Last Updated: 2026

The Site and Services (each as defined below) are provided to you (“you”, “your” or “Customer”) by BDA (Bensussen Deutsch & Associates, LLC) (referred herein as “we”, “us”, “our” and “BDA”). These Terms of Use (“Terms”) govern your use of the BDA website located at www.bdainc.com, our platform, or any apps or websites accessible therefrom (collectively, the “Site”) and the services provided by BDA, or any use thereof (the “Services”). In addition to these Terms, the Site and Services may be governed by additional agreements, or such other terms as may be issued by BDA from time to time. These additional terms shall be in addition to, and not in lieu of, these Terms except as set forth herein.

Please review these Terms carefully. Upon either an agreed upon Purchase Order (as defined below) (a Purchase Order together with these Terms is an “Agreement”) or by accessing, browsing, or otherwise using the Site or any other aspect of the Services, these Terms are effective and you acknowledge that you have read, understood, and agree to be bound by these Terms. The Terms along with any Purchase Order constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior communications and agreements.

We reserve the right, at our sole discretion, to change or modify portions or revise the Terms at any time without notice. You should periodically visit these Terms to review the current terms that apply to your use of the Site or Services. Any use of the Site or Services by you after our publication of such revised Terms shall constitute your acceptance of these Terms as modified. If we do this, we will post the changes on this page and will indicate at the top of this page the date these Terms were last revised. We may also notify you of any material changes either through a pop-up notice, e-mail or through other reasonable means. Your continued use of the Site or Services after any such changes constitutes your acceptance of the new Terms. If you do not agree to abide by this or any future Terms, do not use or access (or continue to use or access) the Site or the Services.

BY USING THE SITE OR SERVICES, YOU AFFIRM THAT YOU ARE OF LEGAL AGE TO ENTER INTO THESE TERMS. IF YOU ARE USING THE SITE OR SERVICES ON BEHALF OF A COMPANY OR OTHER ORGANIZATION, THEN YOU ARE ENTERING INTO THESE TERMS ON BEHALF OF YOURSELF AND SUCH ORGANIZATION, AND YOU REPRESENT THAT YOU HAVE THE LEGAL AUTHORITY TO BIND SUCH ORGANIZATION TO THESE TERMS.

1. SERVICES & ACCESS
   1.1. Description of Services. BDA provides curated, customer branded swag products and services, including design, inventory management, distribution, warehousing and fulfillment services.

   1.2. Permitted Use. We hereby grant you limited permission to use the Site and the Services, so long as we provide you with access. For the avoidance of doubt, we are not giving you any rights or license with respect to any aspect of the Site or the Services, all rights being held by us. You expressly acknowledge and agree that we reserve the right to refuse service, suspend or terminate your account, block your use of the Site and/or cancel your order(s) at our sole discretion, including, without limitation, if we believe or suspect that you violate any applicable law or any of these Terms.

   1.3. Usage Restrictions. You may not: (a) make the Site or Service available to, or use the Site or Service for the benefit of, anyone other than you and any authorized users; (b) use the Site to transmit or attempt to transmit advertisements without our prior written authorization; (c) publish, upload, post, transmit, or otherwise make available to the Site any content that (i) is unlawful or tortious, harassing, libelous or defamatory, obscene, threatening, harmful to minors in any way, abusive, or contain expressions of hatred, bigotry, racism or pornography, or are otherwise objectionable, or that would constitute or encourage a criminal offense, or (ii) you do not have a right to make available under any applicable law or under contractual or fiduciary relationships, or that knowingly infringes, misappropriates, or otherwise violates any intellectual property, privacy, publicity, or other proprietary rights of any person or entity; (d) sublicense, resell, time share, or similarly exploit the Site or Services; (e) upload, post, transmit, or otherwise make available any content or information knowingly designed to interrupt, interfere with, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; (f) copy, reverse engineer, modify, adapt, or hack the Site or Services, or otherwise attempt to gain unauthorized access to the Site or Services or its related systems or networks; or (g) access the Site to build a competitive product or service. You shall not act in a manner that negatively affects other users’ ability to interact with the Site or the Services.

   1.4. Account, Password and Security. You are responsible for maintaining the confidentiality of your password and account details, if any, and are fully responsible for any and all activities that occur under your password or account. You agree to (a) immediately notify BDA of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session when accessing the Site or Services. BDA will not be liable for any loss or damage arising from your failure to comply with this section.

