Legal
Terms of Service
The short version
Fierce Shop Manager is a tool. You run your shop; we keep the tool running. The data you put in is yours and you can take it out. We charge what we say we charge.
Three things to read properly, because they are the ones that bite: the prices this software calculates are estimates and you are responsible for checking them before you quote a customer (section 6); we do not promise the Service will never be down or never lose data, so keep your own backups (sections 11 and 12); and what we can owe you if something goes wrong is capped (section 14).
This summary is not the agreement. The numbered sections are.
Contents
- The agreement
- What the Service is
- Accounts and your people
- Your data stays yours
- What you are responsible for
- Prices the Service calculates
- Email you send
- Third-party services
- Fees
- Acceptable use
- Availability and backups
- Disclaimer of warranties
- Indemnification
- Limitation of liability
- Term and termination
- Governing law
- Disputes and arbitration
- Changes to these terms
- General
- Contact
1. The agreement
These Terms of Service ("Terms") are a binding agreement between Fierce Panda Prints LLC, a California limited liability company ("we", "us", "our"), and the business that creates an account ("you", "your", "your shop"). They govern your use of Fierce Shop Manager at fierceshopman.com and everything we provide through it (the "Service").
By creating an account or using the Service you accept these Terms. If you are accepting on behalf of a business, you represent that you have authority to bind that business, and "you" means that business.
The Service is offered for business use only. It is not intended for personal, family or household purposes.
2. What the Service is
The Service is software for running a print, apparel decoration, sign, vehicle wrap or engraving shop: quotes, invoices, payments you record, a job board, scheduling, customer proof approvals, pricing tables, inventory and related tools.
We may add, change or remove features. We will not materially reduce the core functionality of a paid plan during a period you have already paid for without offering you a refund of the unused portion.
We are a software provider, not a party to your business. We do not print anything, make anything, ship anything or stand behind anything you sell. We are not your accountant, bookkeeper, lawyer or tax advisor, and nothing the Service produces is accounting, legal or tax advice.
3. Accounts and your people
You are responsible for everything that happens under your account. Keep credentials confidential, use a strong password, and tell us promptly if you suspect unauthorized access.
The owner of a shop may invite staff and view-only users. You are responsible for the people you invite — what they do in the Service, what they can see, and removing them when they leave. Their acts and omissions are treated as yours.
One person signing up creates one shop. Shops are separate from one another, and you have no right of access to any other shop's data.
4. Your data stays yours
As between you and us, you own all data and content you put into the Service, including your customer records, pricing, artwork, photographs and documents ("Your Data").
You grant us a limited, non-exclusive, worldwide, royalty-free license to host, store, copy, transmit, display and process Your Data solely to provide and maintain the Service for you, including backing it up and sending the messages you ask us to send. This license ends when the data is deleted, except for copies in routine backups until those are overwritten.
We will not sell Your Data, disclose it except as described in our Privacy Policy, or use it to train machine learning models.
You represent that you have the rights necessary to put Your Data into the Service, including any artwork, logos, photographs and personal information about third parties, and that doing so does not infringe anyone's rights or break any law.
5. What you are responsible for
- Accuracy. The numbers, prices, costs, tax rates, specifications and terms you enter. The Service performs arithmetic on what you give it; it does not know whether what you gave it is right.
- Your customers. Your agreements with them, what you quote them, what you deliver, and the privacy of any information you collect about them.
- Legal compliance. Sales tax, licensing, employment, consumer protection, privacy and everything else that applies to your business. We do not determine, collect or remit any tax for you; tax figures in the Service are simply the rate you entered applied to the amount you entered.
- Your own records. Exporting and retaining whatever your business, your accountant or the law requires you to keep.
- Artwork rights. That you are permitted to print, engrave, embroider or apply what a customer gives you. We take no position on and bear no responsibility for what you choose to produce.
6. Prices the Service calculates
READ THIS ONE. The Service calculates quotes, line prices, markups, surcharges, taxes, deposits and totals from tables and settings that you configure. Those outputs are estimates for your internal use. They are not an appraisal, not a guarantee of profitability, and not a substitute for your own judgment.
