Last updated: February 21, 2023
Your use of the Portal is also subject to any additional terms, conditions, and policies that we separately post on the Portal or provide to you, and any other agreements that you separately executed with HereSpa (“Supplemental Terms”). If you are a Service Provider who has executed a Vendor Platform General Agreement (“Vendor Agreement”), the terms of that Vendor Agreement are Supplemental Terms and will control and supersede this Agreement with respect to the subject matter of such Vendor Agreement. All Supplemental Terms are incorporated by reference into this Agreement.
All Service Providers are independent contractors and not employees or agents of HereSpa. Accordingly, Service Providers are solely responsible for providing all necessary tools, equipment, sanitation, safety, and transportation to provide Services, and HereSpa does not direct or control the timing or performance of such Services.
HereSpa offers the Portal to you only provide information and to facilitate the scheduling of on-demand and in-home beauty and personal care services (such in-home beauty and personal care services as offered via the Portal hereafter collectively referred to as the “Services”) by bringing customers (“Customers”) and providers/vendors of in-home beauty and personal care (“Service Providers”) together. While we seek to facilitate access to qualified Service Providers, HereSpa does not and cannot represent or warranty any particular skillset, background, history, track record, or other representation independently made or not disclosed by a Service Provider on our Portal. As an additional convenience, we offer Customers and Service Providers secure electronic payment through independent, third-party payment processors.
Creating Your Account. To access the Portal to schedule Services, you must create and register an account with us (your “Account”), including establishing a private log in profile, and provide all information as set forth on the registration form. You represent and warrant that: (a) all information you submit is truthful and accurate; (b) you will maintain the accuracy of such information. You further agree not to create an account on behalf of someone other than yourself, and that you will not maintain more than one account at any given time. You may delete your Account at any time, for any reason, by following the instructions in the Application or Site. You can delete your Account at any time, for any reason, by contacting us at firstname.lastname@example.org or by following the procedures via any links that may be presented in the Portal for such purposes.
Beauty Member Accounts. You may, but are not required, create a Beauty Member Account (“Beauty Member”); a non-Beauty Member can access and use the Portal as a guest. A Beauty Member is a monthly subscription account that may entitle you to priority services, price reductions and special promotions, the waiver of cancellation fees, and any other customer benefit or perk determined by HereSpa in its sole discretion. You hereby authorize HereSpa to issue Beauty Member information to you via SMS text, email or other methods. YOUR SUBSCRIPTION WILL BE AUTOMATICALLY RENEWED FOR ADDITIONAL PERIODS OF ONE MONTH AT HERESPA’S THEN-CURRENT SUBSCRIPTION FEES FOR ACCESS TO THE PORTAL TO SCHEDULE SERVICES, UNLESS YOU OPT OUT OF THE AUTO-RENEWAL OR TERMINATE YOUR SUBSCRIPTION IN ACCORDANCE WITH THE TERMS HEREIN. WE RESERVE THE RIGHT TO SUSPEND OR CANCEL YOUR BEAUTY MEMBER SUBSCRIPTION AT ANY TIME FOR VIOLATION OF THESE TERMS AND CONDITIONS OR FOR ANY OTHER REASON, IN OUR SOLE DISCRETION. WE ALSO RESERVE THE RIGHT TO MODIFY OR CANCEL THE BEAUTY MEMBER SUBSCRIPTION PROGRAM AND ITS RELATED TERMS AND BENEFITS AT ANY TIME AND FOR ANY REASON WITHOUT NOTICE IN OUR SOLE DISCRETION.
Your account Responsibilities. You shall maintain the confidentiality of your Account including protecting your login information, and you are fully responsible for all activities that occur under your Account. You agree to immediately notify us of any unauthorized use, or suspected unauthorized use, of your Account or any other breach of security. We cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements.
Booking Service Providers. All appointments for Services will be only through the Portal; this includes new, additional, or changed Services, which may result in additional fees. You agree that you will not arrange for the independent provision of Services or like services by any Service Provider outside of the Portal. You further agree that a Service Provider shall be free in his or her sole discretion to determine at what times and on what dates they shall make himself or herself available on Portal to accept booking requests Customers, and that a Service Provider may accept or reject your booking request in his or her sole discretion.
