Terms of Service

These Terms of Service ("Terms") are a binding agreement between you (whether individually or on behalf of an entity, "you") and Pengine LLC, doing business as Pengine ("Pengine," "we," "us," or "our"), a company registered in Pennsylvania at [Company address].

These Terms govern your access to and use of the website at https://pengine.io and any related products and services that link to these Terms (together, the "Services"). By accessing or using the Services, you confirm that you have read, understood, and agree to be bound by these Terms. If you do not agree, do not use the Services.

We may update these Terms from time to time. When we do, we will change the "Last updated" date above. Your continued use of the Services after changes are posted means you accept the revised Terms. We encourage you to review this page periodically.

You can reach us anytime at admin@pengine.io.

Pengine is a software platform that lets you create and manage print-on-demand products and connect them to your Shopify store. You upload your own designs, apply them to physical products, and publish those products to your store. When a customer places an order through your store, Pengine receives the order and forwards the details to third-party production partners, who handle printing, packaging, and shipping directly to your customer.

Pengine is a software platform. We provide the technology that connects your store to independent production partners, who handle the printing, packaging, and shipping of each order. The Services are intended to be used to operate a legitimate commercial print-on-demand business, including selling products for profit through your connected store.

The Services are not designed to comply with industry-specific regulations such as HIPAA, FISMA, or GLBA. Do not use the Services in any way that would require such compliance.

You must be at least 18 years old to use the Services. By using the Services, you represent that you are 18 or older, that the registration information you provide is accurate and current, and that your use of the Services will comply with all applicable laws.

You may need to create an account to use the Services. You are responsible for keeping your login credentials confidential and for all activity that occurs under your account. Notify us promptly at admin@pengine.io if you suspect unauthorized use. We may remove or reclaim a username we determine, in our reasonable discretion, to be inappropriate or objectionable.

You own your work. You retain all ownership of, and intellectual property rights in, the designs, artwork, text, images, and other materials you upload to the Services ("Your Designs"). We do not claim any ownership of Your Designs.

Limited license to operate and fulfill. So that we can actually run the Services and get orders made and shipped, you grant Pengine a limited, non-exclusive, worldwide, royalty-free license to host, store, display, reproduce, and transmit Your Designs (and to make technical modifications such as resizing or reformatting for production) solely to:

• operate, provide, and maintain the Services; and
• produce, package, and fulfill orders through our production partners.

This license exists only for those purposes. It ends when you delete the relevant designs or close your account, except that we may retain and use copies as needed to complete orders already in progress, to comply with law, or in routine backups for a limited, reasonable period. We will not sell Your Designs or use them for our own marketing or other unrelated purposes.

Your responsibilities and warranties. Because you control what gets printed, you are solely responsible for Your Designs. You represent and warrant that:

• you own Your Designs or have all rights, licenses, and permissions needed to use them and to authorize us and our production partners to use them as described above;
• Your Designs do not infringe or violate any third party's copyright, trademark, patent, trade secret, privacy, publicity, or other rights;
• you have the consent of any identifiable person whose name or likeness appears in Your Designs; and
• Your Designs are not illegal, defamatory, obscene, hateful, or otherwise objectionable, and do not violate any applicable law.

We are not obligated to monitor Your Designs, but we may remove content, refuse or cancel orders, or suspend or terminate accounts if we reasonably believe content violates these Terms or the law. See Section 10 for our copyright takedown process.

If you send us questions, comments, suggestions, ideas, or other feedback about the Services ("Feedback"), you agree we may use it freely and without restriction or compensation to you, for any purpose. Feedback is separate from Your Designs and this section does not affect your ownership of Your Designs.

You agree not to:

• upload or sell designs that infringe anyone's intellectual property or other rights, or that are illegal, deceptive, or otherwise prohibited under Section 4;
• use the Services for any unlawful or unauthorized purpose, or in violation of any applicable law;
• access or use the Services through bots, scrapers, or other automated means, except standard search-engine indexing, or systematically extract data to build a competing database;
• copy, reverse engineer, decompile, or disassemble the Services' software, or attempt to build a competing product from it (except to the limited extent applicable law permits);
• circumvent, disable, or interfere with security or access-control features of the Services;
• introduce viruses, malware, or other harmful code, or otherwise interfere with or place an undue burden on the Services or connected networks;
• impersonate another person, or harass, abuse, or harm our staff or other users; or
• collect other users' information for unsolicited messaging or other unauthorized purposes.

We may investigate and take appropriate action against violations, including removing content, suspending or terminating accounts, and reporting conduct to law enforcement.

We accept major credit and debit cards and any other payment methods we make available. All payments are in US dollars, and you authorize us to charge your payment method for amounts due. You agree to keep your billing information current and accurate. Sales tax will be added where required. We may correct pricing errors and may change prices at any time, with notice as required by law.

Subscriptions are billed on a recurring monthly cycle and renew automatically until canceled. You consent to recurring charges without prior approval of each charge until you cancel.

Cancellation and refunds. You may cancel anytime by logging into your account; cancellation takes effect at the end of your current paid term. All payments are non-refundable. If you have questions or concerns, email admin@pengine.io.

The Services, including the software, code, design, text, graphics, and the Pengine name, logos, and trademarks (collectively, our "Content and Marks"), are owned by or licensed to us and are protected by intellectual property laws. Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your own business purposes.