You are solely responsible for reviewing every number before you send it to a customer, rely on it, or commit to a price. We are not responsible for an underquote, an overquote, a miscalculated tax, a lost job, a thin margin, an unprofitable contract, a rejected invoice, or any other commercial consequence of a figure the Service produced — whether the cause was a setting you entered, a default we shipped, a rounding behavior, or a fault in the software.
7. Email you send
The Service can send invoices, quotes and proof links on your behalf, from an address at a domain you verify. When you do this:
- You are the sender. You are responsible for the content, for having a legitimate reason to contact the recipient, and for complying with the CAN-SPAM Act and every other law that applies to commercial email.
- You confirm you control the domain you connect and the address you send from.
- We do not guarantee delivery. Messages may be delayed, filtered, placed in spam or rejected by the recipient's mail provider for reasons outside our control.
- We may suspend sending from your shop if we receive abuse complaints, if your sending threatens the deliverability of other shops, or if our email provider requires it.
8. Third-party services
The Service relies on providers including Supabase, Vercel, Resend and, if you connect it, Google Drive. Your use of a connected third-party account is also governed by that provider's own terms.
We are not responsible for third-party services. If one of them has an outage, changes its terms, changes its pricing, loses data, suspends your account or discontinues a feature, that is outside our control, and we are not liable for the consequences. We may change providers.
9. Fees
Some plans are free and some are paid. The price, billing period and what is included are stated at the point of purchase and form part of these Terms.
- Paid plans renew automatically for successive periods until cancelled. You may cancel at any time, effective at the end of the current period.
- Fees are non-refundable except where these Terms say otherwise or the law requires a refund. Cancelling partway through a period does not entitle you to a partial refund.
- Prices may change. We will give at least 30 days' notice before a change affects you, and the new price applies from your next renewal.
- You are responsible for any taxes on your purchase other than taxes on our income.
- If payment fails, we may suspend the account after notice and a reasonable opportunity to fix it.
10. Acceptable use
You will not: use the Service to break the law; upload anything infringing, defamatory, obscene, or containing malware; attempt to access another shop's data; probe, scan or test the security of the Service without our written permission; reverse engineer, decompile or copy the Service except as the law allows; resell or white-label the Service without a written agreement with us; send unsolicited bulk email; or use the Service in a way that degrades it for anyone else.
We may suspend or terminate an account that violates this section, immediately where the violation is serious or ongoing.
11. Availability, backups and loss of data
We work to keep the Service running, but we do not promise it will be available without interruption or free of errors. It may be unavailable for maintenance, for upgrades, or because of a failure at one of our providers.
We take routine backups for our own operational purposes. Those backups are not a service we provide to you and you should not rely on them. Export your data regularly and keep your own copies of anything you cannot afford to lose, including artwork originals. We are not liable for lost, corrupted or unrecoverable data.
We offer no service level agreement and no uptime guarantee unless we have signed a separate written one with you.
12. Disclaimer of warranties
THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE", WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED AND STATUTORY, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY AND NON-INFRINGEMENT.
WE DO NOT WARRANT THAT THE SERVICE WILL MEET YOUR REQUIREMENTS, THAT IT WILL BE UNINTERRUPTED, SECURE OR ERROR-FREE, THAT ANY CALCULATION, PRICE, TOTAL OR REPORT IT PRODUCES WILL BE ACCURATE OR COMPLETE, OR THAT DEFECTS WILL BE CORRECTED. NO ADVICE OR INFORMATION, ORAL OR WRITTEN, OBTAINED FROM US CREATES ANY WARRANTY NOT EXPRESSLY STATED HERE.
13. Indemnification
You will defend, indemnify and hold harmless Fierce Panda Prints LLC and its members, officers, employees and agents from and against any claim, demand, proceeding, loss, liability, damage, cost or expense (including reasonable attorneys' fees) arising out of or related to: (a) Your Data; (b) your use of the Service; (c) anything you quote, sell, produce or deliver to your customers; (d) your breach of these Terms or of any law; (e) a dispute between you and any of your customers, staff or suppliers; or (f) your infringement of anyone's intellectual property or privacy rights.
