Service Agreement

Landed LLC

Last Updated: 1/1/25


THIS AGREEMENT CONTAINS A WAIVER OF CLASS ACTION RIGHTS, A WAIVER OF JURY TRIALS, AND MANDATES INDIVIDUAL BINDING ARBITRATION FOR DISPUTE RESOLUTION.


These Buyer Terms and Conditions (the “Agreement”) govern your (“You” or “Your”) access to and use of the website operated by Landed LLC (“Landed”) (the “Website”). PLEASE READ THIS AGREEMENT CAREFULLY. BY ACCESSING OR UTILIZING THE WEBSITE, INCLUDING SUBMITTING AN ORDER TO LANDED LLC FOR MANUFACTURING SERVICES (THE “SERVICES”), CLICKING THE “I ACCEPT” BUTTON, OR COMPLETING THE REGISTRATION PROCESS, YOU HEREBY ACKNOWLEDGE AND AFFIRM THAT: (1) YOU HAVE READ, COMPREHEND, AND CONSENT TO THESE TERMS, (2) YOU ARE OF LEGAL AGE TO ENTER INTO A BINDING AGREEMENT WITH LANDED LLC, AND (3) YOU HAVE THE LEGAL AUTHORITY TO EXECUTE THIS AGREEMENT EITHER INDIVIDUALLY OR ON BEHALF OF THE ENTITY YOU REPRESENT. IF YOU DO NOT ACCEPT THESE TERMS, YOU ARE PROHIBITED FROM USING THIS WEBSITE OR ACCESSING ITS SERVICES.


Landed LLC’s general terms and conditions (the “General Terms”) are hereby incorporated by reference into this Agreement.

Landed LLC retains the right to amend these terms at any time, with such modifications becoming effective immediately upon their posting on the Website for any orders placed thereafter. Landed LLC will also update the “Last Updated” date at the top of this Agreement accordingly. In the event of material changes, and if You have an active Account (as defined below), Landed LLC may notify You via email. Any revisions will take immediate effect for new users and will become effective thirty (30) days after posting or notice for existing users. Landed LLC may also require You to explicitly consent to the updated terms before continuing to access the Website or utilize the Services. If You do not accept the modifications, You must cease using the Website and Services. Your continued use of the Website and/or Services shall constitute Your definitive acceptance of the updated terms and conditions.

Landed strictly uses Your information in accordance with its Privacy Policy. We consider the protection of user privacy to be a fundamental principle of our community. You represent and warrant that any data, information, records, or files You upload, transmit, or enter into the Website will contain only Personal Information, as defined in the Privacy Policy, for which You have provided all necessary notices and disclosures, obtained any required third-party consents and permissions, and otherwise possess the legal authority, as mandated by applicable laws, to enable us to provide the Services.


1. SERVICES.

1.1 Overview of Services. Landed LLC operates an online platform and service designed to facilitate the manufacturing process by enabling buyers to upload three-dimensional (3D) models for production. Through its network of third-party manufacturing partners (“Partners”), Landed LLC streamlines the procurement process by offering competitive pricing, ensuring compliance with relevant certifications, and optimizing lead times. By leveraging these strategic collaborations, Landed LLC enhances operational efficiency while upholding stringent quality manufacturing standards. Our platform is structured to provide users with a seamless experience, from project submission to final production, ensuring that each manufacturing request meets industry-specific requirements and client expectations.

1.2 User Responsibilities. When using the Services, You agree to:

Adhere to all applicable laws and regulations, including those related to intellectual property, data privacy, and export controls. Upload only content or information for which You have full legal rights.Take reasonable precautions to prevent unauthorized access to or misuse of the Services. Monitor and manage activities conducted through Your Account. Notify Landed LLC immediately if You suspect unauthorized activity or a security breach involving Your Account. If Landed LLC determines that You have not met these obligations, it may suspend or terminate Your access without prior notice.


2. ACCOUNT REGISTRATION/SUBMISSIONS

To access certain Services, You may need to create an account (“Account”). By registering, You agree to:

Provide and maintain accurate, current, and complete account information.

Keep Your Account secure and not share Your password with others.

If You do not create an Account but proceed with using the Website or placing an order via email, this Agreement remains legally binding, and all terms herein shall apply to You as if You had created an Account.


3. ORDER PROCESS

3.1 Placing Orders. To initiate the manufacturing process for a Part, You must submit a suitable three-dimensional (3D) model that accurately represents the Part You wish to have produced in accordance with the terms set forth in this Agreement. During the ordering process, You will have the opportunity to specify key production details, including but not limited to material type, color, tolerances, and surface finish.

