Effective August 9, 2016
Please read these Terms carefully before accessing and using the Site. THESE TERMS CONTAIN AN ARBITRATION AGREEMENT AND APPOINTMENT ACTION WAIVER THAT REQUIRE YOU TO ARBITRATE ALL DISPUTES YOU HAVE WITH VIVE LIFESTYLE INC ON AN INDIVIDUAL BASIS. Please see Section 21 for more information about the Arbitration Agreement and appointment action waiver.
- Acceptance of Terms. By accessing and/or using the Site, you accept and agree to be bound by these Terms, just as if you had agreed to these Terms in writing. If you do not agree to these Terms, do not use the Site.
- Amendment of Terms. Vive Lifestyle Inc may amend the Terms from time to time. Unless we provide a delayed effective date, all amendments will be effective upon posting of such updated Terms. Your continued access to or use of the Site after such posting constitutes your consent to be bound by the Terms, as amended.
- Additional Terms. In addition to these Terms, when using particular plans, offers, products, services or features, you will also be subject to any additional posted guidelines, or rules applicable to such plan, offer, product, service or feature, which may be posted and modified from time to time. All such additional terms are hereby incorporated by reference into the Terms, provided that in the event of any conflict between such additional terms and the Terms, the Terms shall control.
2. Vive Lifestyle Inc Platform
- Vive Lifestyle Inc Platform. Vive Lifestyle Inc offers plans and monthly subscription memberships that enable Vive Lifestyle Inc members to reserve and schedule blowout appointments offered and operated by salons or other third parties that partner with Vive Lifestyle Inc (“Venues”). Through the Vive Lifestyle Inc platform you can access third party products and services. Vive Lifestyle Inc itself is not a salon or service provider and does not own, operate or control any of the salons, services or facilities accessible through the Site.
- Membership Cycles. Your Vive Lifestyle Inc plan or membership starts on the date that you sign up and submit payment via a valid Payment Method. Unless we otherwise communicate a different time period to you at the time of sign up (such as a multi-month commitment plan), each Vive Lifestyle Inc subscription cycle is one month in length (a “Membership Cycle”), and will automatically renew each month until your membership is cancelled or terminated. For example, if you purchase your Vive Lifestyle Inc on April 5, your membership will automatically renew on May 5 (as further explained in “Billing Cycles,” below). You must provide us with a current, valid, accepted method of payment (which we may update from time to time, “Payment Method”) to use Vive Lifestyle Inc. We will automatically bill the monthly membership fee to your Payment Method each month until your subscription is cancelled or terminated. Vive plans have stated expiration dates and expire on their stated dates, which are 30, 45, or 90 days from purchase.
- Eligible Blowouts. Each member receives a certain number of blowouts per Membership Plan or Cycle (“Eligible Appointments”) to be used to visit any Venue of their choice available to such member on our platform. Vive Lifestyle Inc reserves the right to change from time to time the number of Eligible Appointments a member can take per cycle, membership plan, geography, Venue or otherwise. We also may change the number of reservations a member can make and canceled or missed services a member may incur.
- Membership Plans. We may offer a number of membership plans, including special promotional plans or memberships, with differing conditions and limitations. We reserve the right to modify, terminate or otherwise amend our offered membership plans.
- Availability and Allocation. Vive Lifestyle Inc does not guarantee the availability of particular Venues, locations and other inventory, and availability may change over time, including during the course of any given Membership Plan or Cycle. The type, quantity, allocation and availability of Venues and other inventory offered are determined by Vive Lifestyle Inc in its sole discretion. As such, Vive Lifestyle Inc takes certain steps to release, promote and otherwise make available inventory at varying times and in an ongoing and evolving way.
- Use of Vive Lifestyle Inc. our Vive Lifestyle Inc membership is personal to you and you agree not to create more than one account. Members cannot transfer or gift Appointments to third parties, including other Vive Lifestyle Inc members. Vive Lifestyle Inc may not be used for commercial purposes. To use your Vive Lifestyle Inc membership you must have access to the Internet. We continually update and test various aspects of the Vive Lifestyle Inc platform. We reserve the right to, and by using our service you agree that we may, include you in or exclude you from these test without notice.
- Recurring Billing.By starting your Vive Lifestyle Inc membership, you authorize us to charge you for your initial membership period and a recurring monthly membership fee at the then current rate, which may change from time to time. You acknowledge that the amount billed each month may vary for reasons that may include differing amounts due to promotional offers and/or changing or adding a plan, and you authorize us to charge your Payment Method for such varying amounts, which may be billed monthly in one or more charges. You also authorize us to charge you any other fees you may incur in connection with your use of the Site, such as any applicable sign-up fee, taxes and cancellation or late fees, as further explained below.