2. PRODUCTS
   2.1. Products. The Site and Services may make available listings, descriptions and images of goods (collectively, “Products”). Such Products may be made available by BDA or by third parties. The availability through the Site of any listing, description or image of any Product does not imply an endorsement of such Product or an affiliation with the manufacturer or provider of such Product. Any such reference does not imply or warrant that any such products or services shall be available at any time. We make no representations as to the completeness, accuracy or timeliness of such listings, descriptions or images (including any features, specifications and prices contained therein). Such information and the availability of any Product is subject to change at any time without notice. Certain weights, measures and similar descriptions are approximate and are for convenience only. It is your responsibility to ascertain and obey all applicable local, state, federal and foreign laws (including minimum age requirements) regarding the possession, use and sale of any Product.

   2.2. Availability. The availability and pricing of Products identified on our Site or a Purchase Order is subject to change. The Site and Services may contain references to products and services that may no longer be available. In the event a Purchase Order has been agreed upon or Fees have been paid by you and the Product is unavailable, BDA will provide you notice of the unavailable Product and provide suggestions for a suitable replacement.

   2.3. Restrictions. BDA reserves the right, including without prior notice to you, to limit the available quantity of or discontinue making available any Product; to impose conditions on the honoring of any coupon, discount, credit or similar promotion; to bar any user from completing an order; to cancel any order even after it has been placed online through the Site and to refuse to provide any user with any Product, subject to any applicable laws.

   2.4. Use of Products. You represent that the applicable Products will be used only in a lawful manner in accordance with any instructions provided. You agree that you will not resell any products or services obtained through BDA, unless we have provided our express prior written consent for you to do so. You agree to take full responsibility for the selection and use of any Products you purchase on behalf of yourself or others including the determination of whether such Products are appropriate for the recipient, and except as provided herein, BDA shall not be liable to you or the recipient for any damages in connection with the use of any Products.

   2.5. Title. Title passes to you upon the Purchase of Products and completion of projects. You agree that at no time during the period that Products are held by BDA will BDA hold title, or any other rights of ownership or control in the Products. You provide direction to BDA on shipments or disposition of the inventory and as such you are in control of the Products at all times.

   2.6. Defective and Damaged Products. All claims for Products that are non-conforming, defective or damaged must be made in accordance with our Shipping and Return/Refund Policies located at the bottom of these Terms.

3. PURCHASE ORDERS
   3.1. You may request that BDA supply Products and Services pursuant to the terms of a mutually agreed upon purchase order, order form, invoice or checkout page (a “Purchase Order”). We shall have no obligation to accept a Purchase Order.

   3.2. Each agreed upon Purchase Order shall identify the specific Products and Services to be delivered by us, and the quantities and pricing for the same.

   3.3. A Purchase Order shall not be effective until it is accepted by us. The parties may agree to terms in a Purchase Order which vary from or would be inconsistent with the provisions of these Terms, in which case any conflict between the terms of these Terms and the Purchase Order, the Purchase Order terms will prevail.

4. PAYMENTS

   4.1. Pricing. All prices are subject to change from time to time, and your purchase will be based on prices in effect at the time of an agreed upon Purchase Order. All prices are exclusive of sales and other applicable taxes, shipping and handling and freight charges, all of which will be your responsibility and may be set forth in any Purchase Order as separate line items, unless otherwise specified.

   4.2. Fees. You will pay all fees specified in any Purchase Order (the “Fees”). Payment obligations are non-cancelable and, except as expressly set forth herein, Fees paid are non-refundable and payable in United States dollars (subject to the refund and/or credit rights set forth herein). Except as set forth in any Purchase Order, due to the customized nature of the Products, Fees are due upfront in advance of any production.

   4.3. Late Payment. If any Fees owed by you (excluding amounts disputed in reasonable and good faith) have not been paid by the applicable due date (within 30 days of receipt of an agreed upon Purchase Order unless otherwise agreed in writing by the parties), we reserve the right to cancel any order or apply a finance charge of 1.5% per month on any outstanding balance, or the maximum permitted by law, whichever is lower, and be reimbursed for all expenses of collection.

   4.4. Modification of Any Purchase Order. If you choose to modify your Purchase Order or any Product is unavailable or has changed in price, any incremental cost increase or decrease shall be reflected in an updated Purchase Order. Any incremental increase in Fees shall be payable by you in accordance with these Terms. Any refund owed to you shall be payable in accordance with these Terms.

   4.5. Taxes. You will be solely responsible for all applicable taxes in connection with these Terms and any Purchase Order, including any sales, use, excise, value-added, goods and services, consumption, and other similar taxes or duties (but excluding taxes based on BDA’s net income) unless otherwise specified in writing.

   4.6. Credits. BDA allows you to load a dollar value onto your account in return for credits for use on its Site for its Services (“Credits”). The dollar value that you load onto your account may be a prepayment for the Products and Services provided by BDA except as otherwise set forth in the Membership Terms and Shop Terms. We offer the Credits to make it easier for you to use our Site and Services. Unless otherwise required by law or permitted by these Terms, Credits are nonrefundable and may not be redeemed for cash.

