Last Updated: 1.31.2022
SCOPE
The following terms and conditions (“Terms”) constitute a binding agreement between the user (“User” or “you”) and Shipley Donuts and govern your access to, and use of, all or part of any website or mobile application of Shipley Donuts or its subsidiaries and affiliated companies (collectively, “SHIPLEY” “we,” “us,” or “our”), including ShipleyDoNuts.com, and any other site, mobile application, or online service where these Terms are posted (collectively, the “Sites”). The Sites are made available to provide information about Shipley Donuts locations in the United States, and to provide certain marketing and other programs and services offered by SHIPLEY(“Programs”). Information made available through the Sites may apply only to participating Shipley Donuts locations. These Terms do not alter in any way the terms or conditions of any other agreement you may have with SHIPLEY for products, services, or otherwise.
In the event there is any conflict or inconsistency between these Terms and any other terms of use that appear on the Sites, these Terms will govern. However, if you navigate away from the Sites to a third-party site, you may be subject to alternative terms and conditions of use, as may be specified on such site, which will govern your use of that site.
MODIFICATION
SHIPLEY reserves the right, at our sole discretion, to modify our Sites or to change or modify these Terms at any time. If we modify these Terms, we will post the updated Terms to the Sites with a “Last Updated” effective date of the revision. Any changes or modifications will be effective immediately upon posting of the changes or modifications, and to the extent permitted by law, you waive any right you may have to receive specific notice of such changes or modifications. Your continued access to, use of and/or participation in the Sites after these Terms have been changed or modified (see Last Updated date above) signifies your acceptance of any updated Terms. As a result, you should frequently review these Terms to understand the terms and conditions that apply to your access to, use of, and/or participation in the Sites. If you do not agree to the changed or modified Terms, your sole recourse is to stop using and accessing the Sites.
PRIVACY
Please read the Privacy Policy carefully to understand how SHIPLEY collects, uses, and discloses personally identifiable information from Users. By accessing or using the Sites, you consent to all actions that we take with respect to your data consistent with our Privacy Policy.
USE OF THE SITES
YOU MUST BE AT LEAST 16 YEARS OF AGE TO ACCESS AND USE THE SITES. The Sites are not targeted towards, nor intended for use by, anyone under the age of 16. If you are between the ages of 16 and 18, you may only use the Sites under the supervision of a parent or legal guardian who agrees to be bound by these Terms. Please note that some Sites may require that the User be 18 or older to use the Site.
In order to participate in certain areas of our Sites, you will need to register for an account. You agree to (a) create only one account; (b) provide accurate, truthful, current, and complete information when creating your account; (c) maintain and promptly update your account information; (d) maintain the security of your account by not sharing your password with others and restricting access to your account and your computer; (e) promptly notify SHIPLEY if you discover or otherwise suspect any security breaches relating to the Sites; and (f) take responsibility for all activities that occur under your account and accept all risks of unauthorized access.
There are no fees charged by SHIPLEY to use the Sites, but there may be data usage or other like fees owed to your mobile carrier resulting from such use, for which you are responsible, and you are responsible for payment of any items purchased through the Sites.
ACCOUNTS & COMMUNICATION
You are solely responsible for maintaining the confidentiality of your account information (i.e., user ID, password and/or challenge questions). You are also responsible for all activities that occur in connection with your account, irrespective of whether you personally engage in such activities. You agree to notify us immediately in the event of any known or suspected unauthorized use of your user account, or any known or suspected breach of security, including loss, theft, or unauthorized disclosure of your password.
If a User signs up for a Rewards account through the Sites, the User is, by default, opted in to receive communications from SHIPLEY for the purpose of advising you of changes or additions to the Sites, about any of SHIPLEY’s products or services, or for such other purpose(s) as SHIPLEY deems appropriate. The User may, at the time of sign up, opt-out of receiving communications from SHIPLEY.
USER-SUBMITTED CONTENT
The Sites may provide an opportunity for you to submit your own content, including but not limited to comments, photos, videos and other content you submit to these Sites or the Shipley Donuts Facebook/Instagram page (“User Content”). All of your communications with SHIPLEY through personal accounts or otherwise, as well as any attachments to those communications or otherwise submitted to us (such as documents, photographs, and videos) are User Content. SHIPLEY does not control, take responsibility for or assume liability for any User Content posted, stored or uploaded by you or any third party, or for any loss or damage thereto, nor is SHIPLEY liable for any user conduct or any mistakes, defamation, slander, libel, omissions, falsehoods, obscenity, pornography or profanity you may encounter.
