Legal
Terms and Conditions of Use
The agreement between you and Piperstitch LLC that governs access to and use of PiperStitch.
Contents
- 1. PIPERSTITCH AND HOW IT WORKS
- 2. LICENSE TO USE PIPERSTITCH
- 3. ELIGIBILITY AND USER RESPONSIBILITY
- 4. ACCOUNTS AND SIGN-IN
- 5. FREE TRIAL
- 6. SUBSCRIPTIONS, BILLING, AND PAYMENTS
- 7. USER CONTENT: YOUR ARTWORK AND YOUR DESIGNS
- 8. PROCESSING, SAVED PROJECTS, AND RISK OF DATA LOSS
- 9. EMBROIDERY RESULTS; NO GUARANTEE OF SEWN OUTPUT
- 10. AVAILABILITY, LIMITS, AND SERVICE CHANGES
- 11. THIRD-PARTY SERVICES AND COMPONENTS
- 12. UPDATES AND CHANGES TO THE SERVICE
- 13. ACCEPTABLE USE
- 14. INTELLECTUAL PROPERTY; FEEDBACK
- 15. WARRANTIES AND DISCLAIMERS
- 16. LIMITATION OF LIABILITY
- 17. INDEMNIFICATION
- 18. TERMINATION
- 19. GOVERNING LAW; VENUE; JURY TRIAL WAIVER; CLASS ACTION WAIVER
- 20. CHANGES TO THESE TERMS
- 21. MISCELLANEOUS
- 22. CONTACT AND LEGAL NOTICES
These Terms and Conditions of Use (“Terms”) govern access to and use of the PiperStitch embroidery digitizing application made available at app.piperstitch.com, the website at piperstitch.com, and the related software, features, updates, documentation, account and subscription services (collectively, “PiperStitch” or the “Service”) provided by Piperstitch LLC, a Florida limited liability company (“Piperstitch LLC,” “Company,” “we,” “us,” or “our”).
By signing in to, accessing, or using PiperStitch, by starting a free trial or subscription, or by electronically accepting these Terms, each person or entity using PiperStitch (“User” or “you”) agrees to be bound by these Terms and by our Privacy Policy and any purchase terms or supplemental agreements expressly incorporated into these Terms (collectively, the “Applicable Agreements”).
If you do not agree to these Terms, you may not access or use PiperStitch.
PLEASE READ THESE TERMS CAREFULLY. THEY CONTAIN DISCLAIMERS OF WARRANTIES (SECTION 15), A LIMITATION OF LIABILITY (SECTION 16), AN INDEMNIFICATION OBLIGATION (SECTION 17), AND A JURY TRIAL WAIVER AND CLASS ACTION WAIVER (SECTION 19) THAT AFFECT YOUR LEGAL RIGHTS.
1. PIPERSTITCH AND HOW IT WORKS
1.1 A Browser-Based Service
PiperStitch is an automatic embroidery digitizing application delivered through a web browser. Nothing is downloaded or installed on the User’s computer. Unlike software that runs locally, PiperStitch’s digitizing engine operates on servers operated by or for Piperstitch LLC. Artwork that a User imports into PiperStitch is transmitted to those servers, converted into stitch data, and returned to the User’s browser, where the resulting design is displayed, edited, and downloaded.
1.2 Internet Connection Required
PiperStitch requires a working internet connection and a supported, current web browser. Piperstitch LLC is not responsible for the availability, speed, security, or cost of the User’s internet connection, computer, browser, or other equipment, and does not warrant that PiperStitch will operate on every browser, device, or operating system.
1.3 Transient Processing of Artwork
Artwork imported into PiperStitch is processed to produce the User’s design and is not retained by Piperstitch LLC after that processing completes, except to the extent the User chooses to save a project to the User’s account as described in Section 8.
1.4 Embroidery Files
Designs may be downloaded from PiperStitch as embroidery files in the formats listed on the Site. Once a file has been downloaded, it is an ordinary file in the User’s possession and control. Piperstitch LLC does not retain copies of downloaded files.
