LAST UPDATED AND EFFECTIVE: July, 2018
Welcome to the True Sons Grooming, Inc. (“True Sons”) website located at www.truesons.com (the “Site”). Please read these Terms of Service (the “Terms”) carefully because they govern your use of our Site and our products. To make these Terms easier to read, the Site, our services and products are collectively called the “Services.”
AGREEMENT TO TERMS
Certain features of our Services may be subject to additional guidelines, terms, or rules, which will be posted with those features, and are incorporated herein (“Supplemental Terms”). By browsing or using our Services, or accessing links to our social media accounts or pages on third party websites, you agree to be bound by these Terms (including any Supplemental Terms and any Requirements (as defined below)). If you don’t agree to these Terms, do not use the Services.
IF YOU LIVE IN THE UNITED STATES, BY USING THIS SITE YOU ARE AGREEING TO WAIVE YOUR RIGHT TO SUE IN COURT AND INSTEAD AGREE TO HAVE ALL DISPUTES DECIDED BY AN ARBITRATOR. BY AGREEING TO ARBITRATION, YOU UNDERSTAND AND AGREE THAT YOU ARE WAIVING YOUR RIGHT TO A JURY TRIAL TO SETTLE DISPUTES RELATING TO YOUR USE OF THE SITE, AS STATED FULLY IN THE “DISPUTE RESOLUTION” SECTION BELOW.
CHANGES TO TERMS OR SERVICES
It’s important that you review the Terms whenever we modify them because if you continue to use the Services after we have posted modified Terms on the Site you are indicating to us that you agree to be bound by the modified Terms. If you don’t agree to be bound by the modified Terms, then you may not use the Services anymore. Because our Services are evolving over time we may change or discontinue all or any part of the Services, at any time and without notice, at our sole discretion.
WHO MAY USE THE SERVICES
You may use the Services only if you are 18 years or older and capable of forming a binding contract with True Sons and are not barred from using the Services under applicable law. As long as you comply with these Terms, you may view and use our Services for your personal,
non-commercial purposes. We provide the Service for informational and legitimate shopping purposes only or to communicate. No other use of our Service is authorized.
NOTICE REQUIRED BY CALIFORNIA LAW
Pursuant to California Civil Code Section 1879.3, California residents are entitled to the following specific consumer rights notice:
The name, address, and telephone number of the provider of this service is True Sons Grooming, Inc., 174 W. 4th St., New York, NY 10014. Complaints regarding products or requests to receive further information regarding the use of this Site may be sent to the above address or to email@example.com.
The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Boulevard, Suite N 112, Sacramento, California 95834 or by telephone at (800) 952-5210.
IMPORTANT INFORMATION FOR NEW JERSEY RESIDENTS
If you live in New Jersey, please carefully read these Terms and understand that by using the Site, placing an order on the Site, in addition to the other terms and conditions herein, you agree:
Any dispute between you and True Sons will be governed by the laws of the State of New York and subject to the dispute resolution provisions set forth in the “Dispute Resolution” section below;
Under the laws of the State of New Jersey, limitations on implied warranties or the exclusive limitation of certain damages as set forth below in the “DMCA/Copyright Policy,” “Disclaimers of Warranties,” “Limitations on Liability,” and “Anti-Diversion” sections may not apply to you; and
As set forth in the “Indemnification” section below, you are responsible for any harm you cause True Sons, whether it is because of your (i) User Content; (ii) violation of any applicable law that protects True Sons or our legal rights or those of any third party that your actions have damaged; (iii) material uncured breaches of these Terms; (iv) infringement by you of any intellectual property rights that belong to True Sons or any third party; (v) any and all activities that occur under your account, username, and password.
Our Site is controlled, operated, and administered from our offices in New York, United States of America. We make no representation that Content on the Site is appropriate or available for use at other locations outside the United States, and access to it is prohibited from territories where the Content or products available through the Site are illegal. You may not use the Site or export its Content or products in violation of United States export laws and regulations. If you access the Site from a location outside of the United States, you are responsible for compliance with all local laws if, and to the extent, local laws are applicable. We may ship to certain locations outside the United States, and reserve the right to apply additional shipping and handling charges to any orders shipped outside the United States.
