Terms of service

User Agreement
This website is operated by Ninja Patches. Throughout the site, the terms “we”, “us” and “our” refer to Ninja Patches. Ninja Patches offers this website, including all information, tools, products and Services available from this site to you, the user, conditioned upon your acceptance of all terms, conditions, policies and notices stated here.

You understand and agree that by using the Sites and/or placing an order with NinjaPatches.com or its sister sites, that you are entering into a binding legal agreement on the following terms and conditions and have agreed to be bound by the terms and conditions in this User Agreement and all other policies incorporated herein.  Further, you agree to use the Sites solely as described in this User Agreement.

NinjaPatches reserves the right to amend and make changes to the Sites and to this User Agreement at any time without prior notice at its sole discretion.

We solely act as a printer.  We are not the user of these designs.  You take full responsibility and indemnify the company for any legal issues or ramifications.

Intellectual Property Rights

NinjaPatches takes seriously the intellectual property rights of you and others.  By accessing or using the Sites you agree to be bound by NinjaPatches ’ Intellectual Property Policy, which is incorporated by reference. You further agree to abide by any additional guidelines, restrictions, or rules that may be posted in connection with specific sections or services of the Sites. 

If you plan to resell the products you create with NinjaPatches products, you agree that you have full intellectual property rights and your resale is legal and authorized.  You agree to indemnify NinjaPatches for the production of your designs for the custom products you are creating.

You agree to not use NinjaPatches  or its Sites to create any material that is unlawful, harmful, hateful, abusive, tortious, harassing, threatening, libelous, defamatory, obscene, vulgar, invasive of another's privacy, or racially, ethnically or otherwise objectionable, or that infringes on any trademark, patent, copyright, trade secret or other proprietary right of any third party. Further, NinjaPatches , at its sole discretion, retains the right to reject any order that it considers unlawful, harmful, hateful, abusive, libelous, defamatory, obscene, profane (according to FCC standards), and/or any order that portrays irresponsible use of alcohol or other substances, advocating persecution based any protected category (including but not limited to age, race, gender, religion, disability or national origin), containing sexual explicit content or is otherwise inappropriate for NinjaPatches ’ production. If NinjaPatches rejects any such order, and it is resubmitted, NinjaPatches reserves the right to ban the User and/or IP address(es) submitting such order(s).

Intellectual Property Claims

If you believe that any materials accessible on or from the Sites infringe on your copyright or trademark, or that material you posted on the sites was removed by mistake, please review NinjaPatches’ Intellectual Property Policy and fill out a Copyright & Trademark Infringement Form or contact NinjaPatches’ intellectual property agent that has been designated to receive such notices in accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (17 U.S.C. § 512) ("DMCA"):

Allison Z. Gifford, Esq.
Stradley Ronon Stevens & Young, LLP
30 Valley Stream Parkway, Malvern, PA 19355
610-640-5800
trademarks@stradley.com

Please be aware that if you knowingly materially misrepresent that material or activity on the Sites is infringing your copyright, you may be held liable for damages (including costs and attorneys' fees) under Section 512(f) of the DMCA.

Privacy Policy

NinjaPatches and/or its Sites may collect personal identification information from users in a variety of ways.  Your privacy is very important to us. The full text of NinjaPatches’ Privacy Policy and NinjaPatches’ CCPA Privacy Policy, are incorporated by reference.

Limitation of Liability / Indemnity

The information and materials contained in NinjaPatches’ Sites, including content, graphics, text, links or any other items, are provided "as is" and no warranty is made regarding the same. NinjaPatches  does not represent or guarantee that its Sites will be free from errors or viruses and does not represent or guarantee that access to the Sites will be uninterrupted. Further, NinjaPatches does not warrant or make any representation about the adequacy, completeness and/or accuracy of the information, content, and/or materials on the Sites and expressly disclaims liability for errors or omissions in this information, content and/or materials. NinjaPatches does not make any warranties or representations regarding any content uploaded to its Sites, including but not limited to that it will be protected against loss, theft, misuse or alteration by third parties. No warranty of any kind, implied, express or statutory, including but not limited to the warranties of non-infringement of third-party rights, title, merchantability, fitness for a particular purpose or freedom from computer virus, is given in conjunction with the information, content and/or materials.

By using our Sites each User agrees that NinjaPatches shall not be liable for any damages, including without limitation, direct or indirect, special, incidental, or consequential damages, losses or expenses arising in connection with these Sites or any use thereof or inability to use by any party, or in connection with any failure of performance, omission, error, interruption, delay / non-receipt in operation or transmission, defect, computer virus or line or system failure, even if NinjaPatches’, or representatives thereof, are advised of the possibility of such issues, damages, losses or expenses. 