2. LICENSE TO USE PIPERSTITCH
2.1 Limited License
Subject to these Terms and payment of any applicable fees, Piperstitch LLC grants User a limited, personal, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use PiperStitch through a supported web browser, during an active free trial or paid subscription, for the purpose of creating embroidery designs from artwork that User has the right to use.
2.2 Restrictions
Except as expressly permitted by applicable law or by Piperstitch LLC in writing, User may not:
- (a) copy, distribute, sell, sublicense, lease, rent, resell, or make PiperStitch available to third parties as a service bureau, hosted service, or otherwise;
- (b) reverse engineer, decompile, disassemble, or attempt to derive the source code, algorithms, or underlying structure of PiperStitch or its digitizing engine;
- (c) circumvent, disable, or interfere with sign-in, subscription, trial, security, rate-limiting, or other technical restrictions;
- (d) access PiperStitch by any automated means, including bots, scripts, crawlers, or scrapers, or otherwise than through the user interface Piperstitch LLC provides;
- (e) modify or create derivative works of PiperStitch, or frame or mirror any part of it;
- (f) remove, obscure, or alter proprietary notices, trademarks, or copyright notices;
- (g) share sign-in codes, account links, session cookies, or account access with any other person;
- (h) use PiperStitch, or its outputs, to develop, train, or improve a competing product or service; or
- (i) use PiperStitch in violation of applicable law.
2.3 Ownership of PiperStitch
PiperStitch is licensed and provided as a service, not sold. Except for the limited license expressly granted under these Terms, Piperstitch LLC and its licensors retain all right, title, and interest in and to PiperStitch and its underlying software, digitizing engine, algorithms, architecture, designs, interfaces, documentation, trademarks, trade secrets, inventions, and other intellectual property.
3. ELIGIBILITY AND USER RESPONSIBILITY
User must be at least eighteen (18) years of age and legally capable of entering into a binding agreement. If User uses PiperStitch on behalf of a business or other entity, User represents that User has authority to bind that entity to these Terms, and “User” includes that entity.
User is responsible for:
- (a) maintaining control and security of the email mailbox associated with User’s account, which is the sole means of signing in;
- (b) maintaining the security of the computers, devices, and browsers used to access PiperStitch;
- (c) determining who is permitted to access User’s account, projects, and designs;
- (d) maintaining a suitable internet connection and a supported browser;
- (e) the accuracy of information User provides to Piperstitch LLC; and
- (f) all activity conducted through User’s account, whether or not authorized by User.
4. ACCOUNTS AND SIGN-IN
PiperStitch does not use passwords. Access to the Service and to User’s account page is granted by one-time codes and links sent to the email address associated with User’s account. Anyone with access to that mailbox may be able to access User’s account.
User’s account, trial, subscription, and saved projects are tied to that email address. User agrees to notify Piperstitch LLC promptly at hello@piperstitch.com if User believes the account has been accessed without permission. Piperstitch LLC may require re-verification of an email address at any time and may suspend an account it reasonably believes has been compromised.
Each person may hold one account. Accounts may not be transferred or sold.
5. FREE TRIAL
Piperstitch LLC may offer a free trial of PiperStitch. The trial begins the first time an email address is used to sign in and continues for the period stated on the Site at that time. No payment details are required for the trial.
When the trial ends, PiperStitch’s editing and export features are disabled until a paid subscription is started. Only one trial is available per person and per email address. Piperstitch LLC may refuse, shorten, or end a trial that it reasonably believes is being used to circumvent this limit or to abuse the Service, and may modify or discontinue the trial offer at any time without notice.
6. SUBSCRIPTIONS, BILLING, AND PAYMENTS
6.1 Subscription Fees
Continued use of PiperStitch after the trial requires a paid subscription. The subscription price, billing period, and included functionality are displayed on the Site and at checkout at the time User subscribes.
6.2 Automatic Renewal
SUBSCRIPTIONS RENEW AUTOMATICALLY AT THE END OF EACH BILLING PERIOD, AND USER’S PAYMENT METHOD WILL BE CHARGED THE THEN-CURRENT SUBSCRIPTION PRICE, PLUS ANY APPLICABLE TAXES, UNTIL USER CANCELS. By subscribing, User authorizes Piperstitch LLC and its payment processor to charge these recurring fees.
