Last updated JANUARY 1, 2025
RDEPOT LCC
END-USER LICENSE AND TERMS OF SERVICE
PLEASE READ THE FOLLOWING END-USER LICENSE AGREEMENT AND TERMS OF SERVICE (“AGREEMENT”) CAREFULLY.
THIS AGREEMENT, TOGETHER WITH OUR PRIVACY POLICY AND ALL OTHER TERMS GOVERNING SPECIFIC RDEPOT LCC PRODUCTS, SERVICES, OR MATERIALS, WHETHER OR NOT INCLUDED ON THIS PAGE (THE “SUPPLEMENTAL TERMS”) IS A LEGAL AGREEMENT BETWEEN YOU AND RDEPOT LLC INCLUDING ITS SUBSIDIARIES AND AFFILIATES (“RDEPOT LCC,” “WE” OR “US”). BY DOWNLOADING, ACCESSING, INSTALLING OR USING RDEPOT LCC’s MOBILE APPLICATIONS (THE “APPS”) OR WEBSITES (THE “SITES”), INCLUDING WITHOUT LIMITATION THOSE ASSOCIATED WITH RRDEPOT LCC, OR BY USING OR RECEIVING ANY SERVICES SUPPLIED TO YOU BY RDEPOT LCC (COLLECTIVELY WITH THE APP AND THE SITE, THE “SERVICES”), YOU REPRESENT TO US THAT YOU ARE LEGALLY COMPETENT TO ENTER INTO AND AGREE TO THE TERMS OF THIS AGREEMENT, AND YOU AGREE TO THE ARBITRATION AGREEMENT (UNLESS YOU FOLLOW THE OPT-OUT PROCEDURE) AND CLASS ACTION WAIVER DESCRIBED IN THIS AGREEMENT TO RESOLVE ANY DISPUTES WITH RDEPOT LCC. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, PLEASE DO NOT ACCESS, INSTALL OR USE THE SERVICES.
If you do not agree to be bound by this Agreement, then you may not use the Services. RDEPOT LCC reserves the right to modify this Agreement at any time without prior notice. You agree that each visit you make to the Sites or the Apps will be subject to the then-current Agreement, and continued use of the Services now or following modifications in this Agreement confirms that you have read, accepted, and agreed to be bound by such modifications. The term “you” or “user” shall refer to any person or entity who uses, downloads, accesses, browses the Apps or the Sites or uses or receives any Services. By using the Services, you represent and warrant that you are at least 18 years of age and the age of majority in the jurisdiction in which you reside, except as otherwise set forth below.
Age-Restricted Products:
Regulatory Compliance. You agree that your use of the Services, the purchase of any of the adult novelty, enhancement items, lingerie, and all age-restricted products contained on the Apps or the Sites (“Age-Restricted Products”), delivery of the Age-Restricted Products, and/or use of the Age-Restricted Products will not violate any local, state, or federal laws and regulations (the “Laws”).
The Age-Restricted Products are solely for legal, personal use and not for resale, and nothing in the Sites or the Apps shall be construed as condoning or promoting the use of any controlled or illegal substance. By purchasing Age-Restricted Products on the Sites, you are representing that the person receiving an order that contains Age-Restricted Products from RDEPOT LCC is over the age of 18, and will provide photo identification upon delivery to verify their age.
RDEPOT LCC and/or its employees, agents, contractors, or designated common carriers reserve the right to refuse delivery to any individual who fails to provide such identification. You agree that you will not furnish Age-Restricted Products obtained through RDEPOT LCC to any Person who is not a lawful consumer.
When your order is approved by your credit card company, you own the goods. You are responsible for compliance with all laws regarding such deliveries.
