Terms of Service

Our Marketplace

Cottage Baker (“we”, “our”, or “us”) provides services related to an online marketplace (“Marketplace”, “CottageBaker.com”) through our websites, programs, and tools, including but not limited to a digital archive for selling certain types of food related products.

By using our Marketplace, you agree to these Terms of Service (“TOS”), as well as any linked information herein. Please read it carefully. Some services we offer may be subject to additional terms and conditions, and those are incorporated into this TOS. You are responsible for any third-party fees, licensing, certification, approval or equipment associated with utilizing our Marketplace.

This TOS grants you a limited, revocable, nonexclusive license to use our Marketplaces in the manner permitted by these terms.

Eligibility

You must be 18 years of age or older to use our Marketplace, and you must be able to form legally binding contracts under applicable law.

Content

Since much of the content on our Marketplace is user-submitted, we are not responsible for that content. You are solely responsible for accessing this content and using it.

Cottage Baker may provide you with content about our Marketplace, the cottage food industry, or other topics. Although we try our best to ensure that this information is accurate and complete, it does not constitute legal advice, and we are not responsible for any inconveniences, harm, or damages that result from your reliance on such content.

You cannot report (or otherwise seek the removal of) content on our Marketplace without a personal, good-faith belief that the content violates this TOS. You can only report a specific item of content once.

Communication

We may provide users with the ability to send messages to other users and non-users and to post messages on our Marketplace. We are under no obligation to review any messages posted on our Marketplace by users, and we assume no responsibility or liability relating to any such messages.

Regardless of the preceding paragraph, we may from time to time monitor the messages on our Marketplace and may remove and/or reject any of them. You understand and agree not to use our Marketplace to post messages that contain:

• any unlawful, harmful, or potentially objectionable material;
• advertisements or solicitations;
• any kind of false information;
• anything that would infringe on the intellectual property rights of others;
• personal information (like phone numbers, email addresses, social security numbers, or addresses);
• potentially destructive code;
• chain letters of any kind; or
• identical (or substantially similar) messages to multiple recipients.

This prohibition includes, but is not limited to using our Marketplace to connect to people who don’t know you and sending messages to distribution lists or group aliases.

While using our Marketplace, you may receive personal information, like an email address or physical address, from another user (such as during a product order). You agree to only use such information for CottageBaker.com related communications that pertain to the issue at hand.

Cottage Baker will communicate with you via electronic mail or by posting notices on our Marketplace. You agree that all communications provided to you electronically satisfy all legal requirements that such communications be presented in writing.

Access

Certain areas of our Marketplace are restricted to authorized users only. You cannot use robots, spiders, or similar data gathering and extraction tools to access our Marketplace without our written permission. Additionally, you agree that you will not:

• take any action that imposes or may impose (to be determined at our sole discretion) an unreasonable or disproportionately large load on our infrastructure;
• interfere or attempt to interfere with the proper working of our Marketplace;
• bypass any measure Cottage Baker uses to prevent or restrict access to our Marketplace; or
• reverse engineer any part of our Marketplace to acquire our source code.

We reserve the right to restrict your access to our Marketplace, or to limit, change, interrupt, suspend, or discontinue any or all portions of our Marketplace at any time, without notice.

Your Account

You can only maintain and use one account (“Your Account”) on our Marketplace, which allows you to create, update, share, and publish information, data, text, messages or other materials.

By creating Your Account, you agree to maintain the information that you provide so that it is always factual, accurate, current and complete. If you represent a business, you agree that you have the authority to bind the business to this TOS. You must not submit information on the behalf of others.

You cannot transfer or sell Your Account to another party.

Security

You are responsible for ensuring the confidentiality of Your Account and password, and you agree to accept responsibility for all activities that occur under Your Account. You agree to notify us immediately of any unauthorized use of Your Account or any other breach of security.

Your Content

We allow you to submit content to our Marketplace (“Your Content”), which must be done personally and manually. However, we do not claim ownership of Your Content.

By submitting Your Content, you grant us a perpetual, irrevocable, worldwide, royalty-free and non-exclusive license to use, host, store, copy, distribute, communicate, publish, perform, display, modify, create derivative works, and sublicense (through multiple tiers) Your Content. You must have the rights to the content you submit so that you can grant us this license.

You must not circumvent any technological measures we use to restrict how content is submitted or transmitted to others. We also reserve the right, but not the obligation, to regulate any of Your Content, even if we do not regulate other content that may be similar to yours.

