Terms of Use

Last Modified: September 1, 2020

Acceptance of Terms of Use

These terms of use are entered into by and between you and Joshua Tree Coffee Company, LP, a Delaware limited partnership (“Company,” “we,” “our,” or “us”). The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, “Terms of Use”), govern your access to and use of our websites and online services, including without limitation any content, functionality, ordering portals, software, apps, and other features offered on or through such websites and online services (the “Service”), whether as a guest or a registered user. To the extent there is any conflict between the provisions in these Terms of Use and the provisions contained in the referenced and incorporated documents that constitute a part of these Terms of Use, the applicable terms and provisions contained in such referenced and incorporated documents will control. Otherwise, such provisions will be considered cumulative.

Please read the Terms of Use carefully before you start to use the Service. By using the Service, you accept and agree to be bound and abide by these Terms of Use and our Privacy Policy, found at https://jtcoffeeco.com/pages/privacy-policy, incorporated herein by reference. If you do not want to agree to every element of these Terms of Use and the Privacy Policy, you must not access or use the Service. If these Terms of Use are considered an offer, acceptance is expressly limited to these Terms of Use.

The Service is offered and available only to users who are 18 years of age or older, and (a) you give us your consent to allow any of your minor dependents to use the Service and (b) if you have agreed to these Terms of Use on behalf of any other party, you have the requisite authority to do so and any such other party agrees that any breach of these Terms of Use by you or it will be both your and its responsibility. By using the Service, you represent and warrant that you are of legal age to form a binding contract with the Company and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Service.

THESE TERMS OF USE CONTAIN VERY IMPORTANT INFORMATION REGARDING YOUR RIGHTS AND OBLIGATIONS, AS WELL AS CONDITIONS, LIMITATIONS, AND EXCLUSIONS THAT MIGHT APPLY TO YOU. THIS INCLUDES THE REQUIRED USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS.

Changes to the Terms of Use

We may revise, update, change, supplement or replace all or any part of these Terms of Use from time to time in our sole discretion, and we may provide notice of any such revision to these Terms of Use in any manner we deem reasonable, including without limitation, by posting them to the Service. All changes are effective immediately when we post them, and apply to all access to and use of the Service thereafter. However, any changes to the dispute resolution provisions set forth herein will not apply to any disputes for which the parties have actual notice before the date the change is posted on the Service.

Your continued use of and access to the Service following the posting of revised Terms of Use means that you accept and agree to the changes. You are expected to check this page from time to time so you are aware of any changes, as they are binding on you.

Accessing the Service and Account Security

We reserve the right to withdraw or amend the Service, and any service or material we provide on the Service, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Service is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Service, or the entire Service, to users, including registered users.

You are responsible for both:

  • Making all arrangements necessary for you to have access to the Service.

  • Ensuring that all persons who access the Service through your internet connection are aware of these Terms of Use and comply with them.

To access the Service or some of the resources it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of the Service that all the information you provide on the Service is correct, current, and complete. You agree that all information you provide to register with the Service or otherwise, including, but not limited to, through the use of any interactive features on the Service, is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.

If you choose, or are provided with, a user name, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to the Service or portions of it using your user name, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information. You agree that we will not be liable for any losses, damages, liability, expenses or attorneys’ fees that you may incur as a result of someone else using your password or account, either with or without your knowledge, to the fullest extent permitted by applicable law.

We have the right to disable any user name, password, or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Use.

Intellectual Property Rights

The Service and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, copyrights, images, video, and audio, and the compilation, assembly, design, selection, enhancement, and arrangement thereof) are owned by the Company, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

Except for certain exceptions that we may, on a case-by-case basis, consent to in separate written agreement, these Terms of Use permit you to use the Service for your personal, non-commercial use only. Accordingly, you must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Service, except as follows:

  • Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.

  • You may store files that are automatically cached by your Web browser for display enhancement purposes.

  • You may print one copy of a reasonable number of pages of the Service for your own personal, non-commercial use and not for further reproduction, publication, or distribution.

  • If we provide desktop, mobile, or other applications for download, you may download a single copy to your computer or mobile device solely for your own personal, non-commercial use, provided you agree to be bound by our end user license agreement for such applications.

  • If we provide social media features with certain content, you may take such actions as are enabled by such features.

You must not:

  • Modify copies of any materials from the Service.

  • Use any illustrations, photographs, video or audio sequences, or any graphics separately from the accompanying text.

  • Delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from the Service.

  • Access or use for any commercial purposes any part of the Service or any services or materials available through the Service.