Cancellation of Appointments; Rescheduling. If you schedule the wrong Service, wish to add or change Services at the time of Service or prior (that may require rescheduling), desire cancel an appointment or reschedule, fail to provide accurate information, or fail to comply with the “Customer Responsibilities, Acknowledgements, and Consents” below, you agree to our policy as follow:
Additionally, if there is a reschedule and an associated fee is assessed, the reschedule must be done within 14 days or the booking is automatically cancelled, and the cancellation fee is applied. Any bookings that are in the suspended status and not rescheduled within 30 days, even if there is no reschedule/cancellation fee will be cancelled at 30 days and the proper refund will be processed accordingly.
Referral Credits. We may, in our sole discretion, offer credits for referring new users. To qualify for a referral credit, you must refer a new bona fide Customer who establishes a HereSpa account and reserves and books an appointment in the Portal within ninety (90) days of signing up for an account. Please note that referral credits are issued only for referrals of brand-new Customers to HereSpa. Credits are not available for referring previous Customers of HereSpa Services. You may earn only one referral bonus per new user referred and you cannot earn a referral credit by referring yourself. We reserve the right to change or cancel this policy and to revoke or cancel credits at any time. The amount of the referral credit may be adjusted from time to time and any credit received must be used within ninety (90) days of issuance by HereSpa. Referral credits have no cash value and may only be used via the Portal and with current HereSpa Service Providers.
Promotional Codes. We may, in our sole discretion, create promotional codes that may be redeemed for credit in your Account, or other features or benefits related to the Services, subject to any additional terms that we establish on a per promotional code basis (“Promo Codes”). Unless otherwise expressly stated in additional terms we establish for a particular Promo Code, Promo Codes may only be used once per person, multiple Promo Codes cannot be used in a single transaction or appointment, and each Promo Code benefit may only be redeemed once per account. Only Promo Codes sent to you through official HereSpa communications channels are valid. You further agree: (i) to use Promo Codes only for their intended purpose, and in a lawful manner; (ii) you will not alter, duplicate, sell, transfer or redistribute Promo Codes in any manner (including, without limitation, by posting Promo Codes to a website or other public forum), unless expressly permitted by us; (iii) Promo Codes may be disabled by us at any time for any reason without liability to us; (iv) Promo Codes may only be used pursuant to this Agreement and any specific additional terms that we establish for a Promo Code; (v) Promo Codes have no cash value; and (vi) Promo Codes may expire prior to your use.
Satisfaction Guaranty. We guaranty that the Services, including any selected options, will be performed as scheduled by a qualified Service Provider. If you feel the Services were not performed to your satisfaction, you must send us a photograph depicting the finished product along with details supporting your claim within forty-eight (48) hours from the completion of such Services. We will review your claim and if warranted a full or partial refund for such Services will be made to your original method of payment.
Contacting HereSpa. To the extent you have any complaints or concerns that arise relating to Portal, immediately contact us via the “Contact” form on the Portal, or via email at email@example.com. For emergencies, including with regard to personal safety, please dial 911 and/or contact your local law enforcement.
Investigating Complaints. We will investigate complaints and address legitimate concerns. During investigating complaints and concerns, we may suspend your Account. Upon completion of the investigation, we may terminate your Account subject to the terms set forth herein.
Customer Reviews. We may provide you with the ability to review Services and Services Providers via SMS texts or our website. Please be advised, however, that we may remove and/or not publish any Customer review that in our sole opinion: (1) contains obscenities, hateful, or other moral or societal reprehensible comment, or (2) contains false or misleading information.
There may be instances where Services may be inappropriate for certain customers depending on their current health and/or medical history, of which each customer knows or should be aware. As examples only, this may include allergies or sensitivities to certain chemicals or compounds, or circulatory and respiratory conditions. Accordingly, you represent that you are fit to receive any Services scheduled by or for you, and you acknowledge that it is entirely your responsibility to schedule through HereSpa and the Portal only those Services which are not contraindicated based on your health. To the extent you have any concerns with allergies, health, or other conditions, it is up to your judgment as to whether to engage a Service. We encourage you to inquire with any Vendor booked through HereSpa as to any Services and risks; however, we assume no responsibility for any adverse effects that may occur when you otherwise schedule Services.