- Billing Cycle.When you sign up and purchase your Vive Lifestyle Inc subscription, your first subscription cycle will be billed immediately. Your subscription will automatically renew each month and you will be billed on the same date each month. We reserve the right to change the timing of our billing (and if we do, we’ll make adjustments to the amounts we charge, as appropriate). In the event your paying membership began on a day not contained in a given month, we may bill your Payment Method on a day in the applicable month or such other day as we deem appropriate. For example, if you started your Vive Lifestyle Inc membership or became a paying member on January 31st, your next payment date is likely to be February 28th, and your Payment Method would be billed on that date. Your renewal date may change due to changes in your membership.
- Refunds.Generally, our fees (including the monthly fee for your membership and any other fees) are nonrefundable, except that we will provide a refund to members for their current prepaid period in the following circumstances: (i) if you are canceling your subscription and request a refund within 3 days of your initial purchase or (ii) if your subscription is cancelled prior to the end of a period for which you have incurred a charge, due to your relocation, disability or death; provided, however, in each case we reserve the right to charge a fee to cover the cost of any appointment or other services you may have used prior to your cancellation, to the extent permitted by law (such appointment fee charges not to exceed the cost of the subscription itself) Any additional discounts or refunds that we may choose to provide are in our sole discretion and do not entitle you to any future discounts or refunds in the future for similar instances.
- Price Changes. We reserve the right to adjust pricing at any time. Unless we expressly communicate otherwise, any price changes to your membership will take effect on your next billing cycle upon notice communicated through a posting on the Vive Lifestyle Inc website or mobile applicable or such other means as we may deem appropriate from time to time, such as email.
- Payment Methods. You may edit your Payment Method information by logging online and editing it under "My Account" and then "Settings". If a payment is not successfully settled, due to expiration, insufficient funds or otherwise, and you do not edit your Payment Method information or cancel your account (see, “Cancellation” below), you nonetheless will remain responsible for any uncollected amounts and authorize us to continue billing the Payment Method, as it may be updated, including in the event you attempt to create a new account. This may result in a change to your payment billing dates. If we cannot charge your account, we reserve the right, but are not obligated, to terminate your access to our Site or any portion thereof.
- Cancellation of Membership. You may terminate your monthly subscription at any time with 3 days’ notice by going into your account settings on the Vive Lifestyle Inc website and canceling. Following any cancellation you will continue to have access to your subscription through the end of your current prepaid billing period, unless you cancel and receive a refund, in which case your access will be terminated immediately. Note that if you do terminate your membership, there is a reactivation fee if you want to return to the Vive Lifestyle Inc in future months.
- Reservation and Cancellation of Appointments. As a Vive Lifestyle Inc member you must reserve and cancel your Vive Lifestyle Inc Appointments only through the Vive Lifestyle Inc website or mobile application. It is a breach of your Vive Lifestyle Inc subscription terms if you reserve or cancel directly with a Venue, including through any online or mobile account you have with a Venue. If you reserve or cancel directly with such Venue, we reserve the right to charge you the full amount that the Venue charges for such appointment and/or any applicable cancellation fees, and/or to suspend or terminate your subscription.
- Hold. In lieu of cancellation, we also may give you the option to put your membership on hold at any time, subject to a reduced fee per Membership Cycle. Please request a hold at least 3 days prior to your next billing date if you want to put your membership on hold. (i.e., if your next billing date is September 30th, notify Vive Lifestyle Inc that you want to put your membership on hold by September 27th.) Even though your membership will be on hold, your account is left active and functioning and you will be able to book one (1) appointment per month with your Vive Lifestyle Inc. There is currently no reactivation fee to return to a full Eligible Appointment membership. If your membership is on hold and you wish to cancel your membership, you may cancel at any time with 3 days’ notice by emailing firstname.lastname@example.org.
- Trials. From time to time we may offer a trial membership that includes standard access to the Vive Lifestyle Inc platform during the trial period. Unless otherwise communicated, a trial begins at the moment of sign up and ends at 11:59pm ET on the last day of the trial (for a one-week trial, this would be the same weekday of following week). Each trial membership automatically will convert to a regular monthly membership and price unless canceled by 12pm ET on the day before the last day of trial. Customers that cancel and do not convert to a regular membership may not attend appointments taking place after the end of the trial membership period (even if booking occurred before the end of the applicable trial period). Unless we expressly communicate otherwise, trial memberships are only available to new customers that have never had a Vive Lifestyle Inc account before, are not transferable, may not be combined with other offers or redeemed for cash and are void where prohibited.