License Grant:
Subject to the terms, conditions, and limitations contained in this Agreement, your compliance with this Agreement and your payment of any applicable fees, RDEPOT LCC hereby grants to you a limited, non-exclusive, non-transferable, non-sublicensable, personal license to access and make personal and non-commercial use of the Services (including updates and upgrades that replace or supplement the Services in any respect and which are not distributed with a separate license, and any documentation) on a mobile device or computer that you own or control. This license does not include any resale or commercial use of any Service; any collection and use of any Product listings, descriptions, or prices; any derivative use of any Service or its contents; any downloading, copying, or other use of account information for the benefit of any third party; or any use of data mining, robots, or similar data gathering and extraction tools. This Agreement does not permit you to install or use the Apps on a mobile device that you do not own or control and you may not distribute or make the Apps available over a network where it could be used by multiple devices at the same time.
All rights not expressly granted to you in this Agreement are reserved and retained by RDEPOT LCC or its suppliers, rightsholders, or partners. No part of the Services may be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without express written consent of RDEPOT LCC. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of RDEPOT LCC without express written consent. You may not use any meta tags or any other “hidden text” utilizing RDEPOT LCC’s name or trademarks without the express written consent of RDEPOT LCC. You may not misuse the Services. You may use the Services only as permitted by Law and this Agreement. The licenses granted by RDEPOT LCC terminate automatically if you do not comply with this Agreement.
License Limitations. You agree to protect the Services, and their proprietary content, information and other materials, from any unauthorized access or use, and you agree that you will not use the Services or such proprietary content, information or other materials except as expressly permitted herein or expressly authorized in writing by RDEPOT LCC. Except as specifically permitted herein or expressly authorized in writing by RDEPOT LCC, you agree that you will not directly or indirectly: (a) distribute, sell, assign, encumber, transfer, rent, lease, loan, sublicense, modify, time-share or otherwise exploit the Services in any unauthorized manner, including but not limited to by trespass or burdening network capacity; (b) use the Services in any service bureau arrangement; (c) copy, reproduce, adapt, create derivative works of, translate, localize, port or otherwise modify the Services, any updates, or any part thereof in any form or manner or by any means; or (d) permit any third party to engage in any of the acts described in clauses (a) through (c). You understand and agree that you are not permitted to: (i) remove or alter any copyright or other proprietary rights’ notice or restrictive rights legend contained or included in the Services; (ii) decompile, disassemble, reverse compile, reverse assemble, reverse translate or otherwise reverse engineer the Services, any updates, or any part thereof (except as and only to the extent any foregoing restriction is prohibited by applicable Law or to the extent as may be permitted by the licensing terms governing use of any open sourced components included with the Services); (iii) use any means to discover the source code or to discover the trade secrets in the Services; or (iv) otherwise circumvent any functionality that controls access to or otherwise protects the Services. Any attempt to do any of the foregoing is a violation of the rights of RDEPOT LCC. If you breach these restrictions, you may be subject to prosecution and damages.
Terms of Service:
You agree that: (a) you will not use the Services if you are not fully able and legally competent to agree to the terms of this Agreement; (b) you will only use the Services for lawful purposes; you will not use the Services for sending or storing any unlawful material or for fraudulent purposes or to engage in any illegal, offensive, indecent or objectionable conduct; (c) you will not use the Services to advertise, solicit or transmit commercial advertisements, including “spam”; (d) you will not use the Services to cause nuisance, annoyance or inconvenience; (e) you will not impair the proper operation of the network, (f) you will not try to harm the Services in any way whatsoever; (g) you will not copy, or distribute the Services or other content without written permission from RDEPOT LCC; (h) you will only use the Services for your own use and will not resell it to a third party; (i) you will keep secure and confidential your account password or any identification we provide you which allows access to the Services; (j) you will only use an access point or registered account which you are authorized to use; (k) you will provide us with whatever proof of identity we may reasonably request; (l) you will provide your delivery partner with your state issued ID when the delivery arrives that proves that you are the requisite age as applicable, and, if such state issued ID was not issued by the state in which such delivery occurs, upon request, you will provide such other form(s) of identification as may be requested by the delivery partner; (m) your delivery request may be declined for any reason; and (n) you are aware that a restocking or other cancellation fee (“Restocking Fee”) may be assessed, in accordance with our NO cancellations policy. RDEPOT LCC makes no representation as to any Laws of any jurisdiction regarding the sale, service, transportation or delivery of Products to a customer/consumer, including you. RDEPOT LCC shall not be liable for any loss or damage arising from your failure to comply with the terms set forth in this Agreement or to comply with applicable Law. RDEPOT LCC explicitly reserves the right to refuse access to the Services at any time without notice for your failure to abide by the terms as set forth in this Agreement or to comply with applicable Laws.