In order to submit User Content or to place an order, you may be required to create an account and provide us with certain personal information, such as your name, email address, telephone number, home/business address, credit card information, and the like. Other means of communication do not require that you create an account. To the extent that you disclose personal information, our use of that information will be governed by our Privacy Policy, which is incorporated into these Terms by reference.
You represent and warrant that your User Content is not subject to any confidentiality obligations and that you own and control all of the rights to the User Content, have the lawful right to distribute and produce such User Content, or otherwise have the right to grant the rights to SHIPLEY that you grant herein. By submitting User Content to the Sites or the Shipley Donuts Facebook/Instagram page, you grant SHIPLEY a perpetual, non-exclusive license to use, reproduce, distribute, display, modify, create derivative works of, and sublicense the User Content in any way, including but not limited to reposting that User Content on the Sites. This license extends to your name and your Sites username and profile information (if applicable). By posting User Content, you hereby release SHIPLEY and its agents and employees from any claims that such use, as authorized above, violates any of your rights and you understand that you will not be entitled to any compensation for any use of your User Content.
SHIPLEY has the right, but not the obligation, to review, refuse to display, or remove any User Content for any reason, at SHIPLEY’s sole discretion. The absence of enforcement in some instances does not constitute a waiver of our right to enforce the Terms in other instances. In addition, these Terms do not create any private right of action on the part of any third party or any reasonable expectation or promise that the Sites will not contain any content that is prohibited by these Terms. Although SHIPLEY has no obligation to screen, edit, or monitor any of the User Content posted on the Sites, SHIPLEY reserves the right, and has absolute discretion, to remove, screen, or edit any User Content on the Sites at any time and for any reason without notice. You are solely responsible for creating backup copies and replacing any User Content you post or store on the Sites at your sole cost and expense.
If you are viewing the Sites on a public computer or are otherwise using a computer to which multiple people have potential access, be sure to follow all relevant instructions to ensure you are sufficiently disconnected and logged off the Sites and the computer system you are using to prevent unauthorized User Content.
GIFT CARDS
Gift cards may be purchased at your neighborhood Shipley Donuts. You may redeem this gift card for food and beverages at participating Shipley Donuts locations in the United States. Protect your gift card like cash. Lost or stolen gift cards will not be replaced. No service fees are charged on gift cards.
For balance inquiry, visit your nearest Shipley Donuts location.
PROHIBITED ACTIVITIES
You may not use these Sites to stalk or otherwise harass another User or employee of SHIPLEY; impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with SHIPLEY or any other person or entity; harm minors in any way, or solicit or otherwise attempt to gain any information from a minor; solicit, collect or post personal data or attempt to solicit, collect or post personal data about other Users of the Sites, including user names or passwords; or access or attempt to access another User’s account without his or her consent.
You may not reverse engineer, decompile, data mine, record, “scrape,” link to, collect information or otherwise manipulate content from any portion of the Sites.
You may not submit any User Content that infringes in any manner on the copyright, trademark or other intellectual property rights of any person or entity, or that contains any confidential or proprietary information of any person or entity, or that otherwise violates the legal rights of any person or entity.
You may not submit User Content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable (in SHIPLEY’s sole discretion).
You may not submit User Content that constitutes unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of commercial solicitation.
You may not submit User Content that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment.
TERMINATION
SHIPLEY may terminate or suspend your account or ability to use the Sites, in whole or in part, at SHIPLEY’s sole discretion, without notice or liability of any kind.
You may terminate these Terms at any time by closing your account and discontinuing your use of any and all parts of the Sites. In the event of any termination, whether by you or SHIPLEY, your obligation to indemnify SHIPLEY, as stated in these Terms, will continue in full force and effect.