These Terms and any action or proceeding relating thereto will be governed by the laws of the State of New York. If any provision or part-provision of these Terms is declared invalid, unlawful, void, or for any reason unenforceable, it will be deemed severable and will not affect the validity and enforceability of the remaining provisions of these Terms, which will be enforced to the maximum extent permissible.
SUBSCRIPTION SERVICE TERMS AND CONDITIONS
AUTO-RENEWAL AND RECURRING CHARGES APPLY. By purchasing a subscription, you agree that True Sons is expressly authorized to charge you an initial and recurring monthly, bi-monthly, quarterly or bi-yearly subscription fee, without further authorization from you, at our then-current monthly, bi-monthly, quarterly or bi-yearly subscription rate. You accept responsibility for all recurring charges. Your subscription will automatically renew monthly, bi-monthly, quarterly or bi-yearly until you cancel your subscription. True Sons will not notify you before each recurring charge.
REGISTRATION AND YOUR INFORMATION
If you want to use certain features of the Services you’ll have to create an account (“Account”). You can do this via the Site or through your account with certain third-party services such as Facebook, Google, Amazon, Instagram, Pinterest and Twitter (each, a “TPS Account”). If you choose the TPS Account option we’ll create your Account by extracting from your TPS Account certain personal information such as your name and email address and other personal information that your privacy settings on the TPS Account permit us to access.
With respect to any such registration, we may refuse to grant you the username you request. Your username and password are for your personal use only. If you use the Site, you are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password, whether or not you know about them. It’s important that you provide us with accurate, complete and up-to-date information for your Account and you agree to update such information, as needed, to keep it accurate, complete and up-to-date. If you don’t, we might have to suspend or terminate your Account. You agree that you won’t disclose your Account password to anyone and you’ll notify us immediately of any unauthorized use of your Account.
We may sell products and services via the Services, which will be posted on the Services, with the applicable price. If you wish to purchase any product or service made available through the Site (each such purchase, a "Transaction"), you may be asked to supply certain information relevant to your Transaction including, without limitation, your credit card number,
the expiration date of your credit card, your billing address, and shipping information. YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL RIGHT TO USE ANY CREDIT CARD(S) OR OTHER PAYMENT METHOD(S) UTILIZED IN CONNECTION WITH ANY TRANSACTION. By submitting such information, you grant True Sons the right to provide such information to third parties for purposes of facilitating the completion of Transactions initiated by you or on your behalf. Verification of information may be required prior to the acknowledgment or completion of any Transaction.
We may change the applicable prices for Services at any time and reserve the right to do so. We will charge the default payment method or any other payment method we have on file for your Account (e.g., credit card) for the applicable products and/or services purchased via your Account. We will charge you for any applicable sales, use or other taxes. All amounts are payable and charged at the time your order is placed. Our charges do not include any charges from your mobile carrier (e.g. data and messaging plans), which you are responsible for paying to your carrier. We may need to verify the information you provide before we accept an order, and may cancel or limit an order any time after it has been placed. If payment has already been made and your order is canceled or limited, we will refund you any payment made for the product that will not be shipped due to cancellation or limitation of an order in the same tender as the original purchase. We expressly condition acceptance of your order on your agreement to these Terms.
If we cannot collect amounts owing to us due to credit limits on your credit card or any other reason, you will not receive the product or service ordered. In addition, we may terminate your access to and use of the Services and avail ourselves of any other available remedy.
All descriptions, images, references, features, Content, specifications, products, and prices of products and services described or depicted on the Site are subject to change at any time without notice. Certain weights, measures, and other descriptions are approximate and are provided for convenience purposes only. The inclusion of any products or services on the Site does not imply or warrant that these products or services will be available.