- Gifts and Promotions. From time to time we may make available gift cards for Vive Lifestyle Inc membership, other types of promotions or promotional plans (including through the use of promotional codes or those provided as part of a third party promotion). Promotions and promotional plans may be redeemed as described in the specifics of the promotion and may be subject to additional or different terms. Unless otherwise expressly communicated to you in connection with your redemption, promotions and promotional plans are only available to new customers that have never had a Vive Lifestyle Inc account before, are not transferable, can only be used once, cannot be redeemed for cash, and may not be combined with other offers and are void where prohibited. To be eligible for certain promotions, your subscription may not be on “hold”.
4. Other Fees
- Fees We Charge. Your Vive Lifestyle Inc membership fee covers your access to Eligible Appointments as explained above. In addition to your membership fee, you are responsible for paying cancellation fees or missed Eligible Appointment fees if you do not cancel with appropriate notice or do not attend your scheduled Eligible Appointment. We currently charge a $20 cancellation appointment fee for appointments not cancelled within 12 hours and a $20 missed appointment fee. We reserve the right to change the policy regarding when we charge fees, to introduce additional fees (such as a sign up fee) and to change the amount of any such fees at any time. Additionally, from time to time we may allow you to purchase additional Appointments, products or services through the Vive Lifestyle Inc Site. If you choose to purchase any of these offerings, you will be responsible to pay the applicable fees in addition to your membership fee.
- Fees Charged by Venues. In addition to fees we charge, some of the Venues may also charge equipment or other amenity fees that you will be responsible for directly. For example, some Venues might charge extra to add curls after a blowout (use of a hot tool). Further, Vive Lifestyle Inc only gives you access to the appointment for which you signed up on the Vive Lifestyle Inc Site (and at the specified time and location). The Venue may have additional fees for use of additional Appointments or spaces.
- Third Party Fees for Using Vive Lifestyle Inc. You are also responsible for all third party charges and fees associated with connecting and using the Site, including fees such as internet service provider fees, telephone and computer equipment charges, sales tax and any other fees necessary to access the Site.
5. Termination or Modification by Vive Lifestyle Inc.
- Termination or Modification. You understand and agree that, at any time and without prior notice Vive Lifestyle Inc may (1) terminate, cancel, deactivate and/or suspend your subscription, your account, any orders placed, or your access to or use of the Site or your membership (or any portion thereof, including your access to any or all Venues or services) and/or (2) discontinue, modify or alter any aspect, feature or policy of the Site or your subscription. This includes the right to terminate or modify any subscription prior to the end of any pre-paid or committed period. Upon any termination, we may immediately deactivate your account and all related information and/or bar any further access to your account information and the Site. Upon any such termination by us without cause, as your sole recourse, we will issue you a pro rata refund of the prepaid portion of your subscription applicable to future unused services (less any fees or costs for Appointments or services already used). If we determine that you have violated these Terms or otherwise engaged in illegal or improper use of your membership or the Site, you will not be entitled to any refund and you agree that we will not be responsible to pay any such refund. You agree that Vive Lifestyle Inc will not be liable to you or any third party for any termination or modification to the service regardless of the reason for such termination or modification. You acknowledge that your only right with respect to any dissatisfaction with any modification or discontinuation of service made by us is to cancel or terminate your subscription.
- Infringing or Fraudulent Activity. Vive Lifestyle Inc does not permit copyright infringing activities and reserves the right to terminate access to the Site and remove all content submitted by any persons who are found to be infringers. Any suspected fraudulent, abusive, or illegal activity that may be grounds for termination of your use of the Site may be referred to appropriate law enforcement authorities. These remedies are in addition to any other remedies Vive Lifestyle Inc may have at law or in equity.
6. Eligibility; Registration Information and Password; Site Access.
- Eligibility Criteria. The availability of all or part of our Site may be limited based on geographic, age, or other criteria as we may establish from time to time. You understand and agree we may disallow you from subscribing to Vive Lifestyle Inc or may terminate your subscription at any time based on these criteria. For example, you must be 18 years of age or older to use this Site or to purchase a Vive Lifestyle Inc membership.
THESE TERMS ARE ONLY APPLICABLE TO USERS IN THE U.S. AND SEPARATE TERMS APPLY TO USERS IN OTHER JURISDICTIONS. THE SITE IS NOT AVAILABLE TO ANY USERS SUSPENDED OR REMOVED FROM THE SITE BY VIVE LIFESTYLE INC. BY USING THE SITE, YOU REPRESENT THAT YOU ARE A RESIDENT OF THE UNITED STATES, AT LEAST 18 YEARS OLD AND HAVE NOT BEEN PREVIOUSLY SUSPENDED OR REMOVED FROM THE SITE. THOSE WHO CHOOSE TO ACCESS THES ITE DO SO AT THEIR OWN INITIATIVE AND ARE RESPONSIBLE FOR COMPLIANCE WITH ALL LOCAL RULES INCLUDING, WITHOUT LIMITATION, RULES ABOUT THE INTERNET, DATA, EMAIL OR OTHER ELECTRONIC MESSAGES, OR PRIVACY.Subscribing Organizations. If you are using or opening an account on behalf of a company, entity, or organization (a “Subscribing Organization”), then you represent and warrant that you are an authorized representative of that Subscribing Organization with the authority to bind such organization to these Terms; and agree to be bound by these Terms on behalf of such Subscribing Organization.Account Information. You agree that the information you provide to Vive Lifestyle Inc at registration and at all other times will be true, accurate, current, and complete. You also agree that you will ensure that this information is kept accurate and up-to-date at all times. When you register, you will be asked to create a password. You are solely 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.