5. INTELLECTUAL PROPERTY
   5.1. Ownership. BDA shall retain all intellectual property rights in the Site and the Services, including any and all derivatives, changes and improvements thereof, and Customer agrees that it obtains no intellectual property rights or licenses by these Terms except those expressly granted herein.

   5.2. User Content. As used herein, “User Content” means any marks, artwork, logos, design, data, files, specifications visual, graphic, pictorial, photographic, written, or other material furnished to us by you. You retain ownership of all User Content furnished by you, but subject to your license grant to us as set forth herein.

   5.3. Copyright Complaints. We are under no obligation to, and do not, scan content used in connection with the Site or Services for the inclusion of illegal or impermissible content. However, we respect the copyright and intellectual property interests of others.

6. STORAGE
   6.1. Storage. Upon payment of all additional charges, as part of our Services, Customer may store its Products or 3rd party products at facilities operated by BDA or a 3rd party logistics company (“Inventory”), subject to these Terms.

   6.2. Inactive Inventory. Upon notice to you, we may require you to take physical possession of Inactive Inventory within thirty (30) days of notice, unless otherwise mutually agreed by the parties in writing.

7. SHIPPING
   7.1 Shipping Fees and Terms. Shipping pricing will be charged at BDA’s then-current rates for domestic and international shipping.

8. MEMBERSHIPS, SHOPS & LOYALTY PROGRAM
   8.1. Membership Terms. By selecting a membership tier with BDA and paying the Membership Fee, you become a “Member” with access to certain benefits, features, discounts and services through the Site and Services.

9. WARRANTIES
   9.1. Disclaimer of Warranties. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT THE USAGE OF THE SITE AND SERVICES, AND ALL PRODUCTS ARE SOLD “AS IS,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESSED OR IMPLIED.

10. CONFIDENTIALITY
    10.1. Non-Disclosure. Each party agrees that it shall use and reproduce the Confidential Information of the other party only for purposes of exercising its rights and performing its obligations under these Terms.

11. THIRD PARTY SITES
    11.1. Third Party Sites. The Site or Services may provide links to third party websites or resources.

12. LIMITATION OF LIABILITY
    12.1. Exclusion of Damages. IN NO EVENT WILL BDA BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES.

    12.2. MAXIMUM AGGREGATE LIABILITY. BDA’S MAXIMUM AGGREGATE LIABILITY UNDER, ARISING OUT OF OR RELATING TO THE TERMS OR THE SITE OR SERVICES SHALL NOT EXCEED THE TOTAL AMOUNT OF FEES PAID BY CUSTOMER TO BDA DURING THE SIX (6) MONTHS PRECEDING THE DATE THE LIABILITY FIRST ARISES, OR, IF GREATER, ONE HUNDRED DOLLARS ($100).

13. INDEMNITY
    13.1. Customer Indemnities. By using the Site and Services, you agree to defend, indemnify and hold us and our officers, directors, consultants, employees, agents, suppliers, and fulfillment partners, harmless from and against any third party claims.

14. PUBLICITY
    14.1 Publicity. Customer hereby approves the display by BDA of Customer’s name and logo on its website and in marketing materials.

15. GOVERNING LAW AND DISPUTE SETTLEMENT; ARBITRATION CLAUSE AND CLASS ACTION WAIVER
    15.1. Arbitration. Any dispute or claim arising under or relating to these Terms, the Site, Services or any other products or services provided by us will be determined by confidential and binding arbitration.

    15.2. Governing Law. These Terms are governed by the laws of the State of New Jersey, without regard to its conflict of laws principles.

    15.3. Class Action Waiver. Both parties agree that all claims brought against the other must be brought in such party’s individual capacity.

16. GENERAL TERMS
    16.1. Assignment. You may not assign these Terms or your rights and obligations without the prior written consent of BDA.

    16.2. Notices. All notices and other communications hereunder shall be in writing and shall be deemed to have been duly given when sent electronically, via e-mail or regular mail.

    16.3. Relationship of the Parties. The parties are independent contractors and will have no right to assume or create any obligation or responsibility on behalf of the other party.

    16.4. Severability. If any provision of these Terms is held invalid or unenforceable, it shall be replaced with the valid provision that most closely reflects the intent of the parties.

    16.5. Force Majeure. BDA shall not be in default or liable for any loss, damage, or penalty resulting from any failure or delay in the performance of its obligations.

    16.6. Entire Understanding. Both parties agree that these Terms are the complete and exclusive statement of the mutual understanding of the parties and supersedes all previous written and oral agreements, communications and other understandings relating to the subject matter of these Terms, and that all waivers and modifications must be in a writing signed by both parties.