OUR INTELLECTUAL PROPERTY
Shipley Donuts is a registered trademark. This and all other SHIPLEY trademarks, service marks, graphics, logos, domain names, trade or company names, or indicia of origin referred to on the Sites are the property of SHIPLEY (collectively, “SHIPLEY Marks”). In countries where any of the SHIPLEY Marks are not registered, SHIPLEY claims other rights associated with unregistered trademarks, service marks, logos, domain names, company names, or indicia of origin. Other product or company names referred to on the Sites may be the trademarks of their respective owners (collectively, “Third Party Marks”). You may not copy, imitate, or use, in whole or in part, any SHIPLEY Marks or Third Party Marks without permission from the applicable trademark owner or holder. Your use of the Sites does not create, and nothing contained in the Sites shall be construed as creating or conferring to you, by implication, estoppel, or otherwise, a license or any other rights in any intellectual property rights of SHIPLEY. Non-SHIPLEY-owned content may not be used without permission.
Unless otherwise indicated, the Sites and all content therein, including, without limitation, the SHIPLEY logo(s) and all designs, articles, text, photographs, images, illustrations, graphics, designs, information, video and audio material, and software, including the selection and arrangement thereof, (collectively, “Content”) are SHIPLEY’s or its licensors or Users’ proprietary property. The Sites and the Content are protected by copyright, trademark, patent, trade secret, international treaties, state and federal laws, and other proprietary rights and also may have security components that protect digital information only as authorized by SHIPLEY or the owner of the Content. All rights not expressly granted are reserved.
LIMITED LICENSE
Subject to these Terms, SHIPLEY grants you a limited, non-sublicensable license (“Limited License) to access and use the Sites, and all material therein, for personal, informational, and consumer transactional purposes only, including the dissemination of content to the extent specifically allowed through any provided third party functionality made available through the Sites that allow you to post content from the Sites to your personal social media account(s). This Limited License does not include the right to download, reproduce, modify or link to any portion of the Content. Moreover, the Limited License does not include the right to the resale, commercial use, distribution, public display or performance of the Sites or any materials therein, nor does it permit the modification or the making of derivative uses of the Sites of any materials therein, or the use of any data mining, spiders, robots or similar data gathering or extraction methods thereon
Any violation of these Terms – including unauthorized use of the Content – will immediately terminate the Limited License granted by SHIPLEY to access and use the Sites and may subject you to legal action.
If you would like to use the Sites or the Content in a way that exceeds the scope of this Limited License, please contact us for permission.
COPYRIGHT COMPLAINTS
SHIPLEY respects the intellectual property of others and expects Users of our Sites to do the same. SHIPLEY may, in appropriate circumstances and in its sole discretion, terminate the rights of any User who infringes the intellectual property rights of others.
The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe that your work has been copied in a way that constitutes copyright infringement or are aware of someone doing so, you may file a notification of such infringement with our Designated Agent as set forth below:
Shipley Donuts
5307 N. Main Street
Houston, TX 77009
Attention: General Counsel
Please see 17 U.S.C. §512(c)(3) for the requirements of a proper notification. Please note that if you knowingly misrepresent in your notification that the material or activity is infringing, you will be liable for any damages, including costs and attorneys’ fees, incurred by us or the alleged infringer as the result of our relying upon such misrepresentation in removing or disabling access to the material or activity claimed to be infringing.
If you believe in good faith that a notice of copyright infringement has been wrongly filed against User Content posted by you on the Sites, the DMCA permits you to send SHIPLEY a counter-notice.
Notices and counter-notices with respect to these Sites should be sent to our Designated Agent for notice of claims of copyright infringement, as set forth above.
INDEMNIFICATION
By agreeing to these Terms and using the Sites, you agree to indemnify and hold harmless SHIPLEY, its parents, subsidiaries, affiliates, any related companies, suppliers, licensors and partners, and the officers, directors, employees, agents, and representatives of each of them from and against any claim or demand made by any third party, including all costs, liabilities and legal fees, due to or arising out of (i) your access to or use of the Sites; (ii) your violation of these Terms; (iii) claims for libel, slander or any property damage, personal injury or death; (iv) the use, failure to use, or inability to use the Sites or any products or services available through the Sites, caused directly or indirectly by you; (v) the infringement by you, or any third party using your account, of any intellectual property or other right of any person or entity; and/or (vi) violations of any local, state or federal law.
SHIPLEY reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify SHIPLEY, and you agree to cooperate with SHIPLEY’s defense of these claims. You agree not to settle any matter without SHIPLEY’s prior written consent. SHIPLEY will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it, but no failure or delay of SHIPLEY to notify you will waive SHIPLEY’s right to indemnification.
DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY
THE PRODUCTS, OFFERINGS, CONTENT, AND MATERIALS ON THESE SITES ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. SHIPLEY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, COMPATIBILITY, SECURITY, ACCURACY OR NON-INFRINGEMENT.
NEITHER SHIPLEY, ANY OF OUR FRANCHISEES OR AFFILIATES, NOR ANY OF OUR OR THEIR RESPECTIVE LICENSORS, LICENSEES, SERVICE PROVIDERS OR SUPPLIERS WARRANT THAT THESE SITES OR ANY FUNCTION CONTAINED IN THESE SITES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THESE SITES OR THE SERVERS THAT MAKE THESE SITES AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
ANY PRODUCT, OFFERING, CONTENT, AND MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THESE SITES IS DONE AT YOUR SOLE RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH PRODUCT, OFFERING, CONTENT OR MATERIAL.
NEITHER SHIPLEY, NOR ANY OF OUR FRANCHISEES OR AFFILIATES, NOR ANY OF OUR OR THEIR RESPECTIVE LICENSORS, LICENSEES, SERVICE PROVIDERS OR SUPPLIERS WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE PRODUCTS, OFFERINGS, CONTENT, AND MATERIALS IN THESE SITES IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT SHIPLEY AND OUR FRANCHISEES AND AFFILIATES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING OUT OF, OR RESULTING FROM, (A) THE USE OR THE INABILITY TO USE THESE SITES (B) THE USE OF ANY CONTENT OR OTHER MATERIAL ON THESE SITES OR ANY WEBSITE OR WEBSITES LINKED TO THESE SITES, (C) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THESE SITES; (D) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (E) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON OUR SITES; OR (F) ANY OTHER MATTER RELATING TO OUR SITES. IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION – WHETHER IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), OR OTHERWISE – EXCEED THE GREATER OF ONE HUNDRED DOLLARS ($100) OR THE AMOUNT YOU HAVE PAID US IN THE PAST TWELVE MONTHS.
IF YOU ARE DISSATISFIED WITH ANY PORTION OF OUR SITES, OR WITH ANY OF THESE TERMS & CONDITIONS, YOUR SOLE AND EXCLUSIVE REMEDY IS THE DISCONTINUATION OF YOUR USE OF THESE SITES. IF ANY PORTION OF THIS LIMITATION OF LIABILITY IS FOUND TO BE INVALID, LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.
CHOICE OF LAW AND FORUM
These Terms and the relationship between you and SHIPLEY shall be governed by the laws of the State of Texas without regard to its conflict of law provisions. Unless expressly waived by SHIPLEY, you agree to submit to the personal and exclusive jurisdiction of the state and federal courts in Harris County, Texas. Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Sites or these Terms must be filed within one (1) year after such claim of action arose or be forever barred. In the event of any action to enforce or interpret these Terms, the prevailing party shall be entitled to recover all legal expenses incurred in connection with the action, including but not limited to its costs, both taxable and non-taxable, and reasonable attorney’s fees.
MISCELLANEOUS
These Terms, together with the Privacy Policy, are the entire agreement between you and SHIPLEY relating to the subject matter herein and supersede any prior agreements between you and SHIPLEY.
If any provision of these Terms shall be unlawful, void, or unenforceable for any reason, then that provision shall be deemed severable from these terms and shall not affect the validity and enforceability of any remaining provisions.
No agency, partnership, joint venture, or employment is created as a result of these Terms, and you do not have any authority of any kind to bind SHIPLEY in any respect whatsoever.
SHIPLEY may assign its rights and obligations under these Terms, and these Terms will inure to the benefit of our successors, assigns, franchisees and licensees.
The failure of SHIPLEY to insist upon or enforce the strict performance with respect to any provision of these Terms, or to exercise any right under the Terms, will not be construed as a waiver or relinquishment to any extent of SHIPLEY’s right to assert or rely upon any such provision or right in that or any other instance; rather, the same will be and remain in full force and effect.
These Terms may be modified by our posting of changes to these Terms on the Sites, or by written agreement of both parties. Each time you access the Sites, you will be deemed to have accepted any such changes.