Terms of Service
1. PRELIMINARY PROVISIONS:
1.1. INTRODUCTION - The provisions of this User Agreement (hereinafter,
"T&C's" or simply, "Agreement") will govern your use of our website, and
you should therefore take some time to read it carefully. Should you
have any questions or comments regarding our website, or its policies,
please feel free to contact us at:
1.2. Additionally, through the use of these Terms of Service, we are
placing legal conditions on your use of this website
(www.beautywrap.com; hereinafter, the "Website"), and making
certain promises to you.
1.3. Party Definitions
1.3.1. "Us," the service provider - The BeautyWrap Inc. (hereinafter,
also referred to as simply, "BeautyWrap") is the service provider
of www.beautywrap.com. It should be obvious, but for the sake of
legal clarity, when this Agreement uses first-person pronouns such as
"Us," "We," "Our," "Ours," etc., those first-person pronouns are
referring to BeautyWrap, Inc. as the service provider for www.beautywrap.com.
1.3.2. "You," the User - As a User of this Website, this Agreement will
refer to the User as "You" or through any second-person pronouns, such
as "Your," "Yours," etc. Hereinafter, the User of the Website shall be
referred to in applicable second-person pronouns.
1.3.3. The Website - When the term "Website," is used in this set of
T&C's, it means www.beautywrap.com; unless the Agreement
specifically says otherwise.
1.4. First and foremost; BEFORE accessing or using Our Website, You must
agree to ALL of the conditions in this Terms of Service (also referred
to as, "T&C's" or "Agreement"). If You do not wish to be bound by each
and every provision in this Agreement, then You should leave
1.5. You may not unilaterally disregard any portion of this Agreement.
However, if there is a particular portion of this Agreement that You
wish to avoid, You may contact Us to negotiate a separate agreement
BEFORE You use Our Website.
1.5.1. We do not guarantee that such negotiations will be successful.
Nevertheless, if You wish to discuss Your own personalized Agreement,
please contact Us or have Your attorney do so.
1.6. If You do not understand all of the terms in this Agreement, then
You should consult with an attorney before accessing/using any portion
of Our Website, other than this Agreement.
1.7. Consideration - Consideration for Your acceptance of all the
provisions listed in this Agreement has been provided for You in the
form of allowing You to use Our Website.
1.7.1. You agree that such Consideration is adequate, and that Your
Consideration is received upon Your viewing and/or downloading, any
portion of Our Website.
1.8. Revisions to this Agreement
1.8.1. From time to time, We (and only BeautyWrap) may revise this
Agreement. We reserve the right to do so, and You specifically agree
that We have this unilateral right. You agree that all modifications or
changes to this Agreement are in force immediately upon posting. The
updated or edited version supersedes any prior versions immediately upon
its posting, and the prior version(s) shall have no continuing legal
1.8.2. If We change anything in this Agreement, the change will be
reflected in the "last modified date" at the top of this Agreement.
1.8.3. You agree to re-visit Our Website's T&C's on a weekly basis, and
to use the "refresh" button on Your browser when doing so. Upon each
visit, You agree to note the date of the last revision to this
Agreement. If the "last modified" date remains unchanged from the last
time You reviewed this Agreement, then You may presume that nothing in
the Agreement has been changed since the last time You read it.
1.8.4. If the "last modified" date has changed, You can be certain that
something in the Agreement has been changed, and You agree that You will
re-review the Agreement in its entirety and that You will agree to its
terms or immediately cease all use of any Websites in Our Network.
1.8.5. Waiver - If You fail to re-review this Agreement, as required to
determine if any of the terms have changed, You assume all
responsibility for such omissions. You also agree that such failure,
amounts to Your affirmative waiver of Your right to review the amended
terms of the Agreement. We are in no way responsible for Your neglect of
Your legal rights.
2. ACCEPTANCE AND AFFIRMATION:
2.1. You must agree to ALL of the terms in this Agreement before using
2.2. Your affirmative acceptance of all the terms provided within this
Agreement is, and will be, demonstrated by You when:
2.2.1.You click any link, button, or other device, provided to You in
any part of Our Website's interface. Upon the performance of any of
these actions, You have legally agreed to all of these T&C's; or
2.2.2. By accessing or using any of Our Services in any manner.
2.3. You understand, and agree, that We will consider any use of Our
Website as Your affirmation of Your complete and unconditional
acceptance of all of the terms in this Agreement.