By using our Sites, you expressly agree to release, defend, indemnify, and hold harmless NinjaPatches, its Sites, and its affiliates, officers, directors, employees, agents and representatives, from any and against any and all demands, claims, damages, costs, and expenses, including reasonable attorneys’ fees arising from or relating to your use of the Sites, your violation of this User Agreement, and/or your violation of any rights of another.

Limitation of Liability for Health-Related Claims

Ninja Transfers shall not be liable for any claims, damages, injuries, illnesses, or alleged adverse health effects, including but not limited to respiratory issues, skin irritation, or cancer, arising from the use, handling, application, or heating of direct-to-film (DTF) transfers, heat presses, or any related equipment and materials.

By purchasing or using Ninja Transfers’ products, the user acknowledges and assumes all risks associated with the application process, including but not limited to exposure to heat, fumes, airborne particles, and chemical byproducts. Users are solely responsible for implementing proper ventilation, personal protective equipment (PPE), and safety measures while operating heat press equipment.

Under no circumstances shall Ninja Transfers be held responsible for any direct, indirect, incidental, special, or consequential damages, including medical expenses, lost wages, or legal costs, resulting from the use or misuse of its products. This limitation of liability applies to all claims, whether based on warranty, contract, tort (including negligence), or any other legal theory.

Ninja Transfers makes no representations or warranties, express or implied, regarding the safety, toxicity, or long-term health effects of its DTF transfers when subjected to heat or prolonged exposure. The company shall not be liable for any claims arising from product defects, manufacturing flaws, or design issues that may cause injury or damage. It is the responsibility of the user to review applicable safety data sheets (SDS) and comply with all safety regulations, local laws, and industry best practices.

By purchasing and using Ninja Transfers' products, the user acknowledges that they have evaluated all risks, including health-related risks, and have taken appropriate safety measures. Users are solely responsible for determining the suitability of the products for their specific application and for adhering to all safety instructions and industry best practices.

If this limitation of liability is deemed unenforceable in any jurisdiction, Ninja Transfers’ total liability shall not exceed the amount paid by the customer for the specific product giving rise to the claim.

Ninja Transfers provides clear, written instructions and warnings regarding the safe use of its products. Users are responsible for following all provided guidelines and taking necessary precautions as outlined in the accompanying documentation and safety data sheets.

Please view our Safety Guidelines and Best Practices

Environmental and Regulatory Compliance

Users are responsible for complying with all applicable environmental regulations for the disposal and handling of DTF transfers, heat presses, and related materials. Ninja Transfers shall not be liable for claims arising from improper disposal or environmental violations

Payment / Shipment / Returns / Cancellation Policy

NinjaPatches’ returns and cancellation policies can be accessed at the links below:

• Returns and Refunds
• Cancellation / Satisfaction Guarantee

Governing Law

This User Agreement and any and all claims relating hereto shall be governed solely and exclusively by the laws of the Commonwealth of Pennsylvania without regard to conflict of law / choice of law principles.

Dispute Resolution

Any disputes between arising from or relating to your use of the Sites, this User Agreement, and/or a User’s relationship or dealings with NinjaPatches shall be resolved solely and exclusively in a court of competent jurisdiction sitting in Philadelphia County, Pennsylvania (i.e. a state court in Philadelphia County, Pennsylvania or a federal court in the United States District Court for the Eastern District of Pennsylvania). Both NinjaPatches and the User submit to the venue and jurisdiction of such courts and waives the defense of an inconvenient forum.

THE PARTIES AGREE THAT AS TO ALL DISPUTES, EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN HER, HIS OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

ARBITRATION CLAUSE AND CLASS ACTION WAIVER – IMPORTANT – PLEASE REVIEW AS THIS AFFECTS YOUR LEGAL RIGHTS

A. Arbitration Notice

You and Printfly Corporation DBA Ninja Patches agree that if there is any dispute or claim arising from or related to our Services (except for the Exempt Claims, as defined below), these Terms, and/or the Privacy Policy, it will be resolved by confidential binding arbitration in Pennsylvania, rather than in court, after first giving Notice of the Dispute (“Notice”) to the other party and the opportunity to discuss resolution within thirty (30) days of such Notice. The Notice to the Company should be sent to Ninja Patches at: 2727 Commerce Way, Suite 100 Philadelphia, PA 19154. This Notice must include a description of the nature and basis of the claims the party is asserting, and the relief sought. If you and Ninja Transfers are unable to resolve the claims described in the Notice within thirty (30) days after the Notice is sent, you or the Company may initiate arbitration proceedings to be conducted by a single impartial arbitrator chosen from the American Arbitration Association (“AAA”)’s National Roster of Commercial Arbitrators by mutual agreement of the Parties (or by the AAA if the Parties cannot agree). There is no judge or jury in arbitration, and court review of an arbitration award is limited. However, an arbitrator can award on an individual basis the same damages and relief as a court (including injunctive and declaratory relief or statutory damages) and must follow the provisions of these Terms as a court would. YOU ACKNOWLEDGE THAT YOU ARE VOLUNTARILY AND KNOWINGLY FORFEITING YOUR RIGHT TO A TRIAL BY JURY AND TO OTHERWISE PROCEED IN A LAWSUIT IN STATE OR FEDERAL COURT.