6.3 Payment Processing
Payments are processed by a third-party payment processor, currently Stripe, Inc. (“Stripe”). Payment-card details are entered directly on the processor’s pages and are held by the processor, not by Piperstitch LLC. The processor’s own terms and privacy policy apply to the payment transaction. Piperstitch LLC is not responsible for errors, delays, or unavailability of the payment processor.
6.4 Price Changes
Piperstitch LLC may change subscription prices for future billing periods upon reasonable advance notice by email or through the Service. A price change will not retroactively increase fees already paid for a completed billing period. Continued use after a price change takes effect constitutes acceptance of the new price; if User does not agree, User may cancel before the change takes effect.
6.5 Cancellation
User may cancel a subscription at any time through the account page (a link to which is sent to User’s email address on request) or by writing to hello@piperstitch.com. Cancellation stops future charges. The subscription remains active until the end of the billing period already paid for, after which access to editing and export features ends. Billing periods are not prorated.
6.6 Refunds
Because a free trial is offered before any charge is made, ALL SUBSCRIPTION FEES ARE NON-REFUNDABLE TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. Piperstitch LLC may, in its sole discretion, issue a refund or credit in particular circumstances (for example, a charge made in error), and doing so does not obligate it to do so in any other case.
6.7 Failed Payments
If a renewal charge fails, Piperstitch LLC or its payment processor may retry the charge and will notify User by email. Piperstitch LLC may provide a short grace period during which the subscription remains active so that User can update the payment method. If payment is not received, Piperstitch LLC may suspend or end the subscription without further notice.
6.8 Chargebacks
If User disputes a charge with User’s bank or card issuer rather than contacting Piperstitch LLC, Piperstitch LLC may suspend User’s account while the dispute is investigated and may end the account if the charge is found to have been valid.
6.9 Taxes
User is responsible for applicable sales, use, value-added, and similar taxes, except taxes imposed directly upon Piperstitch LLC’s income. Where Piperstitch LLC is required to collect such taxes, they will be added to the subscription price.
7. USER CONTENT: YOUR ARTWORK AND YOUR DESIGNS
7.1 User Content
“User Content” means the artwork, images, logos, text, lettering, settings, project names, and other materials that User imports into, enters into, or creates through PiperStitch, including saved projects and the embroidery designs and files that PiperStitch produces from them (“Designs”).
As between Piperstitch LLC and User, User retains ownership of User Content.
7.2 Designs
To the extent permitted by applicable law, Piperstitch LLC claims no ownership interest in Designs generated by PiperStitch specifically for User from User’s own artwork. User may use Designs for any lawful purpose, including commercial embroidery, subject to these Terms and to the rights of any third party in the artwork from which a Design was made.
7.3 License to Piperstitch LLC
So that Piperstitch LLC can provide the Service, User grants Piperstitch LLC a limited, non-exclusive, worldwide, royalty-free license to receive, transmit, store, process, reproduce, and display User Content solely as necessary to operate, secure, support, and improve the reliability of PiperStitch for User and as otherwise described in the Privacy Policy. This license ends when the User Content is deleted from the Service, except to the extent copies are retained in routine backups or as required by law.
7.4 No AI Training; No Sale
Piperstitch LLC does not use User Content to train shared, public, or externally hosted artificial-intelligence or machine-learning models, and does not sell User Content.
7.5 User Responsibility for Rights in Artwork
USER IS SOLELY RESPONSIBLE FOR HAVING THE RIGHT TO USE THE ARTWORK USER DIGITIZES. User represents and warrants that User owns, or has obtained all necessary rights, licenses, and permissions for, all artwork User imports into PiperStitch, including logos, characters, trademarks, fonts, photographs, and images owned by others, and that User’s use of the resulting Designs, including on products User makes or sells, will not infringe or violate the intellectual property, publicity, privacy, or other rights of any person.
