LOLA & VERANDA MEMBERSHIP SERVICE
Membership & Subscription Terms
Welcome, and thank you for your interest in Lola & Veranda Inc. (“Lola & Veranda,” “Lola & Veranda Inc.,” “we,” or “us”) and our website at www.lolaandveranda.com, through which we offer our Lola & Veranda membership and subscription linen service, including the online portal and associated services provided by us (collectively, the “Service”). These Membership & Subscription Terms are a legally binding contract between you and Lola & Veranda Inc. regarding your use of the Service. BY CLICKING “I ACCEPT,” PURCHASING A MEMBERSHIP, ADDING A SUBSCRIPTION, OR BY OTHERWISE ACCESSING OR USING THE SERVICE, YOU AGREE THAT YOU HAVE READ AND UNDERSTOOD, AND AGREE TO BE BOUND BY, THE FOLLOWING TERMS AND CONDITIONS. IF YOU ARE NOT ELIGIBLE, OR DO NOT AGREE, YOU MAY NOT USE THE SERVICE.
ARBITRATION NOTICE: Except for certain kinds of disputes described in Section 15, you agree that disputes arising under these Membership and Subscription Terms will be resolved by binding, individual arbitration, and BY ACCEPTING THESE TERMS, YOU AND LOLA & VERANDA INC. ARE EACH WAIVING CERTAIN RIGHTS TO A TRIAL BY JURY OR PARTICIPATE IN A CLASS ACTION OR REPRESENTATIVE PROCEEDING.
Capitalized words and phrases used in these terms have the meanings given below, or as otherwise defined elsewhere in the Membership and Subscription Terms:
1.1 “Administrative Fee” means a per-item fee, charged at our then current rates, assessed on Loaned Products not returned timely in accordance with these Membership and Subscription Terms.
1.2 “Cancellation Policy” means our policy for canceling auto-renewing, auto-rebilling Memberships and Subscriptions, as provided below in Section 5.
1.3 “Care Instructions” means applicable information provided to you in connection with your Subscription, whether directly through the service or in printed form together with deliveries, regarding the proper care of the Loaned Products.
1.4 “Lola & Veranda Products” means those Lola & Veranda bedding sets, and other similar products that Lola & Veranda Inc. may offer on a subscription basis through the Lola & Veranda Membership and Subscription service, as modified from time to time.
1.5 “Loaned Products” means those Lola & Veranda Products we have loaned to you in connection with your Membership and Subscription, until you return them. Loaned Products remain property of Lola & Veranda Inc. unless and until you elect to purchase them (either by exercising that option through the Service, or by failure to return them in accordance with the Membership and Subscription Terms and/or Cancellation Policy), in which case we will charge your payment instrument with the applicable Administrative Fee and title will pass to you. For the avoidance of doubt, Loaned Products are new and unused when first shipped to you.
1.6 “Subscription” means a subscription to the Service, pursuant to which you select certain Lola & Veranda Products to be shipped to and loaned to you for your temporary use, and to be periodically replenished with replacement new Lola & Veranda Products, the specific details of which are based on your selected Subscription Parameters.
1.7 “Subscription Fees” means the recurring subscription fee applicable to your Subscription, as determined in accordance with the applicable Subscription Parameters.
1.8 “Subscription Parameters” means the details of the Subscription you purchase, including the selection and number of what Lola & Veranda Products are included, the Subscription Term, and the associated Subscription Fees.
1.9 “Subscription Term” means the term of your Subscription, which automatically renews for subsequent terms of the same length unless modified or canceled in accordance with these Subscription Terms; this is not equivalent to the frequency at which new replenishment shipments of Loaned Products are sent to you under your Subscription.
1.10 “Membership” means a membership to the Service, pursuant to which you subscribe and select certain Lola & Veranda Products to be shipped to and loaned to you for your temporary use, and to be periodically replenished with replacement new Lola & Veranda Products, the specific details of which are based on your selected Subscription Parameters.
1.11 “Membership Fees” means the recurring membership fee applicable to your Membership, as determined in accordance with the applicable Membership Parameters.
1.12 “Membership Parameters” means the details of the Membership you purchase, including the Membership Term, and the associated Subscriptions.
1.13 “Membership Term” means the term of your membership, which automatically renews for subsequent terms of the same length unless modified or canceled in accordance with these Membership Terms; this is not equivalent to the frequency at which new replenishment shipments of Loaned Products are sent to you under your Membership and Subscription.