8. Prohibited Conduct.
You agree not to:
- Harass, threaten, disrupt or defraud users, members or staff of Vive Lifestyle Inc or Venues or otherwise create or contribute to an unsafe, harassing, threatening or disruptive environment;
- Make unsolicited offers, advertisements, proposals, or send junk mail or “spam” to users;
- Impersonate another person or access another user’s account;
- Share Vive Lifestyle Inc-issued passwords with any third party or encourage any other user to do so;
- Permit anyone to use any Appointments or services booked under your own membership, including other members;
- Reserve or cancel any Vive Lifestyle Inc appointment directly with a Venue, rather than through the Vive Lifestyle Inc Site,
- Misrepresent the source, identity, or content of information transmitted via the Site, including deleting the copyright or other proprietary rights;
- Upload material (e.g. virus) that is damaging to computer systems or data of Vive Lifestyle Inc or users of the Site;
- Upload copyrighted material that is not your own or that you do not have the legal right to distribute, display, and otherwise make available to others; or
- Upload or send to Site users pornographic, threatening, embarrassing, hateful, racially or ethnically insulting, libelous, or otherwise inappropriate content.
9. Prohibited Uses.
As a condition of your use of the Site, you will not use the Site for any purpose that is unlawful or prohibited by these Terms. You may not use the Site in any manner that could damage, disable, overburden, or impair it or interfere with any other party’s use and enjoyment of the Site. You may not attempt to gain unauthorized access to the Site, or any part of the Site, other accounts, computer systems or networks connected to the Site, or any part of them, through hacking, password mining, or any other means or interfere or attempt to interfere with the proper working of the Site or any activities conducted on the Site. You may not remove, circumvent, disable, damage or otherwise interfere with security-related features of the Site, any features that prevent or restrict use or copying of any content accessible through the Site, or any features that enforce limitations on the use of the Site or the content therein. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available through the Site. You agree neither to modify the Site in any manner or form, nor to use modified versions of the Site, including (without limitation) for the purpose of obtaining unauthorized access to the Site. The Site may contain robot exclusion headers. You agree that you will not use any robot, spider, scraper, or other automated means to access the Site for any purpose without our express written permission or bypass our robot exclusion headers or other measures we may use to prevent or restrict access to the Site.
Vive Lifestyle Inc reserves the right to refuse service, terminate accounts, remove or edit content, or cancel orders in their sole discretion.
10. User Submissions.
- General. The Site provides certain features which enable you and other users to submit, post, and share content, which may include without limitation text, graphic and pictorial works, or any other content submitted by you and other users through the Site (“User Submissions”). Vive Lifestyle Inc does not guarantee any anonymity or confidentiality with respect to any User Submissions, and strongly recommends that you think carefully about what you upload to the Site. You understand and agree that User Submissions may be made public without any additional notice to or consent by you and you should assume that any person (whether or not a user of Vive Lifestyle Inc’ platform), including any Venue, may read your User Submissions. Vive Lifestyle Inc is not responsible for the use or disclosure of any information that you disclose in connection with User Submissions, including any personal information. User Submissions are displayed for information purposes only and reflect the opinions of the person making the submission. They are not controlled by, and may not reflect the opinion of, Vive Lifestyle Inc. You understand that all User Submissions are the sole responsibility of the person from whom such User Submission originated. This means that you, and not Vive Lifestyle Inc, are entirely responsible for all User Submissions that you upload, post, e-mail, transmit, or otherwise make available through the Site.
- Right to Remove or Edit User Submissions. Vive Lifestyle Inc makes no representations that it will publish or make available on the Site any User Submissions, and reserves the right, in its sole discretion, to refuse to allow any User Submissions on the Site, or to edit or remove any User Submission at any time with or without notice. Without limiting the generality of the preceding sentence, Vive Lifestyle Inc complies with the Digital Millennium Copyright Act, and will remove User Submissions upon receipt of a compliant takedown notice (see the “Digital Millennium Copyright Act” section below).