Piperstitch LLC does not review, screen, or monitor the artwork Users import and has no obligation to do so. Piperstitch LLC may remove User Content and may suspend or end an account that it reasonably believes is being used to infringe the rights of others.
8. PROCESSING, SAVED PROJECTS, AND RISK OF DATA LOSS
8.1 Transient Processing
Artwork imported into PiperStitch is processed on Piperstitch LLC’s servers to produce a Design and is discarded once the result has been returned to User’s browser. Piperstitch LLC does not retain imported artwork or exported embroidery files.
8.2 Saved Projects
User may choose to save a project to User’s account so that it can be reopened later. A saved project contains the Design and the outlines and settings derived from User’s artwork, and is stored in association with User’s account until User deletes it or the account is closed. Saved projects are provided as a convenience during an active trial or subscription. Piperstitch LLC may delete saved projects after an account has been without an active trial or subscription for a reasonable period, upon termination of the account under Section 18, or upon discontinuation of the Service under Section 10.
8.3 Not a Backup Service
Saved projects are not a backup, archival, or long-term storage service. USER IS SOLELY RESPONSIBLE FOR DOWNLOADING EMBROIDERY FILES AND FOR MAINTAINING ANY BACKUP OF DESIGNS, FILES, AND ARTWORK THAT USER CONSIDERS APPROPRIATE.
8.4 Risk of Loss
SAVED PROJECTS MAY BE LOST, CORRUPTED, OR BECOME UNAVAILABLE AS A RESULT OF HARDWARE OR SOFTWARE FAILURE, HOSTING-PROVIDER OUTAGES, SECURITY INCIDENTS, ACCOUNT CLOSURE, SUBSCRIPTION LAPSE, CHANGES TO THE SERVICE, OR OTHER CAUSES, AND PIPERSTITCH LLC MAY HAVE NO ABILITY TO RECOVER THEM. Files that User has downloaded and then lost cannot be recovered by Piperstitch LLC because Piperstitch LLC holds no copy of them. User knowingly accepts these risks.
9. EMBROIDERY RESULTS; NO GUARANTEE OF SEWN OUTPUT
9.1 Nature of Automatic Digitizing
PiperStitch converts artwork into stitch data using automated algorithms. Results vary with the artwork, its resolution and complexity, the chosen size, and the settings User selects. Automated digitizing may produce results that differ from those a professional digitizer would produce, and some artwork may not digitize well or at all.
9.2 Previews and Readiness Reports Are Aids Only
On-screen previews, stitch counts, thread estimates, readiness scores, and warnings are estimates and aids to judgment. They are not guarantees that a Design will sew correctly, look a particular way, or be suitable for a particular fabric, garment, or purpose.
9.3 Test Sewing Required
HOW A DESIGN SEWS DEPENDS ON THE EMBROIDERY MACHINE, NEEDLE, THREAD, BOBBIN, STABILIZER, FABRIC, HOOPING, TENSION, SPEED, AND OPERATOR, NONE OF WHICH PIPERSTITCH LLC CONTROLS. A DESIGN THAT LOOKS CORRECT ON SCREEN MAY STILL REQUIRE ADJUSTMENT ON A REAL MACHINE. USER MUST SEW A TEST OF EVERY DESIGN ON SCRAP MATERIAL BEFORE USING IT ON FINISHED GOODS OR IN PRODUCTION, AND ASSUMES ALL RISK OF NOT DOING SO.
9.4 Machines, Materials, and Safety
User is solely responsible for the safe operation of User’s embroidery machine, for confirming that a file format, hoop size, stitch count, and design size are supported by that machine, and for supervising the machine while it runs. Piperstitch LLC is not responsible for needle breaks, thread breaks, machine jams, damage to machines, or spoiled garments, fabric, thread, stabilizer, or other materials.
9.5 Machine Manufacturers and File Formats
Piperstitch LLC is not affiliated with, sponsored by, or endorsed by any embroidery machine manufacturer. Manufacturer and format names appearing in PiperStitch identify file formats that particular machines read and are the trademarks of their respective owners. Piperstitch LLC does not warrant that any file will be accepted by, or sew correctly on, any particular machine, firmware version, or software.