Eligibility and Additional Terms
2.1 Eligibility: You must be at least 18 years old to use the Service. By agreeing to these Membership and Subscription Terms, you represent and warrant to us that:
(a) you are at least 18 years old;
(b) you have not previously been suspended or removed from the Service; and
(c) your registration and your use of the Service is in compliance with any and all applicable laws and regulations.
2.3 Additional Terms: Your use of the Service is subject to all additional terms, policies, rules, or guidelines applicable to the Service or certain features of the Service that we may post on or link to from the Service (the "Additional Terms"). All Additional Terms are incorporated by this reference into, and made a part of, these Membership and Subscription Terms.
2.4 Contact Information: The Service is offered by Lola & Veranda Inc., located at 251 Little Falls Drive, Wilmington, Delaware 19808. You may contact us by sending correspondence to that address or through our Contact Us Page at https://www.lolaandveranda.com/contact-us.
These Membership and Subscription Terms will remain accessible online at www.lolaandveranda.com/subscription-terms-conditions.
Registration and Use; Subscriptions
3.1 Registration: To access most features of the Service, you must register for an account and purchase a Membership. When you register for an account, you may be required to provide us with some information about yourself, such as your name, email address, physical address, payment instrument information, or other similar information. You agree that the information you provide to us is accurate and that you will keep it accurate and up-to-date at all times. When you register, you will be asked to provide a password. You are solely responsible for maintaining the confidentiality of your account and password, and you accept responsibility for all activities and purchases that occur under your account. If you believe that your account is no longer secure, then you must immediately notify us at https://www.lolaandveranda.com/contact-us.
3.2 Permission to Use: Subject to your complete and ongoing compliance with these Membership and Subscription Terms, Lola & Veranda Inc. grants permission during the Term to access and use the Service solely for your individual purposes.
3.3 Subscription Service: The Service enables users to purchase automatically renewing and re-billing Subscriptions and Memberships. You may modify attributes of your Subscription through the Service, and your modifications (including adjustments to applicable Subscription Fees) will be processed in a manner similar to the processes described in our Cancellation Policy. The Membership, along with your Subscriptions, will automatically renew, and re-bill the applicable Subscription Fees, unless and until you cancel your subscription, or we terminate or suspend it. You must cancel your Subscription with sufficient lead time prior to the renewal in order to avoid billing of the next periodic Subscription Fee to your account, as provided in greater detail in our Cancellation Policy, below.
3.4 Loaned Products: Lola & Veranda will send you replenishment orders of Loaned Products once every Subscription Term. Loaned Products are the property of Lola & Veranda Inc. and provided to you only on loan. You agree to care for Loaned Products in accordance with all applicable Care Instructions. You must return Loaned Products in condition consistent with normal use and such care, within thirty (30) days following receipt of a replenishment delivery or termination of your Subscription, or you will be automatically billed an Administrative Fee for each Loaned Product not so returned, and title for such Loaned Products will pass to you.
3.5 Returning Loaned Products: Lola & Veranda covers the cost of postage for returns of Loaned Products in accordance with these terms. If you did not receive return postage from Lola & Veranda with a shipment of Loaned Products sufficient to enable return of the Loaned Products in your possession, contact Lola & Veranda Inc. Customer Service at https://www.lolaandveranda.com/contact-us.
3.6 Restrictions: Except and solely to the extent such a restriction is impermissible under applicable law, you may not:
(a) reproduce, distribute, publicly display, or publicly perform the Service;
(b) make modifications to the Service; or
(c) interfere with or circumvent any feature of the Service, including any security or access control mechanism. You may not use the Service on behalf of any third party, including offering any part of the Service (including any Subscription) on behalf of any third party, on a service bureau basis or otherwise for commercial purposes. If you are prohibited under applicable law from using the Service, you may not use it.
3.7 Modification of the Service: Lola & Veranda reserves the right to modify or discontinue the Service at any time (including by limiting or discontinuing certain features of the Service), temporarily or permanently, without notice to you. Lola & Veranda Inc. will have no liability for any such changes to the Service or any suspension or termination of your access to or use of the Service.
3.8 Substitutions: Lola & Veranda reserves the right to modify or discontinue the Lola & Veranda Products available through Service (including with respect to Lola & Veranda Products which are part of your Subscription), temporarily or permanently, without notice to you. Lola & Veranda Inc. will have no liability for any such changes or any modifications or substitutions to the Lola & Veranda Products provided to you through your Subscription. Lola & Veranda Inc. may, temporarily or permanently, substitute any particular Lola & Veranda Products provided to you in connection with your Subscription with Lola & Veranda Products that Lola & Veranda determines to be comparable to the substituted Lola & Veranda Products, including in connection with short term availability issues, or discontinuing certain product lines. If you are unsatisfied with the substitution, you may modify your Subscription on a going forward basis to eliminate or replace the affected Lola & Veranda Products.
