Terms and Conditions

Updated as of January 1st, 2026

Welcome to [NO&CO DOMAIN]. These Terms and Conditions constitute a legally binding contract between you and No&Co regarding your use of the Website and related services (the “Service”).

Key Notices

ELIGIBILITY: You must be at least 21 years old to use this Service. By accessing it, you confirm that you and any wine recipient are 21+.

ARBITRATION: Disputes will be resolved through binding individual arbitration, waiving your right to jury trial or class action participation (with limited exceptions).

1. Service Overview

The Website provides an online platform for purchasing bottles of wine and related items.

2. Eligibility

Must be at least 21 years old
Have not been previously suspended from the Service
Use complies with all applicable laws and regulations
Responsible for understanding local alcohol importation laws

3. Accounts and Registration

Provide accurate, complete, current information
Maintain confidentiality of your password and Account
Accept responsibility for all Account activity
Report security concerns to hello@noandco.shop

4. Terms of Sale

4.1 Order Acceptance and Cancellation

Order confirmation doesn’t guarantee acceptance
No&Co reserves the right to accept, decline, or limit orders
Canceled orders with charges processed receive prompt refunds
Orders cannot be cancelled unless unavoidably delayed
Alcohol purchased is for personal consumption only, not resale

4.2 Title, Ownership and Delivery

Ownership transfers upon full payment
Wine deemed delivered in California (except direct-shipped orders)

4.3 Fees and Charges

Payments processed by third-party payment processors
You must accept their Terms and Conditions
Payment information must be accurate and complete
Chargebacks should not be initiated without contacting No&Co first

4.4 Taxes and Shipping

Direct Shipper States require state-specific tax collection
California sales tax applies to other purchases
Direct Shipper States subject to change

4.5 Pick Up or Shipment of Wine

Direct Shipper State customers may elect wine shipment
Common carriers and fulfillment providers handle logistics
Customer assumes responsibility for transport

4.6 Shipping Costs

Based on common carrier and fulfillment provider rates
Provided at checkout

4.7 Changes in Products and Pricing

Products and services may be discontinued without notice
All pricing subject to change
Right to refuse orders due to pricing errors or typographical mistakes

4.8 Gift Cards

No issuance, activation, dormancy, or inactivity fees
No expiration date
Not responsible for lost, stolen, destroyed, or unauthorized use
May terminate Terms if fraudulent use detected

4.9 Gift Card Limitations

Cannot be used for certain goods, services, or other Gift Cards
Only redeemable on the Service
Cannot be redeemed for cash, resold, or transferred (except where legally permitted)
Unused balance non-transferable

4.10 Gift Card Risk of Loss

Risk and title pass to recipient upon electronic transmission

4.11 Promotion Codes

Reserved right to refuse or limit Promo Code use
May suspend/terminate accounts for fraudulent use

5. Licenses

5.1 Limited License

Subject to compliance with these Terms, you receive a limited, non-exclusive, non-transferable license to:

Install and use one object code copy of any associated mobile application
Access and use the Service
Create hyperlinks to the Website

5.2 License Restrictions

You may not:

Reproduce, distribute, publicly display, or create derivative works
Modify the Service
Interfere with security features or access controls
Create misleading links portraying No&Co negatively
Resell or use commercially
Collect product listings, descriptions, or prices (except as permitted)
Download account information for other merchants
Use data mining, robots, or extraction tools

5.3 Feedback

No&Co receives unrestricted, perpetual rights to any feedback you provide, with no obligation for attribution.