9.6 Commercial Use
User may use Designs commercially, but does so at User’s own risk. Piperstitch LLC makes no warranty that Designs are suitable for commercial production, that they will meet the expectations of User’s customers, or that they satisfy any industry, quality, or safety standard. User is solely responsible for the goods and services User provides to others.
10. AVAILABILITY, LIMITS, AND SERVICE CHANGES
Piperstitch LLC does not guarantee that PiperStitch will be available at any particular time or without interruption. Access may be suspended for maintenance, updates, capacity constraints, security incidents, hosting-provider or network failures, or other reasons within or outside Piperstitch LLC’s control.
Piperstitch LLC may impose reasonable limits on file sizes, image dimensions, request rates, storage, number of saved projects, and other aspects of use, and may adjust those limits from time to time to protect the Service and its Users.
Piperstitch LLC may add, change, remove, or replace features, supported formats, supported browsers, or other aspects of PiperStitch at any time. Piperstitch LLC may also discontinue PiperStitch entirely upon reasonable advance notice, in which case User’s sole remedy is a refund of any prepaid subscription fees for the unused portion of the then-current billing period.
11. THIRD-PARTY SERVICES AND COMPONENTS
PiperStitch relies upon third-party services to operate, including payment processing, cloud hosting, and email delivery, and may incorporate open-source software, fonts, and other third-party components governed by their own licenses.
Piperstitch LLC does not control and does not warrant the availability, security, accuracy, legality, or suitability of third-party services or components. Piperstitch LLC may add, remove, replace, or modify third-party providers and components when reasonably necessary to maintain, improve, secure, or develop PiperStitch.
Information that User provides directly to a third party (for example, payment details entered on the payment processor’s pages) is subject to that third party’s terms and privacy practices.
12. UPDATES AND CHANGES TO THE SERVICE
Because PiperStitch is delivered through a web browser, updates are applied automatically and there is nothing for User to install. Updates may change functionality, interface, performance, output, or compatibility. Piperstitch LLC has no obligation to maintain any prior version, feature, or behavior of PiperStitch, and Designs produced by different versions may differ.
13. ACCEPTABLE USE
User shall use PiperStitch only for lawful purposes. User may not use PiperStitch to:
- (a) violate applicable law or regulation;
- (b) infringe the intellectual property, privacy, publicity, or other rights of another person;
- (c) import artwork that is unlawful, or that User does not have the right to use;
- (d) upload or transmit malware, malicious code, or files designed to interfere with PiperStitch or its servers;
- (e) gain or attempt to gain unauthorized access to another User’s account, projects, or information, or to Piperstitch LLC’s systems;
- (f) circumvent trial, subscription, security, or rate-limiting controls, or create multiple accounts to obtain additional trials;
- (g) impersonate another person or misrepresent User’s affiliation with any person or entity;
- (h) place unreasonable load on the Service, including through automated, scripted, or bulk requests;
- (i) resell or provide access to PiperStitch itself to third parties; or
- (j) intentionally interfere with the operation, security, or integrity of PiperStitch.
14. INTELLECTUAL PROPERTY; FEEDBACK
All intellectual property rights in PiperStitch itself, including its software, source code, object code, digitizing engine, algorithms, architecture, interface, design, documentation, trademarks (including “PiperStitch”), trade names, logos, inventions, patents, patent applications, know-how, and proprietary technology, are and shall remain the exclusive property of Piperstitch LLC or its applicable licensors. Nothing in these Terms transfers ownership of PiperStitch to User. Conversely, except as expressly provided herein, nothing in these Terms transfers User’s ownership of User Content to Piperstitch LLC.
If User provides suggestions, ideas, bug reports, or other feedback about PiperStitch, User grants Piperstitch LLC a perpetual, irrevocable, worldwide, royalty-free license to use that feedback for any purpose without obligation to User.
15. WARRANTIES AND DISCLAIMERS
TO THE MAXIMUM EXTENT PERMITTED BY LAW, PIPERSTITCH IS PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE.