It is your responsibility to ascertain and obey all applicable local, state, federal, and international laws in regard to the receipt, possession, use, and sale of any item purchased from this Site. By placing an order, you represent that the products ordered will be used only in a lawful manner. We reserve the right, with or without prior notice, to do any one or more of the following: (i) limit the available quantity of or discontinue any product or service; (ii) bar any User from making or completing any or all Transaction(s); and (iii) refuse to provide any User with any product or service. You agree to pay all charges that may be incurred by you or on your behalf through the Site, at the price(s) in effect when such charges are incurred. In addition, you remain responsible for any taxes that may be applicable to your Transactions.
For information on order processing, please see our Orders FAQ.
You may place a recurring order for a product or service via the Services. If you do so, we will charge your Account the first time you place this order, and then at the frequency thereafter that you choose depending on the product and/or service you purchase. By participating in the Program, you agree that we may send you additional regularly scheduled shipments and charge you for the product(s), applicable taxes, and shipping and handling charges, WITHOUT OBTAINING ANOTHER PAYMENT AUTHORIZATION FROM YOU. These subsequent charges will be placed on the payment card or alternative payment method you provided when you enrolled in the Program. You agree that we will not be responsible in any manner for any overdraft charges, interest charges, late or other fees, or damages (including consequential damages) you may incur as a result of charges placed on the payment card or alternative payment method you provided when you signed up for the Program.
THE AUTO-RENEWAL PROGRAM WILL REMAIN IN EFFECT UNTIL YOU CANCEL IT. You must cancel your auto delivery before it renews to avoid the billing of the next order. You will not receive a refund for any partial month cancellation.
You must provide current, complete, and accurate information for your shipping and billing accounts. You are responsible for ensuring this information is correct and must promptly update all information to keep your account current, complete, and accurate (for example, to reflect changes in shipping or billing address, credit card number, credit card expiration date, and security code). Shipments sent to the address of record are deemed complete upon shipment; we are not responsible for your failure to receive a shipment sent to your address of record in the event you have moved or for any other reason. You must promptly notify True Sons if your credit card or alternative payment method is canceled or no longer valid (for example, due to theft or loss). For further information, see our FAQ.
We may, in our sole discretion, choose to accept orders for the purchase of products from Users residing outside the United States. The acceptance of such orders and the sale of such products will only be based on the following conditions precedent:
You agree that the purchase of any of our products by you, as a non-resident of the United States, will be (i) ex works our facilities in the United States per Incoterms 2010, with all title risk and loss in the products passing to you in the United States; and (ii) for your own personal use only and not for further resale or distribution in any manner.
You hereby expressly authorize and direct True Sons to load and ship the products purchased by you to your designated ship-to destination, and to contract on your behalf with a common carrier or courier company for that purpose.
You are the principal importer of record and will undertake responsibility for all applicable taxes, shipping, customs clearance, duties, and import requirements from our facilities in the United States to your foreign ship-to destination.
The United Nations Convention on the International Sale of Goods will not apply to any purchase or sale, and we expressly opt out of such application.
We are not responsible for any injury or damage that may result from the purchase of products through distributors or retailers who are not authorized distributors or retailers of our products. We are not responsible for any injury or damage that may result from products purchased past their expiration date or those that have been altered or discontinued.
ACCOUNT CREDITS & GIFT CARDS
From time to time True Sons may place promotional codes and/or credits in your account or send them to you via email or other means of communications. These promotional credits can be used to purchase items featured on our site. These credits are not redeemable for cash or refunds, or for certain items on our site that may be excluded. At True Sons’ sole discretion, these promotional credits may be removed or reduced for any reason. In addition, True Sons reserves the right to cancel a promotion at any time and for any reason. Unless otherwise stated, credits expire six months from the date they are granted.
We welcome feedback, comments, and suggestions for improvements to the Services (“Feedback”). You grant to us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sub-licensable and transferable license under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon and otherwise exploit the Feedback for any purpose.
