Terms of service

Terms of Service

OVERVIEW

Welcome to Noon Theory!

The terms “we,” “us,” and “our” refer to Noon Theory, operated by Noon Theory, LLC. Noon Theory operates this store and website, including all related information, content, features, tools, products, and services in order to provide you, the customer, with a curated shopping experience (the “Services”). Noon Theory is powered by Shopify, which enables us to provide the Services to you.

The terms and conditions below, together with any policies referenced herein (these “Terms of Service” or “Terms”), describe your rights and responsibilities when you use the Services.

Please read these Terms of Service carefully, as they include important information about your legal rights and cover areas such as warranty disclaimers and limitations of liability.

By visiting, interacting with, or using our Services, you agree to be bound by these Terms of Service and our Privacy Policy. If you do not agree to these Terms of Service or Privacy Policy, you should not use or access our Services.

SECTION 1 – ACCESS AND ACCOUNT

By agreeing to these Terms of Service, you represent that you are at least the age of majority in your state or province of residence, and you have given us your consent to allow any of your minor dependents to use the Services on devices you own, purchase, or manage.

To use the Services, including accessing or browsing our online store or purchasing any of the products or services we offer, you may be asked to provide certain information, such as your email address, billing, payment, and shipping information. You represent and warrant that all information you provide in our store is correct, current, and complete and that you have all rights necessary to provide this information.

You are solely responsible for maintaining the security of your account credentials and for all of your account activity. You may not transfer, sell, assign, or license your account to any other person.

SECTION 2 – OUR PRODUCTS

We have made every effort to provide an accurate representation of our products and services in our online store. However, colors or product appearance may differ from how they appear on your screen due to the type of device you use and your device settings and configuration.

We do not warrant that the appearance or quality of any products or services purchased by you will meet your expectations or appear exactly as depicted or rendered in our online store.

All descriptions of products are subject to change at any time without notice at our sole discretion. We reserve the right to discontinue any product at any time and may limit the quantities of products we offer to any person, geographic region, or jurisdiction on a case-by-case basis.

SECTION 3 – ORDERS

When you place an order, you are making an offer to purchase. Noon Theory reserves the right to accept or decline your order for any reason at its discretion. Your order is not accepted until Noon Theory confirms acceptance. We must receive and process your payment before your order is accepted.

Please review your order carefully before submitting it, as Noon Theory may be unable to accommodate cancellation requests after an order has been accepted and production has begun.

If we do not accept, make a change to, or cancel an order, we will attempt to notify you using the email address, billing address, and/or other contact information provided at the time the order was placed.

Your purchases are subject to return or exchange solely in accordance with our Refund Policy.

You represent and warrant that your purchases are for your own personal or household use and not for commercial resale or export.

SECTION 4 – PRICES AND BILLING

Prices, discounts, and promotions are subject to change without notice. The price charged for a product or service will be the price in effect at the time the order is placed and will be shown in your order confirmation email.

Unless otherwise expressly stated, posted product prices do not include applicable taxes or shipping charges. Shipping charges and applicable taxes, if any, will be disclosed before you complete your purchase.

Prices posted in our online store may differ from prices offered through third parties. We may offer promotions from time to time that affect pricing and are governed by terms and conditions separate from these Terms. If there is a conflict between the terms of a promotion and these Terms, the promotion terms will govern.

You agree to provide current, complete, and accurate purchase, payment, and account information for all purchases made through our store. You agree to promptly update your account and other information, including your email address, credit card numbers, and expiration dates, so that we can complete your transactions and contact you as needed.

You represent and warrant that (i) the credit card information you provide is true, correct, and complete; (ii) you are duly authorized to use such credit card for the purchase; (iii) charges incurred by you will be honored by your credit card company; and (iv) you will pay charges incurred by you at the posted prices, including disclosed shipping charges and all applicable taxes, if any.

SECTION 5 – SHIPPING AND DELIVERY

All delivery times are estimates and are not guaranteed. We are not responsible for delays caused by shipping carriers, weather, or other circumstances outside our reasonable control.

Production times, estimated transit times, shipping costs, fulfillment information, and other shipping details are provided in our Shipping Policy.

