TERMS OF USE

These Terms of Use (collectively, these “Terms of Use”) are agreed to as of this day by you (the “User,” “you” or “your”) and ICD Retail, LLC, a Missouri limited liability company d/b/a Clementine’s Naughty and Nice Creamery (the “Company,” “us,” “our,” or “we”). These Terms of Use set forth the terms and conditions that apply to your access to and use of www.clementinescreamery.com and our related technology systems (collectively, the “Website”) and any User’s purchase of any online product offered by the Company (collectively, “Online Services”).

Please read these Terms of Use and our Privacy Policy carefully prior to your use of our Website and/or your registration for, purchase, or use of any of our Online Services. By submitting information to the Company, either by using our Website or registering for, purchasing, or using an Online Service, you agree to be bound by all of the terms and conditions of these Terms of Use and the Privacy Policy, including any changes or revisions which the Company, in its sole discretion and from time to time, may make to these Terms of Use and/or the Privacy Policy. If you do not agree with all of the terms and conditions of these Terms of Use and the Privacy Policy you are not authorized to use our Website or register for, purchase, or use any of our Online Services, and your sole remedy is to stop using our Website and our Online Services.

Compliance with These Terms of Use

You agree to comply with all federal, state and local laws, rules and regulations regarding online conduct and transmission of information. To determine your compliance with these Terms of Use, the Privacy Policy and any applicable laws, the Company reserves the right, but not the obligation, to monitor your use of the Website and our Online Services. The Company reserves the right to refuse to post or to remove any information or materials, in whole or in part, that it deems in its sole discretion to be unacceptable, offensive, or in violation of these Terms of Use, the Privacy Policy and/or any applicable laws.

Using our Website and Online Services

You are only entitled to use our Website for lawful purposes and pursuant to the terms and conditions of these Terms of Use, the Privacy Policy, and applicable laws. Your use of our Website may be interrupted from time to time for any of several reasons, including, without limitation, the malfunction of equipment, periodic updating, maintenance or repair of our Website, or other actions that the Company, in its sole discretion and from time to time, may elect to take. The Company reserves the right to suspend or discontinue the availability of our Website and/or any portion or feature of our Website at any time in our sole discretion and without prior notice.

You shall not, and you shall not attempt to or otherwise authorize, encourage, or support a third party’s attempts to, create derivative works of or make commercial use of the content on our Website (“Content”). You shall also not, and you shall not attempt to or otherwise authorize, encourage, or support a third party’s attempts to, circumvent, re-engineer, decrypt, break, or otherwise alter or interfere with our Website in any manner. You shall also not reproduce, modify, distribute, sell, or otherwise transfer any rights in and/or to any Content. You shall not metatag, provide links to, frame, or mirror our Website without the prior express written permission of the Company.

You shall not be permitted to do any of the following, as determined by the Company, in its sole discretion, each of which may result in your loss of the right to access and use our Website and/or Online Services: (a) violate the terms and conditions of these Terms of Use, our Privacy Policy, or applicable law; (b) restrict, inhibit, or prevent any access to, use, or enjoyment of our Website or any Online Service; or (c) through the use of our Website or any Online Service, defame, abuse, harass, offend, or threaten anyone or any entity.

You acknowledge that you are solely responsible for providing and maintaining all equipment, hardware, software and means of communication, and charges for all related services, for your access to and use of the Website and our Online Services.

Intellectual Property Rights

The name “Clementine’s”, “Clementine’s Naughty and Nice Creamery”, “Clementine’s Ice Cream Co.”, www.clementinescreamery.com, and other trade names, URLs, and Website domain names owned and/or operated by the Company, and the Company’s graphics, logos, page headers, button icons, scripts, and service names are copyrights, service marks, trademarks and/or trade dress of the Company (collectively, the “Proprietary Marks”). You may not use the Proprietary Marks without the prior express written permission of the Company, which permission may be withheld in the Company’s sole discretion. The Company makes no proprietary claim to any third party names, trademarks, or service marks appearing on our Website. Any third party names, trademarks, and service marks are property of their respective owners.