In addition, you agree to: create in your home (or other space where our Service Providers are invited to perform Services (a) a safe, clean, and reasonably comfortable workspace that is free of conditions that would make it difficult for our Service Providers to perform their jobs (all as determined in each of our Service Provider’s sole discretion); (b) provide a workspace that has access to necessary water and utilities; (c) refrain, and cause other individuals present in your household to refrain, from any speech, conduct, or personal displays that a reasonable person would find offensive, intimidating, hostile, harassing, indecent or abusive while our service providers are present, and (d) that no photographs or video will be taken by you unless you expressly designate when scheduling Services a specific and approved need for photography or videography of Services, which may result in additional fees. Notwithstanding, you hereby consent to the Service Provider taking a photographic image at the conclusion of rendering Services to confirm that such Services were performed, provided no such image will identify you by your full face and such image will not be used in promotion by HereSpa or the Service Provider without your express permission if given to either HereSpa or the Service Provider. You may revoke such authorization by sending a written request to: firstname.lastname@example.org.
If you have pets, you agree to confine all your pets to a room where our Service Providers will not be working. If you have a child or children under the age of 13, you agree that childcare (provided by someone other than you and our Service Provider) will be present. Service Providers reserve the right to terminate or refuse to provide Services to anyone at any time in the event you do not fulfill your responsibilities as set forth in this Section or if a Service Provider feels unsafe or uncomfortable with the in-home work environment or conditions for any reason. In the event that a Service Provider is injured by you or others in the in-home work environment, you agree to indemnify and defend HereSpa in full, and provide prompt notice of any such injury via email to email@example.com.
You acknowledge and agree that your failure to comply with the foregoing may result in the refusal of Services by the Service Provider and/or HereSpa in their sole discretion. You further agree that such non-compliance will be deemed a cancellation resulting in fees as set forth in the “Cancellation of Appointments; Rescheduling” section above.
HereSpa Proprietary Rights. The features, information, and materials provided and depicted through the Portal are the exclusive property of HereSpa and are protected by copyright, trademark, patent, and other intellectual property laws. All text, graphical content, video, data, and other content made available through the Portal are provided to you solely to support your permitted use of the Services. The content in the Portal maybe modified from time to time by us in our sole discretion. We reserve all rights not granted in this Agreement. Any use of the Site or Applications by you not specifically authorized herein shall constitute a material breach of this Agreement.
License to Use Site and Applications. We grant you a non-transferable, non-exclusive, limited right to access and use the Portal to schedule Services for your personal use. We further grant you a non-exclusive, non-transferable right to download, install and use a copy of the Application on a single mobile device or computer that you own or control solely for your personal use, subject at all times to the terms of this Agreement, or as permitted by the “Usage Rules” set forth in the Apple App Store or Google Play Terms of Service. The provision of the Services does not transfer to you or any third party any rights, title, or interest in or to our intellectual property rights.
Restrictions on Access and Use. The rights granted to you in this Agreement are subject to the following additional restrictions: (a) you will not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Portal or Services; (b) you will not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Portal; (c) you will not access the Portal in order to build a similar or competitive service; and (d) except as expressly stated herein, no part of the Portal or Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means. Any future release, update, or other addition to functionality of the Portal will be subject to the terms of this Agreement. All copyright and other proprietary notices on any Services content must be retained on all copies thereof.
Enhancements and Modifications. We reserve the right, at any time, to enhance, modify, suspend, or discontinue features and functions on the Portal, or add Services, in our sole discretion and without notice. You agree that we will not be liable to you or to any third party for any enhancement, modification, suspension, or discontinuance of features and functions, or your access to the Portal.
