TERMS OF SALE

Updated September 4, 2020

The following terms and conditions of sale (“Sale Terms”) apply to your purchases of any products (“Products”) from Demby | Co (“Demby”, “we” or “us”), except to the extent that you have entered into a separate written agreement with Demby that supersedes some or all of these Sale Terms. These Sale Terms are subject to change without prior written notice at any time, in Demby’s sole discretion. By placing an order for products through this Web site (the “Site”), you agree to be bound by and accept the Sale Terms in effect at the time of such order. Other than as specifically provided in any separate written agreement between you and Demby, these Sale Terms may NOT be altered, supplemented, or amended by the use of any other document(s), and all sales are expressly conditioned upon your agreement to these Sale Terms.

1. Payment Terms

Demby currently accepts VISA, MasterCard, and American Express credit cards.

2. Shipping Terms and Policies

We endeavor to ship all orders for in-stock Products within three (3) business days. Our standard business hours are Monday through Friday 9 a.m. to 4 p.m. Pacific Time. Standard shipping is typically via USPS Priority Mail and you should allow 3-7 business days for standard delivery once an order has been shipped. We reserve the right to substitute another carrier to deliver your order. If expedited shipping is required, please email us at contact@dembyco.com.

Shipping charges for orders shipped within the United States are at the flat rate of $5 USD per item and are the responsibility of the customer. Shipping charges will be included on your invoice and can be viewed on a summary screen prior to finalizing your order. Shipping charges are subject to change: if the actual shipping charge is more than the amount shown on your invoice, we will contact you with the final shipping costs before processing your order, and you will have an opportunity to cancel your order.

All orders are shipped FOB Shipping Point. Title to Products passes from Demby to you upon shipment, and we are not responsible for any shipping delays or problems once the product has been shipped.

3. Back Orders

If for some reason an item on your order is temporarily out of stock, we will back-order that item for you and ship the other merchandise immediately. Your packing slip will indicate back-ordered items.

4. Return and Exchange Policies

If you are unsatisfied with your purchase, Demby will accept Products for return or exchange, provided that the request for return is made within twenty-one (21) days of purchase and the returned merchandise is in its original packaging and in a saleable condition. To initiate a return or exchange, please email contact@dembyco.com with your order number.

5. Product Availability and Pricing

Demby may upgrade and revise its Product offerings from time to time. Demby may revise or discontinue Products at any time without prior notice to customers, and Products may become unavailable to customers even after an order is placed. All prices are subject to change without notice.

6. Product Descriptions; Pricing; Errors

Demby attempts to be as accurate as possible and eliminate errors on this Site. However, we do not warrant that Product descriptions, photographs, pricing, or other content of this Site is accurate, complete, reliable, current, or error-free. In addition, all weights and size dimensions are approximate. If a Product offered by Demby is not as described or pictured, your sole remedy is to return it in unused condition for a refund. In the event of an error, whether on the Site, in an order confirmation, in processing an order or otherwise, we reserve the right to correct such error and charge the correct price or cancel the order, and your sole remedy in the event of such error is to cancel your order.

7. Privacy Policy

Please refer to our Privacy Policy for information on how Demby collects and uses personal information from users of the Site.

8. Whom We Sell To

Demby only sells products to adults located in the United States of America. If you are under 18 years of age, you may use our Site only with involvement of a parent or guardian. Demby reserves the right to refuse service, remove or edit content, and cancel orders in its sole discretion.

9. Warranties

THE RIGHT TO RETURN PRODUCTS IS YOUR SOLE REMEDY FOR ANY DEFECTS IN THE PRODUCTS, AND DEMBY MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO ANY PRODUCTS SOLD ON THIS SITE INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

10. Limitation of Liability

To the fullest extent permitted by applicable law, Demby will not be liable to you under any theory of liability—whether based in contract, tort, negligence, strict liability, warranty, or otherwise—for any indirect, consequential, exemplary, incidental, punitive or special damages, or lost profits, even if Demby has been advised of the possibility of such damages.

The total liability of Demby for any claim arising out of or relating to ANY PRODUCTS OR these Terms, regardless of the form of the action, is limited to the greater of $5 or the amount paid by you FOR THE PRODUCTS.

The limitations set forth in this Section 10 will not limit or exclude liability for the gross negligence, fraud, or intentional misconduct of Demby or for any other matters in which liability cannot be excluded or limited under applicable law. Additionally, some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations or exclusions may not apply to you.