Billing and Payment

Joining CottageBaker.com for the purpose of purchasing products (“Buyer”) or for the purpose of selling products (“Seller”) is free. However, we may charge service fees (“Service Fees”) for using our Marketplace as a Seller. Such services are made available to you as a Seller through a paid subscription (“Paid Plan”). By registering as a Seller you agree to pay for a Paid Plan once any trial period expires unless you cancel your Paid Plan prior to the renewal date. All fees are quoted in United States Dollars.

Cottage Baker uses Braintree, a division of PayPal, Inc. (“Braintree”) for payment processing services. By using the Braintree payment processing services you agree to the Braintree Payment Services Agreement available at https://www.braintreepayments.com/legal/gateway-agreement, and the applicable bank agreement available at https://www.braintreepayments.com/legal/cea-wells.

By registering as a Seller you agree to provide and maintain current, complete, and accurate billing information including a valid US Bank Account for the disbursement of funds (“Funding Account”.) You agree to allow Braintree verify your Funding Account.

You agree to promptly notify us if you become aware of a potential breach of security. If you fail to provide any of this information, we may continue charging you unless you cancel your Paid Plan.

You agree that Cottage Baker may collect fees from your chosen payment method for all amounts due and owing on a monthly basis. We will contact you via electronic mail to alert you upon each charge. As long as your Paid Plan remains active and in good standing, you will be charged, even if you never use our Marketplace. You may, however, cancel your Paid Plan at any time.

Cottage Baker may change fees at any time without prior notice for new Paid Plans. Exiting Paid Plans will continue at the agreed price until such plan expires or is cancelled by either party. We will never increase your monthly fee without your permission.

Refunds

If as a Buyer you order a product from a Seller, you may request a refund within the number of calendar days of purchasing the product, as specified by the Seller’s refund policy. Such a request will be routed to Cottage Baker as well as the Seller. If there is no objection by the Seller, funds will be fully returned to your account. Otherwise, Cottage Baker will investigate the request apply reasonable effort to facilitate a resolution to the disagreement.

If at Cottage Baker’s sole discretion it is determined that the Seller should grant a refund but does not, Cottage Baker has the right refund the Buyer and withhold  funds from future sales by the Seller until such funds are recouped as specified in the Charge Backs and Disputed Refunds section of this agreement.

If as a Seller you request a refund within 30 days of paying for your Paid Plan, we will refund all payments you have made to Cottage Baker within the 30 calendar days of receiving the refund request. We will also cancel your Paid Plan if you have not already done so.

If you do not request a refund within 30 calendar days of the signup date of your Paid Plan, all payments you have made to Cottage Baker are non-refundable.

These terms also apply to Paid Plans with free trial periods.

Buyer/Seller Transactions

The disbursement of funds to Seller’s Funding Account, less Service Fees, Charge Back Balance and Refund Balance, will occur once per business day (“Payment Cycle”.) In order to facilitate refund requests, disbursement of funds to the Seller will be delayed from the time of purchase by the number of days specified by the Seller’s refund policy. Cottage Baker’s Service Fees are determined by the Paid Plan selected by the Seller and may include Charge Back Balance and Refund Balance apportions. Service Fees will be withheld from the funds disbursement to the Seller’s Funding Account on the next Payment Cycle.

Charge Backs and Disputed Refunds

Cottage Baker will notify the Seller in the event that a Charge Back is filed against the Seller by a credit card processor. Cottage Baker will work with the Seller to dispute the Charge Back. If the Seller is uncooperative or the dispute is lost, Cottage Baker will retain up to 25% of each future sale by the Seller, in addition to the usual service fee, until the Charge Back amount (“Charge Back Balance”) is repaid. If, in Cottage Baker’s sole opinion, an excessive number of Charge Back disputes are lost by a Seller, Cottage Baker reserves the right to declare the Seller is in breach of the terms of this agreement.

In the event Cottage Baker deems a Seller is unreasonable in providing the Buyer a refund, either before or after the refund period designated by the Seller, Cottage Baker reserves the right to retain up to 25% of each future sale by the Seller, in addition to the usual service fee, until the refund amount (“Refund Balance”) has been repaid. If, in Cottage Baker’s sole opinion, an excessive number of reasonable refund requests are denied by the Seller, Cottage Baker reserves the right to declare the Seller is in breach of the terms of this agreement.

Termination, Breach, Suspension and Cancellation

We reserve the right to suspend or terminate Your Account, or any portions of it, at any time if we become aware your products or activities are not in compliance with the terms of this agreement, or are not in compliance with local, state, or federal law.