6. Ownership

6.1 Property Rights

All Service materials (visual interfaces, graphics, code, data, etc.) are protected intellectual property
Third-party trademarks remain their owners’ property
No implied licenses granted
No framing, metatags, or hidden text permitted using No&Co’s marks

6.2 Copyright Infringement

Provide notice including:

Electronic or physical signature of authorized copyright owner representative
Description of copyrighted work allegedly infringed
Location of infringing material on the Site
Your address, phone, and email
Good faith statement that use is unauthorized
Statement under penalty of perjury that information is accurate

7. Third-Party Terms

7.1 Third-Party Services and Linked Websites

No&Co authorizes information export to third-party services
Not responsible for third-party use of exported information
Linked websites not under No&Co’s control
Review third-party terms before sharing information

7.2 Third-Party Software

Service may include free third-party components
Nothing in these Terms restricts your use under applicable third-party licenses

8. Communications

8.1 Email

May send promotional and product-related emails
Opt out via unsubscribe instructions in promotional emails

8.2 SMS

Users may opt into SMS/MMS text messaging for marketing and transactional communications
Reply “STOP” to opt out

9. Modification of Terms

No&Co may change Terms periodically
Material revisions effective 30 days after posting or notice (for existing users)
May require acceptance of modified Terms to continue using Service
Only signed written agreements by authorized representatives can amend these Terms

10. Accessing the Website and Account Security

10.1

No&Co reserves the right to withdraw or amend the Website without notice
Not liable for unavailability
May restrict access to parts or all of the Website

10.2 Your Responsibilities

Arrange necessary internet access
Ensure all users through your connection know and comply with these Terms
Provide accurate, current, complete registration information
Keep information up to date
Maintain confidentiality of usernames, passwords, and security information
Not share Account access
Acknowledge your Account is personal only
Accept that No&Co may disable any identifier at its sole discretion

11. Prohibited Conduct

You agree not to:

11.1 Use the Service for illegal purposes or in violation of any law
11.2 Violate or encourage violation of third-party rights, including intellectual property
11.3 Use engines, software, tools, agents, devices, spiders, robots, crawlers, or data mining tools (except No&Co’s provided software)
11.4 Interfere with security features by disabling, circumventing, or reverse engineering
11.5 Interfere with Service operation or user enjoyment by: uploading viruses, adware, spyware, worms, or malicious code; making unsolicited offers or advertisements; collecting personal information without consent; disrupting networks, equipment, or servers
11.6 Engage in fraud, impersonation, false affiliation, unauthorized Account access, or age falsification
11.7 Sell or transfer Service access, Materials, or rights
11.8 Assist others in any prohibited conduct

12. No Responsibility to Sell Mispriced Products

No&Co reserves the right to refuse or cancel orders for products listed at incorrect prices, with typographical errors, or containing incorrect information—whether confirmed and charged or not. Charged orders receive credit or store credit.

13. Reliance on Information Posted

13.1

No&Co does not warrant accuracy, completeness, or usefulness of posted information
Reliance is strictly at your own risk
Disclaims all liability from reliance on materials

13.2

Not responsible for third-party content accuracy or liability

14. Term, Termination, and Modification

14.1 Term

Effective when you accept Terms or first use the Service, ending upon termination.

14.2 Termination

Violations automatically terminate Terms and authorization
No&Co may terminate at sole discretion, anytime, for any reason, without notice or liability
You may terminate by contacting hello@noandco.shop
Prohibited from creating new Accounts using different identifiers after breach termination

14.3 Effect of Termination

Upon termination:

License rights terminate; cease all Service use
No longer authorized to access Account
Must pay any unpaid amounts due before termination
Sections 5, 6, 7, 14, and 15–22 survive

14.4 Modification of Service

No&Co reserves the right to modify or discontinue any Service portion, temporarily or permanently, without notice. No liability for changes or access suspension/termination.

15. Confidentiality

You agree to maintain confidentiality of non-public information shared with No&Co, including proprietary information, Account details, Wine information, correspondences, and other non-public Service information.

16. Indemnity

To fullest extent permitted, you defend and indemnify No&Co, affiliates, shareholders, directors, managers, members, officers, employees, consultants, and agents from third-party claims and related liability arising from:

Your unauthorized or misuse of the Service
Violation of these Terms or applicable law
Violation of third-party rights (intellectual property, publicity, privacy, etc.)
Disputes between you and third parties

No&Co may assume exclusive defense control without limiting your indemnification obligations.

17. Disclaimer of Warranties

17.1

Not liable for losses from DDoS attacks, viruses, or technologically harmful material infecting your equipment due to Website use or downloads.