- License Grant by You to Vive Lifestyle Inc. You retain all your ownership rights in original aspects of your User Submissions. By submitting User Submissions to Vive Lifestyle Inc, you hereby grant Vive Lifestyle Inc and its affiliates, sublicensees, partners, designees, and assignees of the Site (collectively, the “Vive Lifestyle Inc Licensees”) a worldwide, non-exclusive, fully paid-up, royalty-free, perpetual, irrevocable, sublicensable, and transferable license to use, reproduce (including by making mechanical reproductions), distribute, modify, adapt, translate, prepare derivative works of, publicly display, publish, publicly perform, and otherwise exploit your User Submissions and derivatives thereof in connection with the Site and Vive Lifestyle Inc’s (and its successors’) business, including, without limitation, for marketing, promoting, and redistributing part or all of the Site (and derivative works thereof), in any media formats and through any media channels now known or hereafter discovered or developed.
- User Submissions Representations and Warranties. You are solely responsible for your own User Submissions and the consequences of posting or publishing them. In connection with User Submissions, you affirm, represent, and warrant that: (i) you own, or have the necessary licenses, rights, consents, and permissions to use and authorize Vive Lifestyle Inc to use all patent, trademark, copyright, or other proprietary rights in and to your User Submissions to enable inclusion and use of your User Submissions in the manner contemplated by Vive Lifestyle Inc and these Terms, and to grant the rights and license set forth above, and (ii) your User Submissions, Vive Lifestyle Inc’ or any Vive Lifestyle Inc Licensee’s use of such User Submissions pursuant to these Terms, and Vive Lifestyle Inc’ or any of Vive Lifestyle Inc Licensee’s exercise of the license rights set forth above, do not and will not: (a) infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (b) contain any material that is illegal, threatening, obscene, racist, defamatory, libelous, hateful, pornographic, purposely false or otherwise injurious to third parties, promotional in nature, promotes any illegal activity or harm to groups or individuals, or consists of or contain software, computer viruses, commercial solicitation, political campaigning, chain letters, mass mailings, any form of “spam” or references to illegal activity, malpractice or false advertising; (c) violate these Terms or any applicable law or regulation; or (d) require obtaining a license from or paying fees or royalties to any third party for the exercise of any rights granted in these Terms, including, by way of example and not limitation, the payment of any royalties to any copyright owners, including any royalties to any agency, collection society, or other entity that administers such rights on behalf of others. Vive Lifestyle Inc may, but is not obligated to, monitor and edit or remove any activity or content, including but not limited to content that Vive Lifestyle Inc determines in its sole discretion to violate the standards of this Site. Vive Lifestyle Inc takes no responsibility and assumes no liability for any User Submissions.
- Inaccurate or Offensive User Submissions. You understand that when using the Site, you may be exposed to User Submissions from a variety of sources and that Vive Lifestyle Inc does not endorse and is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to such User Submissions. You further understand and acknowledge that you may be exposed to User Submissions that are inaccurate, offensive, indecent, or objectionable. YOU AGREE TO WAIVE, AND HEREBY DO WAIVE, ANY LEGAL OR EQUITABLE RIGHTS OR REMEDIES YOU HAVE OR MAY HAVE AGAINST VIVE LIFESTYLE INC WITH RESPECT THERETO.
- Feedback. If you provide Vive Lifestyle Inc with any comments, bug reports, feedback, or modifications proposed or suggested by you to the Site (“Feedback”), Vive Lifestyle Inc shall have the right to use such Feedback at its discretion, including, but not limited to the incorporation of such suggested changes into the Site. You hereby grant Vive Lifestyle Inc a perpetual, irrevocable, nonexclusive license under all rights necessary to incorporate and use your Feedback for any purpose.
11. Ownership; Proprietary Rights.
The Vive Lifestyle Inc website and mobile applications are owned and operated by Vive Lifestyle Inc. The visual interfaces, graphics, design, compilation, information, computer code, products, software (including any downloadable software), services, and all other elements of the Site provided by Vive Lifestyle Inc (“Materials”) are protected by the copyright, trade dress, patent, and trademark laws of the United States and other countries, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. Except for any content uploaded by you, all Materials contained on the Site are the copyrighted property of Vive Lifestyle Inc or its subsidiaries or affiliated companies and/or third-party licensors. All trademarks, service marks, and trade names are proprietary to Vive Lifestyle Inc or its affiliates and/or third-party licensors. Except as expressly authorized by Vive Lifestyle Inc, you agree not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Materials.
12. Third-Party Sites, Products and Services; Links.
The Site may include links or access to other web sites or services (“Linked Sites”) solely as a convenience to users. Vive Lifestyle Inc does not endorse any such Linked Sites or the information, material, products, or services contained on other linked sites or accessible through other Linked Sites. Furthermore, Vive Lifestyle Inc makes no express or implied warranties with regard to the information, material, products, or services that are contained on or accessible through linked sites. ACCESS AND USE OF LINKED SITES, INCLUDING THE INFORMATION, MATERIAL, PRODUCTS, AND SERVICES ON LINKED SITES OR AVAILABLE THROUGH LINKED SITES, IS SOLELY AT YOUR OWN RISK.