The Content, downloads, and other data and information viewable on, contained in, or downloadable from our Website and the Proprietary Marks, and all other intellectual property, proprietary rights, or other rights related to tangible and intangible property which are used, developed, comprising, embodied in, or provided in connection with our Website and Online Services (collectively, the “Intellectual Property”), including, without limitation, all text, graphics, charts, pictures, photographs, images, line art, icons, and renditions, are copyrighted or trademarked by, or otherwise licensed to, the Company or its Content suppliers. All software used for our Website (the “Software”) is the property of the Company or its software vendors and is protected by U.S. and international copyright laws. Viewing, reading, printing, downloading, or otherwise using the Intellectual Property does not entitle you to any ownership or intellectual property rights in and/or to the Intellectual Property or the Software.

You shall be solely responsible for any damage resulting from your infringement of the Company’s or any third party’s intellectual property rights regarding the Proprietary Marks, the Intellectual Property the Software, and/or any other harm incurred by the Company or any third party as a direct or indirect result of your copying, distributing, redistributing, transmitting, publishing, or using the same for purposes that are contrary to the terms and conditions of these Terms of Use or applicable law.

Notwithstanding anything to the contrary herein, links from the Website are provided as a convenience to the visitors thereof. No third party website that is linked to the Website or the content thereof has been developed by the Company and the Company has not reviewed, and is not responsible for, the content of any such third party websites. The Company makes no guarantees, representations, or warranties as to, and shall have no liability for, any content contained in or derived from any third party website.

Electronic Communications

By using our Website or using an Online Service, you consent to receive communications from the Company electronically. Although the Company may choose to communicate with you by other means, the Company may also choose to solely communicate with you electronically by e-mail or by posting notices on our Website. You agree that all agreements, notices, disclosures, and other communications that the Company sends to you electronically satisfy any legal requirement that such communications be in writing.

Disclaimer of Warranties

ALL CONTENT CONTAINED ON THE COMPANY’S WEBSITE OR ANY OTHER PRODUCTS OR MATERIALS PROVIDED BY OR THROUGH THE COMPANY OR WHICH IS OTHERWISE DERIVED OR ACQUIRED BY ANY PERSON THEREFROM IS “AS IS”, “WHERE IS” AND “WITH ALL FAULTS”. THE COMPANY MAKES NO WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. THE COMPANY HEREBY SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND ANY AND ALL OTHER IMPLIED WARRANTIES. NOTWITHSTANDING ANY OTHER AGREEMENT OR OTHER COMMUNICATIONS TO THE CONTRARY, RECEIPT OR USE OF ANY CONTENT CONTAINED ON THE WEBSITE OR ONLINE SERVICES, OR THAT IS DERIVED OR ACQUIRED BY USER THEREFROM AT ANY TIME AND THROUGH ANY MEANS, WHETHER DIRECTLY OR INDIRECTLY, REPRESENTS SUCH USER’S ACKNOWLEDGEMENT OF THIS DISCLAIMER OF WARRANTIES AND HIS OR HER AGREEMENT WITH THE TERMS AND CONDITIONS CONTAINED HEREIN.

Limitation on Liability of the Company

Any liability of the Company, whether in contract, tort, negligence, or otherwise, shall be limited in the aggregate to direct and actual damages not to exceed the fees received by the Company from any User in connection with any Online Services. The Company will not be liable for any losses, damages, claims, costs, expenses or other liabilities resulting directly or indirectly from the use of or reliance upon any content contained on the Website or Online Services. Without limitation, the Company shall not be responsible or liable for any loss or damages, either directly or indirectly, related to (1) any loss of any kind; (2) an inability to access or utilize, or any delay in accessing or utilizing, the Website or any links contained therein to or from any other websites or content; (3) any information or content not contained on the Website, or the failure of the Company to provide, or any delay in providing, any particular content, or any error in the transmission of any content; or (4) the use of any content contained on the Website in any way that may be deemed unsuitable for its intended purpose or that is against industry standards.

Amendments

We reserve the right to amend these Terms of Use at our sole discretion and at any time. You should review these Terms of Use periodically to check for amendments. We will post notice of modifications and additions to these terms on this page. Changes will not apply retroactively and will become effective immediately after they are posted. However, changes addressing new functions for an Online Service or changes made for legal reasons will be effective immediately.

Last updated: April 2021