If Cottage Baker is unable to collect the fees owed to us for your Paid Plan, we may disable your access to the features provided by the Paid Plan, including any of Your Content associated with it.

If Your Account is suspended or terminated, it will be disabled and you may not be able to access Your Account or other content (including Your Content) contained in it. Cottage Baker may delete Your Content, although residual copies of information may remain in our system for some time for backup purposes. Cottage Baker may also withdraw and reallocate any public web addresses associated with Your Account.

If you request that Cottage Baker delete Your Account and/or Your Content, either via means provided on the Cottage Baker website, or via communication to us, we will make all reasonable efforts to do so.

Directory

Our Marketplace acts as a directory allowing Sellers to list their food related products, which includes the ability for Buyers to order such products. Cottage Baker may not pre-screen users or any items they list.

Responsibility

As a Seller, you are responsible for knowing the legality of the business and/or food related items you are listing on our Marketplace.

You agree and understand that as a Buyer and/or Seller, buying and selling food related items involves a certain degree of risk, and you will not hold Cottage Baker accountable for any inconveniences, harm, or damages that result from using our Marketplace. You agree that you are entirely responsible for protecting yourself and/or your business.

If you are unable to access Your Account for any reason (including the suspension or termination of Your Account), you are still responsible for any incomplete or unfulfilled orders associated with Your Account.

Listing

You agree to list only a legal business you own, and to only list products that your business is legally allowed to sell. You must list items in their appropriate category on our Marketplace, and you must make sure that your listings are accurate and completely describe the item including its ingredients.

Regardless of the preceding paragraph, Cottage Baker prohibits certain items. You cannot list or sell any items that fall into, or contain items in, the following categories:

• adulterated food (including but not limited to impure, unsafe, poisonous, or illegal food);
• copyrighted or trademarked items that you don’t own the rights to;
• drugs, legal or illegal, (excludes caffeine);
• items not intended for human consumption (unless it is reasonably clear, at our sole discretion, that the item should not be consumed, like a cake decoration);
• live animals;
• medicinal herbs;
• offensive items (this includes, at our sole discretion, sexually-oriented or potentially offensive items, like listings with profanity or pornography); or
• tobacco or other smokeable items.

Beyond these expressly prohibited categories, you must make important moral and ethical decisions about the items you list on our Marketplace. Cottage Baker reserves the right to suspend or remove your items from our Marketplace at any time and for any reason.

Ordering

Our Marketplace acts as a venue to allow Buyers to order food-related items. While we do facilitate online transactions through our Marketplace infrastructure, Cottage Baker is not an intermediary, and we are not directly involved in orders. Cottage Baker does not transfer legal ownership of items from Seller to Buyer, and we are not responsible for any orders made through our Marketplace.

Before ordering a food related item, you are responsible for reading the full item listing. You understand that items you order may be made after you order them.

We reserve the right to refuse or terminate any order or attempted order at any time at our sole discretion. Some Sellers may charge additional fees for certain services they offer, including but not limited to delivery fees.

Sellers may specify that certain products require approval before an order can be completed. It solely up to the Seller whether such approval is granted, and Cottage Baker will not intervene on behalf of either party.

General Legal Terms

Disclaimers

YOU USE OUR MARKETPLACE ENTIRELY AT YOUR OWN RISK. ALL CONTENT AND SERVICES ARE PROVIDED TO YOU “AS IS” WITHOUT WARRANTY OF ANY KIND.

TO THE EXTENT PERMITTED BY LAW, WE DISCLAIM ALL EXPRESS AND IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

WITHOUT LIMITING THE FOREGOING, WE ALSO DISCLAIM ALL WARRANTIES FOR OR WITH RESPECT TO: (A) THE ACCURACY, RELIABILITY, SECURITY, TIMELINESS, AND PERFORMANCE OF OUR SERVICES AND CONTENT ACCESSED THROUGH OUR MARKETPLACE, (B) ANY MALICIOUS CODE OR HARMFUL CONTENT ACCESSED THROUGH OUR MARKETPLACE, (C) ANY TRANSACTIONS OR POTENTIAL TRANSACTIONS, GOODS PROMISED OR EXCHANGED, INFORMATION OFFERED OR EXCHANGED, OR OTHER CONTENT RELATED TO THE USE OF OUR MARKETPLACE.

Limitation of Liability

YOU UNDERSTAND THAT WE CANNOT GUARANTEE THAT OUR MARKETPLACE WILL ALWAYS FUNCTION PROPERLY, SO PLEASE BE AWARE THAT YOU USE OUR MARKETPLACE AT YOUR OWN RISK. YOU AGREE THAT WE WILL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY 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), RESULTING FROM USE OF OUR MARKETPLACE.