Landed LLC will not alter, modify, or deviate from the specifications You provide without first obtaining Your explicit written approval. Once Your request has been submitted, Landed will source pricing information from its network of manufacturing Partners. Based on the gathered data, Landed will generate and provide You with a formal quote detailing estimated production costs, delivery fees, and applicable taxes, if any.

Orders will not be considered binding or confirmed until Landed LLC explicitly accepts Your request via email or another approved communication method. Additionally, You must review and formally approve the provided quote, along with any relevant drawings and 3D models, before the order is finalized and moved forward for production.


3.2 Cancellations. Once an order has been submitted, it cannot be canceled unless explicitly authorized by Landed LLC. After both parties have agreed to the order terms, You are not permitted to cancel the order once it has been placed. However, at its sole discretion, Landed LLC may allow a buyer to request cancellation, provided that no manufacturing work has commenced as of the date of the request. If such a cancellation is permitted, Landed LLC reserves the right to impose a cancellation fee, which shall not exceed five percent (5%) of the total order value.

Landed LLC also retains the right, at any stage of the quotation, ordering, or manufacturing process, to revoke or cancel any quote or order if technical issues arise or if other concerns, such as questions regarding intellectual property ownership of the design or the legality of the Part, warrant such action. Should Landed LLC cancel an order under these circumstances, You will be refunded any monies paid for the affected Part, minus any costs already incurred in connection with production up to the point of cancellation. Refunds, if applicable, will be issued via the original payment method within 30 days after cancellation approval. If You dispute the refunded amount, You must notify Landed LLC in writing within ten (10) business days of receiving the refund. Disputes will be reviewed and resolved in accordance with Section 4.1 (Payment Terms).


3.3 Specifications. If You accept Landed LLC’s Quote by placing an order that references the Quote using the designated Quote number, Landed LLC will, in accordance with the terms set forth herein, manufacture or facilitate the manufacturing of the Part(s) to match the 3D geometry, related features, and specified tolerances outlined in the Quote (except where noted in the “Notes” section) (collectively, the “Specifications”).

It is Your sole responsibility to ensure that all Specifications detailed in the Quote, as well as any additional information submitted with Your order, are accurate and complete before making payment. Once an order has been placed, YOU MAY NOT AMEND OR MODIFY THE SPECIFICATIONS. Any required changes must be submitted as a new order and will be subject to a revised Quote and payment terms.


3.4 Limitations. Landed LLC will manufacture Your Part(s) in accordance with the Manufacturing Standards detailed in the Quote. However, due to the inherent technical constraints of current manufacturing technologies, it may not always be feasible—either physically or commercially—to produce certain Parts exactly as specified in Your order. In the event that manufacturing Your Part(s) in full compliance with Your Specifications is impossible or impractical, Landed LLC will make commercially reasonable efforts to notify You of such limitations as soon as they are identified.

If adjustments to the design or manufacturing process are necessary, Landed LLC and its Partners, with Your prior written approval, may modify the production method, adjust material thickness, or implement other reasonable changes to ensure the successful fabrication of the Part(s). Any such modifications may result in changes to the quoted price, delivery timeline, or other terms of the order. Landed LLC will provide You with updated terms reflecting these adjustments, and You agree to review and approve such modifications before production proceeds.

Should the necessary modifications result in additional costs, You acknowledge and agree to compensate Landed LLC for any price increases incurred as a result of the revised Specifications. If You do not consent to the required changes, Landed LLC reserves the right to cancel the order, in which case You may be entitled to a refund, subject to any costs already incurred up to the point of cancellation.

3.5 Compliance with Export Controls.

The data, products, deliverables, and Services provided through Landed LLC may be subject to national, foreign, and international trade and export control laws and regulations (collectively, “Export Laws”). You are responsible for ensuring compliance with all applicable Export Laws when submitting any three-dimensional (3D) models, specifications, or related items to Landed LLC. This includes, but is not limited to, identifying and disclosing whether any data or items are subject to control under the International Traffic in Arms Regulations (“ITAR”) or any other applicable export control framework.

At the time of submission, You must clearly identify any 3D models, components, or resulting manufactured Parts that are subject to Export Laws. Failure to accurately disclose applicable export controls or comply with Export Laws may result in severe legal consequences. NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, YOU SHALL BE FULLY RESPONSIBLE FOR AND AGREE TO INDEMNIFY AND HOLD LANDED LLC HARMLESS FROM ANY AND ALL DAMAGES, LOSSES, LIABILITIES, PENALTIES, FINES, OR OTHER COSTS INCURRED AS A RESULT OF YOUR FAILURE TO COMPLY WITH EXPORT LAWS OR YOUR INACCURATE IDENTIFICATION OF CONTROLLED ITEMS.

Additionally, upon request by Landed LLC, You must provide the following information within two (2) business days:

(a) The appropriate Harmonized Tariff Schedule (“HTS”) codes for any Parts submitted;

(b) The intended end-use of the Parts; and

(c) The identity of the final end-user of such Parts.