3.9 Feedback: If you choose to provide input and suggestions regarding problems with or proposed modifications or improvements to the Service or any Lola & Veranda products or services (“Feedback”), then you hereby grant Lola & Veranda Inc. a worldwide, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right to use and exploit the Feedback in any manner and for any purpose, including to improve the Service and create and improve other products and services, without attribution, compensation, or restriction.
General Payment Terms
Certain features of the Service may require you to pay fees. Before you pay any fees, you will have an opportunity to review and accept the fees that you will be charged. All fees are in U.S. Dollars and are non-refundable.
4.1 Prices: Lola & Veranda Inc. reserves the right to determine pricing for the Service and products and services available through the Service. Lola & Veranda will make reasonable efforts to keep pricing information published on the website up to date. We encourage you to check our website periodically for current pricing information. Lola & Veranda may change the fees for any feature of the Service, including Administrative Fees and other additional fees or charges, and such changes will become effective upon Lola & Veranda’s providing you written notice to the email address you provide upon registration, or thirty (30) days following Lola & Veranda publishing such modified prices through the Service. Lola & Veranda Inc., at its sole discretion, may make promotional offers with different features and different pricing to any of Lola & Veranda’s customers. These promotional offers, unless made to you, will not apply to your offer or these Membership and Subscription Terms.
4.2 Subscription Billing: Regardless of the Subscription Term of your Subscription, you will be automatically billed monthly for the entire duration of the Subscription. If your Subscription renews, you will be responsible for the full amount of that Subscription Term, even if you cancel during the then-pending Subscription Term. If you cancel your subscription without sufficient lead time prior to the renewal of the Subscription Term, your Subscription may renew for one more term prior to the termination is processed, and you will remain liable for payment of the full Subscription Fee for the renewed Subscription Term.
4.3 Authorization and Rebilling: You authorize Lola & Veranda Inc. to charge all sums for the purchase that you make as described in these Membership and Subscription Terms, to the payment method specified in your account. If you pay any fees with a credit card, Lola & Veranda Inc. may seek pre-authorization of your credit card account prior to your purchase to verify that the credit card is valid and has the necessary funds or credit available to cover your purchase. While Subscription Fees are processed monthly, any applicable Administrative Fees will be charged on or about the time they accrue.
4.4 Delinquent Accounts: Lola & Veranda Inc. may suspend or terminate access to the Service for any account for which any amount is due but unpaid, or for which Loaned Products have not been returned in a timely manner. In addition to the amount due for the Service, a delinquent account will be charged with fees or charges that are incidental to any chargeback or collection of any unpaid amount, including collection fees. Note that Lola & Veranda Inc. reserves the right to charge an Administrative Fee for each item of Loaned Products that are not timely returned, in which case title to such Loaned Products passes to you.
Your membership and subscription will continue until you cancel it as provided in this Cancellation Policy.
5.1 Generally: You may cancel your Lola & Veranda Membership and Subscription at any time for any reason by emailing firstname.lastname@example.org, subject to the following policies. Once your cancellation has become effective and the then-current Membership and Subscription Term has expired, you will not be charged further, or receive any more Lola & Veranda Products.
1) If you cancel within thirty (30) days of the start of yourMembership , and you return the Loaned Products within thirty (30) days of canceling your Membership, then you will be issued a full refund for the Membership and for the Subscription Fees already paid.
2) If you cancel within thirty (30) days of the start of your first Subscription but more than thirty (30) days after the start of your first Membership (not available for subsequent subscriptions), and you return the Loaned Products within thirty (30) days of canceling your Subscription, then you will be issued a full refund for the Subscription Fee already paid. Membership fees will not be refunded in this instance.
3) Beyond the initial thirty days, if you initiate cancellation more than thirty days prior to your next replenishment order, or your next replenishment order has not yet been shipped, your cancellation will be effective at the end of the following month. In this case, Membership fees and previous Subscription fees will not be refunded and you will be liable to return the Loaned Products within thirty (30) days of canceling your Subscription.