Sometimes promotional plans are offered in conjunction with the provision of third party products and services. We are not responsible for the products and services provided by such third parties, and use of such products and services is at your own risk.
Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the Site are solely between you and such advertiser. YOU AGREE THAT VIVE LIFESTYLE INC WILL NOT BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGE OF ANY SORT INCURRED AS THE RESULT OF ANY SUCH DEALINGS OR AS THE RESULT OF THE PRESENCE OF SUCH ADVERTISERS ON THE SITE.
Except as explicitly stated otherwise, legal notices will be served, with respect to Vive Lifestyle Inc, on Vive Lifestyle Inc’ national registered agent, and, with respect to you, to the email address you provide to Vive Lifestyle Inc during the registration process. Notice will be deemed given 24 hours after email is sent, unless the sending party is notified that the email address is invalid. Alternatively, we may give you legal notice by mail to the address provided during the registration process. In such case, notice will be deemed given three days after the date of mailing.
14. Electronic Signatures and Agreements.
You acknowledge and agree that by clicking on the button labeled “CONFIRM PURCHASE,” "SUBMIT", "DOWNLOAD", “PLACE MY ORDER”, "I ACCEPT" or such similar links as may be designated by Vive Lifestyle Inc to accept the terms and conditions of these Terms, you are submitting a legally binding electronic signature and are entering into a legally binding contract. You acknowledge that your electronic submissions constitute your agreement and intent to be bound by these Terms. Pursuant to any applicable statutes, regulations, rules, ordinances or other laws, including without limitation the United States Electronic Signatures in Global and National Commerce Act, P.L. 106-229 (the "E-Sign Act") or other similar statutes, YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS AND OTHER RECORDS AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED THROUGH THE SITE OR SERVICES OFFERED BY VIVE LIFESTYLE INC. Further, you hereby waive any rights or requirements under any statutes, regulations, rules, ordinances or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by other than electronic means.
15. Disclaimers; No Warranties.
APPOINTMENTS, ACTIVITIES, AND OTHER NON-VIVE LIFESTYLE INC PRODUCTS AND SERVICES OFFERED VIA THE SITE ARE OFFERED AND PROVIDED BY THIRD PARTIES (AND THE DESCRIPTIONS OF THE FOREGOING POSTED ON THE SITE ARE PROVIDED BY SUCH THIRD PARTIES), NOT VIVE LIFESTYLE INC. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, YOUR ATTENDANCE AT AND PARTICIPATION IN THESE APPOINTMENTS, ACTIVITIES, AND YOUR USE OF THESE NON-VIVE LIFESTYLE INC PRODUCTS AND SERVICES IS SOLELY AT YOUR OWN RISK. IN NO EVENT SHALL VIVE LIFESTYLE INC BE LIABLE FOR ANY ACT, ERROR OR OMISSION BY ANY THIRD PARTY, INCLUDING, WITHOUT LIMITATION, ANY WHICH ARISES OUT OF OR IS ANY WAY CONNECTED WITH A USER’S ATTENDANCE, USE OF OR PARTICIPATION IN A APPOINTMENT, SERVICE, PRODUCT OR APPOINTMENT MADE THROUGH THE SITE, OR THE PERFORMANCE OR NON-PERFORMANCE OF ANY THIRD PARTY PROVIDER IN CONNECTION WITH THE SERVICES. VIVE LIFESTYLE INC IS NOT AN AGENT OF ANY THIRD PARTY PROVIDER.
THE SITE AND ANY DOWNLOADABLE SOFTWARE, CONTENT, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE SITE ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, VIVE LIFESTYLE INC, ON BEHALF OF ITSELF AND ITS SUPPLIERS AND PARTNERS, DISCLAIMS AND EXCLUDES ALL WARRANTIES, WHETHER STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS.
WITHOUT LIMITING THE FOREGOING, VIVE LIFESTYLE INC DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS (I) THAT THE SITE AND ANY DOWNLOADABLE SOFTWARE, CONTENT, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE AND ANY DOWNLOADABLE SOFTWARE, CONTENT, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE SITE OR THE SERVER THAT MAKES THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR (II) REGARDING THE USE OF THE SITE AND ANY DOWNLOADABLE SOFTWARE, CONTENT, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE SITE IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. ANY MATERIAL OR DATA THAT YOU DOWNLOAD OR OTHERWISE OBTAIN THROUGH THE SITE IS AT YOUR OWN RISK. YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGES TO YOUR COMPUTER SYSTEM OR LOSS OF DATA RESULTING FROM THE DOWNLOAD OF SUCH MATERIAL OR DATA.
CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS SET FORTH IN THESE TERMS MIGHT NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
16. Waiver and Release.
You understand that Vive Lifestyle Inc is not a hair salon or other service provider and the appointments or services you use are operated and delivered by the applicable Venue and not by Vive Lifestyle Inc. Although Vive Lifestyle Inc endeavors to offer inventory that is of high quality, Vive Lifestyle Inc is not responsible for the quality of any appointment or service.
Therefore, to the fullest extent permitted by law, you release, indemnify, and hold harmless Vive Lifestyle Inc, its parent, subsidiaries or affiliated entities, and each of their respective officers, directors, members, employees, consultants, contract employees, representatives and agents, and each of their respective successors and assigns, from any and all responsibility, claims, actions, suits, procedures, costs, expenses, damages and liabilities arising out of or in any way related to your participation in or use of your Vive Lifestyle Inc membership or the Site, including with respect to bodily injury, physical harm, illness, death or property damage.
17. Indemnification; Hold Harmless.
You agree to indemnify and hold Vive Lifestyle Inc, its affiliated companies, and its suppliers and partners harmless from any claims, losses, damages, liabilities, including attorneys’ fees, arising out of your misuse of the Site, violation of these Terms, violation of the rights of any other person or entity, or any breach of your representations, warranties, and covenants set forth in these Terms.
18. Limitation of Liability and Damages.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WE, NOR OUR DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, SUPPLIERS, LICENSORS, PROCESSORS OR CONTENT PROVIDERS, BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE SERVICES (I) FOR ANY USE OF, INABILITY TO USE, OR UNAVAILABILITY OF THE SERVICES, LOST PROFITS, DATA LOSS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, COMPENSATORY OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER (HOWEVER ARISING), (II) FOR ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION), (III) FOR ANY ERRORS, MISTAKES, OR INACCURACIES; (IV) FOR ANY PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR USE OF THE SERVICES; (V) FOR ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (VI) FOR ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICES; (VII) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICES; (VIII) USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY OR (IX) FOR ANY DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE) OF fees paid to us for the particular Services during the immediately previous three (3) month period. UNDER NO CIRCUMSTANCES WILL VIVE BE RESPONSIBLE FOR ANY DAMAGE, LOSS, OR INJURY RESULTING FROM HACKING, TAMPERING, OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICE, YOUR ACCOUNT, OR THE INFORMATION CONTAINED THEREIN.
19. Arbitration Agreement.
PLEASE READ THE FOLLOWING CAREFULLY:
- Arbitration. YOU AGREE THAT ALL DISPUTES BETWEEN YOU AND US (WHETHER OR NOT SUCH DISPUTE INVOLVES A THIRD PARTY) WITH REGARD TO YOUR RELATIONSHIP WITH US, INCLUDING WITHOUT LIMITATION DISPUTES RELATED TO THESE TERMS OF SERVICE, YOUR USE OF THE SERVICES, AND/OR RIGHTS OF PRIVACY AND/OR PUBLICITY, WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION UNDER THE AMERICAN ARBITRATION ASSOCIATION'S RULES FOR ARBITRATION OF CONSUMER-RELATED DISPUTES AND YOU AND WE HEREBY EXPRESSLY WAIVE TRIAL BY JURY. DISCOVERY AND RIGHTS TO APPEAL IN ARBITRATION ARE GENERALLY MORE LIMITED THAN IN A LAWSUIT, AND OTHER RIGHTS THAT YOU AND WE WOULD HAVE IN COURT MAY NOT BE AVAILABLE IN ARBITRATION. As an alternative, you may bring your claim in your local "small claims" court, if permitted by that small claims court's rules and if within such court’s jurisdiction, unless such action is transferred, removed or appealed to a different court. You may bring claims only on your own behalf. Neither you nor we will participate in a class action or class-wide arbitration for any claims covered by this agreement to arbitrate. YOU ARE GIVING UP YOUR RIGHT TO PARTICIPATE AS A CLASS REPRESENTATIVE OR CLASS MEMBER ON ANY CLASS CLAIM YOU MAY HAVE AGAINST US INCLUDING ANY RIGHT TO CLASS ARBITRATION OR ANY CONSOLIDATION OF INDIVIDUAL ARBITRATIONS. You also agree not to participate in claims brought in a private attorney general or representative capacity, or consolidated claims involving another person's account, if we are a party to the proceeding. This dispute resolution provision will be governed by the Federal Arbitration Act and not by any state law concerning arbitration. In the event the American Arbitration Association is unwilling or unable to set a hearing date within one hundred and sixty (160) days of filing the case, then either we or you can elect to have the arbitration administered instead by the Judicial Arbitration and Mediation Services. Judgment on the award rendered by the arbitrator may be entered in any court having competent jurisdiction. Any provision of applicable law notwithstanding, the arbitrator will not have authority to award damages, remedies or awards that conflict with these Terms of Service. Unless otherwise required by law, any arbitration will occur in New York, New York. The arbitrator’s award shall be binding on the parties and may be entered as a judgment in any court of competent jurisdiction.