Failure to provide this information in a timely manner may result in delays, suspension, or cancellation of Your order at Landed LLC’s sole discretion.


3.6 Prohibited Items. Landed LLC reserves the right to refuse manufacturing any Part that is illegal, violates regulations, or is otherwise deemed inappropriate. The use of its Services for firearm components or any regulated Parts requiring federal, state, or local licenses is strictly prohibited.

Landed LLC may cancel any order that falls under these restrictions at its sole discretion. Users are responsible for ensuring compliance with all applicable laws, and any violation may result in service termination or legal reporting.


4. PAYMENTS AND PRICING

4.1 Payment Terms. You agree to pay all applicable fees and charges as specified in the Quote at the time payment is due. Payments must be made according to the fees, charges, and billing terms in effect when a payment is due. Unless expressly agreed otherwise by Landed LLC, invoices are payable within thirty (30) days from the invoice date or by credit card at the time of order placement. Landed LLC may require upfront payment for certain orders.

All invoices must be paid in full without deductions or offsets and are deemed final unless disputed in writing within ten (10) days of receipt. Failure to dispute an invoice within 10 days waives the right to challenge the invoice for billing errors, but does not waive other legal claims related to the invoice, which remain subject to the one-year limitation in Section 13.6. Any overdue balance beyond thirty (30) days will accrue interest at 1.5% per month or the highest rate permitted by law. If an invoice remains unpaid after forty-five (45) days, Landed LLC may deduct the amount from any credits held in Your Account.

If You choose to pay via credit card, You must provide a valid card (Visa, MasterCard, or any other accepted issuer) (“Payment Provider”). Your agreement with Your Payment Provider governs Your rights and obligations regarding card use. By submitting payment information, You authorize Landed LLC to immediately invoice Your Account and charge Your card for all applicable fees without additional notice or consent. You must promptly update Landed LLC on any changes to Your billing address or payment details.

Landed LLC reserves the right to modify pricing and billing methods, with changes taking effect upon notice via the Website or email. All payments must be made in U.S. Dollars. If collection efforts are required for overdue payments, You agree to reimburse Landed LLC for all reasonable costs, including attorneys’ fees, unless the delay is due to billing inaccuracies by Landed LLC.

4.2 Taxes and Additional Costs.

Unless expressly stated otherwise, the quoted price for manufacturing a Part includes the costs associated with Landed LLC’s Services, production of the Part, standard shipping, and any applicable sales and use taxes. Additional fees may be incurred for alternative shipping methods, expedited delivery, or optional shipping insurance.

You are responsible for any additional transaction duties, tariffs, or taxes that may apply, excluding taxes based on Landed LLC’s net income. If Your order qualifies for a sales tax exemption, You must provide a valid and up-to-date sales tax exemption certificate prior to completing the transaction. Failure to provide this documentation may result in the application of sales tax, which You will be required to pay.


5. SHIPMENT ESTIMATES; RISK OF LOSS IN TRANSPORT

5.1 Shipment Estimates. Quotes provided by Landed LLC will include an estimated shipment date, determined based on the information available at the time of order placement. Any delivery timeline indicated through the online ordering system serves only as an approximation and does not constitute a binding commitment by Landed LLC. The estimated shipment date is contingent upon the working conditions in place at the time the agreement is finalized, as well as the timely procurement of necessary materials for production.

If a delay occurs due to circumstances beyond Landed LLC’s control, such as changes in operational conditions or delays in the arrival of required materials, the projected shipment date may be adjusted accordingly. Landed LLC shall not be held liable for any delays resulting from such unforeseen circumstances.


5.2 Risk of Loss. Unless otherwise expressly agreed, all Part sales are conducted on an Ex-Works (Incoterms 2000) basis, meaning that risk of loss transfers to You once the Parts leave Landed LLC’s designated facility. If You require an alternative delivery arrangement, You must submit a written request detailing Your specific requirements.

Landed LLC, at its sole discretion, may coordinate shipping logistics, including but not limited to transport insurance, mode of transportation (which may be altered to comply with regulations or logistical constraints), and any special packaging needs. Any additional costs, taxes, duties, or charges associated with fulfilling these special requests shall be Your sole responsibility unless otherwise agreed upon in writing by both parties.

6. REPLACEMENT PARTS

6.1 No Warranty of Specifications. Upon receiving a Part, You must carefully inspect it to ensure it meets Your expectations. If no issues are reported in accordance with this Agreement, the Part will be considered accepted upon delivery.