3. RESTRICTIONS ON USE OF WEBSITE:
3.1. You agree that You will only use Our Website for purposes expressly
permitted and contemplated by this Agreement. You may not use the
Website for any other purposes without Our express prior written
3.2. Without Our express prior written authorization, You may not:
3.2.1. Duplicate any part of the Website or the materials contained
therein (except as expressly provided elsewhere in this Agreement);
3.2.2. Redistribute or create any derivative works based on the Website
or any of the materials contained therein. You agree that any such use
is NOT "fair use";
3.2.3. Use the Website or any of the materials contained therein for any
public display, public performance, sale or rental, and You hereby agree
and stipulate that any and all such uses are NOT "fair use";
3.2.4. Remove any copyright or other proprietary notices from the
Website or any of the Materials contained therein;
3.2.5. Circumvent any encryption or other security tools used anywhere
on the Website (including the theft of user names and passwords or using
another person's username and password in order to gain access to a
restricted area of the Website).
4.1. General Services - Our Website provides You with the ability to
view and purchase body wrap-related products, training, and services
provided by The BeautyWrap Inc.
5. DISCLAIMER AND INDEMNIFICATION:
5.1. If We determine that You or any User has used Our Website services
in violation of any law, Your ability to use the Website may be
terminated immediately and We have every right to voluntarily cooperate
with law enforcement or private aggrieved parties that We may be legally
compelled to do so. We hereby disclaim any liability for damages that
may arise from any User providing any services for any purpose that
violates any law. You do hereby agree to defend, indemnify and hold Us
harmless from any liability that may arise for Us should You violate any
5.2. You also agree to defend and indemnify Us should any third party be
harmed by Your actions or should We be obligated to defend any claims
including, without limitation, any criminal or civil action brought by
5.3. You agree to defend, indemnify, and hold harmless Us (BeautyWrap), Our officers, directors, shareholders, employees,
independent contractors, telecommunication providers, and agents, from
and against any and all claims, actions, loss, liabilities, expenses,
costs, or demands, including without limitation legal and accounting
fees, for all damages directly, indirectly, and/or consequentially
resulting or allegedly resulting from Your (or You under another
person's authority - including without limitation to governmental
agencies) use, misuse, or inability to use the Website or any of the
Materials contained therein, or Your breach of any part of this
Agreement. We shall promptly notify You by electronic mail of any such
claim or suit, and cooperate fully (at Your expense) in the defense of
such claim or suit. We reserve the right to participate in the defense
of such claim or defense at Our own expense, and choose Our own legal
counsel; however, We are not obligated to do so.
6. INTELLECTUAL PROPERTY INFORMATION:
6.1. "The BeautyWrap"; and "www.beautywrap.com" are Our Service Mark(s) and/or Trademark(s).
6.2. Other companies' product and service names referenced on Our
Website may be trademarks and service marks of their respective
companies and are the exclusive property of such respective owners, and
may not be used publicly without the express written consent of the
owners and/or holders of such trademarks and service marks.
6.3. COPYRIGHT - This Website belongs to Us (The BeautyWrap Inc.), and We
either own or have rights to display all of the materials thereupon. You
may not use any of Our Content or Materials, without Our express written
7. LIMITATION OF LIABILITY:
7.1. In no event, shall We (or Our licensors, agents, suppliers,
resellers, service providers, or any other subscribers or suppliers) be
liable to You, or any other third party for any direct, special,
indirect, incidental, consequential, exemplary, or punitive damages,
including without limitation, damages for loss of profits, loss of
information, business interruption, revenue, or goodwill, which may
arise from any person's use, misuse, or inability to use the Website or
any of the Materials contained therein, even if We have been advised of
the probability of such damages. This is for any matter arising out of
or relating to this Agreement, whether such liability is asserted on the
basis of contract, tort or otherwise, even if We have been advised of
the possibility of such damages.
8. COMPLAINT POLICY:
8.1. You agree that if You have any complaint about any content on Our
Website, that You will provide notice to Us by mail or fax to:
The BeautyWrap Inc.
2452 Enterprise Road, Suite 2024
Clearwater, FL 33763
Fax: (727) 216-3791
8.2. You agree that We shall have ten (10) business days after RECEIPT
of said notice to evaluate Your concerns.
