attorney(s) of our choice in such cases. You agree that this indemnity extends to requiring you to pay for our reasonable attorneys’ fees, court costs, and disbursements. In the event of a claim such as one described in this paragraph, we may elect to settle with the party/parties making the claim, and you shall be liable for the damages as though we had proceeded with a trial.

21. Choice of Law

This Agreement shall be governed by the laws in force in the State of New York. The offer and acceptance of this contract are deemed to have occurred in the State of New York.

22. Law; Forum

The Service and Site are provided from the United States of America and all servers which make them available reside in the U.S.A. We make no representations regarding any other country. You are responsible for ensuring that your use complies with all applicable laws outside of the U.S.A. Any dispute arising from or relating to this Agreement will be heard solely by a court of competent jurisdiction in the State of New York. Specifically, where the subject matter of a dispute is eligible for it, you agree that any disputes shall be heard solely within the small claims court of the State of New York (“Small Claims Court”). If a dispute claims multiple claims and one or more of those claims would be eligible to be heard by the Small Claims Court, you agree not to bring the other claims against us and to instead proceed within the Small Claims Court. If you would be entitled in a dispute to an amount exceeding the monetary jurisdiction of the Small Claims Court, you agree to waive your right to collect any damages in excess of the monetary jurisdiction and instead still bring your claim within the Small Claims Court. You agree that if a dispute is eligible to be heard in Small Claims Court but you would be entitled to an additional or alternative remedy in a higher court, such as injunctive relief, you will waive your right to that remedy and still bring the dispute within the Small Claims Court. If you bring a dispute in a manner other than in accordance with this section, we may move to have it dismissed, and that you will be responsible for our reasonable attorneys’ fees, court costs, and disbursements in doing so. If you could otherwise bring a dispute in the Small Claims Court but for the fact that you have already initiated two actions in the Small Claims Court within the same year, you agree to bring the dispute in the next lowest court of competent jurisdiction and indemnify Concept Print for any increased legal fees and other expenses that it incurs as a result of defending against your claim in a higher court. The unsuccessful party in any dispute arising from or relating to this Agreement will be responsible for the reimbursement of the successful party’s reasonable attorneys’ fees, court costs, and disbursements.

23. Force Majeure

We are not responsible to you for anything that we may otherwise be responsible for, if it is the result of events beyond our control, including acts of God, war, insurrection, riots, terrorism, crime, labor shortages (including lawful and unlawful strikes), embargoes, postal disruption, communication disruption, unavailability of payment processors, failure or shortage of infrastructure, shortage of materials and port delays, or any other event beyond our control.

24. Severability

If any provision of this Agreement is found to be unlawful, conflicting with another provision of the Agreement, or otherwise unenforceable, the Agreement will remain in force as though it had been entered into without that unenforceable provision being included in it. If two or more provisions of this Agreement are deemed to conflict with each other’s operation, Concept Print shall have the sole right to elect which provision remains in force.

25. Non-Waiver

We reserve all rights afforded to us under this Agreement and any applicable law. Our non-enforcement of any particular provision or provisions of this Agreement or any applicable law should not be construed as our waiver of the right to enforce that same provision under the same or different circumstances at any time in the future.

26. Termination & Cancellation

We may terminate your access to our Site and Service at our discretion without explanation, though we will strive to provide a timely explanation in most cases. Our liability for refunding you, if you have paid anything to us, will be limited to the amount you paid for goods or services which have not yet entered the first stage of production, except where the termination or cancellation was due to your breach of this Agreement, in which case we are not required to provide any refund or other compensation whatsoever. Under no circumstances, including termination or cancellation of our Service to you, will we be liable for any losses related to actions of other Users.

27. Assignment of Rights

You may not assign your rights and/or obligations under this Agreement to any other party without our prior written consent. We may assign our rights and/or obligations under this Agreement to any other party at our discretion.

28. Amendments

We may amend this Agreement from time to time. When we amend this Agreement, we will update this page accordingly. By accessing Site or using our Service you have agreed to read this page, and your continued use of our Site constitutes your agreement to any such amendments.

29. Interpretation

Whenever we use the words “including” or “include”, or “excluding” or “exclude”, together with specific examples or items follow a term, they will not limit its meanings. Terms other than those defined above will be given their plain English meaning. A reference to a person includes a natural or other person and a reference to either party includes the party’s successors or permitted assigns. Unless otherwise stated, when any number of days is prescribed in the terms the first day will be excluded and the last day included. The rule of construction that an agreement must be interpreted against the party responsible for its drafting or preparation does not apply. ⁠ Questions: Contact us with questions regarding this agreement at [email protected]