Terms of Service
Welcome to Layerist and The Layered Life!
Before using Layerist, please take some time to carefully read our Terms of Service below (“Terms,” Terms of Service,” or “Agreement”). The Terms below constitutes a binding contract between you and Layerist.
1. Acceptance of Terms
You agree to use the Services only for lawful purposes, and that you are responsible for your use of the Services and communications with us, all of which must comply with these Terms. You agree not to use the Services in any manner that interferes with its normal operation or with any other user’s use and enjoyment of the Services.
You represent and warrant to Layerist that: (i) all registration information you submit is accurate and truthful; (ii) you will maintain the accuracy of such information, and (iii) have full power and authority to enter into this Agreement and doing so will not violate any other agreement to which you are a party; (iv) will not violate any rights of Layerist, including intellectual property rights such as copyright or trademark rights; and (v) agree to provide at your cost all equipment, software, and internet access necessary to use the Services. This Agreement is void where prohibited by law, and the right to access the Services is revoked in such jurisdictions.
Layerist may, at its sole discretion, change these Terms from time to time. If changes to the Terms occur, we will notify you by posting the updated terms on the site or by email. It is your responsibility to check the Terms periodically for changes. Updated versions of the Terms will never apply retroactively and the updated Terms will give the exact date they go into effect. Your continued use of the Services following the posting of any changes to the Terms of Service means you accept those new terms. Therefore, you should review these Terms prior to each use. In addition, some services offered through the Service may be subject to additional terms and conditions adopted by Layerist. Your use of those services means you agree to be subject to those additional terms and conditions, which are incorporated into these Terms of Service by this reference.
2. Layerist Services
Services and Client Description
The Services are designed to provide women with quality fashion accessories (“items”) selected by Layerist stylists (each shipment of items, a “Box”, “Kit”).
Creating Your Layerist Account
You may view Content (as further defined below) on the Services without registering for an Account, but as a condition of using certain aspects of the Services, including creating a style profile (“Style Profile”) and receiving Boxxes, you are required to create an Account using an email address (“User ID”) and password.
If you are under 13 years of age, you are not authorized to use the Service, with or without registering. In addition, if you are under 18 years old, you may use the Service, with or without registering, only with the approval of your parent or guardian.
When creating an account, you shall provide accurate, complete, and updated registration information. Failure to do so shall constitute a breach of the Terms, which may result in immediate termination of your Account.
You are solely responsible for activity that occurs on your Account and shall be responsible for maintaining the confidentiality of your password for the Site. You shall never use another User Account without the other User’s express permission. If you discover any unauthorized use of your Account, or other known account-related security breach, you must report it to firstname.lastname@example.org immediately. You agree that you are responsible for anything that happens through your account until you cancel your subscription and close your account or prove that your account security was compromised due to no fault of your own.
Layerist cannot and will not be liable for any loss or damage arising from your failure to comply with this section. Regardless of whether you create an Account, you are still subject to the terms and conditions set forth in these Terms covering the delivery of the Services.
Layerist is not a subscription service and will not automatically renew. Unless otherwise agreed to in writing by Layerist, the services are made available on a pay-as-you-go basis. You may request a box when you want one, or you may set up regular shipments so boxes arrive frequently.
You have seven (7) days after the Box is delivered to try on the items (“Try-On Period”). At the end of the Try-On Period, Layerist will charge you for all items not returned in accordance with the Return Policy, although we may charge you earlier in certain situations (for example, if you request us to complete the order, if we notify you that we will charge you early, if we have reason to believe that the order is fraudulent, or if you return the remainder of the box before the try-on period is over).
Styling Fee and Box Items
When we ship you an order, we will charge you a non-refundable “Styling Fee”. The amount of this fee is set forth on the site and will be charged to your standing payment instructions or via an emailed invoice. If you choose to keep any item(s) from your order, the Styling Fee will be credited towards the purchase price of any items you choose to keep.
Unless otherwise provided, Layerist does not disclose the prices of items in your box until you receive a shipment. While our Layerist stylists make every effort to follow the style and price preferences you express in your Styling Profile, we do not guarantee that every item in your shipment will comply with those preferences. Unless you return the items in your box in accordance with the return policy, you are responsible for paying for all items in your shipment. You are responsible for the payment of any Styling Fees that apply to your order.