11. Governing Law; Venue

These Sale Terms and your purchase of Products from Demby though this Site shall be governed by and construed in accordance with the laws of the State of California, without resort to its conflict of law provisions. You agree that any action at law or in equity arising out of or relating to these Sale Terms or your purchase of Products shall be filed only in the state and federal courts located in Alameda County, California, and you hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such courts over any suit, action or proceeding arising out of these Sale Terms.

TERMS OF SERVICE

Updated September 4, 2020

These Terms of Service (“Terms”) apply to your access to and use of the website of Demby | Co (“Demby”, “we” or “us”) located at www.dembyco.com (the “Site”). By using the Site, you agree to these Terms. If you do not agree to these Terms, do not use the Site.

If you have any questions about these Terms or the Site, please contact us at contact@dembyco.com. For information about how we collect, use, share, and otherwise process information about you, please see our Privacy Policy.

1. Eligibility; Authority

You must be at least 13 years of age to use the Site. By using the Site, you represent and warrant that you are 13 years of age or older. If you use the Site on behalf of another person or entity, (a) all references to “you” throughout these Terms will include that person or entity, (b) you represent that you are authorized to accept these Terms on that person’s or entity’s behalf, and (c) in the event you or the person or entity violates these Terms, the person or entity agrees to be responsible to us.

2. Terms of Sale

All sales from the Site are governed by Demby’s Terms of Sale. Please refer to our Terms of Sale for the terms, conditions, and policies applicable to your purchase of products from Demby. By ordering products through the Site, you agree to be bound by and accept the Terms of Sale, which are then incorporated into and made a part of these Terms. The Terms of Sale are subject to change without prior notice at any time, in our sole discretion, so you should review the Terms of Sale each time you make a purchase.

3. Ownership; Limited License

The Site, including the text, graphics, images, photographs, videos, illustrations, and other content contained therein, are owned by Demby or our licensors and are protected under both United States and foreign laws. Except as explicitly stated in these Terms, all rights in and to the Site are reserved by us or our licensors. Subject to your compliance with these Terms, you are hereby granted a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Site for your own personal, non-commercial use. Any use of the Site other than as specifically authorized herein, without our prior written permission, is strictly prohibited, will terminate the license granted herein, and violates our intellectual property rights.

4. Trademarks

DEMBY | CO and our logos, our product or service names, our slogans, and the look and feel of the Site are trademarks of Demby and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names, and company names or logos mentioned on the Site are the property of their respective owners. Reference to any products, services, processes or other information by trade name, trademark, manufacturer, supplier or otherwise, or to individuals, does not constitute or imply any endorsement, affiliation, sponsorship, or recommendation.

5. Feedback

You may voluntarily post, submit, or otherwise communicate to us any questions, comments, suggestions, ideas, original or creative materials, or other information about Demby or the Site (collectively, “Feedback”). You understand and agree that we have no obligation to treat Feedback as confidential, and that we may use such Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you, including to develop, copy, publish, or improve the Feedback in our sole discretion.

6. Third-Party Content; Third-Party Products and Services

We may provide, or may provide links to or information about, third-party content on or through the Site (collectively, “Third-Party Content”). We provide Third-Party Content as a service to those interested in such content. Demby does not control or endorse, and makes no representations or warranties regarding, any Third-Party Content, including without limitation regarding its accuracy or completeness. You acknowledge and agree that Demby is not responsible or liable for, and undertakes no responsibility to update or review, any Third-Party Content. Your access to and use of such Third-Party Content is at your own risk.

Demby may also provide information about or links to third-party products or services on the Site (“Third-Party Products”). Demby does not endorse or make any representations or warranties regarding any Third-Party Products or any related promotions or vendors. Your business dealings or correspondence with, or participation in promotions of, such third parties, and any terms, conditions, warranties or representations associated with such dealings or promotions, are solely between you and such third party. Demby is not responsible or liable in any manner for any third-party products or services, for any loss or damage of any sort incurred as the result of any products, services, dealings, or promotions.

7. Disclaimers

Your use of the Site is at your sole risk. Except as otherwise provided in a writing by us, the Site and any content therein are provided “as is” and “as available” without warranties of any kind, either express or implied, including implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. In addition, Demby does not represent or warrant that the Site is accurate, complete, reliable, current, or error-free. While Demby attempts to make your use of the Site and any content therein safe, we cannot and do not represent or warrant that the Site or servers are free of viruses or other harmful components. You assume the entire risk as to the quality and performance of the Site.