- Severability. If the prohibition against class actions and other claims brought on behalf of third parties contained above is found to be unenforceable, then all of the preceding language in this Arbitration section will be null and void. This arbitration agreement will survive the termination of your relationship with us.
20. Governing Law and Jurisdiction.
These Terms of Service shall be governed by and construed in accordance with the laws of the State of New York, including its conflicts of law rules, and the United States of America. Subject to and without waiver of the arbitration provisions above, you agree that any dispute arising from or relating to the subject matter of these Terms of Service shall be governed by the exclusive jurisdiction and venue of the state and Federal courts of New York County, New York.
We reserve the right, in our sole discretion, to modify or replace any of these Terms of Service, or change, suspend, or discontinue the Services (including without limitation, the availability of any feature, database, or content) at any time. We may also impose limits on certain features and services or restrict your access to parts or all of the Services without notice or liability. While we may timely provide notice of modifications by posting a notice on the Site or by sending you notice through the Services, via e-mail or by another appropriate means of electronic communication, it is also your responsibility to check these Terms of Service periodically for changes. Your continued use of the Services following notification of any changes to these Terms of Service constitutes acceptance of those changes.
Entire Agreement and Severability. These Terms of Service are the entire agreement between you and us with respect to the Services, including use of the Site, and supersede all prior or contemporaneous communications and proposals (whether oral, written or electronic) between you and us with respect to the Services. If any provision of these Terms of Service is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that these Terms of Service will otherwise remain in full force and effect and enforceable. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder
- Force Majeure. We shall not be liable for any failure to perform our obligations hereunder where such failure results from any cause beyond our reasonable control, including, without limitation, mechanical, electronic or communications failure or degradation.
- Assignment. These Terms of Service are personal to you, and are not assignable, transferable or sublicensable by you except with our prior written consent. We may assign, transfer or delegate any of our rights and obligations hereunder without consent.
- Agency. No agency, partnership, joint venture, or employment relationship is created as a result of these Terms of Service and neither party has any authority of any kind to bind the other in any respect.
- Notices. Unless otherwise specified in these Term of Service, all notices under these Terms of Service will be in writing and will be deemed to have been duly given when received, if personally delivered or sent by certified or registered mail, return receipt requested; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; or the day after it is sent, if sent for next day delivery by recognized overnight delivery service. Electronic notices should be sent to email@example.com.
- No Waiver. Our failure to enforce any part of these Terms of Service shall not constitute a waiver of our right to later enforce that or any other part of these Terms of Service. Waiver of compliance in any particular instance does not mean that we will waive compliance in the future. In order for any waiver of compliance with these Terms of Service to be binding, we must provide you with written notice of such waiver through one of our authorized representatives.
- Headings. The section and paragraph headings in these Terms of Service are for convenience only and shall not affect their interpretation.
23. DMCA Copyright Policy.
- Vive has adopted the following general policy toward copyright infringement in accordance with the Digital Millennium Copyright Act. The address of the Designated Agent to Receive Notification of Claimed Infringement (“Designated Agent”) is listed at the end of this policy.
- Procedure for Reporting Copyright Infringement. If you believe that material or content residing on or accessible through the Services infringes a copyright, please send a notice of copyright infringement containing the following information to the Designated Agent listed below:
- A physical or electronic signature of a person authorized to act on behalf of the owner of the copyright that has been allegedly infringed;
- Identification of works or materials being infringed;
- Identification of the material that is claimed to be infringing including information regarding the location of the infringing materials that the copyright owner seeks to have removed, with sufficient detail so that Company is capable of finding and verifying its existence;
- Contact information about the notifier including address, telephone number and, if available, e-mail address;
- A statement that the notifier has a good faith belief that the material is not authorized by the copyright owner, its agent, or the law; and
- A statement made under penalty of perjury that the information provided is accurate and the notifying party is authorized to make the complaint on behalf of the copyright owner.
Please contact the Designated Agent to Receive Notification of Claimed Infringement for Vive at firstname.lastname@example.org or at:
Vive Lifestyle INC
Attention: Copyright Agent
625 6th Avenue
New York, NY 10011
Contact. You may contact us at the following address: Vive, 625 6th Avenue Street, New York, NY 10011.
Effective Date of Terms of Service: November 1, 2014