17.2

Service use is at your own risk. The Website, content, and obtained services/items are provided “AS IS” and “AS AVAILABLE” without warranties. No&Co makes no warranty regarding completeness, security, reliability, quality, accuracy, or availability. Website operation, accuracy, reliability, error-freedom, or interruption-freedom are not guaranteed. Defects may not be corrected. Sites may contain viruses or harmful components. Service may not meet your needs or expectations.

17.3

All warranties—express, implied, statutory, or otherwise—are disclaimed, including merchantability, non-infringement, and fitness for particular purpose.

17.4

Foregoing does not affect warranties that cannot be excluded under applicable law.

18. Limitation of Liability

18.1

To fullest extent permitted, the Entities are not liable for indirect, incidental, special, consequential, or punitive damages (including profits, goodwill, intangible losses) from Service access/use inability, based on warranty, contract, tort, statute, or other theory, whether or not warned of damage possibility.

18.2

Except as provided in Sections 20.5–20.6, aggregate liability is limited to the greater of: (1) amounts paid for Service access in the prior 12 months, or (2) $100 USD. Non-functional Gift Cards’ sole remedy is replacement.

18.3

You, heirs, agents, successors, and assignees waive and release the Entities from all claims—whether known/unknown, suspected/unsuspected—regarding negligence, goods title challenges, sales, lot bids, consignments, and auctions. You acknowledge this waiver’s effectiveness and knowingly waive California Civil Code Section 1542 benefits.

18.4

Each limitation/disclaimer provision allocates risks, constituting essential bargain basis. Each provision is severable. Limitations apply even if remedies fail essential purpose.

19. Governing Law and Jurisdiction

These Terms are governed by California law without conflict of law application. You and No&Co submit to personal, exclusive jurisdiction of state and federal courts within San Francisco, California. No&Co operates from California offices and makes no representation that Materials are appropriate for other locations.

20. Dispute Resolution and Arbitration

Binding Arbitration Notice: “YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND US ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.”

20.1 Generally

Except as described in Sections 20.2–20.3, disputes arising from these Terms, Service, or communications will be resolved through binding arbitration. Arbitration uses neutral arbitrators instead of judges/juries, is less formal, allows limited discovery, and has very limited court review. This includes all claims—contract, tort, statute, fraud, misrepresentation, or other legal theory—whether arising during or after Terms termination. Disputes regarding arbitration agreement interpretation, applicability, or enforceability are resolved by the arbitrator.

20.2 Exceptions

Nothing waives either party’s right to:

Bring individual small claims court action
Pursue applicable federal, state, or local agency enforcement action
Seek injunctive court relief aiding arbitration
File suit regarding intellectual property infringement

20.3 Opt-Out

Within 30 days of agreeing to these Terms, opt out by sending a letter to:

No&Co
Attention: Legal Department – Arbitration Opt-Out
6505 Washington Street
Yountville, CA 94599

Include your full legal name, Account email, and opt-out statement. Upon receipt, Section 20 becomes void; claims resolve per Section 19. Remaining Terms provisions remain unaffected.

20.4 Arbitrator

Arbitration is subject to the Federal Arbitration Act and administered by JAMS under consumer dispute rules (“JAMS Rules”), as modified by these Terms. JAMS Rules and filing forms available at www.jamsadr.org, +1-800-352-5267, or by contacting No&Co.

20.5 Commencing Arbitration

Before arbitration, send a Notice of Arbitration via certified U.S. Mail, Federal Express (signature required), or email (only if no physical address provided) to:

6505 Washington Street
Yountville, CA 94599

The Notice must identify:

Claiming party’s name or account number
Claim/dispute nature and basis
Specific relief sought (“Demand”)

Parties make good faith resolution efforts for 30 days. If unresolved, either party may commence arbitration. No&Co reimburses filing fees unless claims exceed $10,000 or 25+ similar demands received (JAMS Rules govern). Frivolous claims’ fees determined by JAMS Rules; opposing party may seek reimbursement.