Trademarks and Copyrights. HereSpa's stylized name and other related graphics, logos, trademarks, service marks and trade names used on or in connection with the Services are the property of HereSpa and may not be used by any Customer, Service Provider, or any others, without our written permission in connection with any third-party products or services. Other trademarks, service marks and trade names that may appear in the Portal which are not owned by HereSpa are the property of their respective owners. All HereSpa original content is owned under copyrights belonging to HereSpa. You will not remove, alter, or obscure any copyright notice, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services. We retain all rights in the Portal and any associated patents, trademarks, copyrights, mask work rights, trade secrets, or other intellectual property rights. No license, right, or interest in any of our trademarks is granted under this Agreement.
Feedback. If you provide us any feedback or suggestions regarding the Portal or Services (“Feedback”), then you grant us a perpetual, royalty-free, transferable, sublicensable, worldwide license to all rights in the Feedback and agree that we will have the right to use such Feedback and related information in any manner we deem appropriate. We will treat any Feedback you provide to us as non-confidential and non-proprietary. You agree that you will not submit to us any information or ideas that you consider to be confidential or proprietary.
License. You hereby grant, and you represent and warrant that you have the right to grant, to us an irrevocable, nonexclusive, royalty-free and fully paid, worldwide license to reproduce, distribute, publicly display and perform, prepare derivative works of, incorporate into other works, and otherwise use your Service Provider User Content, and to grant sublicenses of the foregoing, solely for the purposes of including your User Content in the Site and Application. You agree to irrevocably waive (and cause to be waived) any claims and assertions of moral rights or attribution with respect to your User Content.
Acceptable Use Policy. The following sets forth our “Acceptable Use Policy”:
You agree not to use the Portal or Services to collect, upload, transmit, display, or distribute any Service Provider User Content: (i) that violates 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; (ii) that is unlawful, harassing, abusive, tortious, threatening, harmful, invasive of another’s privacy, vulgar, defamatory, false, intentionally misleading, trade libelous, pornographic, obscene, patently offensive, promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual or is otherwise objectionable; (iii) that targets or is harmful to minors in any way; or (iv) that is in violation of any law, regulation, or obligations or restrictions imposed by any third party.
In addition, you agree not to use the Portal to: (i) upload, transmit, or distribute any software intended to damage or alter a computer system or data; (ii) send unsolicited or unauthorized advertising, promotional materials, junk mail, spam, or any other form of duplicative or unsolicited messages; or (iii) collect information or data regarding other users without their consent.
We are entitled, except to the extent prohibited by applicable law, to disclose any information or materials on or in the Portal, including all User Content, in our possession in connection with your use of the Services, to (i) comply with applicable laws, legal process or governmental requests; (ii) enforce this Agreement; (iii) respond to any claims that User Content violates the rights of third parties; or (iv) protect the rights, property or personal safety of HereSpa, its users, employees or the public, and all law enforcement or other government officials, as HereSpa in its sole discretion believes to be necessary or appropriate.
You agree to indemnify and to hold us (and our owners, officers, employees, agents and assigns) harmless, including costs and attorneys’ fees, from any claim or demand made by any third party due to or arising out of (a) your violation of this agreement or your use of the Portal or Services in any manner not authorized specifically herein; (b) your User Content; (c) your violation of applicable laws or regulations, or (d) for any Services for which you are not fit to receive based on health, medical condition, or otherwise. We reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims. You agree not to settle any matter without our prior written consent.
Third Party Sites, Apps and Ads. The Site might contain links to third party websites, applications, services, and advertisements for third parties (collectively, “Third Party Sites, Apps & Ads”). Such Third-Party Sites, Apps & Ads are not under our control, and we are not responsible for any Third-Party Sites, Apps & Ads. You use all Third-Party Sites, Apps & Ads at your own risk.
THE LAWS OF CERTAIN JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LEGAL WARRANTIES, CONDITIONS, LIABILITY OR CERTAIN DAMAGES OR LIMITATIONS OF REPRESENTATIONS MADE CONCERNING GOODS OR SERVICES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE BELOW EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU AND YOU MAY HAVE ADDITIONAL RIGHTS.