Landed LLC will make commercially reasonable efforts to produce or facilitate the production of Parts in accordance with the Specifications You provide. However, Landed LLC does not guarantee the accuracy, feasibility, or functionality of any design or Specification submitted by You. Since You bear sole responsibility for the Specifications, there is no assurance that a Part can be manufactured exactly as requested, as some designs may be technically infeasible or commercially impractical to produce.

Furthermore, EXCEPT AS EXPRESSLY STATED IN THIS AGREEMENT, LANDED LLC MAKES NO WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE WEBSITE, SERVICES, PARTS, OR ANY MATERIALS PROVIDED. LANDED LLC DOES NOT GUARANTEE THAT A PART WILL MEET YOUR REQUIREMENTS, COMPLY WITH ANY CERTIFICATIONS, OR BE SUITABLE FOR A PARTICULAR PURPOSE OR MERCHANTABILITY.


6.2 Warranty of Specifications; Remedy. Landed LLC warrants that, for a period of three (3) business days following the delivery of a Part (the “Warranty Period”), the Part will conform in all material respects to the agreed-upon Specifications. If You determine that a Part does not meet the Specifications during the Warranty Period, You must notify Landed LLC in writing.

As Your sole and exclusive remedy, Landed LLC will, at its own cost, replace any non-conforming Part, provided that:

(i) You return the non-conforming Part(s) to Landed LLC within three (3) business days of reporting the issue, and

(ii) Landed LLC confirms, upon reasonable inspection, that the Part does not conform to the agreed Specifications.

Landed LLC will not accept returns or process replacements unless You provide notice of the issue within the Warranty Period. If no claim is made within this timeframe, Landed LLC shall have no further obligations regarding the Part, and ALL SALES WILL BE CONSIDERED FINAL, WITH NO RIGHT OF RETURN.

7. INTELLECTUAL PROPERTY

7.1 Limited License and Acceptable Use. Landed LLC grants You a limited, revocable, and non-exclusive license to access and use the Website solely for personal or internal business purposes, subject to the terms of this Agreement. All intellectual property rights in the Website, including its content, features, and software, remain the exclusive property of Landed LLC and its licensors.

You may not, nor may You authorize any third party to:

(i) Use the Website for any unlawful purpose, including the production of items intended for firearms or other restricted goods;

(ii) Upload, transmit, store, or otherwise share on the Website any content that:

(a) Contains viruses, malware, or any harmful software;

(b) You do not have the legal right to distribute;

(c) Is false, misleading, or impersonates others;

(d) Is defamatory, harassing, obscene, or promotes violence, discrimination, or hate speech;

(e) Targets or exploits minors;

(f) Infringes upon the intellectual property or privacy rights of any third party; or

(g) Encourages unlawful activities or could lead to civil or criminal liability.


7.2 Trademarks. Names, logos, and trademarks displayed on the Website are proprietary to Landed LLC or their respective owners and may not be used without prior written consent. Unauthorized use of any trademarks appearing on the Website is strictly prohibited.


7.3 Ownership and Use of Your Content. Landed LLC does not claim ownership of the Specifications, designs, or other materials (“Your Content”) You upload to the Website. However, You bear full responsibility for ensuring that You have the necessary rights to share such content.


By submitting Your Content, You grant Landed LLC a non-exclusive, perpetual, royalty-free, sublicensable (to its Partners) license to use, store, reproduce, and modify Your Content as necessary to fulfill Your orders and provide Services. Upon request, Landed LLC will return or delete Your Content, except where retention is required by law or for compliance purposes.


Additionally, You agree that Landed LLC may use anonymized and aggregated versions of Your Content to improve its Website, pricing algorithms, and manufacturing processes. By placing an order, You represent and warrant that Your Content does not infringe upon any third-party intellectual property, privacy, or publicity rights. If Landed LLC determines that Your submitted Specifications infringe on another party’s intellectual property, it reserves the right to refuse manufacturing.

Landed LLC commits to maintaining the confidentiality of Your Content and will only share it with third parties when necessary for providing the Services or as required by law.


7.4 Handling of Buyer Data. If You use Landed LLC’s Services, You acknowledge that Landed LLC must collect, process, and store certain data related to Your organization (“Buyer Data”) in accordance with its Privacy Policy. You are responsible for providing accurate and complete information necessary for the Services.

Landed LLC is not liable for delays or issues arising from corrupted files, inaccurate information, or incompatibilities in data formats. You should maintain backup copies of all data submitted to Landed LLC, as digital data transfers inherently involve risks such as errors, omissions, or data loss. With respect to Buyer Data, You represent and warrant that:

The collection and sharing of Buyer Data comply with all applicable laws and that You have obtained any required third-party consents.

Buyer Data, as provided to and used by Landed LLC, does not infringe upon any third-party intellectual property rights or other legal protections.