You may return any item from a particular box you receive through the Service (in accordance with the instructions below). Any returned items must be postmarked no later than three (5) days after the order is delivered (the “Return Date”). Returns are free with Layerist by using the pre-paid return label and box provided, and items must be in their original condition and include all original tags and pouches. Any items not returned and postmarked by the time period specified above will be charged to your account. Any exceptions permitting a return postmarked later than three (5) days after delivery must be requested prior to the return date and may be granted at the sole discretion of Layerist.
Promotional Discounts and Incentives
From time to time, Layerist may provide you with promotional discounts – for example, as an incentive to use Layerist’s Services, to establish a Layerist Account or to refer others to sign up with Layerist. Such promotional programs will be governed by their own terms and conditions which will be presented at the time of such promotions. Unless otherwise provided in the promotional terms, promotional discounts are non-transferrable, cannot be redeemed for cash, and have an expiration date of one (1) year from the date of issue.
Modifications to Service
Layerist reserves the right to modify, suspend, or discontinue the Site or Services (including, but not limited to, the availability of any feature, database, or Content), whether temporarily or permanently at any time for any reason. You agree that Layerist shall not be liable to your or to any third party for any modification, suspension, or discontinuation of the Services. Layerist may also impose limits on certain features and services or restrict your access to parts or all of the Services without notice or liability.
Availability of the Site
You acknowledge that there may be interruptions in service or events that are beyond our control. While we use reasonable efforts to keep the Site accessible, the Site may be unavailable from time to time for any reason including, without limitation, routine maintenance. You understand and acknowledge that due to circumstances both within and outside of our control, Site access may be interrupted, suspended or terminated. You further understand that there may be interruptions in service or events on third-party sites, including, but not limited to, Facebook, Twitter, etc., that will affect your use of the Service (defined below) and that are beyond our control to prevent or correct. Interruptions in the Service that are beyond our control shall not serve as a basis to terminate your subscription or demand a full or partial refund of any prepaid fees.
3. Fees and Billing
You agree to pay Layerist the charges incurred in accordance with these Terms. If you dispute any charges, you must inform Layerist in writing within thirty (30) of being billed by Layerist. The current price of any item appears on an item list which is mailed and e-mailed with each box. Additional information on prices and billing is provided above.
To pay for an order, you must provide Layerist with the information necessary to process such order including: (i) your shipping address, (ii) your billing address, and (iii) your payment method.
In order to receive a box, you will be required to confirm that you have an active account in good standing.
Authorization to Charge Your Account
By creating an account and submitting your payment information to Layerist, you authorize Layerist to store your payment information thru Stripe and to charge the billing source you have provided for your account according to the Service you selected until your account is terminated.
If you fail to pay your Order fees on time, or if your credit card payment information is entered in error or does not go through for processing and you do not update payment information upon our request, your entire Account may be suspended or cancelled. Even after your Account is suspended or cancelled, you will still have access to the Site, and you will be able to access your account information to restore your access to the Services by providing a proper billing source. After your Account is terminated, we will keep your current account settings on file for 90 days. After that time, Layerist reserves the right to remove such settings from our servers with NO liability or notice to you.
Unless otherwise stated, our charges do not include any taxes, levies, duties or similar governmental assessments, including value-added, sales, use or withholding taxes assessable by any local, state, provincial or foreign jurisdiction (collectively “Taxes”). You are responsible for paying Taxes except those assessable against Layerist based on its income. We will invoice you for such Taxes if we believe we have a legal obligation to do so.
4. Rules and Conduct
As a condition of use, you promise not to use the Services for any purpose that is prohibited by the Terms or law. You are responsible for all of your activity in connection with the Service.
You understand and agree that you will not use the Services to engage in the prohibited conduct below:
- You shall not use the Services for any illegal purpose, or in violation of any local, state, national, or international law, including, without limitation, laws governing intellectual property and other proprietary rights, data protection and privacy, and import or export control.