Once we transfer products to the carrier, title and risk of loss passes to you.

SECTION 6 – INTELLECTUAL PROPERTY

Our Services, including but not limited to all trademarks, brands, text, displays, images, graphics, product reviews, video, audio, and the design, selection, and arrangement thereof, are owned by Noon Theory, its affiliates, or licensors and are protected by U.S. and foreign patent, copyright, trademark, and other intellectual property laws.

These Terms permit you to use the Services for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any material from the Services without our prior written consent.

Except as expressly provided herein, nothing in these Terms grants or shall be construed as granting a license or other rights to you under any patent, trademark, copyright, or other intellectual property of Noon Theory, Shopify, or any third party. Unauthorized use of the Services may violate federal and state intellectual property laws. All rights not expressly granted herein are reserved by Noon Theory.

Noon Theory’s names, logos, product and service names, designs, and slogans are trademarks of Noon Theory or its affiliates or licensors. You must not use such trademarks without the prior written permission of Noon Theory. Shopify’s name, logo, product and service names, designs, and slogans are trademarks of Shopify. All other names, logos, product and service names, designs, and slogans appearing through the Services are trademarks of their respective owners.

SECTION 7 – OPTIONAL TOOLS

You may be provided with access to customer tools offered by third parties as part of the Services, which we neither monitor nor have control over.

You acknowledge and agree that we provide access to such tools “as is” and “as available” without warranties, representations, or conditions of any kind and without endorsement. We shall have no liability arising from or relating to your use of optional third-party tools.

Any use by you of optional tools offered through the site is entirely at your own risk and discretion. You should ensure that you are familiar with and approve of the terms on which such tools are provided by the relevant third-party provider.

We may also offer new features through the Services in the future, including new tools and resources. Such features shall also be deemed part of the Services and subject to these Terms of Service.

SECTION 8 – THIRD-PARTY LINKS

The Services may contain materials and hyperlinks to websites provided or operated by third parties, including embedded third-party functionality. We are not responsible for examining or evaluating the content or accuracy of third-party materials or websites you choose to access.

If you leave the Services to access third-party materials or websites, you do so at your own risk.

We are not liable for harm or damages related to your access of third-party websites or your purchase or use of products, services, resources, or content available through third-party websites. Please carefully review third-party policies and practices before engaging in any transaction.

Complaints, claims, concerns, or questions regarding third-party products and services should be directed to the applicable third party.

SECTION 9 – RELATIONSHIP WITH SHOPIFY

Noon Theory is powered by Shopify, which enables us to provide the Services to you. However, any sales and purchases you make through our store are made directly with Noon Theory.

By using the Services, you acknowledge and agree that Shopify is not responsible for any aspect of sales between you and Noon Theory, including any injury, damage, or loss resulting from purchased products and services.

You hereby expressly release Shopify and its affiliates from claims, damages, and liabilities arising from or related to your purchases and transactions with Noon Theory.

SECTION 10 – PRIVACY POLICY

All personal information we collect through the Services is subject to our Privacy Policy, and certain personal information may also be subject to Shopify’s Privacy Policy.

Because the Services are hosted by Shopify, Shopify collects and processes personal information about your access to and use of the Services in order to provide and improve the Services. Information you submit to the Services may be transmitted to and shared with Shopify as well as third parties that may be located in countries other than where you reside.

Please review our Privacy Policy for additional details about how we, Shopify, and our partners use personal information.

SECTION 11 – FEEDBACK

If you submit, upload, post, email, or otherwise transmit ideas, suggestions, feedback, reviews, proposals, plans, or other content (collectively, “Feedback”), you grant us a perpetual, worldwide, sublicensable, royalty-free license to use, reproduce, modify, publish, distribute, and display such Feedback in any medium for any purpose, including commercial use.

We may use our rights under this license to operate, provide, evaluate, enhance, improve, and promote the Services and to perform our obligations and exercise our rights under these Terms.

You represent and warrant that: (i) you own or have all necessary rights to all Feedback; (ii) you have disclosed any compensation or incentives received in connection with your submission of Feedback; and (iii) your Feedback complies with these Terms.

We are under no obligation to maintain your Feedback in confidence, pay compensation for Feedback, or respond to Feedback.