4) Beyond the initial thirty days, if you initiate cancellation less than thirty days prior to your next replenishment order, and your next replenishment order has shipped, then your Subscription will renew for an additional Subscription Term, and your cancellation will be effective at the expiration of that renewal Subscription Term (provided that you remain liable for payment of remaining monthly Subscription Fees).
5.2 Administrative Fees: For all cancellations, if you do not return the Loaned Products within thirty (30) days of the cancellation of your Subscription (or if you indicate you are choosing the buyout election at the time of the cancellation), you will be charged the applicable Administrative Fee, and title to the Loaned Products will pass to you.
Ownership; Proprietary Rights
The Service is owned and operated by Lola & Veranda Inc. The visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), products, software, services, and all other elements of the Service (“Materials”) provided by Lola & Veranda Inc. are protected by intellectual property and other laws. All Materials included in the Service are the property of Lola & Veranda Inc. or its third party licensors. Except as expressly authorized by Lola & Veranda Inc., you may not make use of the Materials. Lola & Veranda Inc. reserves all rights to the Materials not granted expressly in these Membership and Subscription Terms.
7.1 User Content: Certain features of the Service may permit users to upload content to the Service, which may include messages, reviews, comments, images, other types of works (“User Content”) and to publish User Content on the Service. You retain any copyright and other proprietary rights that you may hold in the User Content that you post to the Service, but in order to enable us to use your User Content, we need your permission. Accordingly, by providing User Content, you grant Lola & Veranda Inc. a worldwide, non-exclusive, royalty-free, fully paid right and license (with the right to sublicense) to host, store, transfer, display, perform, reproduce, modify (including for the purpose of formatting for display), and distribute your User Content, in whole or in part, in any media formats and through any media channels now known or hereafter developed.
7.2 Representations and Warranties: You are solely responsible for your User Content. By providing User Content via the Service, you affirm, represent, and warrant that:
(a) you are the creator and owner of the User Content;
(b) your User Content does not and will not infringe, violate, or misappropriate any third party rights, constitute slander, defamation, or libel; or violate any law or regulation; and
(c) your User Content is not objectionable, profane, indecent, pornographic, harassing, threatening, hateful, or otherwise inappropriate. For clarity, Lola & Veranda Inc. does not permit copyright-infringing activities on the Service.
7.3 User Content Disclaimer: We are not responsible for User Content, and are under no obligation to edit, monitor, or control User Content that you or other users post or publish, and will not be in any way responsible or liable for User Content. Lola & Veranda Inc. may, however, at any time and without prior notice, screen, remove, edit, or block any User Content that in our sole judgment violates these Membership and Subscription Terms or is otherwise objectionable. You understand that when using the Service you will be exposed to User Content from a variety of sources and acknowledge that User Content may be inaccurate, offensive, indecent, or objectionable. You agree to waive, and do waive, any right or remedy you have or may have against Lola & Veranda Inc. with respect to User Content.
Digital Millennium Copyright Act
Lola & Veranda Inc. respects the intellectual property rights of others, and does not permit infringing activity on the Service. We comply with the provisions of the Digital Millennium Copyright Act applicable to Internet service providers (17 U.S.C. §512, as amended).
8.1 DMCA Notification: If you have an intellectual property rights-related complaint about material posted on the Service, you may contact our Designated Agent at the following address: Lola & Veranda Inc. ATTN: Copyright Agent, 251 Little Falls Drive, Wilmington, Delaware 19808, Email: email@example.com Any notice alleging that materials hosted by or distributed through the Service infringe intellectual property rights must comply with the requirements of the DMCA.
8.2 Repeat Infringers: It is Lola & Veranda’s policy to promptly terminate the accounts of users that are determined by Lola & Veranda Inc. to be repeat infringers.
BY USING THE SERVICE YOU AGREE NOT TO:
(a) use the Service for any illegal purpose or in violation of any local, state, national, or international law;
(b) interfere with security-related features of the Service, including by:
(i) disabling or circumventing features that prevent or limit use or copying of any content; or
(ii) reverse engineering or otherwise attempting to discover the source code of any portion of the Service except to the extent that the activity is expressly permitted by applicable law;
(c) interfere with the operation of the Service or any user’s enjoyment of the Service, including by:
(i) uploading or otherwise disseminating any virus, adware, spyware, worm, or other malicious code;
(ii) making any unsolicited offer or advertisement to another user of the Service;
(iii) collecting personal information about another user or third party without consent; or
(iv) interfering with or disrupting any network, equipment, or server connected to or used to provide the Service;
(d) perform any fraudulent activity including engaging in any fraudulent transactions, misrepresenting your identity, impersonating any person or entity, accessing any other Service account without permission;
(e) sell or otherwise transfer the access granted under these Membership and Subscription Terms or any Materials (as defined in Section 6) or any right or ability to view, access, or use any Materials; or
(f) attempt to do any of the acts described in this Section 9 or assist or permit any person in engaging in any of the acts described in this Section 9.