ORDERS PLACED THROUGH OUR MARKETPLACE ARE MADE DIRECTLY BETWEEN THE BUYER AND SELLER, AS WE ARE NOT INVOLVED IN THE TRANSACTION OURSELVES. WE MAY CHOOSE TO HELP RESOLVE DISPUTES THAT ARISE BETWEEN USERS, BUT WE HAVE NO CONTROL OVER AND DO NOT GUARANTEE THE EXISTENCE, QUALITY, SAFETY, OR LEGALITY OF ITEMS ADVERTISED. WE ALSO DO NOT GUARANTEE THE TRUTH OR ACCURACY OF ITEMS LISTED ON OUR MARKETPLACE, THE ABILITY OF SELLERS TO SELL ITEMS, THE ABILITY OF BUYERS TO PAY FOR ITEMS, OR THAT A BUYER OR SELLER WILL ACTUALLY COMPLETE A TRANSACTION.

REGARDLESS OF THE FOREGOING, IF WE ARE FOUND TO BE LIABLE, OUR LIABILITY IS LIMITED TO THE GREATER OF (A) THE AMOUNT OF FEES YOU PAID TO COTTAGE BAKER IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO THE LIABILITY, OR (B) $100.

Release

We are not responsible for any user or their conduct. If you have a dispute with one or more users, you release Cottage Baker (and our affiliates, and our and their respective officers, directors, employees, and agents) from claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes.

Indemnity

You agree to indemnify and hold Cottage Baker (and our affiliates, and our and their respective officers, directors, employees, and agents) harmless from any claim or demand, including reasonable attorneys’ fees, or arising out of or related to your breach of this TOS, or your violation of any law or the rights of a third party.

Privacy

We have created a Privacy Policy covering the collection, use, and disclosure of user information.

Links

We may provide links to other websites or resources. Since we have no control over such resources, you agree that we are not responsible for them in any way.

Trademarks and Copyright

The trademarks, logos, images and service marks displayed on our Marketplace are the property of Cottage Baker and other parties. You are prohibited from using them in connection with any product or marketplace in any manner that is likely to cause confusion.

All information and content available on or through our Marketplace is protected by copyright. Users are prohibited from modifying, copying, distributing, transmitting, displaying, publishing, selling, licensing, creating derivative works or using any such content for commercial or public purposes.

Intellectual Property Infringement

We respect others’ intellectual property, and we ask our users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide us with all of the following information:

• identification of the intellectual property that you claim has been infringed;
• a description of where the material that you claim is infringing is located on our Marketplace;
• a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
• a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf;
• your address, telephone number, and email address; and
• your physical or electronic signature.

Cottage Baker’s agent for intellectual property infringement can be reached at:

support@CottageBaker.com

or

Cottage Baker
4739 Reedley Terrace
San Diego, CA 92130
USA

Amendments

We may amend this TOS at any time by posting the amended terms on this page, so you should check it regularly. Additionally, if you have an account, we will notify you through the email address associated with Your Account. All amended terms will become effective no sooner than 14 days after they are posted. However, changes addressing new services or made for legal reasons will become effective immediately. If you do not agree to the modified terms for this TOS, you should discontinue your use of our Marketplace. This TOS must not be otherwise modified except in a written agreement that is signed by you and Cottage Baker.

Survival

Notwithstanding any other provisions of this TOS, or any general legal principles to the contrary, any provision of this TOS that imposes or contemplates continuing obligations on a party will survive the expiration or termination of this TOS.

About These Terms

If any of these terms are deemed unenforceable, the unenforceable condition will not affect any of the other terms. Headings are for reference purposes only and do not limit the scope or extent of such section.

The laws of the State of California, without regard to conflict or choice of law principles, will apply to any disputes arising out of this TOS or the use of our Marketplace. You and Cottage Baker agree to submit to the personal jurisdiction of the courts located in San Diego County, California with respect to any legal proceedings that may arise in connection with this TOS. To ensure that disputes are dealt with soon after they arise, you agree that regardless of any statute or law to the contrary, you must file your claim or cause of action within one year after such claim or cause of action arose or be forever barred.

The failure of Cottage Baker to act with respect to a breach by you or others does not waive its right to act with respect to subsequent or similar breaches. Cottage Baker does not guarantee it will take action against all breaches of this TOS.

This TOS does not create any third-party beneficiary rights.

This TOS constitutes the entire agreement between you and Cottage Baker, superseding any prior agreements between you and Cottage Baker.