THE PORTAL IS INTENDED TO BE USED ONLY TO FACILITATE THE CONNECTION OF SERVICE PROVIDERS AND CUSTOMERS FOR THE PURPOSES OF SCHEDULING AND PAYING FOR SERVICES. HERESPA CANNOT AND DOES NOT CONTROL THE INFORMATION OR USER CONTENT CONTAINED IN ANY LISTINGS (OTHER THAN THE ARRANGEMENT AND DISPLAY OF SUCH CONTENT ON THE APPLICATION OR SITE) OR THE CONDITION, LEGALITY, SAFETY, OR SUITABILITY OF ANY APPOINTMENTS OR ACCOMMODATIONS. YOU AGREE THAT HERESPA HAS NO RESPONSIBILITY OR LIABILITY TO YOU RELATED TO ANY APPOINTMENT OR SERVICES, OR FOR THE PERFORMANCE OR RESULTS OF ANY SERVICES PROVIDED BY SERVICE PROVIDERS UNLESS OTHERWISE EXPRESSLY SET FORTH IN THIS AGREEMENT. THE PORTAL IS ONLY INTNEDED AS A CONVENIENT SCHEDULING TOOL FOR SERVICES BETWEEN SERVICE PROVIDERS AND CUSTOMERS. WE ARE NOT A SERVICE PROVIDER. YOU MUST SATISFY YOURSELF WITH ANY SERVICE PROVIDER’S QUALIFICATIONS AND CREDENTIALS, AND SERVICE PROVIDERS MUST SATISFY THEMSELVES WITH CUSTOMERS AND THE CUSTOMERS'S ACCOMODATIONS. CUSTOMERS AND SERVICE PROVIDERS MUST NOT COMPLETE, AND SHOULD IMMEDIATELY CANCEL, APPOINTMENTS IF THEY FEEL UNSAFE OR UNCOMFORTABLE WITH ANY CONDITIONS RELATING TO THE APPOINTMENT IN ANY WAY
YOU MAY BE EXPOSED TO SERVICES THAT ARE POTENTIALLY DANGEROUS, UNSAFE, OR OTHERWISE OBJECTIONABLE. HERESPA IS NOT RESPONSIBLE FOR, AND SPECIFICALLY DISCLAIMS ANY AND ALL LIABILITY RELATED TO THE PERFORMANCE OF SERVICES, CONDUCT OF SERVICE PROVIDERS, ANY AND ALL APPOINTMENTS AND ACCOMMODATIONS. ACCORDINGLY, ANY APPOINTMENTS OR ACCEPTANCE OF SERVICES WILL BE MADE OR ACCEPTED AT A CUSTOMER’S OWN RISK. YOU ACKNOWLEDGE AND AGREE THAT YOUR ABILITY TO ARRANGE SERVICES THROUGH THE PORTAL DOES NOT ESTABLISH HERESPA AS A PROVIDER OF BEAUTY OR PERSONAL CARE SERVICES. YOU UNDERSTAND, ACKNOWLEDGE, AND AGREE THAT SERVICE PROVIDERS ARE NOT EMPLOYEES OR AGENTS OF HERESPA, BUT ARE INDEPENDENT CONTRACTORS WHO OPERATE THEIR BUSINESS ENTERPRISE NOT CONTROLLED BY, OR AFFILIATED TO, HERESPA.