If you wish to make any use of material on the Service other than that set out in this section, please address your request to: legal@jtcoffeeco.com.

If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Service in breach of the Terms of Use, your right to use the Service will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the Service or any content on the Service is transferred to you, and all rights not expressly granted are reserved by the Company. Any use of the Service not expressly permitted by these Terms of Use (or consented to by us on a case-by-case basis in separate written agreement) is a breach of these Terms of Use and may violate copyright, trademark, and other laws.

Trademarks

These Terms of Use are subject to our Trademark Policy, which can be found at https://jtcoffeeco.com/pages/trademarks-policy.

Prohibited Uses

You may use the Service only for lawful purposes and in accordance with these Terms of Use. You agree not to use the Service:

  • In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).

  • For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise.

  • To send, knowingly receive, upload, download, use, or re-use any material that does not comply with the Content Standards set out in these Terms of Use.

  • To transmit, or procure the sending of, any advertising or promotional material without our prior written consent, including any “junk mail,” “chain letter,” “spam,” or any other similar solicitation.

  • To impersonate or attempt to impersonate the Company, a Company employee, another user, or any other person or entity (including, without limitation, by using email addresses or user names associated with any of the foregoing).

  • To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Service, or which, as determined by us, may harm the Company or users of the Service, or expose them to liability.

Additionally, you agree not to:

  • Use the Service in any manner that could disable, overburden, damage, or impair the site or interfere with any other party's use of the Service, including their ability to engage in real time activities through the Service.

  • Use any robot, spider, or other automatic device, process, or means to access the Service for any purpose, including monitoring or copying any of the material on the Service.

  • Use any manual process to monitor or copy any of the material on the Service, or for any other purpose not expressly authorized in these Terms of Use, without our prior written consent.

  • Use any device, software, or routine that interferes with the proper working of the Service.

  • Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.

  • Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Service, the server on which the Service is stored, or any server, computer, or database connected to the Service.

  • Attack the Service via a denial-of-service attack or a distributed denial-of-service attack.

  • Otherwise attempt to interfere with the proper working of the Service.

User Contributions

The Service may contain message boards, chat rooms, personal web pages or profiles, forums, review boards, social media boards, bulletin boards, image, audio and video boards, and other interactive features (collectively, “Interactive Services”), that allow users to send, upload, post, submit, publish, display, or transmit to the Company or other users or other persons (hereinafter, “post”) content, ideas, suggestions, proposals, plans, or other materials (collectively, “User Contributions”) on or through the Service.

All User Contributions must comply with the Content Standards set out in these Terms of Use.

Any User Contribution you post to the Service will be considered non-confidential and non-proprietary. By directly or indirectly providing any User Contribution on or through the Service, you grant us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns the worldwide, perpetual, irrevocable, non-exclusive, royalty-free, sublicensable and transferable license to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material for any purpose. Furthermore, subject to our Privacy Policy, you also grant us the right to use and display the name, photograph and any other biographical information that you post in connection with any User Contributions. We are not now, and will not be in the future, under any obligation (1) to maintain any User Contributions in confidence, (2) to pay compensation for any User Contributions, or (3) to respond to any User Contributions.

You represent and warrant that:

  • You own or control all rights in and to the User Contributions and have the right to grant the license granted above to us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns.

  • You irrevocably waive and agree not to assert any rights, including any “moral rights,” that you have to prevent us from exploiting the license granted above.

  • All of your User Contributions do and will comply with these Terms of Use.

You understand and acknowledge that you are responsible for any User Contributions you submit or contribute, and you, not the Company, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness.

We are not responsible or liable to any third party for the content or accuracy of any User Contributions posted by you or any other user of the Service.

Monitoring and Enforcement; Termination

We have the right to:

  • Remove or refuse to post any User Contributions for any or no reason in our sole discretion.

  • Take any action with respect to any User Contribution that we deem necessary or appropriate in our sole discretion, including if we believe that such User Contribution violates the Terms of Use, including the Content Standards, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Service or the public, or could create liability for the Company.

  • Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.

  • Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Service.

  • Terminate or suspend your access to all or part of the Service for any or no reason, including without limitation, any violation of these Terms of Use.

Without limiting the foregoing, we have the right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Service. YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.

However, we do not undertake to review all material before it is posted on the Service, and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.

Content Standards

These content standards apply to any and all User Contributions and use of Interactive Services. User Contributions must in their entirety comply with all applicable federal, state, local, and international laws and regulations. Without limiting the foregoing, User Contributions must not:

  • Contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, libelous, inflammatory, or otherwise objectionable.

  • Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age.

  • Infringe any patent, trademark, trade secret, copyright, or other intellectual property or other rights of any other person.

  • Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms of Use and our Privacy Policy.

  • Be likely to deceive any person.

  • Promote any illegal activity, or advocate, promote, or assist any unlawful act.

  • Cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, alarm, or annoy any other person.

  • Impersonate any person, or misrepresent your identity or affiliation with any person or organization.

  • Involve commercial activities or sales, such as contests, sweepstakes, and other sales promotions, barter, or advertising.

  • Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.

Infringement

We respect the rights of others and we expect you to do the same. Accordingly, these Terms of Use prohibit the infringement of the copyrights of others, and it is also our policy that we may remove, suspend, terminate access to, or take other appropriate action against repeat offenders. We may also remove content that in our sole discretion appears to infringe the intellectual property rights of others.

If you have evidence, know, or have a good faith belief that content residing on or accessible through the Service infringes a copyright which you own or for which you are a designated agent, please send a notice of infringement by fax, electronic mail or regular mail to our designated Copyright Agent and provide the information below:

  1. Identify the copyrighted work claimed to have been infringed. If multiple copyrighted works are covered by a single notification, provide a representative list of such works.

  2. Identify the material that is claimed to be infringing or to be the subject of infringing activity. Include information reasonably sufficient to permit us to locate the material. Please provide a URL and screenshots for each item. Include the specific asset(s) or page(s) that you claim are infringing. Say “entire work” ONLY if all assets/pages in a collection/document are infringing.

  3. Include details of your claim to the material, or your relationship to the material’s copyright holder.

  4. Provide your full name, address, and telephone number should we need to clarify your claim.

  5. Provide a working email address where we can contact you to confirm your claim.

  6. If true, include the following statement: “I have a good faith belief that use of the copyrighted materials described above as the allegedly infringing web pages is not authorized by the copyright owner, its agent, or the law.”

  7. If true, include the following statement: “I swear, under penalty of perjury, that the information in the notification is accurate and that I am the copyright owner or am authorized to act on behalf of the copyright owner to make this complaint.”

  8. Sign the document, physically or electronically.

For the purposes of these Terms, “Copyright Agent” means:

Joshua Tree Coffee Company, LP
61738 Twentynine Palms Highway
Joshua Tree, CA 92252
legal@jtcoffeeco.com
(760) 974-4060

Reliance on Information Posted

The information presented on or through the Service is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Service, or by anyone who may be informed of any of its contents.

The Service may include content provided by third parties, including materials provided by other users, bloggers, and third-party licensors, syndicators, aggregators, and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by the Company, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of the Company. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.

Changes to the Service

We may update the Service’s content from time to time, but its content is not necessarily complete or up to date. Any of the material on the Service may be out of date at any given time, and we are under no obligation to update such material.

Information About You and Your Visits to the Service

All information we collect on and through the Service is subject to our Privacy Policy. By using the Service, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.

Online Purchases and Other Terms and Conditions

All purchases through the Service or other transactions for the sale of goods, products or services, or information formed through the Service, or resulting from visits made by you, are governed by our Terms of Sale available at https://jtcoffeeco.com/pages/terms-of-sale, which are hereby incorporated into these Terms of Use.

Additional terms and conditions may also apply to specific portions, services, or features of the Service. All such additional terms and conditions are hereby incorporated by this reference into these Terms of Use.

Linking to the Service and Social Media Features

You may link to our homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval, or endorsement on our part without our express written consent.

The Service may provide certain social media features that enable you to:

  • Link from your own or certain third-party websites to certain content on the Service.

  • Send emails or other communications with certain content, or links to certain content, on the Service.

  • Cause limited portions of content on the Service to be displayed or appear to be displayed on your own or certain third-party websites.

You may use these features solely as they are provided by us, and solely with respect to the content they are displayed with, and otherwise in accordance with any additional terms and conditions we provide with respect to such features. Subject to the foregoing, you must not:

  • Establish a link from any website that is not owned by you.

  • Cause the Service or portions of it to be displayed on, or appear to be displayed by, any other site, for example, framing, deep linking, or in-line linking.

  • Link to any part of the Service other than the homepage.

  • Otherwise take any action with respect to the materials on the Service that is inconsistent with any other provision of these Terms of Use.