While You retain full ownership of Buyer Data, You grant Landed LLC a non-exclusive, non-transferable, sublicensable, royalty-free, worldwide license to:

(i) Use Buyer Data for the provision of Services;

(ii) Generate anonymized, aggregate data for analytical improvements; and

(iii) Share data with authorized Partners solely as needed to fulfill Service obligations.

Landed LLC will take commercially reasonable measures to safeguard Buyer Data but assumes no liability for unavoidable risks associated with digital data handling.

8. INDEMNIFICATION

You agree to indemnify, defend, and hold harmless Landed LLC, along with its officers, directors, shareholders, employees, agents, licensees, successors, assigns, and Partners, from and against any and all losses, damages, liabilities, settlements, costs, and expenses—including, but not limited to, reasonable attorneys’ fees and court costs—that arise from or relate to:

(i) Any breach by You of the representations, warranties, obligations, or agreements set forth in this Agreement;

(ii) Any claim that a Part manufactured by or through Landed LLC in accordance with Your order violates any law, regulation, or government ordinance;

(iii) Any claim related to the manufactured Part, including but not limited to claims involving product liability, strict liability, negligence, or any harm, injury, death, or property damage caused by the Part; or

(iv) Any claim that the Specifications You provide infringe upon or violate the intellectual property rights of a third party, including patents, trade secrets, copyrights, trademarks, service marks, rights of publicity, or any other proprietary rights.

This indemnification obligation extends to all claims, regardless of whether they arise from direct liability, vicarious liability, or contributory liability and will survive the termination of this Agreement.

9. DISCLAIMER OF WARRANTIES

Except as expressly stated in this Agreement, all Parts manufactured by or through Landed LLC pursuant to an order placed via this Website, along with the Website, Services, content, and any other materials provided by Landed LLC, are made available on an “as is” basis, without any warranties or guarantees of any kind. Landed LLC expressly disclaims all warranties, whether express, implied, or statutory, including but not limited to implied warranties of merchantability, fitness for a particular purpose, non-infringement, and uninterrupted or error-free operation of the Website or Services. Landed LLC makes no guarantees that any defects or errors will be or can be corrected. Certain jurisdictions may not allow the exclusion of implied warranties, meaning some limitations in this section may not apply to all users.

9.1 No Warranty on User-Provided Specifications. Because all Parts are manufactured according to Your Specifications, Landed LLC makes no representation, warranty, or guarantee that:

The Parts will meet Your intended use or functional requirements;

The Parts will be suitable for any particular purpose or meet any standard of merchantability; or

The Part design will be free of defects, errors, or manufacturing limitations.


9.2 Service Interruptions and Performance. Landed LLC does not guarantee that the Services will be free from disruptions, cancellations, or delays. Landed LLC makes no warranty regarding the quality, effectiveness, or reliability of the Services provided.


9.3 No Warranty from Information or Advice. Any guidance, recommendations, or information obtained from Landed LLC—whether given verbally or in writing—does not constitute a warranty unless explicitly stated in this Agreement.


9.4 Use of Website and Downloaded Content at Own Risk. Any content accessed, downloaded, or otherwise obtained from the Website is done so at Your own risk. Landed LLC is not responsible for any damage to Your property, including but not limited to Your computer system, devices, or any other assets resulting from such access.


9.5 No Liability for Third-Party Conduct. You acknowledge and agree that Landed LLC is not responsible or liable for the actions, performance, or conduct of third parties, including any manufacturing Partner involved in the production of a Part. You agree not to hold Landed LLC responsible for any defects, errors, or liabilities associated with Parts manufactured by third-party Partners.

10. LIMITATION OF LIABILITY

10.1 Disclaimer of Certain Damages. Under no circumstances shall Landed LLC be liable to You or any third party for any indirect, incidental, consequential, special, punitive, or exemplary damages, including but not limited to:

  • Loss of profits, revenue, business opportunities, contracts, or goodwill
  • Loss of data, electronically transmitted orders, or business information
  • Loss of income, enjoyment, use, or production time
  • Costs incurred due to business interruption or procurement of substitute goods or services
  • Personal injury, property damage, or emotional distress
  • These limitations apply regardless of whether Landed LLC has been advised of the possibility of such damages, and arise from or relate to:
  • This Agreement or Your use of, or inability to use, the Website or Services;
  • The cost of obtaining replacement goods or services resulting from transactions made through the Website;
  • Unauthorized access to or modification of Your data, Specifications, or transmitted information;
  • Any issues related to the Parts manufactured by Landed LLC or its Partners; or
  • Any other matter relating to the Website, Services, or transactions made through Landed LLC.

This disclaimer applies regardless of the legal theory under which a claim is made, including but not limited to warranty, contract, tort (including negligence), product liability, copyright, or any other cause of action.