- You agree not to license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time share, or otherwise commercially exploit or make the Services available to any third party, other than as expressly permitted by the Terms;
- You shall not use the Services to Submit Content, or use as a User ID or any name or term that (i) is the name of another person, with the intent to impersonate that person; (ii) is subject to any rights of another person, without appropriate authorization; or (iii) is offensive, vulgar, pornographic or obscene.
- You shall not post, store, send, transmit, or disseminate any information or material which infringes any patents, trademarks, trade secrets, copyrights, or any other proprietary or intellectual property rights.
- You shall not attempt to use any method to gain unauthorized access to any paid features of the Services;
- You shall not directly or indirectly: (i) decipher, decompile, remove, disassemble, reverse engineer, or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Services, security-related features of the Services, features that prevent or restrict use or copying of any content accessible through the Services, or features that enforce limitations on use of the Services, except to the extent applicable laws specifically prohibit such restriction; (ii) modify, translate, or otherwise create derivative works of any part of the Services; or (iii) copy, rent, lease, distribute, or otherwise transfer any of the rights that you receive hereunder. You shall abide by all applicable local, state, national, and international laws and regulations.
- You shall not, and shall not permit any third party using your account to, take any action, or Submit Content, that constitutes unsolicited or unauthorized advertising or promotional material or any junk mail, spam, or chain letters; contains software viruses or any other computer codes, files, or programs that are designed or intended to disrupt, damage, limit, or interfere with the proper function of any software, hardware, or telecommunications equipment or to damage or obtain unauthorized access to any system, data, password, or other information of Layerist or any third party; or that impersonates any person or entity, including any employee or representative of Layerist. Additionally, you shall not take any action that imposes or may impose (as determined by Layerist in its sole discretion) an unreasonable or disproportionately large load on Layerist’s or its third-party providers’ infrastructure; interfere or attempt to interfere with the proper working of the Service or any activities conducted on the Service; bypass any measures Layerist may use to prevent or restrict access to the Service (or other accounts, computer systems, or networks connected to the Service); run Maillist, Listserv, or any form of auto-responder or “spam” on the Service; or use manual or automated software, devices, or other processes to “crawl” or “spider” any page of the Site.
If for any reason Layerist determines that you have failed to follow these rules, we reserve the right to terminate or suspend your Account, and prohibit any and all current or future use of the Site (or any portion thereof) and/or the Services by you. If we have reason to suspect, or learn that anyone is violating these Terms, we may investigate and/or take legal action as necessary including bringing a lawsuit for damages caused by the violation. We reserve the right to investigate and take appropriate legal action, including without limitation, cooperating with and assisting law enforcement or government agencies in any resulting investigations of illegal conduct.
5. Termination of Usage
You may cancel your account at any time; however, unless Layerist is in breach of this Agreement and does not cure said breach within thirty (30) days of receiving written notice from you of an actual breach, identifying specifically the nature of the breach, you are not entitled to any refunds. We may suspend or cancel your Account without notice or refund to you if you violate this Agreement. If your account is cancelled, Layerist reserves the right to remove your Account information along with any Account settings from our servers with NO liability or notice to you. Once your account information and account settings are removed, you will not be able to recover this data and you will lose access to all of your content (except that content stored/published to third-party websites, that data will remain on said third-party websites pursuant to those website’s terms and conditions). If you cancel the Services before the end of your current paid-up subscription period, your cancellation will take effect immediately and you will not be charged again.
You acknowledge and understand that these Terms survive termination of your Account, including our rights regarding any content you submitted to the website before your Account was terminated. Following termination of your Account, however, your license to use Layerist’s Content automatically terminates, and Layerist has no obligation to provide you with use of the site. All provisions of the Terms of Service that by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.
6. Third-Party Sites
The Services may permit you to link to other websites or resources on the internet. Links on the Services to third party websites, if any, are provided only as a convenience to you. If you use these links, you will leave the Services. The inclusion on another website of any link to the Services does not imply control of, endorsement by, or affiliation with Layerist. Your dealings with third parties through links to such third party websites are solely between you and such third parties. You agree that Layerist will not be responsible or liable for any content, goods or services provided on or through these outside websites or for your use or inability to use such websites. You will use these links at your own risk. You are advised that other websites on the Internet, including third party websites linked from the Services, might contain material or information that some people may find offensive or inappropriate; or that is inaccurate, untrue, misleading or deceptive; or that is defamatory, libelous, infringing of others’ rights or otherwise unlawful. Layerist expressly disclaims any responsibility for the content, legality, decency or accuracy of any information, and for any products and services, that appear on any third party website or application.