We will notify you of any such claim, give you control of the defense (with counsel reasonably acceptable to us), and cooperate at your expense. You may not settle a claim in a way that imposes an obligation or admission on us without our written consent.
14. Limitation of liability
TO THE FULLEST EXTENT PERMITTED BY LAW, WE WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST BUSINESS, LOST GOODWILL, LOST OR CORRUPTED DATA, OR THE COST OF SUBSTITUTE SERVICES, ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE, WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, AND EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE WILL NOT EXCEED THE GREATER OF (A) THE TOTAL AMOUNT YOU PAID US FOR THE SERVICE IN THE TWELVE MONTHS IMMEDIATELY BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100).
THESE LIMITATIONS APPLY EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE, AND THEY ARE A FUNDAMENTAL PART OF THE BARGAIN BETWEEN US. WE WOULD NOT PROVIDE THE SERVICE AT THESE PRICES WITHOUT THEM.
Some jurisdictions do not allow the exclusion of certain warranties or the limitation of certain damages. Nothing in these Terms excludes or limits liability that cannot lawfully be excluded or limited, including liability for fraud, fraudulent misrepresentation, willful injury, or violation of law. Where an exclusion or limitation is not permitted, it applies to the maximum extent the law allows.
15. Term and termination
These Terms apply for as long as you have an account.
You may stop at any time by closing your account. We may suspend or terminate your account if you breach these Terms, if we are required to by law, if your use creates a risk to the Service or to others, or if we discontinue the Service — in which case we will give you at least 30 days' notice and refund any prepaid, unused fees.
For 30 days after termination you may ask us for an export of Your Data. After that we may delete it. Sections 4, 5, 6, 8, 12, 13, 14, 16, 17 and 19 survive termination.
16. Governing law
These Terms are governed by the laws of the State of California, without regard to its conflict of laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
Subject to section 17, the state and federal courts located in Riverside County, California have exclusive jurisdiction, and both of us consent to venue there.
17. Disputes and arbitration
Talk to us first. Before starting any formal proceeding, send a written description of the dispute to the address in section 20. We will try in good faith to resolve it within 30 days.
Arbitration. If we cannot, any dispute arising out of or relating to these Terms or the Service will be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, before one arbitrator, in Riverside County, California, or by videoconference. Judgment on the award may be entered in any court of competent jurisdiction.
Exceptions. Either of us may bring an individual claim in small claims court, and either of us may seek injunctive relief in court to protect intellectual property or confidential information.
No class actions. Each of us may bring claims only in an individual capacity, and not as a plaintiff or class member in any purported class, collective, consolidated or representative proceeding. The arbitrator may not consolidate claims or preside over any form of representative proceeding. If this paragraph is found unenforceable, the whole of section 17 is void and section 16 governs.
Opt out. You may reject this arbitration agreement by emailing accounting@fiercepandaprints.com with the subject line "Arbitration opt-out" within 30 days of first accepting these Terms. Opting out affects nothing else in these Terms.
18. Changes to these terms
We may update these Terms. We will revise the date at the top and, for material changes, give notice in the app or by email at least 14 days before they take effect. Continuing to use the Service after that means you accept the updated Terms. If you do not accept them, stop using the Service and close your account; we will refund any prepaid, unused fees.
19. General
- Entire agreement. These Terms and the Privacy Policy are the whole agreement between us about the Service and replace any earlier understanding.
- Severability. If any provision is held unenforceable, it is modified to the minimum extent necessary, and the rest stays in force.
- No waiver. Not enforcing a provision is not a waiver of it.
- Assignment. You may not assign these Terms without our written consent. We may assign them to an affiliate or in connection with a merger or sale of our business.
- Force majeure. Neither of us is liable for a failure caused by something outside our reasonable control, including provider outages, network failures, natural disasters, labor disputes, acts of government or war.
- Independent parties. Nothing here creates a partnership, joint venture, employment or agency relationship.
- Notices. We may give notice by email to the address on your account or by posting in the app. You give notice to us at the address in section 20.
- Feedback. If you send us suggestions, we may use them freely with no obligation to you.
20. Contact
Fierce Panda Prints LLC
185 Maple Ave, Beaumont, CA 92223
accounting@fiercepandaprints.com
714-777-3355