The Federal Arbitration Act and federal arbitration law apply, and the AAA will administer the arbitration under its Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes. Payment of all filing, administration and arbitrator fees will be governed by the AAA’s rules.

The arbitration shall be held in the State of Pennsylvania or at another mutually agreed location. If the arbitration involves a consumer, the arbitration will be held at a location convenient to the consumer. If the value of the relief sought is $10,000 or less, you or we may elect to have the arbitration conducted by telephone or based solely on written submissions, which election shall be binding on you and us subject to the arbitrator’s discretion to require an in-person hearing if the circumstances warrant. Attendance at an in-person hearing may be made by telephone by you and us unless the arbitrator requires otherwise.

The arbitrator will decide the substance of all claims in accordance with the laws of the State of Pennsylvania, including recognized principles of equity, and will honor all claims of privilege recognized by applicable law. The arbitrator will also decide any questions relating to the interpretation, applicability, or enforceability of this arbitration clause, except where a party files a claim in court because it is an Exempt Claim (as defined below). If either party files an Exempt Claim, the court presiding over that claim will determine if the claim is an Exempt Claim under this Arbitration Clause. The arbitrator’s award shall be confidential, final, and binding, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.

Notwithstanding any provision in these Terms to the contrary, you and we agree that if we make any change to this section (other than a change to any notice address or website link provided herein) in the future, that change shall not apply to any claim that was filed in a proceeding against us prior to the effective date of the change. Moreover, if we seek to terminate this section, any such termination shall not be effective until thirty (30) days after the version of the Terms containing this section is posted to the websites and shall not be effective as to any claim that was filed in a proceeding against us prior to the effective date of termination.

CLASS ACTION WAIVER: YOU AND THE COMPANY AGREE THAT DISPUTES BETWEEN YOU AND US WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION. If for any reason a claim proceeds in court rather than in arbitration, we each waive any right to a jury trial.

EXEMPT CLAIMS: You and the Company agree that the following two types of claims are not required to be submitted to an arbitration subject to the following conditions:

(1) You or we are not required to arbitrate a claim brought on an individual basis in small-claims court. However, if (a) there is an appeal from small-claims court, or (b) a change in the claim that renders the small-claims court unable to resolve the claim, then the claim must be resolved in an arbitration under the terms of this arbitration provision.

(2) You or we are not required to arbitrate a claim brought on an individual basis to enjoin infringement or other misuse of intellectual property rights. Such a claim may be brought in any court of competent jurisdiction. You and we agree that the infringement or other misuse of intellectual property rights could cause irreparable harm for which monetary damages are an inadequate remedy. The prevailing party in an action to enjoin infringement or other misuse of intellectual property rights is entitled to recover costs and fees (including reasonable attorneys’ fees) in pursuing that remedy.

OPT OUT: You may opt-out of this mandatory arbitration provision by writing us within sixty (60) calendar days of your agreement to this arbitration provision, either (a) via email at legal@ninjapatches.com, or (b) by mail to 2727 Commerce Way, Suite 100 Philadelphia, PA 19154. Include your name, address, and date in the correspondence. This is the only way you can opt-out.

B. Claims and Disputes Must be Filed Within One (1) Year

To the extent permitted by law, and without limiting the effect of any disclaimer contained herein, any cause of action or claim you may have with respect to your use of the Services, including, without limitation, any website or mobile application or other Services-related product, Services, or other content must be commenced within one (1) year after the claim or cause of action arises. This section applies to you and your heirs, successors, and assigns.

Affiliate Program Terms and Conditions

These following terms and conditions apply to individuals who are accessing or using the Program both as the merchant (“we” or “merchant”) and an affiliate (“you” or “affiliate”) who refers customers to use product or service from the merchant.

By participating in the Program, affiliate agrees to use the Program in the manner specified in, and are bound by, these Terms and Conditions. If you do not agree to these Terms and Conditions in their entirety you are not authorized to register as an affiliate or participate in the Program in any manner.