10.2 Cap on Liability. Landed LLC’s total liability for any claim related to a specific order shall not exceed the total amount paid by You to Landed LLC for that order. Under no circumstances will Landed LLC’s financial responsibility extend beyond this amount.


10.3 Limitations Subject to Local Law Certain jurisdictions may restrict or prohibit the exclusion or limitation of specific types of damages. If such laws apply to You, some of the limitations outlined in this Agreement may not be enforceable, and You may be entitled to additional legal protections or remedies under applicable law.


10.4 Basis of the Bargain The limitations of liability outlined in this section are essential components of the contractual relationship between You and Landed LLC. These provisions reflect a fair allocation of risk between the parties and are a primary factor in determining the pricing and availability of Landed LLC’s Services.


11. RELEASE OF LIABILITY

You acknowledge and agree that all Parts are manufactured based entirely on the Specifications provided by You. As a result, Landed LLC shall not be liable for any damages, defects, or liabilities arising from a Part, including any defects resulting from manufacturing a Part precisely according to Your Specifications.

By placing an order, You irrevocably release and discharge Landed LLC, its affiliates, officers, directors, employees, agents, consultants, Partners, and their successors from any and all claims, demands, damages, losses, liabilities, or causes of action of any kind—whether direct or indirect—arising from or related to the Parts You order. This release includes, but is not limited to, claims related to personal injury, death, property damage, or any other harm resulting from the Parts, except in cases where a material defect is solely caused by Landed LLC’s actions or omissions.

If You are a resident of California, You expressly waive the protections of California Civil Code Section 1542, which states:

"A general release does not extend to claims that 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."

By agreeing to these terms, You understand that this waiver means You may be giving up rights to claims that You do not currently know exist but may arise in the future related to the Parts manufactured under this Agreement.


12. TERM AND TERMINATION
12.1 Term.
This Agreement becomes effective on the date You accept it, as outlined in the preamble, and will remain in full force and effect for as long as You use the Services, unless terminated pursuant to the terms set forth herein.


12.2 Termination of Services by You. If You wish to discontinue using Landed LLC’s Services, You may terminate this Agreement by:

(a) Providing written notice to Landed LLC at the address specified below; and

(b) Closing Your Account for all active Services.

Your right to terminate Services is subject to the conditions set forth in Section 3.1, and any orders that have already been placed or are in progress may be subject to additional obligations or fees.


12.3 Termination of Services by Landed LLC. Landed LLC reserves the right to immediately suspend or terminate Your access to the Website and Services without prior notice, at its sole discretion, for any reason or no reason, including but not limited to:

A suspected or actual breach of any term of this Agreement;

Violations of applicable laws, regulations, or intellectual property rights;

Unauthorized use of the Website or Services; or

Any other conduct that Landed LLC determines, in its sole discretion, to be harmful or inappropriate.

If Landed LLC determines that You have violated this Agreement, it may take the following actions:

(i) Issue a warning via email to any address associated with Your Account;

(ii) Remove or delete any Content You have uploaded or submitted;

(iii) Notify law enforcement authorities and provide them with Your Content and any other relevant information; and/or

(iv) Pursue any additional remedies it deems necessary or appropriate.

If Landed LLC terminates Your access due to a violation, it will notify You of the termination via email unless prohibited by law or security concerns.


12.4 Effect of Termination. Termination of any Service will result in immediate loss of access to that Service. If all Services are terminated, this includes:

Revocation of access to Your Account and all associated Services;

Deletion of Your login credentials, data, and any Content stored within Your Account;

Permanent loss of any files or information related to Your use of the Services.

Landed LLC will not be liable to You for any suspension or termination, including the deletion of Your Content or loss of access to Services.

Certain provisions of this Agreement shall survive termination, including but not limited to:

  • Ownership rights,
  • Warranty disclaimers,
  • Payment obligations,
  • Indemnification provisions, and
  • Limitations of liability.


13. MISCELLANEOUS

13.1 Electronic Communications. By using the Website or communicating with Landed LLC via email, You acknowledge and agree that all communications between You and Landed LLC will be conducted electronically. This includes, but is not limited to, agreements, notices, disclosures, and any other legal or contractual information. You consent to receive all such communications in electronic form and agree that they satisfy any legal requirement that would otherwise necessitate written documentation. This provision does not affect any statutory rights You may have.


13.2 Third-Party Links and Services. The Website may include links to third-party websites, content, or services. Landed LLC does not endorse, control, or guarantee the accuracy, quality, reliability, timeliness, or security of any third-party content or services. If You choose to access or engage with such third-party platforms, You do so at Your own risk and may be required to comply with separate terms and conditions.