8. Limitation of Liability

To the fullest extent permitted by applicable law, Demby and its officers, directors, agents, partners, and employees (individually and collectively, the “Indemnified Parties”) will not be liable to you under any theory of liability—whether based in contract, tort, negligence, strict liability, warranty, or otherwise—for any indirect, consequential, exemplary, incidental, punitive or special damages, or lost profits, even if Demby or the other Indemnified Parties have been advised of the possibility of such damages.

The total liability of Demby and the other Indemnified Parties for any claim arising out of or relating to these Terms or the Site, regardless of the form of the action, is limited to $5.

The limitations set forth in this Section 8 will not limit or exclude liability for the gross negligence, fraud, or intentional misconduct of Demby or the other Indemnified Parties or for any other matters in which liability cannot be excluded or limited under applicable law. Additionally, some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations or exclusions may not apply to you.

9. Release

To the fullest extent permitted by applicable law, you release Demby and the other Indemnified Parties from responsibility, liability, claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown (including claims of negligence), arising out of or related to disputes between users and the acts or omissions of third parties. If you are a consumer who resides in California, you hereby waive your rights under California Civil Code § 1542, which provides: “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.”

10. Transfer and Processing Data

In order for us to provide the Site, you agree that we may process, transfer, and store information about you in the United States and other countries, where you may not have the same rights and protections as you do under local law.

11. Governing Law and Venue

Any dispute arising from these Terms and your use of the Site will be governed by and construed and enforced in accordance with the laws of California, except to the extent preempted by U.S. federal law, without regard to conflict of law rules or principles (whether of California or any other jurisdiction) that would cause the application of the laws of any other jurisdiction. Any dispute between the parties that is not subject to arbitration or cannot be heard in small claims court will be resolved in the state or federal courts of California and the United States, respectively, sitting in Alameda County, California.

12. Modifying and Terminating the Site

We reserve the right to modify the Site or to suspend or stop providing all or portions of the Site at any time. You also have the right to stop using the Site at any time. We are not responsible for any loss or harm related to your inability to access or use the Site.

13. Additional Terms and Amendments

(a) We may supply different or additional terms in relation to the Site, and those different or additional terms become part of your agreement with us if you use the Site. If there is a conflict between these Terms and the additional terms, the additional terms will control for that conflict.

(b) We may make changes to these Terms from time to time. If we make materials changes, we will provide you with notice of such changes, such as by sending an email, providing a notice through the Site or updating the date at the top of these Terms. Unless we say otherwise in our notice, the amended Terms will be effective immediately, and your continued use of the Site after we provide such notice will confirm your acceptance of the changes. If you do not agree to the amended Terms, you must stop using the Site.

14. Severability

If any provision or part of a provision of these Terms is unlawful, void, or unenforceable, that provision or part of the provision is deemed severable from these Terms and does not affect the validity and enforceability of any remaining provisions.

15. Miscellaneous

(a) The failure of Demby to exercise or enforce any right or provision of these Terms will not operate as a waiver of such right or provision. These Terms reflect the entire agreement between the parties relating to the subject matter hereof and supersede all prior agreements, representations, statements, and understandings of the parties. The section titles in these Terms are for convenience only and have no legal or contractual effect. Use of the word “including” will be interpreted to mean “including without limitation.” 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. You agree that communications and transactions between us may be conducted electronically.

(b) Under California Civil Code Section 1789.3, California consumers are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 N. Market Blvd., Suite N-112, Sacramento, California 95834, or by telephone at 1 (800) 952-5210.

PRIVACY POLICY

Updated September 4, 2020

This Privacy Policy explains how Demby | Co (“Demby”, “we” or “us”) collects, uses, and discloses information about you when you access or use our website and other online products and services that link to this Privacy Policy (collectively, the “Services”), shop with us in person, engage with us on social media, or otherwise interact with us.

We may change this Privacy Policy from time to time. If we make changes, we will notify you by revising the date at the top of the policy and, in some cases, we may provide you with additional notice (such as adding a statement to our website homepage or sending you a notification). We encourage you to review the Privacy Policy whenever you access the Services or otherwise interact with us to stay informed about our information practices and the choices available to you.

COLLECTION OF INFORMATION

Information You Provide to Us

We collect information you provide directly to us. For example, we collect information when you place an order, make a purchase, fill out a form, or otherwise communicate with us. The types of information we may collect include your name, email address, billing address, mailing address, phone number, credit card and other payment information, transaction information, and any other information you choose to provide.

Automatically Collected Information

When you access or use our Services or transact business with us, we automatically collect information about you, including:

· Transactional Information: When you make a purchase or return, we collect information about the transaction, such as product details, purchase price, and date and location of the transaction.