Without limiting the foregoing, your correspondence or business dealings with, participation in promotions of or purchases from, third parties found on or through the use of the Services, including payment for and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such third party. You agree that Layerist shall 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 Services.
The Services contain features that enable various Third-party services (such as Facebook, Twitter, and Instagram) to be integrated into your Layerist account. To access these features, you will be required to register for or log into such Third-party Services on their respective websites or provide information through the Services for us to do so. By enabling third party services within the Services, you are allowing Layerist to use your log-in information to access these third-party services for this purpose.
7. Layerist Intellectual Property and User Content
Through the Site, App, email, websites, and other media, the Services make accessible various content, including, but not limited to, videos, photographs, images, artwork, graphics, audio clips, comments, data, text, software, scripts, campaigns, other material and information, and associated trademarks and copyrightable works (collectively, “Content”). Users of the Service (collectively, “Users”) may have the ability to contribute, add, create, submit, distribute, facilitate the distribution of, collect, post, or otherwise make accessible (“Submit”) Content. “User Submissions” means any Content Submitted by Users.
Our content is protected in many ways, including copyrights, trademarks, service marks, trade secrets, and other rights and laws. You agree to respect all legal notices, information, and restrictions contained in any content accessed through the Services. You also agree not to change, translate, or otherwise create derivative works based off our content.
You have a limited, revocable, non-exclusive, non-transferrable license to use the website and our content solely for legally permitted activities related to our Services as outlined in these Terms.
We, including third party partners and our affiliates, may ask you for Feedback (as further defined below) on your experience with the Services. Layerist shall become the owner of any reviews, comments, suggestions or other feedback regarding the Services posted to the Site or on Layerist’s social media pages (collectively, “Feedback”) and it may share with any of its affiliates. Layerist will not be required to treat any Feedback as confidential, and will not be liable for any Feedback posted on the Site or elsewhere. Without limitation, Layerist will have exclusive ownership of all present and future existing rights to the Feedback of every kind and nature everywhere and will be entitled to use the Feedback for any commercial or other purpose whatsoever, without compensation to you or any other person sending the Feedback. You acknowledge that you are responsible for whatever material you submit, and you, not Layerist, have full responsibility for the Feedback, including its legality, reliability, appropriateness, originality, and copyright.
To the extent that you decide to post any content (“User Content”), including Feedback, on the Services or on Layerist’s social media pages, you agree not to, and shall not permit any third party using your account to, post or transmit any unlawful, infringing, threatening, abusive, harassing, defamatory, vulgar, obscene, profane, indecent, harmful, offensive, hateful or racially, ethnically or otherwise unlawful or otherwise objectionable material of any kind, including any material that encourages criminal conduct or conduct that would give rise to civil liability, is tortious, violates any law or contract, infringes others’ intellectual property rights or otherwise violates any applicable local, state, national or international law. Specifically, you agree that your User Content will not contain third-party copyrighted material, or material that is subject to other third-party proprietary rights, unless you have permission from the rightful owner of the material or you are otherwise legally entitled to post the material and to grant Layerist all of the license rights granted herein. Layerist may refuse to accept or transmit User Content. Additionally, Layerist shall have the right to delete, edit, modify, reformat, excerpt, or translate any of your User Content.
Other than Feedback, as between us and you, you agree that you own, or have obtained the right to post, all of the content and information that you post or share on the Site. By posting any User Content, you hereby grant us a royalty free, fully paid up, perpetual, irrevocable, fully sublicensable, license and right to use, reproduce, display, perform, adapt, modify, distribute, make derivative works of and otherwise exploit your User Content in any manner we see fit. We may use your User Content in any manner for any purpose, including to advertise and promote Layerist and the Services. We may exercise our rights anywhere in the world.