8.3. After evaluating Your concerns, We will either inform You that We
do not believe Your concern is valid, or We will request Your preference
regarding an opportunity to cure Your concerns. This cure may include
one of the following:
8.3.1. We may offer to delete the offending material.
8.3.2. We may offer to modify the offending material.
8.3.3. We will engage You and seek any other alternative resolution that
will mitigate Your damaged legal interests - whether or not We are
legally required to do so.
8.4. You acknowledge and agree that upon transmission of Your complaint
to us, You will be considered to have engaged in settlement discussions
with Us, and neither party will initiate formal legal action while
non-adversarial resolution is in progress. You agree that You will not
file suit unless and until We issue a statement to You that We have
taken Our final action, and that no further action will be taken without
adversarial proceedings. At that point, You may proceed with arbitration
as provided for under this Agreement.
8.5. You acknowledge that once You accept any of Our offers of
nonadversarial resolution, that You irrevocably waive any and all
possible claims for any allegedly offending material on Our Website and
that if You do bring any action against Us that You hereby stipulate
that You will bear Your own costs and fees incurred in the action,
regardless of the outcome of that action, and that You stipulate that
Your damages will be limited to $1, and no more, and that You hereby
acknowledge that such amount of $1 is sufficient and adequate.
8.6. You understand that no part of this Agreement obligates Us to go
beyond that required by law, and this Agreement is in place for Your
convenience. If We believe that Your requests are unreasonable, We
reserve every right to terminate discussions with or file suit against
You to recover any legal fees incurred due to harassing or unreasonable
9. GENERAL PROVISIONS:
9.1. Governing Law - This Agreement and all matters arising out of, or
otherwise relating to, this Agreement shall be governed by the laws of
the state of Florida, excluding its conflict of law provisions. The sum
of this paragraph is that any and all disputes must be, without
exception, brought to court and litigated in Orange County, Florida.
9.1.1. All parties to this Agreement agree that all actions or
proceedings arising in connection with this Agreement or any services or
business interactions between the parties that may be subject to this
Agreement shall be tried and/or litigated exclusively in the state and
federal courts located in Orange County, Florida.
9.1.2. The parties agree to exclusive jurisdiction in, and only in,
Orange County, Florida.
9.1.3. The parties agree to exclusive venue in, and only in, Orange
9.1.4. The parties additionally agree that this choice of venue and
forum is mandatory and not permissive in nature, thereby precluding any
possibility of litigation between the parties with respect to, or
arising out of, this Agreement in a jurisdiction other than that
specified in this paragraph.
9.1.5. All parties hereby waive any right to assert the doctrine of
forum non-conveniens or similar doctrines, or to object to venue with
respect to any proceeding brought in accordance with this paragraph or
with respect to any dispute under this Agreement whatsoever.
9.1.6. All parties stipulate that the state and federal courts located
in Orange County, Florida shall have personal jurisdiction over them for
the purpose of litigating any dispute, controversy, or proceeding
arising out of (or related to) this Agreement and/or the relationship
between the parties contemplated thereby.
9.1.7. Each party hereby authorizes and accepts service of process
sufficient for personal jurisdiction in any action against it, as
contemplated by this paragraph by registered or certified mail, Federal
Express, proof of delivery or return receipt requested, to the parties
address for the giving of notices as set forth in this Agreement.
9.1.8. Any final judgment rendered against a party in any action or
proceeding shall be conclusive as to the subject of such final judgment
and may be enforced in other jurisdictions in any manner provided by law
if such enforcement becomes necessary.
9.2. Binding Arbitration - If there is a dispute between the parties
arising out of or otherwise relating to this Agreement, the parties
shall meet and negotiate in good faith to attempt to resolve the
dispute. If the parties are unable to resolve the dispute through direct
negotiations, then, except as otherwise provided herein, the parties
must submit the issue to binding arbitration in accordance with the
then-existing Commercial Arbitration Rules of the American Arbitration
Association. Arbitral Claims shall include, but are not limited to,
contract and tort claims of all kinds, and all claims based on any
federal, state or local law, statute, or regulation, excepting only
claims under applicable worker's compensation law, unemployment
insurance claims, actions for injunctions, attachment, garnishment, and
other equitable relief. The arbitration shall be conducted in Orange
County, Florida, and conducted by a single arbitrator, knowledgeable in
Internet and e-Commerce disputes.