WHILE HERESPA RESERVES THE RIGHT TO CONDUCT, AND YOU HEREBY AUTHORIZE, A CRIMINAL BACKGROUND CHECK OR OTHER SCREENINGS (SUCH AS SEX OFFENDER REGISTER SEARCHES) AT ANY TIME AND USING AVAILABLE PUBLIC RECORDS, YOU UNDERSTAND AND ACKNOWLEDGE AND SHOULD PROCEED AS OF HERESPA DID NOT CONDUCT SUCH CRIMINAL BACKGROUND CHECKS ON ITS CUSTOMERS OR SERVICE PROVIDERS. CERTAIN SERVICES AND SERVICES PROVIDERS ARE REQUIRED TO HAVE LICENSES FOR SPECIFIC SERVICES. HERESPA DOES NOT VERIFY OR OTHERWISE MONITOR THE LICENSE STATUS OF ANY SERVICE PROVIDER, AS EACH SERVICE PROVIDER IS AN INDEPENDENT CONTRACTOR AND HERESPA DOES NOT PROVIDE ANY OVERSIGHT OR OTHER REGULATION OVER THE SERVICE PROVIDERS THAT USE THE PORTAL. WE DO NOT WARRANT TO VERIFY SERVICE PROVIDER STATEMENTS, QUALIFICATIONS, LICENSURE, OR CERTIFICATION. HERESPA MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF CUSTOMERS, SERVICE PROVIDERS, CONDITIONS OR ACCOMMODATIONS FOR RECEIVING OR PROVIDING SERVICES, OR ANY CUSTOMERS' COMPATIBILITY WITH ANY CURRENT OR FUTURE SERVICE PROVIDER.
TO THE FULLEST EXTENT PERMITTED BY LAW, THE PORTAL IS PROVIDED “AS-IS” AND “AS AVAILABLE” AND WE EXPRESSLY DISCLAIM ANY WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT. WE MAKE NO WARRANTY THAT THE PORTAL OR SERVICES: (A) WILL MEET YOUR REQUIREMENTS; (B) WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; (C) WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, SAFE, OR NOT DAMAGE YOUR COMPUTER OR DESTROY DATA, OR (D) THAT THE SERVICES PROVIDED BY SERVICE PROVIDERS WILL BE OF ANY DEGREE OF QUALITY OR TO YOUR SATISFACTION. WE ARE NOT LIABLE FOR ANY DAMAGE A SERVICE PROVIDER MIGHT CAUSE WHILE ONSITE OR AT YOUR HOME OF OFFICE. YOU AGREE THAT SERVICES MAY CARRY INHERENT RISKS THAT VARY INCLUDING, BUT NOT LIMITED TO ILLNESS, AND BY REQUESTING OR SCHEDULING THE SERVICES YOU CHOOSE TO ASSUME THOSE RISKS VOLUNTARILY.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL HERESPA BE LIABLE FOR ANY LOSS OF PROFITS OR REVENUE, INJURIES, LOSSES, CLAIMS, OR DIRECT DAMAGES OR ANY SPECIAL, EXEMPLARY, PUNITIVE, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, WHETHER BASED IN CONTRACT, TORT, OR OTHERWISE, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE SERVICES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHICH ARISE OUT OF OR ARE ANY WAY CONNECTED WITH (1) THIS AGREEMENT, (2) ANY USE OF THE APPLICATIONS, SITE, OR (3) ANY FAILURE OR DELAY (INCLUDING, BUT NOT LIMITED TO, THE USE OR INABILITY TO USE ANY COMPONENT OF THE SITE OR APPLICATION), OR (4) A SERVICE PROVIDER’S ACTS OR OMISSIONS AT A CUSTOMER’S RESIDENCE OR OTHER LOCATION WHETHER RELATED TO THE SERVICE PROVIDERS PROVISION OF SERVICES. OUR LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO THE GREATER OF (A) FIFTY US DOLLARS ($50) OR (B) AMOUNTS YOU’VE PAID HERESPA IN THE PRIOR 12 MONTHS (IF ANY), OR THE AMOUNT WE ARE REQUIRED TO REMIT TO A SERVICE PROVIDER FOR SERVICES RENDERED. THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT.
TO THE EXTENT THAT HERESPA MAY CARRY INSURANCE COVERAGES TO COVER SERVICES, ANY SUCH INSURANCE IS PROVIDED WITHIN THE COVERAGE AND LIMITS OF SUCH POLICY; THERE IS NO GUARANTY OF COVERAGE, AND NO INSURANCE OR RESPONSIBILITY WHATSOEVER WILL ATTACH TO ANY SERVICES THAT ARE EITHER NOT PAID IN FULL,SCHEDULED OUTSIDE OF THE PORTAL, OR DUE TO OTHER BREACHES OF THIS AGREEMENT.