CONTENT AND CONTENT RIGHTS
For purposes of these Terms: (i) "Content" means text, graphics, images, music, software, audio, video, works of authorship of any kind, and information or other materials that are posted, generated, provided or otherwise made available through the Services; and (ii) "User Content" means any Content that Account holders (including you) provide to be made available through the Services. Content includes without limitation User Content.
CONTENT OWNERSHIP, RESPONSIBILITY AND REMOVAL
True Sons does not claim any ownership rights in any User Content and nothing in these
Terms will be deemed to restrict any rights that you may have to use and exploit your User Content. Subject to the foregoing, True Sons and its licensors exclusively own all right, title and interest in and to the Services and Content, including all associated intellectual property rights. You acknowledge that the Services and Content are protected by copyright, trademark, and other laws of the United States and foreign countries. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services or Content.
RIGHTS IN USER CONTENT GRANTED BY YOU
In the event you upload any User Content to the Site, we have the right to use any and all such elements of the Content in connection with and/or as part of our business, including, but not limited to, in connection with or in any advertising in any and all media, product packaging, printed publications, presentations, promotional materials, events, and associated marketing materials, television and cinema commercials, videos, or on the Site in perpetuity throughout the world as we, in our sole discretion, see fit without further consent by, or payment to, you. By uploading User Content to the Site, you agree to grant True Sons the right to use your copyright in such User Content. We also have all right, title, and interest in any and all results and proceeds from our use of the User Content to the extent permissible by law. We have the right to transfer our rights to use the User Content to any third party, including, but not limited to, any of our subsidiaries or affiliated companies.
We may alter, adapt, or edit the User Content and any further material created under these
Terms, and market and exploit it entirely in our sole discretion. Upon request, you will furnish True Sons with any and all documentation, substantiation, or releases necessary to verify your compliance with these provisions. We are not obligated to make use of any of your User Content or exercise any of the rights granted by these Terms.
You are solely responsible for all your User Content. You represent and warrant that you own all your User Content or you have all rights that are necessary to grant us the license rights in your User Content under these Terms. You also represent and warrant that neither your User Content, nor your use and provision of your User Content to be made available through the Services, nor any use of your User Content by True Sons on or through the Services will infringe, misappropriate or violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
You can remove your User Content by specifically deleting it. However, in certain instances, some of your User Content (such as posts or comments you make) may not be completely removed and copies of your User Content may continue to exist on the Services. We are not responsible or liable for the removal or deletion of (or the failure to remove or delete) any of your User Content.
RIGHTS IN CONTENT GRANTED BY TRUE SONS
Subject to your compliance with these Terms, True Sons grants you a limited, non-exclusive, non-transferable, non-sublicensable license to download, view, copy, display and print the Content solely in connection with your permitted use of the Services and solely for your personal and non-commercial purposes. You may not, without our written consent (i) modify, distribute, or re-post any Content on the Site for any purpose; or (ii) use the Content of the Site for any commercial exploitation whatsoever.
GENERAL PROHIBITIONS AND TRUE SONS’ ENFORCEMENT RIGHTS
You must only use this Site for lawful purposes, and you must not use it in any way that infringes the rights of anyone else or that restricts or inhibits anyone else’s enjoyment of the Site. You agree not to do any of the following:
Post, upload, publish, submit or transmit any Content that: (i) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any person or entity; or (vii) promotes illegal or harmful activities or substances.