The website from which you are linking, or on which you make certain content accessible, must comply in all respects with the Content Standards set out in these Terms of Use.

You agree to cooperate with us in causing any unauthorized framing or linking immediately to stop. We reserve the right to withdraw linking permission without notice.

We may disable all or any social media features and any links at any time without notice in our discretion.

Optional Tools

We may provide you with access to third-party tools over which we neither monitor nor have any control nor input. You acknowledge and agree that we provide access to such tools “as is” and “as available” without any warranties, representations or conditions of any kind and without any endorsement. We will have no liability whatsoever arising from or relating to your use of optional third-party tools. Any use by you of optional tools offered through the Service is entirely at your own risk and discretion and you should ensure that you are familiar with and approve of the terms on which tools are provided by the relevant third-party provider(s). We may also, in the future, offer new services and/or features through the Service (including, the release of new tools and resources). Such new features and/or services are subject to these Terms of Use.

Third-Party Content and Services

Certain content, products and services available via our Service may include information, materials or content from third parties. Third-party links on the Service may direct you to third-party websites that are not affiliated with us. We are not responsible for examining or evaluating the content or accuracy and we do not endorse or warrant and will not have any liability or responsibility for any third-party information, materials, content or websites, or for any other materials, products, or services of third parties. We are not liable for any harm or damages related to the purchase or use of goods, products, services, resources, content, or any other transactions made in connection with any third-party websites.

Third parties may offer their products and/or services directly to you through the Service. In such case, you may be required to agree to the third party’s terms of service and/or privacy policy to use such products and/or services. We will not be liable in any way for the acts or omissions of any such third party, the terms of service or privacy policy of the third party or its failure to adhere to its terms of service or privacy policy, or any loss, damages, liability or expenses (including attorneys’ fees) that you may incur arising from or related to such third party’s services or products. Complaints, claims, concerns, or questions regarding a third party’s products or services should be directed to the third-party.

Geographic Restrictions

The owner of the Service is domiciled in the State of Delaware in the United States, but it maintains a physical presence in one or more other states, including the State of California. We provide the Service for use only by persons located in the United States. We make no claims that the Service or any of its content is accessible or appropriate outside of the United States. Access to the Service may not be legal by certain persons or in certain countries. If you access the Service from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.

Disclaimer of Warranties

You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Service will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to the Service for any reconstruction of any lost data. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE SERVICE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.

YOUR USE OF THE SERVICE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICE IS AT YOUR OWN RISK. THE SERVICE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE SERVICE. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE SERVICE, ITS CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICE WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE SERVICE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

TO THE FULLEST EXTENT PROVIDED BY LAW, THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Limitation on Liability

TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COMPANY, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SERVICE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE SERVICE OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.

THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW

Indemnification

You agree to defend, indemnify, and hold harmless the Company, its parents, subsidiaries, affiliates, licensors, and service providers, and its and their respective officers, directors, managers, employees, contractors, agents, licensors, suppliers, successors, and assigns (the “Company Parties”) from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms of Use or your use of the Service, including, but not limited to, your User Contributions, any use of the Service’s content, goods, products and services, other than as expressly authorized in these Terms of Use, or your use of any information obtained from the Service.

Disputes; Arbitration; Waiver

Assignment

You agree that these Terms of Use, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated, or otherwise transferred by you without our prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.

Dispute Resolution

You agree that any dispute that has arisen or may arise between you and the Company, or you and any other third-party service provider acting on our behalf, relating in any way to your access to and/or use of the Service, any breach, enforcement, or termination of these Terms of Use, or otherwise relating to the Company in any way (collectively, “Covered Matters”) will be resolved in accordance with the provisions described herein. In the event of any such dispute, you agree that before taking any formal action, you will contact us at legal@jtcoffeeco.com, provide a brief, written description of the dispute and your contact information (including your basic account information, if your dispute relates to an account) and allow forty-five (45) days to pass, during which we will attempt to reach an amicable resolution of any issue (“Informal Resolution”).

Claims Period

Any cause of action or claim you may have arising out of or relating to these Terms of Use or the Service must be commenced within 1 year after the cause of action originally accrues; otherwise, such cause of action or claim is permanently barred.

Arbitration Agreement

To the extent that the foregoing Informal Resolution process is unsuccessful, you and we agree that any dispute between you and any of the Company Parties relating in any way to (a) your access or use of the Service, (b) any text message or other communication you receive relating to the Company or (c) to any aspect of your relationship with the Company, will be resolved by binding arbitration, rather than in court, except that (1) you may assert claims in small claims court if your claims qualify, so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis; and (2) you or the Company Parties may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents).

