Terms of Service.

These Terms of Service (“Terms”) govern your use of happyinnovations.com (the “Site”), operated by Suit Up Brands LLC d/b/a Happy Innovations, headquartered in Newport Beach, California (“Happy Innovations,” “we,” “our,” or “us”). By accessing or using the Site you agree to these Terms and to our Privacy Policy. If you do not agree, do not use the Site.

The Site is a corporate marketing site for the Happy Innovations family of brands. Use of and purchases from our consumer brand storefronts are governed by the Terms of Use and Terms of Sale posted on each storefront, including myhappynuts.com and myhappycurves.com.

You must be at least 18 years old, or the age of majority in your jurisdiction (whichever is greater), to use the Site. By using the Site you represent that you meet this requirement and that your use of the Site does not violate any law applicable to you.

You may use the Site for lawful, personal, and business purposes consistent with these Terms. You agree not to:

• Use the Site in any way that violates applicable law or these Terms.
• Reverse engineer, scrape, harvest, or otherwise extract data beyond reasonable indexing by public search engines.
• Use bots, spiders, or other automated tools to access or copy content, except for compliant search-engine crawlers.
• Probe, scan, or test the vulnerability of the Site or any associated network, or breach security or authentication measures.
• Upload or transmit material that is unlawful, defamatory, infringing, harmful, or contains viruses or other malicious code.
• Impersonate Happy Innovations, our employees, or any other party, or misrepresent your affiliation with us.
• Frame, mirror, or otherwise reproduce the Site, except as expressly permitted in writing.
• Interfere with the Site’s operation or with other visitors’ use of it.

All content on the Site, including text, graphics, logos, photographs, videos, design, and source code, is owned by Suit Up Brands LLC or its licensors and is protected by U.S. and international copyright, trademark, trade dress, and other intellectual property laws.

You receive a limited, revocable, non-exclusive, non-transferable license to view and read content on this Site for your own personal or internal business reference. You may not reproduce, distribute, modify, publicly display, create derivative works from, or commercially exploit any content without our prior written consent. No other rights are granted by implication, estoppel, or otherwise.

Trademarks

Happy Innovations, Happy Nuts, Happy Curves, Happy Soles, and related logos and slogans are trademarks of Suit Up Brands LLC. All other trademarks displayed on the Site are the property of their respective owners. Use of any of our marks without written permission is prohibited.

If you send us partnership ideas, press pitches, job applications, feedback, or other unsolicited materials (“Submissions”), you agree that we may receive, review, copy, modify, and act on them without obligation of confidentiality, payment, attribution, or accounting, unless we have signed a separate written agreement with you. You grant us a worldwide, irrevocable, royalty-free license to use Submissions for any purpose. Please do not send confidential or proprietary material outside of a signed agreement.

The Site contains links to third-party websites and services, including the storefronts for our consumer brands and the privacy or terms policies of service providers. We do not control and are not responsible for the content, policies, products, or practices of any third-party site, and a link does not imply endorsement. Your use of third-party sites is at your own risk and subject to those sites’ terms.

We may suspend or terminate your access to the Site, with or without notice, if we reasonably believe you have violated these Terms or applicable law, or if we discontinue or substantially modify the Site. The provisions of these Terms that by their nature should survive termination (including intellectual property, disclaimers, limitation of liability, indemnification, and dispute resolution) will survive.

The Site is provided on an “as is” and “as available” basis. To the fullest extent permitted by law, Suit Up Brands LLC and its affiliates disclaim all warranties of any kind, express or implied, including warranties of merchantability, fitness for a particular purpose, title, and non-infringement, and any warranties arising out of course of dealing or usage of trade.

We do not warrant that the Site, or any content on it, will be uninterrupted, timely, secure, accurate, complete, free of viruses or other harmful components, or that defects will be corrected. Statements about our products, brands, ingredients, sourcing, or operations are provided for general information only and are not professional, medical, legal, or financial advice.