Use, display, mirror or frame the Services or any individual element within the Services, True Sons’ name, any True Sons trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without True Sons’ express written consent;
Access, tamper with, or use non-public areas of the Services, True Sons’ computer systems, or the technical delivery systems of True Sons’ providers;
Attempt to probe, scan or test the vulnerability of any True Sons system or network or breach any security or authentication measures;
Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by True Sons or any of True Sons’ providers or any other third party (including another user) to protect the Services or Content;
Attempt to access or search the Services or Content or download Content from the Services through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by True Sons or other generally available third-party web browsers;
Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other forms of solicitation;
Use any meta tags or other hidden text or metadata utilizing a True Sons trademark, logo URL or product name without True Sons’ express written consent;
Use the Services or Content, or any portion thereof, for any commercial purpose or for the benefit of any third party or in any manner not permitted by these Terms;
Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Services or Content to send altered, deceptive or false source-identifying information;
Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services or Content;
Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Services;
Collect or store any personally identifiable information from the Services from other users of the Services without their express permission;
Impersonate or misrepresent your affiliation with any person or entity;
Violate any applicable law or regulation; or
Encourage or enable any other individual to do any of the foregoing.
By accessing or using this Site you agree to comply with all applicable local, national, and international laws and regulations relating to your use of or activities on the Site. To the extent permissible by law, we will not be responsible or liable to any third party for the User Content or accuracy of any Content posted by you or any other User on the Site.
Although we’re not obligated to monitor access to or use of the Services or Content or to review or edit any Content, we have the right to do so for the purpose of operating the Services, to ensure compliance with these Terms, and to comply with applicable law or other legal requirements. We reserve the right but are not obligated, to remove or disable access to any Content, at any time and without notice, including, but not limited to, if we, at our sole discretion, consider any Content to be objectionable or in violation of these Terms. We have the right to investigate violations of these Terms or conduct that affects the Services. We may also consult and cooperate with law enforcement authorities to prosecute users who violate the law.
If you don’t agree to these Terms, you do not have our consent to obtain information from or otherwise use the Site. Failure to use the Site in accordance with these Terms may subject you to civil or criminal penalties.
YOU ACKNOWLEDGE AND AGREE THAT BY ACCESSING OR USING THE SITE, AND/OR DOWNLOADING OR POSTING ANY CONTENT FROM OR ON THE SITE, YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THESE TERMS WHETHER OR NOT YOU HAVE CREATED AN ACCOUNT ON THE SITE. IF YOU DO NOT AGREE TO THESE TERMS, YOU HAVE NO RIGHT TO ACCESS OR USE THE SITE. If you accept or agree to these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or legal entity to these Terms and, in such event, “you” or “your” will refer and apply to that company or other legal entity.
INTELLECTUAL PROPERTY, COPYRIGHT, AND CONFIDENTIALITY
Copyright in any manual, sales documentation, technical description, and other documents that may be supplied by True Sons under or in connection with your purchase(s) and any and all intellectual property rights, title, and interest in the formulation or design of True Sons’ products or any part thereof, whether such formulation or design is registered or not, shall vest in True Sons absolutely. Any data, patent, copyright, proprietary right, or confidentiality, know-how, trademark, or process with respect to True Sons’ products or services is the confidential proprietary information of True Sons and its third-party vendors (as the case may be). You agree that you shall keep all True Sons’ products, materials, and information (“Confidential Information”) confidential and that you shall not disclose the Confidential Information to any third-party for anything other than that third-party’s personal use of True Sons’ products without True Sons’ prior written consent or use. You also agree that you shall not provide True Sons’ products to any third-party or entity to, reverse engineer or disassemble True Sons’ products or any part thereof to create or derive any True Sons’ or third-party intellectual property.
True Sons respects copyright law and expects its users to do the same. It is True Sons’ policy to terminate in appropriate circumstances Account holders who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders. Please see our Copyright and IP Policy for further information. If you believe your work or content has been copied and posted to the Sites in a way that constitutes copyright infringement, please provide True Sons’ designated copyright agent the following written information in accordance with the Digital Millennium Copyright Act (the "DMCA"):
- An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
- A description of the copyrighted work that you claim has been infringed upon;
- A description of where the material that you claim is infringing is located on the Sites;
- A statement by you that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
- Your name, address, telephone number and email address (if available); and
- A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or are authorized to act on the copyright owner's behalf.
True Sons’ DMCA designated copyright agent for notice of claims of copyright infringement on the Sites is our CFO, who can be reached as follows: True Sons Grooming, Inc., 174 W 4th Street, New York, NY 10014.