Additionally, the Website may integrate with social networking services. You acknowledge that Landed LLC does not control these third-party services and is not responsible for their operation, security, or reliability. Any functionality provided through such services is purely an accommodation, and Your use of these integrations is at Your discretion.


13.3 Assignment. You may not assign, delegate, transfer, or subcontract any rights or obligations under this Agreement without prior written consent from Landed LLC. Any attempt to do so without authorization shall be considered null and void. Landed LLC, however, reserves the right to assign or transfer its rights and obligations under this Agreement without restriction provided that such assignment does not materially affect Your rights under this Agreement.


13.4 Force Majeure. Neither party shall be held liable for any delay, disruption, or failure to perform obligations (excluding payment obligations) due to circumstances beyond their reasonable control. These events include, but are not limited to:

Natural disasters (e.g., earthquakes, hurricanes, floods)

War, terrorism, riots, or civil unrest

Government-mandated shutdowns or regulatory restrictions

Pandemics or public health emergencies

Strikes, labor shortages, or supply chain disruptions

Power failures, transportation breakdowns, or other logistical issues

If such an event occurs, the affected party shall make reasonable efforts to resume performance as soon as possible.


13.5 Questions, Complaints, and Claims. If You have any questions, complaints, or concerns regarding the Website or Services, please contact Landed LLC at: info@Landed-MFG.com

Landed LLC will make reasonable efforts to address and resolve any issues promptly. If You believe Your concerns have not been fully addressed, You are encouraged to follow up for further resolution.


13.6 Limitation on Legal Claims. ANY CLAIM OR CAUSE OF ACTION ARISING FROM OR RELATING TO THIS AGREEMENT, THE WEBSITE, OR THE SERVICES MUST BE FILED WITHIN ONE (1) YEAR FROM THE DATE THE CLAIM FIRST AROSE. FAILURE TO FILE WITHIN THIS TIME FRAME WILL RESULT IN THE CLAIM BEING PERMANENTLY BARRED.

This limitation applies regardless of legal theory, including but not limited to contract, tort, or statutory claims.


13.7 Arbitration Agreement; Class Waiver; Waiver of Trial by Jury. Please read this Section 13.7 (“Arbitration Agreement”) carefully. It is part of Your contract with Landed and affects Your rights. It contains procedures for MANDATORY BINDING ARBITRATION AND A CLASS ACTION WAIVER.

(a) Applicability of Arbitration Agreement. All claims and disputes (excluding claims for injunctive or other equitable relief as set forth below) in connection with this Agreement or the use of any product or service provided by Landed that cannot be resolved informally or in small claims court shall be resolved by binding arbitration on an individual basis under the terms of this Arbitration Agreement. This Arbitration Agreement applies to You and Landed, and to any subsidiaries, affiliates, agents, employees, predecessors in interest, successors, and assigns, as well as all authorized or unauthorized users or beneficiaries of services or goods provided under this Agreement.

(b) Notice Requirement and Informal Dispute Resolution. Before either party may seek arbitration, the party must first send to the other party a written Notice of Dispute (“Notice”) describing the nature and basis of the claim or dispute, and the requested relief. A Notice to Landed should be sent to: info@Landed-MFG.com. After the Notice is received, You and Landed will attempt to resolve the claim or dispute informally. If You and Landed do not resolve the claim or dispute within 30 days after the Notice is received, either party may begin an arbitration proceeding. The amount of any settlement offer made by any party may not be disclosed to the arbitrator until after the arbitrator has determined the amount of the award, if any, to which either party is entitled.

(c) Arbitration Rules. Arbitration shall be initiated through the American Arbitration Association (“AAA”), an established alternative dispute resolution provider (“ADR Provider”) that offers arbitration as set forth in this section. If AAA is not available to arbitrate, the parties shall agree to select an alternative ADR Provider. The rules of the ADR Provider shall govern all aspects of this arbitration, including but not limited to the method of initiating and/or demanding arbitration, except to the extent such rules are in conflict with this Agreement. The AAA Commercial Arbitration Rules governing the arbitration are available online at www.adr.org or by calling the AAA at 1-800-778-7879. The arbitration shall be conducted by one to three, neutral arbitrators, at the discretion of Landed. Any claims or disputes where the total amount of the award sought is less than Ten Thousand U.S. Dollars (US $10,000.00) may be resolved through binding non-appearance-based arbitration, at the option of the party seeking relief. For claims or disputes where the total amount of the award sought is Ten Thousand U.S. Dollars (US $10,000.00) or more, the right to a hearing will be determined by the Arbitration Rules. Any hearing will be held in Denver, Colorado, unless the parties agree otherwise. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Each party shall bear its own costs (including attorney’s fees) and disbursements arising out of the arbitration, and shall pay an equal share of the fees and costs of the ADR Provider.