IF YOU AGREE TO ARBITRATION WITH THE COMPANY, YOU ARE AGREEING IN ADVANCE THAT YOU WILL NOT PARTICIPATE IN OR SEEK TO RECOVER MONETARY OR OTHER RELIEF IN ANY LAWSUIT FILED AGAINST THE COMPANY ALLEGING CLASS, COLLECTIVE, AND/OR REPRESENTATIVE CLAIMS ON YOUR BEHALF. INSTEAD, BY AGREEING TO ARBITRATION, YOU MAY BRING YOUR CLAIMS AGAINST THE COMPANY PARTIES IN AN INDIVIDUAL ARBITRATION PROCEEDING. IF SUCCESSFUL ON SUCH CLAIMS, YOU COULD BE AWARDED MONEY OR OTHER RELIEF BY AN ARBITRATOR. YOU ACKNOWLEDGE THAT YOU HAVE BEEN ADVISED THAT YOU MAY CONSULT WITH AN ATTORNEY IN DECIDING WHETHER TO ACCEPT THIS AGREEMENT, INCLUDING THIS ARBITRATION AGREEMENT.

The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement. To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to our registered agent at 850 New Burton Rd, Suite 201, Dover, DE 19904 (Attn: Joshua Tree Coffee Company, LP). The arbitration will be conducted by JAMS, an established alternative dispute resolution provider. Disputes involving claims and counterclaims under $250,000, not inclusive of attorneys’ fees and interest, will be subject to JAMS’s most current version of the Streamlined Arbitration Rules and procedures available at http://www.jamsadr.com/rules-streamlined-arbitration/; all other claims will be subject to JAMS’s most current version of the Comprehensive Arbitration Rules and Procedures, available at http://www.jamsadr.com/rules-comprehensive-arbitration/. JAMS’s rules are also available at http://www.jamsadr.com or by calling JAMS at 800-352-5267. If JAMS is not available to arbitrate, the parties will select an alternative arbitral forum. If the arbitrator finds that you cannot afford to pay JAMS’s filing, administrative, hearing and/or other fees and cannot obtain a waiver from JAMS, or if such payment would render the arbitration unenforceable, the Company will pay them for you. In addition, the Company will reimburse all such JAMS’s filing, administrative, hearing and/or other fees for claims totaling less than $10,000 unless the arbitrator determines the claims are frivolous. Likewise, the Company will not seek attorneys’ fees and costs in arbitration unless the arbitrator determines the claims are frivolous.

You may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the county where you live or at another mutually agreed location. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.

The arbitration will be a confidential proceeding, closed to the general public; provided, however, that a party may disclose information relating to the arbitration proceedings to its and its affiliates’ lawyers, insurance providers, auditors and other professional advisers. The fact that there is a dispute between the parties that is the subject of arbitration will be confidential to the same extent.

The arbitrator, and not any federal, state or local court or agency will have exclusive authority to resolve any dispute related to the interpretation, applicability, enforceability or formation of this Arbitration Agreement including, but not limited to any claim that all or any part of this Arbitration Agreement is void or voidable. The arbitration will decide the rights and liabilities, if any, of you and the Company Parties. The arbitration proceeding will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator will have the authority to grant motions dispositive of all or part of any claim. The arbitrator will have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the arbitral forum’s rules, and these Terms of Use (including the Arbitration Agreement). The arbitrator will issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and us.

YOU AND WE HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and the Company are instead electing that all claims and disputes will be resolved by arbitration under this Arbitration Agreement, except as specified in this Arbitration Agreement above. An arbitrator can award on an individual basis the same damages and relief as a court and must follow these Terms of Use as a court would. However, there is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.

ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS, COLLECTIVE OR REPRESENTATIVE BASIS. ONLY INDIVIDUAL RELIEF IS AVAILABLE FOR CLAIMS COVERED BY THIS ARBITRATION AGREEMENT, AND CLAIMS OF ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. If a decision is issued stating that applicable law precludes enforcement of any of this paragraph’s limitations as to a particular claim for relief, then the applicable claim must be severed from the arbitration and brought in the state or federal courts in Los Angeles, California. All other claims will be arbitrated. The parties agree to submit to the personal jurisdiction of the state or federal courts located in Los Angeles, California for purposes of resolving any claims for relief that are severed from an arbitration in accordance with this subsection and waive any argument that holding proceedings in such courts will impose undue hardship or materially affect their ability to present their case.