9.3. The Arbitrator shall have no authority to award any punitive or
exemplary damages; certify a class action; add any parties; vary or
ignore the provisions of this Agreement; and shall be bound by governing
and applicable law. The arbitrator shall render a written opinion
setting forth all material facts and the basis of his or her decision
within thirty (30) days of the conclusion of the arbitration proceeding.
THE PARTIES HEREBY WAIVE ANY RIGHTS THEY MAY HAVE TO TRIAL BY JURY IN
REGARD TO ARBITRAL CLAIMS.
9.4. No Waiver of Right to Arbitration - There shall be no waiver of the
right to arbitration unless such waiver is provided affirmatively and in
writing by the waiving party to the other party. There shall be no
implied waiver of this right to arbitration. No acts, including the
filing of litigation, shall be construed as a waiver or a repudiation of
the right to arbitrate.
9.5. The First Amendment Applies to Arbitration Proceedings - Any
arbitration tribunal shall consider the First Amendment to the United
States Constitution to be in force and effect between the parties. Both
parties stipulate to the applicability of the First Amendment's
protection of free speech, expression, and association, and both parties
stipulate that case law interpreting the First Amendment shall be
admissible and considered to be binding authority upon the Arbitrator.
9.6. Assignment - The rights and liabilities of the parties hereto will
bind and inure to the benefit of their respective assignees, successors,
executors, and administrators, as the case may be.
9.7. Severability - If for any reason a court of competent jurisdiction
or an arbitrator finds any provision of this Agreement, or any portion
thereof, to be unenforceable, that provision will be enforced to the
maximum extent permissible and the remainder of this Agreement will
continue in full force and effect.
9.8. Attorneys' Fees - In the event any party shall commence any claims,
actions, formal legal action, or arbitration to interpret and/or enforce
any of the terms and conditions of this Agreement, or relating in any
way to this Agreement, including without limitation asserted breaches of
representations and warranties, the prevailing party in any such action
or proceeding shall be entitled to recover, in addition to all other
available relief, its reasonable attorneys' fees and costs incurred in
connection therewith, including attorneys' fees incurred on appeal.
9.9. Complaints - California Residents: The Complaint Assistance Unit of
the Division of Consumer Services of the Department of Consumer Affairs
may be contacted in writing at 1020 N. Street, #501, Sacramento, CA
95814, or by telephone at 1-916-445-1254.
9.10. No Waiver - No waiver or action made by Us shall be deemed a
waiver of any subsequent default of the same provision of this
Agreement. If any term, clause or provision hereof is held invalid or
unenforceable by a court of competent jurisdiction, such invalidity
shall not affect the validity or operation of any other term, clause or
provision and such invalid term, clause or provision shall be deemed to
be severed from this Agreement.
9.11. Headings - All headings are solely for the convenience of
reference and shall not affect the meaning, construction or effect of
9.12. Complete Agreement - This Agreement constitutes the entire
Agreement between the parties with respect to Your access and use of the
Website and the Materials contained therein, and Your Membership with
the Website, and supersedes and replaces all prior understandings or
agreements, written or oral, regarding such subject matter.
10. STIPULATED LIQUIDATED DAMAGES:
10.1. In agreeing to pay liquidated damages, You acknowledge that this
amount is not a penalty and that the actual damages are uncertain and
difficult to ascertain, but that this amount represents the parties'
good faith attempt to calculate an appropriate compensation based on
anticipated actual damages.
10.2. For any breach of a portion of this Agreement that does not
specifically state a liquidated damages amount, You hereby agree that
any breach of this Agreement shall result in liquidated damages of
$5,000.00 per occurrence. You specifically agree to pay this $5,000.00
in liquidated damages.
10.3. For any breach of this Agreement resulting in liquidated damages
owed by You, You specifically agree and We expressly reserve the right
to assign Our rights to these liquidated damages to a third party.
10.4. If We are required to enlist the assistance of an Attorney or
other person to collect any liquidated damages or any other amount of
money from You, or if We are required to seek the assistance of an
Attorney to pursue injunctive relief against You, then You additionally
agree that You will reimburse Us for all fees incurred in order to
collect these liquidated damages or in order to seek injunctive relief
from You. You understand that even a nominal amount of damages may
require the expenditure of extensive legal fees, travel expenses, costs,
and other amounts that may dwarf the liquidated damages themselves. You
agree that You will pay all of these fees and costs.
Nothing more follows.