We may, but have no obligation to, monitor, edit, or remove Feedback that we determine in our sole discretion to be unlawful, offensive, threatening, libelous, defamatory, obscene, or otherwise objectionable or that violates any party’s intellectual property or these Terms.

You agree that your Feedback will not violate any third party’s rights, including copyright, trademark, privacy, personality, or other personal or proprietary rights. You further agree that your Feedback will not contain unlawful, abusive, or obscene content or any computer virus or malware that could affect the operation of the Services or any related website.

You may not use a false email address, pretend to be someone other than yourself, or otherwise mislead us or third parties regarding the origin of Feedback. You are solely responsible for the Feedback you submit and its accuracy.

SECTION 12 – ERRORS, INACCURACIES AND OMISSIONS

Occasionally, information available through the Services may contain typographical errors, inaccuracies, or omissions relating to product descriptions, pricing, promotions, offers, shipping charges, transit times, or availability.

We reserve the right to correct errors, inaccuracies, or omissions and to change or update information or cancel orders if information is inaccurate at any time, including after you have submitted an order.

SECTION 13 – PROHIBITED USES

You may access and use the Services for lawful purposes only.

You may not access or use the Services, directly or indirectly: (a) for any unlawful or malicious purpose; (b) to violate any international, federal, provincial, state, or local law or regulation; (c) to infringe upon or violate our intellectual property rights or those of others; (d) to harass, abuse, insult, harm, defame, slander, disparage, or intimidate any person; (e) to transmit false or misleading information; (f) to transmit material that does not comply with these Terms; (g) to transmit unsolicited advertising or promotional material, including spam; (h) to impersonate another person or entity; or (i) to engage in conduct that restricts or inhibits another person’s use or enjoyment of the Services or that may harm Noon Theory, Shopify, or users of the Services or expose them to liability.

In addition, you agree not to: (a) upload or transmit viruses or other malicious code; (b) reproduce, duplicate, copy, extract, sell, resell, or exploit any portion of the Services; (c) collect or track the personal information of others; (d) spam, phish, pharm, or pretext the Services; (e) use robots, spiders, scraping or data-gathering tools, automated devices or processes, AI tools, or other automated or manual means to access the Services in violation of our restrictions; or (f) interfere with, bypass, or circumvent security or authorization features or other measures used to restrict access to the Services.

We reserve the right to suspend, disable, or terminate your account at any time, without notice, if we determine that you have violated these Terms.

SECTION 14 – AGENTS

This section (“Agent Terms”) applies if you use, allow, enable, or cause the deployment of an Agent to access, use, or interact with the Services. “Agent” means software or a service that takes autonomous or semi-autonomous action on behalf of, or at the instruction of, a person or entity.

No Agent may access, use, or interact with the Services unless it identifies itself and operates in accordance with the requirements of this section. No Agent may access, use, or interact with the Services if we have requested that the Agent refrain from doing so.

We may limit, including through technical measures, whether and how an Agent accesses, uses, and interacts with the Services.

Agents must: (i) identify that requests originate from an Agent and disclose the name of the Agent in accordance with applicable technical requirements; (ii) not conceal or obfuscate that access or interactions originate from an Agent, including by mimicking human behavior or circumventing CAPTCHAs or similar measures; (iii) respond truthfully to questions seeking to determine whether an interaction comes from a human or computer; and (iv) not circumvent measures intended to block, limit, modify, or control Agent access to or interaction with the Services.

SECTION 15 – TERMINATION

We may terminate this agreement or your access to the Services, or any part thereof, in our sole discretion at any time without notice. You will remain liable for all amounts due up to and including the date of termination.

The following sections will continue to apply following termination: Intellectual Property, Feedback, Termination, Disclaimer of Warranties, Limitation of Liability, Indemnification, Severability, Waiver; Entire Agreement, Assignment, Governing Law, Privacy Policy, and other provisions that by their nature should survive termination.

SECTION 16 – DISCLAIMER OF WARRANTIES

Information presented on or through the Services is made available for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is at your own risk.