1. Approve or Reject of the Registration

We reserve the right to approve or reject ANY Affiliate Program Registration in our sole and absolute discretion. You will have no legal recourse against us for the rejection of your Affiliate Program Registration.

2. Affiliate Links and Coupon

Affiliate link is automatically generated, but you can also generate an affiliate link for a specific product or collection. If a person clicks on someone else’s referral link and then later they click on yours, yours is the one that counts.

Affiliate might or might not be assigned to one coupon code with details and usage clarified on Dashboard. If customer both click on the affiliate link and use coupon code, you will not receive a double commission. If you’re not assigned a branded coupon, then you’re not allowed to promote the coupon.

3. Acceptable/Unacceptable Use

Acceptable Use:

We encourage our affiliates to engage in ethical and effective promotional activities that generate genuine sales and align with the goals of our affiliate program. The following are examples of acceptable use of our affiliate program:

• Promoting our products/services through your own personal websites, blogs, social media platforms, email newsletters, and targeted advertising.
• Creating engaging and original content that educates and informs potential customers about the benefits and features of our products/services.
• Sharing personal experiences and testimonials related to our products/services.
• Providing honest and accurate information about our products/services and their respective features, pricing, and terms.

Unacceptable Use:

The following activities are strictly prohibited and constitute unacceptable use of our affiliate program:

• Posting or sharing affiliate referral links on coupon or deal websites, or any websites primarily focused on providing discounts, deals, or coupons.
• Creating and distributing unauthorized coupon codes or discounts associated with our products/services.
• Misleading or deceiving potential customers by providing false or inaccurate information about our products/services.
• Engaging in any form of spamming, including unsolicited emails, comments, or messages to promote our products/services.
• Utilizing any illegal or unethical marketing tactics, such as trademark infringement, false advertising, or any other activities that could harm our brand reputation.

By participating in our affiliate program, you acknowledge and agree to adhere to the acceptable use guidelines outlined above. We reserve the right to investigate any violations and take appropriate action, including but not limited to withholding or reversing commissions, suspending or terminating the affiliate account, and pursuing legal remedies if necessary.

4. Commissions and payment

Refer any customer to make a purchase on our website, you will get a commission amount which is calculated based on Commission structure. Commission amount is dependent on order value and not including extra fee (tax, shipping cost,...).

For an Affiliate to receive a commission, you need to specify the payment details in Settings. Payment schedule will be notified on the Affiliate Guide page.

Payments will only be sent for transactions that have been successfully completed. The Use of the Affiliate Program is subject to a fair use policy which gives the merchant the right to review each and every referral order. Status of commission if displayed in the Commission tab, any paid commission will be listed on the Payment tab. Transactions that result in chargebacks or refunds will not be paid out.

5. Marketing tool

We may share promotion media such as banner, logo or specific collection promotion to you through the Marketing tool tab. You can download the media or get the HTML embed code in order to share onto affiliate channels.

6. Cookie

We use a cookie to track people who have clicked on your link, so they need to be using cookies for us to track them. If a person doesn't allow cookies or clears their cookies then we can't track them so can't pay earnings on that person's activity. Cookies day is stated in the Affiliate registration form. The tracking day will start from the time a customer clicks on the affiliate’s link or use the coupon. Within the cookie time, every order made by this customer at merchant website will automatically result in commissions to the affiliate (There’s no need for the customer to click on the affiliate link then).

7. Removal from Referral Program

If an affiliate wishes to be removed from the affiliate program, they can do so by contacting: service@ninjatransfers.com.

Miscellaneous

Should any provision of this User Agreement be declared illegal or unenforceable by any court of competent jurisdiction and cannot be modified to be enforceable, such provision shall immediately become null and void, leaving the remainder of this User Agreement in full force and effect. Notwithstanding the foregoing, if any such provision determined to be invalid, illegal or unenforceable may be made valid, legal or enforceable by modification thereof, then the party for whose benefit the provision exists may make such modification as may be necessary to make such provision valid, legal or enforceable.

The headings and captions of this User Agreement are provided for convenience only and are intended to have no effect in construing or interpreting this User Agreement.

If NinjaPatches waives and/or fails to take action with respect to any rights available to it under this User Agreement on one occasion, this does not mean that those rights have been waived and/or will automatically be waived on any other occasion.

Contacting us

If you have any questions about this User Agreement, the practices of NinjaPatches, or your dealings with these Sites, please contact us using the contact information provided below.

NinjaPatches.com

2727 Commerce Way
Philadelphia, PA 19154
Phone: 888-356-3665
Email: service@ninjapatches.com

Last updated on 5/23/23