You specifically waive any “moral rights” in and to the User Content. The foregoing grant includes, without limitation, any copyrights and other intellectual property rights in and to your User Content. You represent and warrant that: you own the User Content posted by you on or through the Services or otherwise have the right to grant the license set forth in this section; and the posting of your User Content on or through the Services does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person.
8. Claims of Copyright Infringement
Layerist complies with the Digital Millennium Copyright Act (DMCA). Layerist will remove infringing materials in accordance with the DMCA if properly notified that Content infringes copyright. If you believe that your work has been copied in a way that constitutes copyright infringement, please notify Layerist’s Copyright Agent by email at email@example.com or by mail to Boxx Ventures, LLC, ATTN: Copywrite, 899 Presidential Dr. Ste 116, Richardson, Tx 75081. Please do not send notices or inquiries about anything other than alleged copyright infringement or other intellectual property claims to our Agent for Notice. Your email must contain the following information (please confirm these requirements with your legal counsel, or see the U.S. Copyright Act, 17 U.S.C. §512(c)(3), for more information):
- an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
- information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an e-mail address;
- a description of the copyrighted work that you claim has been infringed;
- a description of where the material that you claim is infringing is located on the Site, sufficient for Layerist to locate the material; your address, telephone number, and email address;
- 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; and
- a statement by you that the information in your notice is accurate and, under penalty of perjury, that you are the copyright owner or authorized to act on the copyright owner’s behalf.
If you fail to comply with these notice requirements, your notification may not be valid. Under the Copyright Act, any person who knowingly materially misrepresents that material is infringing or was removed or disabled by mistake or misidentification may be subject to liability.
In accordance with the Digital Millennium Copyright Act, Layerist has adopted a policy of, in appropriate circumstances, terminating User accounts that are repeat infringers of the intellectual property rights of others. Layerist also may terminate User accounts even based on a single infringement.
Layerist respects the trademark rights of others and will remove infringing materials in accordance with the Layerist policies. If you wish to submit a claim of trademark infringement, please notify Layerist by emailing us at firstname.lastname@example.org Your email must contain the following information:
- Company name (trademark holder)
- Description of trademarked word or symbol
- Registration number and office of registration (e.g., USPTO, state registration)
- URL of infringing project
- Specific details of infringement
- Your full legal name
- Your email address
- Your title
- Company street address
- A statement that you understand that we may provide third parties, including the affected user, with a copy of this complaint
- A statement under penalty of perjury that you have a good-faith belief that the challenged material violates your rights
- A statement under penalty of perjury that the information in this complaint is true and correct and that you are the trademark owner or are authorized to act on the trademark owner’s behalf
LAyerist may, in its sole discretion, terminate User accounts that infringe the intellectual property rights of others.
9. Warranty Disclaimer
YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. THE SERVICES AND THE MATERIALS CONTAINED HEREIN ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THESE TERMS, LAYERIST AND ITS AFFILIATED COMPANIES AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND OTHER REPRESENTATIVES (COLLECTIVELY, “LAYERIST”) EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND PERTAINING TO THE SERVICES AND THE MATERIALS HEREIN, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, SECURITY, ACCURACY, AVAILABILITY, USE REASONABLE CARE AND SKILL, AND NON-INFRINGEMENT, AS WELL AS WARRANTIES ARISING BY USAGE OF TRADE, COURSE OF DEALING, AND COURSE OF PERFORMANCE. LAYERIST MAKES NO WARRANTY THAT (I) THE SERVICES WILL MEET YOUR REQUIREMENTS, (II) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE OR FREE OF VIRUSES OR BUGS, (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE, AND (IV) ANY ERRORS IN OR ON THE SERVICES WILL BE CORRECTED. ANY MATERIAL, CONTENT, OR INFORMATION DOWNLOADED OR OTHERWISE OBTAINED AND/OR USED THROUGH THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL, CONTENT OR INFORMATION. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM LAYERIST PARTIES ON OR THROUGH THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS AND CONDITIONS.