LINKS TO THIRD PARTY WEBSITES OR RESOURCES
The Services may contain links to third-party websites or resources, services, and advertisements for third parties (collectively, “Third Party Sites & Ads”). Such Third Party Sites & Ads are not under our control and we are not responsible for any Third Party Sites & Ads. We provide these Third Party Sites & Ads only as a convenience and are not responsible for the content, products or services on or available from those Third Party Sites & Ads. You acknowledge sole responsibility for and assume all risk arising from, your use of any Third Party Sites & Ads. We may also work with advertising partners that may deliver advertisements to you on or off our Site based on your activities on the Site or within the Services.
The inclusion of a hyperlink to Third Party Sites & Ads does not imply affiliation, endorsement, or adoption by True Sons of the Third Party Sites & Ads or any information contained therein.
We may terminate your access to and use of the Services, at our sole discretion, at any time and without notice to you. You may cancel your Account at any time by sending an email to us at firstname.lastname@example.org Upon any termination, discontinuation or cancellation of Services or your Account, all provisions of these Terms which by their nature should survive will survive, including, without limitation, ownership provisions, warranty disclaimers, limitations of liability, and dispute resolution provisions.
The Content, statements, and other material made available on or through the Site: (i) are not intended to diagnose, treat, cure, or prevent any medical condition or disease; and (ii) are not in any way intended as medical advice or as a substitute for medical treatment. If you have a medical condition that may be affected by your use of any products offered on the Site, you should consult with your physician or other healthcare professionals before using any product. If you have or suspect that you have a medical condition, promptly contact your healthcare provider. Never delay seeking or disregard professional medical advice because of something you have read on the Site. The Site is solely an online store for cosmetic and personal care products.
We have taken reasonable precautions to ensure that all product descriptions, prices, and other Content on the Site are correct and fairly described. We have made every effort to display as accurately as possible the colors of our products that appear on the Site. However, as the actual colors, you see will depend on your monitor or screen and other factors associated with your device used to access the Site, we cannot guarantee that the depiction of any color as viewed by you through your monitor or screen will be accurate. By placing an order on this Site, you are making an offer to True Sons. Our acknowledgment of an order means that your order request has been received; it does not mean that your order has been accepted or shipped or that the price or availability of an item has been confirmed. We reserve the right to not accept the offer if there has been a material error in the description of the product, or if the price advertised is incorrect. All prices are displayed in United States Dollars unless expressly indicated otherwise.
THE SERVICES AND CONTENT ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, WE EXPLICITLY DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. We make no warranty that the Services will meet your requirements or be available on an uninterrupted, secure, or error-free basis. We make no warranty regarding the quality, accuracy, timeliness, truthfulness, completeness or
reliability of the Services or any Content. YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES.
You will indemnify, defend and hold harmless True Sons and its officers, directors, employee and agents, from and against any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees arising out of or in any way connected with (i) your access or use of the Site or Content; (ii) your User Content; (iii) violation of any applicable law that protects True Sons or our legal rights or those of any third party that your actions have damaged; (iv) your violation of these Terms or any applicable law, including, but not limited to, infringement by you of any intellectual property rights owned by True Sons or any third party; (v) any and all activities that occur under or in connection with your account, username, and/or password. We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will assist and cooperate with True Sons in asserting any available defenses.