To the fullest extent permitted by law, Suit Up Brands LLC and its parents, subsidiaries, affiliates, officers, directors, employees, contractors, and agents will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenues, data, goodwill, or business opportunity, whether incurred directly or indirectly, arising out of or in connection with your use of the Site, even if we have been advised of the possibility of such damages.

To the fullest extent permitted by law, our aggregate liability for any claim arising out of or relating to the Site or these Terms is limited to one hundred U.S. dollars ($100). Some jurisdictions do not allow the exclusion or limitation of certain damages, in which case our liability is limited to the maximum extent permitted.

You agree to defend, indemnify, and hold harmless Suit Up Brands LLC and its parents, subsidiaries, affiliates, officers, directors, employees, contractors, and agents from and against any claims, liabilities, damages, losses, and expenses, including reasonable legal and accounting fees, arising out of or in any way connected with your access to or use of the Site, your violation of these Terms, your violation of any law or third-party right, or any Submission you provide. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with us in asserting any available defenses.

Informal resolution first

If a dispute arises out of or relates to these Terms or the Site, you agree to first contact us at support@happyinnovations.com and attempt to resolve the dispute informally for at least sixty (60) days before filing any formal proceeding. Any limitations period is tolled during those sixty days. Most issues can be resolved this way.

Binding individual arbitration

If we cannot resolve the dispute informally, you and Suit Up Brands LLC agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Site (a “Dispute”) will be resolved by binding individual arbitration administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules and, where applicable, its Mass Arbitration Supplementary Rules then in effect. This arbitration agreement is governed by the Federal Arbitration Act. The arbitration will be conducted in Orange County, California, or via telephone or video conference at the arbitrator’s discretion. Judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.

Class-action waiver

You and Suit Up Brands LLC each waive the right to participate in a class action, class-wide arbitration, or representative action. Disputes will be resolved on an individual basis. If this waiver is found unenforceable, the entire dispute-resolution section will be null and void, and the dispute will instead proceed in the courts identified in “Governing law and venue” below.

Exceptions

Either party may bring an individual claim in small-claims court for disputes within that court’s jurisdiction, and either party may seek injunctive or equitable relief in court to protect intellectual property or confidential information.

These Terms are governed by the laws of the State of California, without regard to its conflict-of-laws principles. Subject to the dispute-resolution section above, any claim that proceeds in court will be brought exclusively in the state or federal courts located in Orange County, California, and you consent to that jurisdiction and venue.

Any cause of action arising out of or related to these Terms or your use of the Site must be filed within one (1) year after the cause of action accrued; otherwise it is permanently barred, except where applicable law expressly prohibits such a limitation.

Entire agreement

These Terms, together with the Privacy Policy and Cookie Policy, are the entire agreement between you and Suit Up Brands LLC regarding your use of the Site, and supersede any prior agreements on the subject.

Severability and waiver

If any provision of these Terms is held invalid or unenforceable, the remaining provisions will continue in full force and effect. Our failure to enforce any right or provision is not a waiver of that right or provision.

Assignment

You may not assign or transfer these Terms or any rights under them without our prior written consent. We may assign these Terms freely, including in connection with a merger, acquisition, financing, or sale of assets.

Force majeure

We will not be liable for any delay or failure to perform caused by events beyond our reasonable control, including acts of God, natural disasters, fire, network or infrastructure failures, labor disputes, civil disturbance, terrorism, war, pandemic, or government action.

Headings and notices

Section headings are for convenience only and do not affect interpretation. Notices to us must be sent to the address in the contact section below; notices to you may be provided through the Site or to any address you provide us.

We may update these Terms from time to time. The “last updated” date reflects when the current version became effective. Material changes will be announced on this page. Continuing to use the Site after a change means you accept the revised Terms. If you do not agree to a change, your remedy is to stop using the Site.

Questions about these Terms? Reach us at the address below and we will respond promptly.