This license does not allow you to copy, reproduce, republish, distribute, sell, or otherwise exploit our Content and Marks except as needed to use the Services as intended. We reserve all rights not expressly granted. For permission requests beyond this license, contact admin@pengine.io.

The Services integrate with and link to third-party services, including Shopify, other e-commerce platforms, and our production and shipping partners. We do not control these third parties and are not responsible for their content, products, practices, policies, or performance. Your use of any third-party service is governed by that party's own terms and at your own risk. Any dispute regarding products fulfilled or shipped by a production partner is between you (and your customer) and that partner.

We respect intellectual property rights. If you believe content on the Services infringes a copyright you own or control, send a written notice to our Designated Copyright Agent that includes the information required by 17 U.S.C. § 512(c)(3): your signature; identification of the copyrighted work and the infringing material (with enough detail for us to locate it); your contact information; a good-faith statement that the use is not authorized; and a statement, under penalty of perjury, that your notice is accurate and that you are authorized to act for the copyright owner.

If your own content was removed by mistake, you may submit a counter-notification with the information required by the DMCA. Knowingly making a material misrepresentation in a notice or counter-notification may result in liability.

Designated Copyright Agent Copyright Agent, Pengine LLC [Company address] Phone: [Company phone number] Email: admin@pengine.io

These Terms remain in effect while you use the Services. We may suspend or terminate your access at any time, with or without notice, including for any violation of these Terms or applicable law. If your account is terminated, you may not create a new one without our permission. We may also pursue any legal remedies available to us. Sections that by their nature should survive termination, including those on Your Designs, intellectual property, disclaimers, limitation of liability, indemnification, and dispute resolution, will survive.

We may change, suspend, or discontinue any part of the Services at any time without notice. We aim for reliable availability but do not guarantee it; the Services may be unavailable due to maintenance, technical issues, or other causes. We are not liable for any loss or inconvenience caused by changes to or unavailability of the Services. We back up data routinely, but you are responsible for your own data, and we are not liable for any loss or corruption of it.

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, AND WE ARE NOT RESPONSIBLE FOR THE PRODUCTS, ACTS, OR OMISSIONS OF THIRD-PARTY PRODUCTION OR SHIPPING PARTNERS. YOU USE THE SERVICES AT YOUR OWN RISK.

TO THE FULLEST EXTENT PERMITTED BY LAW, PENGINE AND ITS DIRECTORS, EMPLOYEES, AND AGENTS WILL NOT BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOST PROFITS, REVENUE, OR DATA, ARISING FROM YOUR USE OF THE SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL LIABILITY TO YOU FOR ANY CLAIM, REGARDLESS OF THE FORM OF ACTION, WILL NOT EXCEED THE LESSER OF (A) THE AMOUNT YOU PAID US IN THE SIX (6) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (B) $250.00 USD. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS, SO SOME OF THE ABOVE MAY NOT APPLY TO YOU.

You agree to defend, indemnify, and hold harmless Pengine and its officers, agents, partners, and employees from any loss, liability, claim, or demand (including reasonable attorneys' fees) arising out of: (1) Your Designs or other content you provide; (2) your use of the Services; (3) your breach of these Terms or your representations and warranties; or (4) your violation of any law or any third party's rights, including intellectual property rights. We may assume the exclusive defense of any matter subject to indemnification, at your expense, and you agree to cooperate.

These Terms and your use of the Services are governed by the laws of the Commonwealth of Pennsylvania, without regard to its conflict-of-law rules. The UN Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transaction Act do not apply.

Informal resolution first. Before starting arbitration, the parties agree to try to resolve any dispute informally for at least thirty (30) days after written notice.

Binding arbitration. If informal efforts fail, any dispute (except those excluded below) will be resolved by final, binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules and, where applicable, its Consumer Arbitration Rules. You understand that you are giving up the right to sue in court and to a jury trial. Arbitration will take place in Chester, Pennsylvania, and may be conducted in person, by phone, online, or through written submissions. Either party may go to court to compel arbitration or to enforce an award.

No class actions. Disputes will be arbitrated only on an individual basis. To the fullest extent permitted by law, no arbitration may be joined with another, and there is no right to bring claims on a class or representative basis.

Exceptions. The informal-negotiation and arbitration requirements do not apply to: (a) disputes about the validity or enforcement of either party's intellectual property rights; (b) claims of theft, piracy, invasion of privacy, or unauthorized use; or (c) claims for injunctive relief. Any such dispute may be brought in the state or federal courts located in Chester, Pennsylvania, and both parties consent to the jurisdiction of those courts.

Time limit. Any dispute related to the Services must be brought within one (1) year after the cause of action arises.

By using the Services, sending us emails, and completing online forms, you consent to receive electronic communications and agree that electronic agreements, notices, disclosures, and records satisfy any legal requirement that they be in writing. You consent to electronic signatures and records.

If a complaint is not resolved to your satisfaction, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by phone at (800) 952-5210 or (916) 445-1254.

These Terms, together with any policies we post, are the entire agreement between you and us regarding the Services. Our failure to enforce any provision is not a waiver of it. If any provision is found unenforceable, the rest remain in effect. We may assign these Terms; you may not without our consent. Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship. We are not liable for delays or failures caused by events beyond our reasonable control.

Pengine LLC [Company address] admin@pengine.io