20.6 Arbitration Proceedings

Arbitration occurs in your billing address county/state unless agreed otherwise. For claims ≤$10,000 (excluding injunctive relief), you choose: document-only, telephonic/video, or in-person hearing (per JAMS Rules, your billing address county). Settlement offers remain undisclosed until after arbitrator decision. The arbitrator issues reasoned written decisions explaining essential findings and conclusions.

20.7 Arbitration Relief

Arbitrators award available court remedies. If arbitrator awards exceed No&Co’s last settlement offer, No&Co pays the higher of: arbitrator’s award or $10,000. Awards are final and binding except: (1) for legally permitted judicial review, or (2) if awards include injunctive relief, wherein that party may seek judicial court review of injunctive relief (not bound by arbitrator’s law application/conclusions). Judgment may be entered in any competent court.

20.8 No Class Actions

You and No&Co bring claims only individually, not as plaintiffs/class members in class/representative proceedings. Unless both agree otherwise, arbitrators cannot consolidate multiple persons’ claims or preside over representative/class proceedings.

20.9 Modifications to Arbitration Provision

If No&Co makes substantive arbitration changes, you may reject within 30 days by sending written notice to the Arbitration Notice address. Your Account terminates immediately; prior arbitration provisions survive.

20.10 Enforceability

If Section 20.8 or all of Section 20 is unenforceable, or you submit an Opt-Out Notice, Section 20 becomes void entirely. Section 19’s exclusive jurisdiction and venue then govern.

21. Miscellaneous

21.1 General Terms

These Terms (including Privacy Policy and Additional Terms) and incorporated agreements constitute the entire agreement regarding Service use. You cannot assign/transfer rights without consent; No&Co may assign anytime without notice. Performance non-requirement doesn’t affect future enforcement rights. Waivers don’t constitute subsequent waivers. Section headers are convenience only. “Including” means “including but not limited to.” Invalid/unenforceable parts receive maximum effect; remaining parts stay fully effective.

21.2 Privacy Policy

Read No&Co’s Privacy Policy for personal information collection, use, storage, and disclosure details. It’s incorporated into and part of these Terms.

21.3 Additional Terms

Service use is subject to posted or linked additional terms, policies, rules, or guidelines (“Additional Terms”). All Additional Terms are incorporated into these Terms.

21.4 Consent to Electronic Communications

Using the Service means consenting to electronic communications per the Privacy Policy. Any electronic notices, agreements, disclosures, or communications satisfy legal writing requirements.

21.5 Territory

The Service is viewable in the United States and elsewhere, referencing unavailable products/services in some areas. References don’t imply intent to make products available everywhere. Nothing constitutes offers in jurisdictions where prohibited.

21.6 No&Co Information

Contact No&Co at:

No&Co
6505 Washington Street
Yountville, CA 94599
hello@noandco.shop

21.7 Notice to California Residents

California residents may contact the Complaint Assistance Unit, California Department of Consumer Affairs Division of Consumer Services:

1625 N. Market Blvd., Suite S-202
Sacramento, California 95834
+1-800-952-5210

21.8 No Support

No&Co has no support obligation. Offered support is subject to published policies.

21.9 Notice Regarding Apple

For iOS mobile application users only: These Terms are between you and No&Co, not Apple Inc. Apple isn’t responsible for the Service or its content and has no maintenance/support obligations. Non-conforming Service users may notify Apple for refunds. Apple has no other warranty obligations. Apple isn’t responsible for claims regarding: product liability, legal/regulatory non-conformance, or consumer protection violations. Apple isn’t responsible for third-party infringement claims. Comply with applicable third-party terms. Apple and subsidiaries are third-party beneficiaries with enforcement rights. You represent and warrant: (1) you’re not in embargoed countries or designated terrorist-supporting countries, and (2) you’re not on prohibited/restricted parties lists.

21.10 Drink Responsibly

Excessive/irresponsible alcohol consumption may have personal, social, or health consequences. No&Co ensures communications don’t show or encourage excessive consumption or misuse, promoting responsible advertising and improved industry standards.

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