EXCEPT AS EXPRESSLY STATED BY NOON THEORY, THE SERVICES AND ALL PRODUCTS OFFERED THROUGH THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” FOR YOUR USE, WITHOUT REPRESENTATIONS, WARRANTIES, OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, DURABILITY, TITLE, AND NON-INFRINGEMENT.

WE DO NOT GUARANTEE, REPRESENT, OR WARRANT THAT YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE. SOME JURISDICTIONS LIMIT OR DO NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES, SO THE ABOVE DISCLAIMER MAY NOT APPLY TO YOU.

SECTION 17 – LIMITATION OF LIABILITY

TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO CASE SHALL NOON THEORY, NOON THEORY, LLC, OUR PARTNERS, DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, CONTRACTORS, SERVICE PROVIDERS, OR LICENSORS, OR THOSE OF SHOPIFY AND ITS AFFILIATES, BE LIABLE FOR ANY INJURY, LOSS, CLAIM, OR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING WITHOUT LIMITATION LOST PROFITS, LOST REVENUE, LOST SAVINGS, LOSS OF DATA, REPLACEMENT COSTS, OR SIMILAR DAMAGES, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, ARISING FROM YOUR USE OF THE SERVICES OR PRODUCTS PROCURED USING THE SERVICES, OR FOR ANY CLAIM RELATED TO YOUR USE OF THE SERVICES OR ANY PRODUCT, INCLUDING ERRORS OR OMISSIONS IN CONTENT OR LOSS OR DAMAGE INCURRED AS A RESULT OF CONTENT OR products made available through the Services, EVEN IF ADVISED OF THEIR POSSIBILITY.

SECTION 18 – INDEMNIFICATION

You agree to indemnify, defend, and hold harmless Noon Theory, Noon Theory, LLC, Shopify, and our affiliates, partners, officers, directors, employees, agents, contractors, licensors, and service providers from losses, damages, liabilities, or claims, including reasonable attorneys’ fees, payable to a third party due to or arising out of: (1) your breach of these Terms or documents incorporated by reference; (2) your violation of any law or rights of a third party; or (3) your access to and use of the Services.

We will notify you of any indemnifiable claim, provided that failure to promptly notify you will not relieve you of your obligations unless you are materially prejudiced. We may control the defense and settlement of such a claim at your expense, including choice of counsel, but will not settle a claim requiring non-monetary obligations from you without your consent, which shall not be unreasonably withheld. You agree to cooperate in the defense of indemnified claims, including by providing relevant documents.

SECTION 19 – SEVERABILITY

If any provision of these Terms is determined to be unlawful, void, or unenforceable, that provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed severed from these Terms. Such determination shall not affect the validity and enforceability of the remaining provisions.

SECTION 20 – WAIVER; ENTIRE AGREEMENT

Our failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of that right or provision.

These Terms and any policies or operating rules posted by us on this site or relating to the Services constitute the entire agreement and understanding between you and us and govern your use of the Services, superseding prior or contemporaneous agreements, communications, and proposals, whether oral or written, between you and us.

Any ambiguities in the interpretation of these Terms shall not be construed against the drafting party.

SECTION 21 – ASSIGNMENT

You may not delegate, transfer, or assign this agreement or any of your rights or obligations under these Terms without our prior written consent, and any such attempt will be null and void.

We may transfer, assign, or delegate these Terms and our rights and obligations without your consent or notice to you.

SECTION 22 – GOVERNING LAW

These Terms of Service and any separate agreements through which we provide Services shall be governed by and construed in accordance with applicable federal law and the laws of the State of Colorado.

You and Noon Theory consent to venue and personal jurisdiction in the applicable state and federal courts located in Colorado.

SECTION 23 – HEADINGS

The headings used in these Terms are included for convenience only and will not limit or otherwise affect these Terms.

SECTION 24 – CHANGES TO TERMS OF SERVICE

You can review the most current version of these Terms of Service at any time on this page.

We reserve the right, in our sole discretion, to update, change, or replace any part of these Terms by posting updates and changes to our website.

We will provide notice of material changes when required by applicable law, and such changes will be effective on the date specified in the notice.

Your continued use of or access to the Services following changes to these Terms constitutes acceptance of those changes to the extent permitted by applicable law.