Modification of these Membership and Subscription Terms
We reserve the right to change these Membership and Subscription Terms on a going-forward basis at any time. Please check these Membership and Subscription Terms periodically for changes. Modifications will become effective upon the earlier of:
(a) your acceptance of the modified Membership and Subscription Terms,
(b) your use of the Membership and Subscription Service with actual knowledge of the modified Membership and Subscription Terms, or
(c) thirty (30) days following our publication of the modified Membership and Subscription Terms through the Service. Notwithstanding the foregoing, modifications are only effective on a going-forward basis, and disputes arising under these Membership and Subscription Terms will be resolved in accordance with the version of these Membership and Subscription Terms that was in effect at the time the dispute arose.
Term, Termination and Modification of the Service
11.1 Term: These Membership and Subscription Terms are effective beginning when you accept the Membership and Subscription Terms or first access or use the Service, and ending when terminated as described in Section 11.2.
11.2 Termination: If you violate any provision of these Membership and Subscription Terms (including failure to pay any amounts due, or to timely return any Loaned Products), your authorization to access the Service, your Membership and Subscription (and our obligation to send you any additional Lola & Veranda Products) and these Membership and Subscription Terms automatically terminate. Lola & Veranda Inc. may, at its sole discretion, terminate these Membership and Subscription Terms or your account on the Service, or suspend or terminate your Membership and Subscription or your access to the Service, at any time for any reason, with or without notice. You may terminate your account and these Membership and Subscription Terms at any time as provided in the Cancellation Policy.
11.3 Effect of Termination: Upon termination of these Membership and Subscription Terms:
(a) your license rights will terminate and you must immediately cease all use of the Service;
(b) you will no longer be authorized to access your account or the Service;
(c) you must pay Lola & Veranda Inc. any unpaid amount that was due prior to termination; and
(d) all payment obligations accrued prior to termination and Sections 2.2, 3.4, 3.5, 3.7, 4, 6, 12, 13, 14, 15, and 16 will survive.
You are responsible for your use of the Service, and you will defend and indemnify Lola & Veranda Inc. and its officers, directors, employees, consultants, affiliates, subsidiaries and agents (together, the “Lola & Veranda Entities”) from and against every claim brought by a third party, and any related liability, damage, loss, and expense, including reasonable attorneys' fees and costs, arising out of or connected with:
(a) your use of, or misuse of, the Service;
(b) your violation of any portion of these Membership and Subscription Terms, any representation, warranty, or agreement referenced in these Membership and Subscription Terms, or any applicable law or regulation; or
(c) your violation of any third party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of those claims.
Disclaimers; No Warranties
WHILE LOANED PRODUCTS COME WITH A STANDARD MANUFACTURER’S WARRANTY, THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. LOLA & VERANDA INC. DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE, INCLUDING:
(A) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND
(B) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. LOLA & VERANDA INC. DOES NOT WARRANT THAT THE SERVICE OR ANY PORTION OF THE SERVICE, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE SERVICE, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND LOLA & VERANDA INC. DOES NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED. HOWEVER, LOLA & VERANDA INC. DOES NOT DISCLAIM ANY WARRANTY OR OTHER RIGHT THAT LOLA & VERANDA INC. IS PROHIBITED FROM DISCLAIMING UNDER APPLICABLE LAW.
Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE LOLA & VERANDA ENTITIES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICE OR ANY MATERIALS OR CONTENT ON THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY LOLA & VERANDA ENTITY HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE. EXCEPT AS PROVIDED IN SECTION 15.4(iii) AND TO THE FULLEST EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF THE LOLA & VERANDA ENTITIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE SERVICE OR OTHERWISE UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, WILL IN NO EVENT EXCEED THE AMOUNT YOU HAVE PAID TO LOLA & VERANDA INC. FOR ACCESS TO AND USE OF THE SERVICE IN THE 12 MONTHS PRIOR TO THE EVENT OR CIRCUMSTANCE GIVING RISE TO CLAIM. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 14 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
Dispute Resolution and Arbitration
15.1 Generally: In the interest of resolving disputes between you and Lola & Veranda Inc. in the most expedient and cost effective manner, and except as described in Section 16.2, you and Lola & Veranda Inc. agree that every dispute arising in connection with these Membership and Subscription Terms will be resolved by binding arbitration. Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate disputes includes all claims arising out of or relating to any aspect of these Membership and Subscription Terms, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these Membership and Subscription Terms. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND LOLA & VERANDA INC. ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
15.2 Exceptions: Despite the provisions of Section 16.1, nothing in these Membership and Subscription Terms will be deemed to waive, preclude, or otherwise limit the right of either party to:
(a) bring an individual action in small claims court;
(b) pursue an enforcement action through the applicable federal, state, or local agency if that action is available;
(c) seek injunctive relief in a court of law in aid of arbitration; or
(d) to file suit in a court of law to address an intellectual property infringement claim.
15.3 Arbitrator: Any arbitration between you and Lola & Veranda Inc. will be settled under the Federal Arbitration Act and administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (collectively, “AAA Rules”) as modified by these Membership and Subscription Terms. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by contacting Lola & Veranda Inc. The arbitrator has exclusive authority to resolve any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement.
15.4 Notice of Arbitration: Process. A party who intends to seek arbitration must first send a written notice of the dispute to the other party by certified U.S. Mail or by Federal Express (signature required) or, only if that other party has not provided a current physical address, then by electronic mail (“Notice of Arbitration”). Lola & Veranda Inc address notice is: 251 Little Falls Drive, Wilmington, Delaware 19808. The Notice of Arbitration must:
(a) describe the nature and basis of the claim or dispute; and
(b) set forth the specific relief sought (“Demand”). The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within 30 days after the Notice of Arbitration is received, you or Lola & Veranda Inc. may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or Lola & Veranda Inc. must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. If the dispute is finally resolved through arbitration in your favor, Lola & Veranda Inc. will pay you the highest of the following:
(i) the amount awarded by the arbitrator, if any;
(ii) the last written settlement amount offered by Lola & Veranda Inc. in settlement of the dispute prior to the arbitrator’s award; or
15.5 Fees: If you commence arbitration in accordance with these Membership and Subscription Terms, Lola & Veranda Inc. will reimburse you for your payment of the filing fee, unless your claim is for more than $10,000, in which case the payment of any fees will be decided by the AAA Rules. Any arbitration hearing will take place at a location to be agreed upon in Easton, Connecticut, but if the claim is for $10,000 or less, you may choose whether the arbitration will be conducted:
(a) solely on the basis of documents submitted to the arbitrator;
(b) through a non-appearance based telephone hearing; or
(c) by an in-person hearing as established by the AAA Rules in the county (or parish) of your billing address. If the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules. In that case, you agree to reimburse Lola & Veranda Inc. for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.
15.6 No Class Actions: YOU AND LOLA & VERANDA INC. AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Lola & Veranda Inc. agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.
15.7 Modifications to this Arbitration Provision: If Lola & Veranda Inc. makes any future change to this arbitration provision, other than a change to Lola & Veranda's address for Notice of Arbitration, you may reject the change by sending us written notice within 30 days of the change to Lola & Veranda's address for Notice of Arbitration, in which case your account with Lola & Veranda Inc. will be immediately terminated and this arbitration provision, as in effect immediately prior to the changes you rejected will survive.
15.8 Enforceability: If Section 16.6 is found to be unenforceable or if the entirety of this Section 16 is found to be unenforceable, then the entirety of this Section 16 will be null and void and, in that case, the parties agree that the exclusive jurisdiction and venue described in Section 17.1 will govern any action arising out of or related to these Membership and Subscription Terms.
Use of section headers in these Membership and Subscription Terms is for convenience only and will not have any impact on the interpretation of any provision. Throughout these Membership and Subscription Terms the use of the word "including" means "including but not limited to". If any part of these Membership and Subscription Terms is held to be invalid or unenforceable, the unenforceable part will be given effect to the greatest extent possible, and the remaining parts will remain in full force and effect. These Membership and Subscription Terms are governed by the laws of the State of Connecticut without regard to conflict of law principles. You and Lola & Veranda Inc. submit to the personal and exclusive jurisdiction of the state courts and federal courts located within Easton, Connecticut for resolution of any court proceeding permitted under these Membership and Subscription Terms.
Notice to California Residents:
If you are a California resident, under California Civil Code Section 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at (800) 952-5210 in order to resolve a complaint regarding the Service or to receive further information regarding use of the Service.