(d) Additional Rules for Non-appearance Based Arbitration: If non-appearance arbitration is elected, the arbitration shall be conducted by telephone, online and/or based solely on written submissions; the specific manner shall be chosen by the party initiating the arbitration. The arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties.

(e) Time Limits. If You or Landed pursue arbitration, the arbitration action must be initiated and/or demanded within the statute of limitations (i.e., the legal deadline for filing a claim) and within any deadline imposed under the AAA Rules for the pertinent claim.

(f) Authority of Arbitrator. If arbitration is initiated, the arbitrator will decide the rights and liabilities, if any, of You and Landed, and the dispute will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the AAA Rules, and this Agreement. The arbitrator shall 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 Landed.

(g) Waiver of Jury Trial. THE PARTIES HEREBY WAIVE THEIR CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY, instead electing that all claims and disputes shall be resolved by arbitration under this Arbitration Agreement. Arbitration procedures are typically more limited, more efficient and less costly than rules applicable in court and are subject to very limited review by a court. In the event any litigation should arise between You and Landed in any state or federal court in a suit to vacate or enforce an arbitration award or otherwise, YOU AND Landed WAIVE ALL RIGHTS TO A JURY TRIAL, instead electing that the dispute be resolved by a judge.

(h) Waiver of Class or Consolidated Actions. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS, AND CLAIMS OF MORE THAN ONE BUYER OR USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER BUYER OR USER. If, however, this waiver of class or consolidated actions is deemed invalid or unenforceable with respect to a particular claim or dispute, then notwithstanding anything to the contrary in this Arbitration Agreement or Agreement, neither You or Landed is entitled to arbitration of such claim or dispute. Instead, all such claims and disputes will then be resolved in a court as set forth in Section 13.6(n).

(i) Severability. If any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable by a court of competent jurisdiction, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Agreement shall continue in full force and effect.

(j) Right to Waive. Any or all of the rights and limitations set forth in this Agreement may be waived by the party against whom the claim is asserted. Such waiver shall not waive or effect any other portion of this Agreement.

(k) Survival of Agreement. This Arbitration Agreement will survive the termination of Your relationship with Landed.

(l) Small Claims Court. Notwithstanding the foregoing, either You or Landed may bring an individual action in small claims court.

(m) Emergency Equitable Relief. Notwithstanding the foregoing, either party may seek emergency equitable relief before a state or federal court in order to maintain the status quo pending arbitration. A request for interim measures shall not be deemed a waiver of any other rights or obligations under this Arbitration Agreement.

(n) Courts. In any circumstances where this Agreement permits litigation instead of arbitration (e.g., disputes related to injunctive relief or enforcement of arbitration awards), the parties agree to submit to the personal jurisdiction of the courts located in Denver County, Colorado.

13.8 Governing Law. This Agreement and any action related thereto will be governed and interpreted by and under the laws of the State of Colorado, consistent with the Federal Arbitration Act, without giving effect to any principles that provide for the application of the law of another jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.

13.9 Independent Contractor. Your relationship to Landed under this Agreement is that of an independent contractor. Nothing in this Agreement is intended or should be construed to create a partnership, joint venture, or employer-employee relationship between Landed and You. You agree to take no position with respect to or on any tax return or application for benefits, or in any proceeding directly or indirectly involving Landed that is inconsistent with You being an independent contractor (and not an employee) of Landed. You are not an agent of Landed and are not authorized, and must not represent to any third party that You are authorized, to make any commitment or otherwise act on behalf of Landed.

13.10 Notice. Where Landed requires that You provide an e-mail address, You are responsible for providing Landed with Your most current e-mail address. In the event that the last e-mail address You provided to Landed is not valid, or for any reason is not capable of delivering to You any notices required/ permitted by this Agreement, Landed’s dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to Landed at the following address: 2525 Arapahoe Ave, PMB 143, Boulder, CO 80305 Attn: Legal Dept. Such notice shall be deemed given when received by Landed by letter delivered by nationally recognized overnight delivery service or first-class postage prepaid mail at the above address.

13.11 Waiver. Any waiver or failure to enforce any provision of this Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.

13.12 Severability. If any provision of this Agreement is, for any reason, held to be invalid or unenforceable, the other provisions of this Agreement will remain enforceable, and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law.

13.13 Entire Agreement. This Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter. Unless otherwise specifically agreed to by the parties, in the event of any conflict between the terms of this Agreement, the General Terms, or any order for Parts, the order of precedence is as follows: (i) Manufacturing Standards; (ii) this Agreement; (iii) the General Terms; and (iv) the order for Parts. Unless otherwise specifically agreed in a writing by the parties, the parties acknowledge that the preprinted provisions on the reverse side of any quotation, order, acknowledgement or invoice will be deemed deleted and of no effect whatsoever.


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