THIS LIMITATION OF LIABILITY IS INTENDED TO APPLY WITHOUT REGARD TO WHETHER OTHER PROVISIONS OF THIS AGREEMENT HAVE BEEN BREACHED OR HAVE PROVEN INEFFECTIVE OR IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW FOR LIMITED LIABILITY OR EXCLUSION OF CERTAIN WARRANTIES, CONDITIONS OR REPRESENTATIONS SO NOT ALL OF THE ABOVE LIMITATIONS MAY APPLY TO YOU. YOU ACKNOWLEDGE AND UNDERSTAND THAT THE DISCLAIMERS, EXCLUSIONS AND LIMITATIONS OF LIABILITY SET FORTH HEREIN FORM AN ESSENTIAL BASIS OF THE AGREEMENT BETWEEN THE PARTIES HERETO, THAT THE PARTIES HAVE RELIED UPON SUCH DISCLAIMERS, EXCLUSIONS AND LIMITATIONS OF LIABILITY, AND THAT ABSENT SUCH DISCLAIMERS, EXCLUSIONS AND LIMITATIONS OF LIABILITY, THE TERMS AND CONDITIONS OF THIS AGREEMENT WOULD BE SUBSTANTIALLY DIFFERENT.
This Agreement will remain in full force and effect while you access and/or use the Site, Application or Services, and remains in effect until you or HereSpa terminates this Agreement.
You may terminate this Agreement at any time by sending us an email or by deleting your account.
We may (a) suspend your rights to use the Portal (including your Account) or (b) terminate this Agreement immediately and without notice to you, at any time for any reason at our sole discretion, including but not limited to, any use of the Portal or Services in violation of this Agreement or our discontinuance of the Portal. Upon termination of this Agreement, your Account and right to access and use the Portal will terminate immediately. You understand that any termination of your Account involves deletion of your Service Provider or Customer User Content, as applicable from our databases, and all referral credits or Promo Codes shall be rendered void and have further value. For minor violations or where otherwise appropriate as HereSpa determines in its sole discretion, you will be given notice and an opportunity to resolve the issue. If we have terminated your account, You agree not to create an account or otherwise use the Portal, directly or indirectly. We will not have any liability whatsoever to you for any termination of this Agreement, including for termination of your Account or deletion of your User Content. Upon termination of this Agreement, all provisions will terminate except those that by their nature should survive.
If you are a Service Provider and your account is terminated, any scheduled booking(s) will be automatically cancelled, and HereSpa shall have no liability for economic, reputational, or other damages associated with such termination. No Service Provider shall have any proprietary rights to any Customer data or Customer reservations for Services. Until a Service is provided by a Service Provider, such Service Provider has no property rights or other proprietary rights to any reservation, Customer, data, or other item of value the may result from participation in the Portal. If you terminate your account as a Customer, any scheduled booking(s) will be automatically cancelled, and any refund will depend upon the terms of our cancellation policy.
Please read the following arbitration agreement in this Section (“Arbitration Agreement”) carefully. It requires you to arbitrate disputes with HereSpa and limits the manner in which you can seek relief from us.
Applicability of Arbitration Agreement. Arbitration shall be subject to the Federal Arbitration Act and not any state arbitration law. The arbitration shall be conducted in Atlanta, Fulton County, Georgia, United States of America (the “Forum”), before one commercial arbitrator with substantial experience in resolving commercial contract disputes from the American Arbitration Association (“AAA”). By using the Portal and agreeing to the terms to this Agreement, you explicitly agree that the Forum is not an unreasonable inconvenience, and that the convenience and benefits derived from the opportunity for access to the Portal and the Services its Service Providers provide, is sufficient consideration and benefit to accept all the Agreement’s terms, including the requirement that you seek resolution by arbitration only in the Forum and under the terms of the Arbitration Agreement. As modified by this Agreement, and unless otherwise agreed upon by the parties in writing, the arbitration will be governed by the AAA’s Commercial Arbitration Rules and, if the arbitrator deems them applicable, the Supplementary Procedures for Consumer Related Disputes (collectively, the “Rules and Procedures”).