PIPERSTITCH LLC DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, QUIET ENJOYMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE, TO THE EXTENT SUCH WARRANTIES MAY LAWFULLY BE DISCLAIMED.
Without limiting the foregoing, Piperstitch LLC does not warrant that:
- (a) PiperStitch will operate without interruption, delay, or error, or will be available at any particular time;
- (b) any Design will sew correctly, look a particular way, or be suitable for a particular fabric, garment, machine, or purpose;
- (c) previews, stitch counts, readiness reports, thread estimates, or other outputs will be accurate or complete;
- (d) any file will be accepted by or sew correctly on any particular embroidery machine, firmware, or software;
- (e) PiperStitch will meet every User requirement or produce results comparable to manual digitizing;
- (f) PiperStitch will remain compatible with every browser, device, or operating system;
- (g) saved projects will be retained, will never be lost or corrupted, or will remain accessible;
- (h) PiperStitch or its servers will be free of viruses or other harmful components, or will be secure against unauthorized access; or
- (i) third-party services or components will remain available, accurate, or secure.
No advice or information, whether oral or written, obtained from Piperstitch LLC or through PiperStitch creates any warranty not expressly stated in these Terms. Some jurisdictions do not permit exclusion of certain implied warranties, in which case the applicable exclusions shall apply only to the maximum extent permitted by law.
16. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PIPERSTITCH LLC AND ITS AFFILIATES, MEMBERS, MANAGERS, OFFICERS, EMPLOYEES, CONTRACTORS, AGENTS, LICENSORS, SUPPLIERS, AND REPRESENTATIVES (COLLECTIVELY, THE “PIPERSTITCH PARTIES”) SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, LOST BUSINESS OR OPPORTUNITIES, BUSINESS INTERRUPTION, LOSS OF GOODWILL, LOSS OF DATA, LOSS OF USER CONTENT, COST OF SUBSTITUTE SERVICES, OR COST OF REPLACEMENT OR RECOVERY, ARISING FROM OR RELATING TO PIPERSTITCH OR THESE TERMS.
Without limiting the foregoing, the PiperStitch Parties shall not be liable for losses arising from:
- (a) reliance upon previews, readiness reports, stitch counts, thread estimates, or other outputs of PiperStitch;
- (b) Designs that sew incorrectly, look different from the preview, or are unsuitable for a particular fabric, garment, machine, or purpose;
- (c) spoiled, damaged, or wasted garments, fabric, thread, stabilizer, or other materials, or products rejected by User’s customers;
- (d) damage to, or malfunction of, embroidery machines, needles, hoops, or other equipment;
- (e) User’s failure to test-sew a Design before production use;
- (f) loss, corruption, or unavailability of saved projects, or User’s failure to download or back up embroidery files;
- (g) unavailability, interruption, or suspension of PiperStitch for any reason;
- (h) unauthorized access to User’s account or email mailbox, or unauthorized use of User’s account;
- (i) artwork User did not have the right to use, or any claim by a third party relating to User Content or Designs;
- (j) third-party services, components, providers, or content, including payment processors, hosting providers, and email providers; or
- (k) interruption of internet access, electrical power, or other infrastructure, or any other cause outside the PiperStitch Parties’ reasonable control.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE TOTAL AGGREGATE LIABILITY OF THE PIPERSTITCH PARTIES ARISING FROM OR RELATED TO PIPERSTITCH OR THESE TERMS, REGARDLESS OF THE NUMBER OF CLAIMS, SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNT ACTUALLY PAID BY USER TO PIPERSTITCH LLC FOR PIPERSTITCH DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM OR (B) ONE HUNDRED U.S. DOLLARS ($100).
The limitations contained in this Section apply regardless of the legal theory asserted, whether contract, tort (including negligence), strict liability, statute, or otherwise, even if a PiperStitch Party has been advised of the possibility of such damages, and even if any limited remedy fails of its essential purpose. User acknowledges that these limitations are an essential basis of the bargain between User and Piperstitch LLC and that Piperstitch LLC would not provide PiperStitch on these economic terms without them. Some jurisdictions do not allow the exclusion or limitation of certain damages, in which case the limitations in this Section shall apply to the maximum extent permitted by law.