YOU AGREE TO BE RESPONSIBLE FOR ALL SUCH DAMAGES, CLAIMS, OR LOSSES TO THE FULLEST EXTENT PERMITTED BY LAW, EVEN IF THEY ARE CAUSED BY OUR ACTIVE OR PASSIVE NEGLIGENCE, EVEN IF WE ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, CLAIMS, OR LOSSES, AND EVEN IF THEY ARE REASONABLY FORESEEABLE. LIMITATION OF LIABILITY NOTICE TO NEW JERSEY USERS: If you live in New Jersey, this section does not apply to you. TO THE EXTENT PERMITTED BY LAW, YOU AGREE THAT NEITHER TRUE SONS NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICES OR CONTENT WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE SERVICES ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT TRUE SONS HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN NO EVENT WILL TRUE SONS’ TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR CONTENT, FOR ANY CAUSE OF ACTION OR CLAIM WHATSOEVER, EXCEED THE AMOUNTS YOU HAVE PAID TO TRUE SONS FOR USE OF THE SERVICES OR CONTENT IN THE LAST TWELVE (12) MONTHS, OR ONE HUNDRED DOLLARS ($100), IF YOU HAVE NOT HAD ANY PAYMENT OBLIGATIONS TO TRUE SONS, AS APPLICABLE. THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN TRUE SONS AND YOU. WE WILL NOT BE LIABLE IN ANY AMOUNT FOR FAILURE TO PERFORM ANY OBLIGATION UNDER THESE TERMS IF SUCH FAILURE IS CAUSED BY THE OCCURRENCE OF ANY UNFORESEEN CONTINGENCY BEYOND OUR REASONABLE CONTROL, INCLUDING, WITHOUT LIMITATION, INTERNET OUTAGES, COMMUNICATIONS OUTAGES, FIRE, FLOOD, OR WAR.
The terms of this section survive any termination of these Terms.
NO THIRD PARTY BENEFICIARIES
We and you are the only parties entitled to enforce these Terms. These Terms do not and are not intended to confer any rights or remedies upon any person other than you and True Sons. Notwithstanding the foregoing, the parties agree that the payment card networks are third party beneficiaries of these Terms for purposes of enforcing provisions relating to payments, but that their consent or agreement is not necessary for any changes or modifications to these Terms. You also agree that if we assign, transfer, or sub-contract any of our rights or obligations under these Terms to any third party in writing, such third party may enforce the Terms that are assigned, transferred, or sub-contracted.
These Terms and any action related thereto will be governed by the laws of the State of New York without regard to its conflict of laws provisions.
AGREEMENT TO ARBITRATE
IP Protection Action will be the state and federal courts located in New York, New York, Southern District of New York, and each of the parties hereto waives any objection to jurisdiction and venue in such courts. You acknowledge and agree that you and True Sons are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Further, unless both you and True Sons otherwise agree in writing, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this “Dispute Resolution” section will be deemed void. Except as provided in the preceding sentence, this “Dispute Resolution” section will survive any termination of these Terms.
The parties agree that (i) these Terms memorialize a transaction in interstate commerce; (ii) the Federal Arbitration Act (9 U.S.C. §§ 1, et seq.) governs the interpretation and enforcement of this section; and (iii) this section will survive termination of these Terms.
The arbitration will be administered and governed by the Comprehensive or Expedited Arbitration Procedures of Judicial Arbitration and Mediation Services (JAMS), whichever is appropriate and in effect at the time the arbitration is initiated (the “JAMS Procedures”), which are available at http://www.jamsadr.com or by calling 1-800-352-5267.
The parties expressly agree that JAMS may not administer any multiple claimants or class arbitration, as the parties agree that the arbitration will be limited to the resolution of individual claims only.
Prior to initiating an arbitration proceeding, you must first send True Sons a written statement setting forth your name, address, and telephone number, the facts giving rise to the dispute, and the relief requested (“Dispute Statement”). The Dispute Statement to True Sons must be emailed to email@example.com. If we are unable to resolve your claim within thirty (30) days, then either party that desires to initiate an arbitration must provide the other party with a written Demand for Arbitration as specified in the JAMS Procedures.
An arbitrator, and not any federal, state, or local court or agency, will have exclusive authority to resolve all Disputes arising out of or relating to the interpretation, applicability, enforceability, or formation of these Terms, including, but not limited to, any claim that all or any part of these Terms is void or voidable. Notwithstanding this broad delegation of authority to the JAMS arbitrator, a court may determine the limited question of whether a claim or cause of action is an IP Protection Action.