Electronic Communications Privacy Act Notice (18 USC §2701-2711): LAYERIST MAKES NO GUARANTY OF CONFIDENTIALITY OR PRIVACY OF ANY COMMUNICATION OR INFORMATION TRANSMITTED ON THE SERVICES OR ANY WEBSITE LINKED TO THE SERVICES. Layerist will not be liable for the privacy of email addresses, registration and identification information, disk space, communications, confidential or trade-secret information, or any other Content stored on the Layerist’s equipment, transmitted over networks accessed by the Services, or otherwise connected with your use of the Services.
10. Limitation of Liability
EXCEPT AS OTHERWISE SPECIFICALLY PROVIDED IN NO EVENT SHALL LAYERIST, NOR ITS DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, SUPPLIERS, OR CONTENT PROVIDERS, BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE, OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE SERVICE (I) FOR ANY LOST PROFITS, DATA LOSS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, SUBSTITUTE GOODS OR SERVICES (HOWEVER ARISING), (II) FOR ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION), OR (III) FOR ANY DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE) ONE HUNDRED U.S. DOLLARS ($100.00). SOME STATES OR COUNTRIES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU. IN THESE JURISDICTIONS, LAYERIST’S LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
11. Dispute Resolution and Arbitration
It is Layerist’s goal that the Services meet your expectations and live up to our promises to you. However, there may be instances when you feel that Layerist has not fulfilled its obligations or you may have a different type of problem or dispute that needs special attention. In those instances, Layerist is committed to working with you to reach a reasonable resolution that satisfies you; however, we can only do this if we know about and understand your issue. Therefore, for any problem or dispute that you may have with Layerist, you acknowledge and agree that you will first give Layerist an opportunity to resolve your problem or dispute. In order to initiate this dispute resolution process, you must first send us a written description of your problem or dispute within thirty (30) days of the Services being performed by sending an email to: email@example.com or by mail to ATTN: Boxx Ventures LLC, 899 Presidential Dr. Richardson, Tx, 75081
You then agree to negotiate with Layerist in good faith about your problem or dispute. This should lead to resolution, but if for some reason your problem or dispute is not resolved satisfactorily within sixty (60) days after Layerist receipt of your written description of it, you agree to the further dispute resolution provisions below.
Mutual Agreement to Arbitrate
YOU AND LAYERIST AGREE THAT WE WILL RESOLVE ANY CLAIM OR CONTROVERSY AT LAW OR EQUITY THAT ARISES OUT OF OR RELATES TO THESE TERMS OR THE SERVICES THROUGH BINDING INDIVIDUAL ARBITRATION RATHER THAN PROCEED IN COURT. You agree that, except as expressly set forth below, the sole and exclusive forum and remedy for any and all disputes and claims that cannot be resolved informally and that relate in any way to or arise out of your use of the Services and these Terms, shall be final and binding arbitration, except to the extent that either party has, in any manner infringed upon or violated or threatened to infringe upon or violate the rights of either party or any third party patent, copyright, trademark, trade secret, privacy or publicity rights, in which case both sides acknowledge that arbitration is not an adequate remedy at law and that injunctive or other appropriate relief may be sought by either party and/or the applicable third party(ies). You and we acknowledge that the Agreement affects interstate commerce and that the Federal Arbitration Act and federal arbitration law apply to arbitrations under the Agreement (despite any other choice of law provision).
Arbitration under these Terms of Service shall be conducted by the rules and procedures of the American Arbitration Association (the “AAA”). The AAA rules are available at www.adr.org or by calling 1-800-778-7879. The party requesting relief may choose to resolve the dispute through binding non-appearance based arbitration in which the arbitration will be conducted in one or more of the following manners at the option of the party initiating arbitration: telephone, online, or written submissions. The arbitration will not involve any personal appearances by the parties or witnesses unless otherwise agreed by the parties.
Regardless of the size of the claim, you and we agree to pay our own other fees, costs, and expenses, including those for any attorneys, experts, and witnesses. An arbitrator may award on an individual basis any relief that would be available in a court, including injunctive or declaratory relief and attorneys’ fees and expenses. As a limited exception to the mutual agreement to arbitrate, you and we agree that either party may take claims to small claims court, if the claims qualify for hearing by such court.