17. INDEMNIFICATION
To the extent permitted by applicable law, User shall indemnify, defend, and hold harmless the PiperStitch Parties and their successors and assigns from and against all claims, liabilities, losses, damages, penalties, costs, and expenses, including reasonable attorneys’ fees, arising from or relating to:
- (a) User’s use of PiperStitch or Designs, including products User makes, sells, or distributes using Designs;
- (b) User’s breach of these Terms or of any representation or warranty in them;
- (c) User Content, including any claim that artwork User imported or Designs User made infringe or violate the intellectual property, publicity, privacy, or other rights of any person;
- (d) User’s violation of applicable law;
- (e) User’s intentional misconduct or negligence; or
- (f) User’s unauthorized use, distribution, modification, or commercial exploitation of PiperStitch.
Piperstitch LLC may assume the exclusive defense and control of any matter subject to indemnification by User, in which case User shall cooperate with Piperstitch LLC and shall not settle any such matter without Piperstitch LLC’s prior written consent.
18. TERMINATION
User may stop using PiperStitch and cancel any subscription at any time, subject to Section 6.
Piperstitch LLC may suspend or terminate User’s access to PiperStitch, or any part of it, immediately and without prior notice for material violation of these Terms, non-payment of applicable fees, a payment dispute or chargeback, unlawful use, infringement of others’ rights, abuse of the free trial, security reasons, or as otherwise permitted by applicable law. Piperstitch LLC may also terminate User’s access for any other reason upon reasonable notice, in which case User’s sole remedy is a refund of any prepaid subscription fees for the unused portion of the then-current billing period.
Upon termination or lapse of User’s trial or subscription, User’s right to access PiperStitch ends, and Piperstitch LLC may delete User’s saved projects and account information in accordance with the Privacy Policy. Embroidery files User has already downloaded remain in User’s possession. User is responsible for downloading and preserving any Designs User wishes to keep before termination.
Provisions that by their nature should survive termination, including provisions concerning ownership, User Content, intellectual property, payment obligations, disclaimers, limitations of liability, indemnification, dispute resolution, and miscellaneous provisions, shall survive termination.
19. GOVERNING LAW; VENUE; JURY TRIAL WAIVER; CLASS ACTION WAIVER
19.1 Governing Law
These Terms and any dispute arising from or relating to PiperStitch shall be governed by the laws of the State of Florida, without regard to conflict-of-law principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
19.2 Informal Resolution
Before filing a claim, User agrees to first contact Piperstitch LLC at hello@piperstitch.com with a description of the dispute and to attempt in good faith to resolve it informally for at least thirty (30) days.
19.3 Venue
To the extent permitted by applicable law, User and Piperstitch LLC consent to the exclusive jurisdiction and venue of the appropriate state or federal courts located in Sarasota County, Florida for any dispute arising from or relating to PiperStitch or these Terms.
19.4 Jury Trial Waiver
TO THE MAXIMUM EXTENT PERMITTED BY LAW, USER AND PIPERSTITCH LLC EACH KNOWINGLY AND VOLUNTARILY WAIVE ANY RIGHT TO TRIAL BY JURY IN ANY ACTION OR PROCEEDING ARISING FROM OR RELATING TO THESE TERMS OR PIPERSTITCH.
19.5 Class Action Waiver
TO THE MAXIMUM EXTENT PERMITTED BY LAW, USER AND PIPERSTITCH LLC AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING.
19.6 Time Limit on Claims
To the extent permitted by applicable law, any claim arising from or relating to PiperStitch or these Terms must be filed within one (1) year after the claim arose, or it is permanently barred.
19.7 Injunctive Relief; Attorneys’ Fees
Nothing in this Section prevents either party from seeking temporary or injunctive relief from a court of competent jurisdiction to protect intellectual property, confidential information, security, or other rights for which monetary damages would provide an inadequate remedy. In any action arising out of or relating to these Terms, the prevailing party shall be entitled to recover its reasonable attorneys’ fees and costs to the extent permitted by applicable law.