ARBITRATION LOCATION AND PROCEDURE
Unless you and True Sons otherwise agree, the arbitration will be conducted in the county where you reside. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of the documents that you and True Sons submit to the arbitrator, unless you request a hearing or the arbitrator determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the JAMS Procedures. Subject to the JAMS Procedures, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.
The arbitrator's decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator's award of damages must be consistent with the terms of the "Limitation of Liability" section above as to the types and amounts of damages for which a party may be held liable. The arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant's individual claim. If you prevail in arbitration you will be entitled to an award of attorneys' fees and expenses, to the extent provided under applicable law. True Sons will not seek, and hereby waives all rights it may have under applicable law to recover, attorneys' fees and expenses if it prevails in arbitration.
Your responsibility to pay any JAMS filing, administrative and arbitrator fees will be solely as set forth in the JAMS Procedures. However, if your claim for damages does not exceed $75,000, True Sons will pay all such fees unless the arbitrator finds that either the substance of your claim or the relief sought in your Demand for Arbitration was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)).
TIME LIMIT FOR RESOLVING DISPUTES
The parties agree that any cause of action either may have with respect to the Site or our products, services, and Content must be commenced within one (1) year after the Dispute arises, notwithstanding any statutes of limitations to the contrary. Many states’ laws set statutes of limitations that are longer than one (1) year. If you live in a state that has statutes of limitations that are longer than one (1) year, by agreeing to these Terms, you are agreeing to shorten the time you have to bring a claim. This means that if you wait longer than one (1) year to initiate arbitration under this section, you will lose some or all rights you may have to any recovery, including the right to recover damages, in connection with a Dispute.
NOTICE TO NEW JERSEY USERS: If you live in New Jersey, your agreement to this provision shortens the time within which you may bring a Dispute.
The terms of this Dispute Resolution section survive any termination of these Terms.
RIGHT TO OPT-OUT OR REJECT FUTURE CHANGES TO DISPUTE RESOLUTION SECTION
You may elect to opt-out (exclude yourself) from the final, binding, individual arbitration procedure or waiver of class and representative proceedings specified in this section by sending a written letter to True Sons Grooming, Inc. at 174 W. 4th St., New York, NY 10014, within thirty (30) days of your first visit to and use of the Site that specifies your (i) name; (ii) mailing address; and (iii) request to be excluded from the final, binding, individual arbitration procedure or waiver of class and representative proceedings specified in this section. In the event, you opt-out consistent with the procedure set forth above, all other terms and conditions of these Terms will continue to apply. If you do not so opt-out, then the terms of this section will apply.
Notwithstanding the provisions of the "Changes to Terms of Service" section above, if True
Sons changes this "Dispute Resolution" section after the date you first accepted these Terms (or accepted any subsequent changes to these Terms), you may reject any such change by sending us written notice (including by email to firstname.lastname@example.org) within 30 days of the date such change became effective, as indicated in the "Last Updated" date above or in the date of True Sons’ email to you notifying you of such change. By rejecting any change, you are agreeing that you will arbitrate any Dispute between you and True Sons in accordance with the provisions of this "Dispute Resolution" section as of the date you first accepted these Terms (or accepted any subsequent changes to these Terms).
These Terms constitute the entire and exclusive understanding and agreement between True Sons and you regarding the Services and Content, and these Terms supersede and replace any and all prior oral or written understandings or agreements between True Sons and you regarding the Services and Content. If for any reason a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.
You may not assign or transfer these Terms, by operation of law or otherwise, without True Sons’ prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. True Sons may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
Any notices or other communications provided by True Sons under these Terms, including those regarding modifications to these Terms, will be given: (i) by True Sons via email; or (ii) by posting to the Site. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.
True Sons’ failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of True Sons. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.
If you have any questions about these Terms or the Services, please contact us at True Sons Grooming, Inc., 174 W 4th Street, New York, NY 10014 or email@example.com