· Log and Usage Information: We collect information related to your access to and use of the Services, including the type of browser you use, app version, access times, pages viewed, your IP address, and the page you visited before navigating to our Services.

· Device Information: We collect information about the computer or mobile device you use to access our Services, including the hardware model, operating system and version, unique device identifiers, and mobile network information.

· Location Information: We may derive the approximate location of your device from your IP address.

· Information Collected by Cookies and Similar Tracking Technologies: We (and our service providers) may use different technologies to collect information, including cookies and web beacons. Cookies are small data files stored on your hard drive or in device memory that help us (i) improve our Services and your experience, (ii) see which areas and features of our Services are popular, and (iii) count visits. Web beacons (also known as “pixel tags” or “clear GIFs”) are electronic images that may be used in our Services or emails and help deliver cookies, count visits, and understand usage and campaign effectiveness. For more information about cookies and how to disable them, see Your Choices below.

Information We Collect from Other Sources

We may also obtain information about you from other sources and combine that with information we collect directly from you. For example, we may collect information about you when you engage with us through a social media site. We will have access to certain information from that site, such as your name, account information, and friends lists, in accordance with the authorization procedures determined by such social media site.

USE OF INFORMATION

We may use the information we collect to:

· Provide, maintain, and deliver the products and services you request, operate our website, process transactions, and send you related information, including confirmations and invoices;

· Send you technical notices, updates, security alerts, and support and administrative messages and to respond to your comments, questions, and customer service requests;

· Communicate with you about products, services, and events offered by Demby and others, and provide news and information we think will be of interest to you (see Your Choices below for information about how to opt out of these communications at any time);

· Monitor and analyze trends, usage, and activities in connection with our Services;

· Detect, investigate, and prevent fraudulent transactions and other illegal activities, and protect the rights and property of Demby and others;

· Personalize and improve your online experience;

· Facilitate contests, sweepstakes, and promotions, and process and deliver entries and rewards; and

· Carry out any other purpose described to you at the time the information was collected.

SHARING OF INFORMATION

We may share information about you as follows or as otherwise described in this Privacy Policy:

· With vendors, consultants, and other service providers that perform services for us, including fulfillment vendors and payment processors;

· In response to a request for information if we believe disclosure is in accordance with, or required by, any applicable law or legal process, including lawful requests by public authorities to meet national security or law enforcement requirements;

· If we believe your actions are inconsistent with our user agreements or policies, or to protect the rights, property, and safety of Demby or others;

· In connection with, or during negotiations of, any merger, sale of company assets, financing, or acquisition of all or a portion of our business by another company;

· Between and among Demby and our current and future parents, affiliates, subsidiaries, and other companies under common control and ownership; and

· With your consent or at your direction.

We may also share aggregated or de-identified information that cannot reasonably be used to identify you.

SOCIAL SHARING FEATURES

The Services may offer social sharing features and other integrated tools (such as the Facebook “Like” button), which let you share actions you take on our Services with other media, and vice versa. Your use of such features enables the sharing of information with your friends or the public, depending on the settings you establish with the entity that provides the social sharing feature. For more information about the purpose and scope of data collection and processing in connection with social sharing features, please visit the privacy policies of the entities that provide these features.

ANALYTICS SERVICES PROVIDED BY OTHERS

We may allow others to provide analytics services on our behalf across the web and in mobile applications. These entities may use cookies, web beacons, device identifiers, and other technologies to collect information about your use of the Services and other websites and applications, including your IP address, web browser, mobile network information, pages viewed, time spent on pages or in apps, links clicked, and conversion information. This information may be used by Demby and others to, among other things, analyze and track data, determine the popularity of certain content, deliver content targeted to your interests on our Services and other websites, and better understand your online activity.

YOUR CHOICES

Most web browsers are set to accept cookies by default. If you prefer, you can usually choose to set your browser to remove or reject browser cookies. Please note that if you choose to remove or reject cookies, this could affect the availability and functionality of our Services.

Promotional Communications

You may opt out of receiving promotional emails from Demby by following the instructions in those emails. If you opt out, we may still send you non-promotional emails, such as those about our ongoing business relations.

TRANSFER OF INFORMATION TO THE U.S. AND OTHER COUNTRIES

Demby is based in the United States and we process and store information in the U.S. Our service providers may transfer your information to, or store or access it in, jurisdictions that may not provide equivalent levels of data protection as your home jurisdiction. We will take steps to ensure that your personal data receives an adequate level of protection in the jurisdictions in which we process it.

If you have any questions about this Privacy Policy, please contact us at contact@dembyco.com.