20. CHANGES TO THESE TERMS
Piperstitch LLC may modify these Terms from time to time to reflect changes in PiperStitch, applicable law, security requirements, or business practices. The current version, with its version date, is always available at piperstitch.com/terms.html.
For material changes applicable to an ongoing paid subscription, Piperstitch LLC will provide reasonable notice by email, through PiperStitch, on its website, or by another reasonable method. Continued use of PiperStitch after the effective date of revised Terms constitutes acceptance of those revised Terms to the extent permitted by applicable law. If User does not agree to revised Terms, User must stop using PiperStitch and cancel any subscription before they take effect.
21. MISCELLANEOUS
21.1 Entire Agreement
These Terms and the Applicable Agreements constitute the entire agreement between User and Piperstitch LLC regarding User’s use of PiperStitch and supersede prior agreements or understandings concerning the same subject matter.
21.2 Assignment
User may not assign or transfer these Terms, an account, or a subscription except as expressly permitted by Piperstitch LLC in writing. Piperstitch LLC may assign these Terms in connection with a merger, acquisition, financing, reorganization, sale of substantially all relevant assets, or transfer to an affiliate or successor.
21.3 Severability
If any provision of these Terms is determined to be invalid or unenforceable, it shall be enforced to the maximum extent legally permissible, and the remaining provisions shall remain in full force and effect.
21.4 Waiver
Failure to enforce a provision of these Terms shall not constitute a waiver of that provision or any other provision.
21.5 No Agency; No Third-Party Beneficiaries
These Terms do not create an agency, partnership, employment relationship, fiduciary relationship, franchise, or joint venture between User and Piperstitch LLC. Except for the PiperStitch Parties, who may enforce Sections 16 and 17, there are no third-party beneficiaries of these Terms.
21.6 Force Majeure
Piperstitch LLC shall not be liable for any failure or delay in performance caused by circumstances beyond its reasonable control, including acts of God, natural disasters, epidemics, war, terrorism, civil unrest, labor disputes, governmental action, failures of the internet, hosting providers, payment processors, or telecommunications, power outages, or denial-of-service or other attacks.
21.7 Export Compliance
User shall comply with applicable export-control, sanctions, and trade laws in connection with User’s use of PiperStitch, and represents that User is not located in, and is not a national or resident of, any country or on any list to which United States law prohibits the provision of the Service.
21.8 Copyright Complaints
If you believe that content available through PiperStitch infringes your copyright, send a notice to hello@piperstitch.com identifying the copyrighted work, the material claimed to be infringing and its location, your contact information, a statement that you have a good-faith belief the use is not authorized, and a statement, under penalty of perjury, that the information in the notice is accurate and that you are authorized to act on behalf of the owner. Piperstitch LLC may remove content and terminate accounts of repeat infringers.
21.9 Headings
Section headings are provided for convenience and do not affect interpretation.
21.10 Electronic Acceptance and Communications
User acknowledges and agrees that signing in to PiperStitch after being presented with these Terms, clicking an acceptance box, selecting “I Agree,” starting a trial or subscription, or otherwise electronically accepting these Terms constitutes User’s valid electronic acceptance and has the same legal effect as a handwritten signature to the extent permitted by applicable law. User consents to receive notices, disclosures, and other communications from Piperstitch LLC electronically, by email to the address associated with User’s account or through PiperStitch, and agrees that such electronic communications satisfy any legal requirement that they be in writing.
22. CONTACT AND LEGAL NOTICES
Questions concerning these Terms may be submitted to hello@piperstitch.com.
Formal legal notices to Piperstitch LLC shall be delivered in writing to Piperstitch LLC, 1680 Fruitville Road, Sarasota, Florida 34236, with a copy by email to hello@piperstitch.com.
BY SIGNING IN TO, ACCESSING, OR USING PIPERSTITCH AFTER BEING PRESENTED WITH THESE TERMS, USER ACKNOWLEDGES THAT USER HAS READ, UNDERSTANDS, AND AGREES TO THESE TERMS AND CONDITIONS OF USE.