You agree that regardless of any statute or law to the contrary, any claim of cause of action arising from or relating to use of the Services or these Terms must be filed within one (1) year after such claim or cause of action arose, or will be forever barred.
The Terms are personal to you, and are not assignable, transferable, or sublicensable by you except with Layerist’s prior written consent. Any assignment in violation of this section shall be null and void. Layerist may assign, transfer, or delegate any of its rights and obligations hereunder without consent.
- Indemnity clause
- Notice Policy and Your Consent
Under these Terms you are contracting with Boxx Ventures, LLC, a Texas limited liability company.
Notice should be addressed to: Boxx Ventures, LLC. 899 Presidential Dr. Richardson, Tx, 75081
For the avoidance of doubt, we are entering into this Agreement as principal and not as agent for any other Layerist company. Subject to any permitted assignment, the obligations owed by us under this Agreement shall be owed to you solely by us and the obligations owed by you under this Agreement shall be owed solely to us.
We may give notice by means of a general notice on the Site, App, electronic mail to your email address in your Account, text message, or by written communication sent by first class mail or pre-paid post to your address in your Account. Such notice shall be deemed to have been given upon the expiration of 48 hours after mailing or posting (if sent by first class mail or pre-paid post) or 12 hours after sending (if sent by email or text). You may give notice to us, with such notice deemed given when received by us, at any time by first class mail or pre-paid post to the address set forth above or at such other address as we may advise from time to time, pursuant to this provision.
- Geographic Limits of Service
Layerist make no representation that materials contained on the Services or products described or offered on or via the Site are appropriate or available for use in jurisdictions outside the United States, or that these Terms comply with the laws of any other country. Accessing the Service is prohibited from territories where the Content is illegal. If you access the Service from other locations, you do so at your own initiative and are responsible for compliance with local laws. You agree that you will not access the Services from any territory where the contents are illegal, and that you, and not Layerist, are responsible for compliance with applicable local laws.
Layerist reserves the right, at any time in our sole discretion, to limit the availability and accessibility of the Services to any person, geographic area, or jurisdiction we so desire.
- Governing Law
Except for the Arbitration Agreement set forth under Dispute Resolution and Arbitration, which is governed by the Federal Arbitration Act, these Terms of Service (and any further rules, policies, or guidelines incorporated by reference) shall be governed by and construed in accordance with the laws of the State of Texas and the United States, without giving effect to any principles of conflicts of law, and without application of the Uniform Computer Information Transaction Act or the United Nations Convention of Controls for International Sale of Goods.
You agree that Layerist and its Services are deemed a passive website that does not give rise to personal jurisdiction over Layerist or its parents, subsidiaries, affiliates, successors, assigns, employees, agents, directors, officers or shareholders, either specific or general, in any jurisdiction other than the State of Texas. You agree that any action at law or in equity arising out of or relating to these Terms, or your use or non-use of the Services, shall be filed only in the state or federal courts located in Dallas County in the State of Texas and you hereby consent and submit to the personal jurisdiction of such courts for the purposes of litigating any such action. You irrevocably waive any right you may have to trial by jury in any dispute, action, or proceeding.
- Integration and Severability
These Terms and other referenced material constitutes the entire agreement between you and Layerist with respect to the Services, and supersede all prior or contemporaneous agreements, representations, warranties, and understandings (whether oral, written or electronic) between you and Layerist with respect to the Services and govern the future relationship. If a court in any final, unappealable proceeding holds any provision of these Terms or its application to any person or circumstance invalid, illegal or unenforceable, the remainder of these Terms, shall not be affected, and shall be valid, legal and enforceable to the fullest extent permitted by law.
Sections 1, 3, 5, 7, 10, 11, 12, 13, 16, 17, and 19 will survive any termination of these Terms.
- No Waiver
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.
- State Specific Terms
There may be additional state specific rights and obligations relating to the provision of the Services. Such rights and obligations shall supersede any terms to the contrary otherwise contained in these Terms.
If you have any questions regarding these Terms, please contact us at firstname.lastname@example.org or by mail at the address below:
Boxx Ventures, LLC
Attention: Layerist Customer Service
899 Presidential Dr.
Richardson, Tx. 75081
June 20, 2016