You are thus GIVING UP YOUR RIGHT TO GO TO COURT to assert or defend your rights EXCEPT for matters that you file in small claims court. Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury. You are entitled to a FAIR HEARING, BUT the arbitration procedures are SIMPLER AND MORE LIMITED THAN RULES APPLICABLE IN COURT. Arbitrator decisions are as enforceable as any court order and are subject to VERY LIMITED REVIEW BY A COURT.
You and HereSpa must abide by the following rules:(1) ANY CLAIMS BROUGHT BY YOU OR HERESPA MUST BE BROUGHT IN THE PARTY’S INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING; (2) THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS, MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING, AND MAY NOT AWARD CLASS-WIDE RELIEF; (3) the arbitrator shall honor claims of privilege and privacy recognized at law; (4) the arbitration shall be confidential, and neither you nor we may disclose the existence, content or results of any arbitration, except as may be required by law or for purposes of enforcement of the arbitration award; (5) the arbitrator may award any individual relief or individual remedies that are permitted by applicable law; and (6) each side pays its own attorneys’ fees and expenses unless there is a statutory provision that requires the prevailing party to be paid its fees and litigation expenses, and, in such instance, the fees and costs awarded shall be determined by the applicable law.
Authority of Arbitrator. The arbitrator shall have exclusive authority to (a) determine the scope and enforceability of this Agreement and (b) resolve any dispute related to the interpretation, applicability, enforceability, or formation of this Agreement including, but not limited to, any assertion that all or any part of this Agreement is void or voidable. The arbitration will decide the rights and liabilities, if any, of you and HereSpa. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the arbitral forum’s rules, and the Agreement (including the Arbitration Agreement). The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and us.
Waiver of Jury Trial. YOU AND HereSpa KNOWINGLY AND VOLUNTARILY HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and HereSpa are instead electing that all disputes, claims, or requests for relief shall be resolved by arbitration under this Arbitration Agreement, except as specified above.
Waiver of Class or Other Non-Individualized Relief. ALL DISPUTES, CLAIMS, AND REQUESTS FOR RELIEF WITHIN THE SCOPE OF THIS AGREEMENT MUST BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS OR COLLECTIVE BASIS, ONLY INDIVIDUAL RELIEF IS AVAILABLE, AND CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER.
For more information on AAA, the Rules and Procedures, or the process for filing an arbitration claim, you may call AAA at 800-778-7879 or visit the AAA website at http://www.adr.org.
Changes to Agreement and Notice. This Agreement is subject to occasional revision by us in our sole discretion, and if we make any material changes, or have some other need to notify you, we may notify you by sending you an e-mail to the last e-mail address you provided to us (if any) and/or by prominently posting notice of the changes in the Portal. Any changes to this Agreement will be effective upon posting on the Portal, or the date identified in the email or notice (if later). If the last e-mail address that you have provided us is not valid, or for any reason is not capable of delivering to you the notice described above, our dispatch of the e-mail containing such notice will nonetheless constitute effective notice of the changes described in the notice. Continued use of Portal following notice of such changes will indicate your acknowledgement of such changes and agreement to be bound by the terms and conditions of such changes.
Questions, Complaints, Claims. If you have any questions, complaints or claims with respect to the Portal, please contact us at: firstname.lastname@example.org. We will do our best to address your concerns. If you feel that your concerns have been addressed incompletely, we invite you to let us know for further investigation.
Choice of Law and Venue. This Agreement is made under and will be governed by and construed in accordance with the laws of the State of Georgia, consistent with the Federal Arbitration Act, without giving effect to any principles that provide for the application of the law of another jurisdiction.
Entire Agreement. This Agreement constitutes the entire agreement between you and us regarding the use of the Portal. Our failure to exercise or enforce any right or provision of this Agreement will not operate as a waiver of such right or provision.
Severability. If any part or parts of this agreement are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Agreement shall continue in full force and effect.
Assignment. This Agreement, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without our prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be invalid. We may freely assign this Agreement and all Customers and Service Providers will be subject to the terms and conditions of this Agreement and any updates thereto for as long as the Customers and Service Providers use the Portal. The terms of this Agreement will be binding upon assignees.