You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out to the following address: 850 New Burton Rd, Suite 201, Dover, DE 19904 (Attn: Joshua Tree Coffee Company, LP) or legal@jtcoffeeco.com within 30 days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address, your username on the Service (if any), the email address you used to set up your Service account (if you have one), and an unequivocal statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of these Terms of Use will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have, or may enter in the future, with us.

Except as provided in this Arbitration Agreement above, if any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable, then such specific part or parts will be of no force and effect and will be severed and the remainder of the Arbitration Agreement will continue in full force and effect.

This Arbitration Agreement will survive the termination or expiration of the Agreement or your relationship with the Company.

Notwithstanding any provision in these Terms of Use to the contrary, we agree that if the Company makes any future material change to this Arbitration Agreement, it will not apply to any individual claim(s) for which you had already provided notice to the Company.

Governing Law and Jurisdiction

All matters relating to the Service and these Terms of Use, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), will be governed by and construed in accordance with the internal laws of the State of California without giving effect to any choice or conflict of law provision or rule (whether of the State of California or any other jurisdiction).

The parties acknowledge that these Terms of Use evidence one or more transactions involving interstate commerce. Notwithstanding the provision in the preceding paragraph with respect to applicable substantive law, any arbitration conducted pursuant to the terms of these Terms of Use will be governed by the Federal Arbitration Act (9 U.S.C., Secs. 1-16).

Notice to New Jersey Residents

As it relates solely to users based in or governed under New Jersey State law, your rights are protected under the Truth-in-Consumer Contract, Warranty and Notice Act and New Jersey law generally. Certain provisions in these Terms of Use do not apply to you and are not intended to vary, diminish or alter your rights under New Jersey law. Specifically, nothing in these Terms of Use limits, varies, diminishes, affects, or otherwise voids or alters your rights under New Jersey law as they relate to the following: limitations of liability or exculpation (such as limitations on indirect, incidental, special, exemplary, consequential or similar damages); dispute resolution; indemnification; venue or jurisdiction; statutes of limitation or repose periods for bringing claims; plain language requirements; and warranties. Your rights regarding these specific provisions will be governed by New Jersey law. In the event of any conflict between these Terms of Use and New Jersey law, New Jersey law will govern.

Notice to California Residents

Pursuant to California Business and Professions Code Section 17538 et al., our return and refund policy is available at https://jtcoffeeco.com/pages/shipping-and-returns-policy. The legal entity through which we conduct our business is Joshua Tree Coffee Company, LP, a Delaware limited partnership, and our primary California-based physical address is 61738 Twentynine Palms Hwy., Joshua Tree, CA 92252. California residents may be entitled to receive verification of the foregoing information by emailing us at legal@jtcoffeeco.com. If applicable, such verification will be provided within 5 days of our receipt of your request.

California residents are also entitled to certain consumer rights information. In particular, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the Department of Consumer Affairs by writing to: 1625 North Market Blvd., Suite N 112, Sacramento, California, 95834, or by telephone at (916) 445-1254. Hearing-impaired users can reach the Complaint Assistance Unit at TDD (800) 326-2297 or TDD (916) 322-1700. Their website can be accessed at https://dca.ca.gov.

California residents may visit our Privacy Policy available at https://jtcoffeeco.com/pages/privacy-policy for additional information related to California privacy rights.

No Waiver and Severability

No waiver by the Company of any term or condition set out in these Terms of Use will be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under these Terms of Use will not constitute a waiver of such right or provision.

If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision will be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.

Entire Agreement

These Terms of Use, the Privacy Policy, the Terms of Sale, the Trademarks Policy, the Shipping and Returns Policy, found at https://jtcoffeeco.com/pages/shipping-and-returns-policy, and the Text Message Program Terms and Conditions, found at https://jtcoffeeco.com/pages/text-message-program-terms-and-conditions and incorporated herein by reference, constitute the sole and entire agreement between you and Joshua Tree Coffee Company, LP, a Delaware limited partnership, regarding the Service and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Service.

Your Comments and Concerns

The Service, including this website, is operated by Joshua Tree Coffee Company, LP, a Delaware limited partnership, located at 61738 Twentynine Palms Hwy., Joshua Tree, CA 92252.

All notices of copyright infringement claims should be sent to the Copyright Agent designated above in the manner and by the means set out above.

All other feedback, comments, requests for technical support, and other communications relating to the Service should be directed to: support@jtcoffeeco.com.