RDEPOT LCC does not sell products for individuals under the age of 18. If you are under 18, you may NOT use the Services with involvement of a parent or guardian.
All age-restricted Products are intended for adults. RDEPOT LCC reserves the right to refuse service, terminate accounts, remove or edit content, or cancel orders in its sole discretion.
Fees
Except as otherwise set forth in this Agreement, any fees which RDEPOT LCC may charge you for the Services are due immediately. When you initiate a transaction with us, RDEPOT LCC’s third party payment processor will authorize your credit or debit card for the full amount of your purchase. We may decline an order for any reason. A full refund may be issued by RDEPOT LCC, in its sole discretion, for any reason if we decline your order. RDEPOT LCC, at its sole discretion, may make promotional offers with different features and different rates to any customer. These promotional offers, unless made to you, shall have no bearing whatsoever on your offer or contract. We may change the fees for the Services in our sole discretion.
Reservation of Rights. All rights not expressly granted to you in this Agreement are reserved and retained by RDEPOT LCC or its suppliers, rightsholders, or partners. No part of the Services may be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without express written consent of RDEPOT LCC.
Account and Password
If you use the Services, you are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer or mobile device, and you agree to accept responsibility for all activities that occur under your account or password.
No Third-Party Beneficiary.
By accessing the Services, you certify that such access is for your own benefit and information, and that the Products are solely for your own personal use and not for any other Person. “Person” shall include all natural persons, corporations, legal entities, and any of their/its directors, officers, agents, servants, employees, affiliates, subsidiaries, or partners.
Third-Party Materials:
The Services may display, include or make available content, data, information, applications or materials from third parties including Products (“Third Party Materials”) or provide links to certain third-party web sites. By using the Services, you acknowledge and agree that RDEPOT LCC is not responsible for examining or evaluating the content, accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect of such Third-Party Materials or web sites. RDEPOT LCC does not warrant or endorse and does not assume and will not have any liability or responsibility to you or any other person for any third-party services, Third Party Materials or web sites, or for any other materials, products, or services of third parties.
Indemnification:
By entering into this Agreement and using the Services, you agree that you will indemnify, defend and hold harmless RDEPOT LCC, and its owners, directors, officers, employees and attorneys (collectively, “Indemnified Parties”), from and against any and all claims, demands, causes of action, proceedings, losses, damages, fines, penalties, liabilities, judgments, orders, costs and expenses (including reasonable attorneys’ fees and legal costs) sustained or incurred by or asserted against the Indemnified Parties by reason of, arising from, or in any way attributable to: (a) your violation or breach of any term of this Agreement or any applicable Law or regulation; (b) your violation of any rights of any third party; (c) your use or misuse of the Services; or (d) any negligence or wrongful act or omission of or by you or anyone acting on your behalf.
DISCLAIMER OF WARRANTIES AND LIMITATION ON LIABILITY:
RDEPOT LCC and its partners, owners, subsidiaries, and affiliates, and their respective directors, officers, agents, servants, and employees (the “RDEPOT LCC Entities) shall not be held liable for your use of the Services, any purchases using the Services, or any injury alleged to have been caused by either. RDEPOT LCC reserves the right to deny the sale and/or delivery of any Product, which it determines may or shall violate applicable Laws. The exercise of this right does not alleviate, amend, eliminate, or abridge your obligation to adhere to applicable Laws, nor does it impose an affirmative responsibility on RDEPOT LCC to verify your adherence to applicable Laws.
YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE SERVICES ARE AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES (INCLUDING, WITHOUT LIMITATION, ANY THIRD PARTY MATERIALS, THIRD PARTY SOFTWARE OR SERVICES) IS PROVIDED TO YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND RDEPOT LCC HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE SERVICES OR THE PRODUCTS (INCLUDING THE USE, PERFORMANCE AND SUPPORT THEREOF), EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY, OF QUIET ENJOYMENT, TITLE OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS, INTERFERENCE WITH ENJOYMENT, COMPLETENESS, INTEGRATION, FREEDOM FROM DEFECTS OR DISABLING DEVICES, UNINTERRUPTED USE AND ALL WARRANTIES IMPLIED FROM ANY COURSE OF DEALING OR USAGE OF TRADE. RDEPOT LCC DOES NOT WARRANT THAT (A) THE SERVICES WILL MEET YOUR REQUIREMENTS, (B) OPERATION OF THE SERVICES WILL BE UNINTERRUPTED OR VIRUS- OR ERROR-FREE, (C) THAT THE SERVICES WILL OPERATE OR BE COMPATIBLE WITH ANY OTHER APPLICATION OR ANY PARTICULAR SYSTEM OR DEVICE, (D) DEFECTS IN THE SERVICES WILL BE CORRECTED OR (E) THAT THE APP WILL BE AVAILABLE FOR REINSTALLS ON THE SAME OR MULTIPLE DEVICES. NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY RDEPOT LCC OR ITS AUTHORIZED AGENT OR REPRESENTATIVE SHALL CREATE A WARRANTY. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES SO SOME OR ALL OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. TO THE EXTENT NOT PROHIBITED BY LAW, YOU AGREE THAT IN NO EVENT WILL ANY RDEPOT LCC ENTITY BE LIABLE (I) FOR DAMAGES OF ANY KIND, INCLUDING DIRECT, INDIRECT, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, LOSS OF USE, DATA OR PROFITS, BUSINESS INTERRUPTION OR ANY OTHER DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE SERVICES), HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, WHETHER UNDER THIS AGREEMENT OR OTHERWISE ARISING IN ANY WAY IN CONNECTION WITH THE SERVICES OR THIS AGREEMENT AND WHETHER IN CONTRACT, STRICT LIABILITY OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) EVEN IF A RDEPOT LCC ENTITY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE, OR (II) FOR ANY OTHER CLAIM, DEMAND OR DAMAGES WHATSOEVER RESULTING FROM OR ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE DELIVERY, USE OR PERFORMANCE OF THE SERVICES, INCLUDING ANY LOSS OF PROPERTY OR REVENUES OR ANY CLAIM, DEMAND OR DAMAGES ARISING FROM ANY TRANSACTION THROUGH THE SERVICES INITIATED OR COMPLETED BETWEEN YOU AND RDEPOT LCC. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE EXCLUSION OR LIMITATION MAY NOT APPLY TO YOU. If, for any reason, a court finds RDEPOT LCC liable for damages notwithstanding the foregoing, in no event shall the RDEPOT LCC Entities’ total liability for all damages arising out of or in connection with the Services or this Agreement exceed the amount paid by you to RDEPOT LCC for your use or receipt of the Services. The foregoing limitations will apply even if the above stated remedy fails of its essential purpose. You agree that the above limitations of liability together with the other provisions in this Agreement that limit liability are essential terms of this Agreement and that RDEPOT LCC would not be willing to perform the Services or grant you the rights set forth in this Agreement but for your agreement to the above limitations of liability; you are agreeing to these limitations of liability to induce RDEPOT LCC to grant you the rights set forth in this Agreement.
Ownership:
The Services and their content, including their “look and feel” (e.g., text, graphics, images, logos), proprietary content, information and other materials, are protected under intellectual property, copyright, trademark and other Laws. You acknowledge and agree that RDEPOT LCC and/or its licensors own all right, title and interest in and to the Services (including without limitation any and all patent, copyright, trade secret, trademark, show-how, know-how and any and all other intellectual property rights therein or related thereto) and you agree not to take any action(s) inconsistent with such ownership interests. You do not acquire any rights or licenses under any of RDEPOT LCC’s (or its licensors’) patents, patent applications, copyrights, trade secrets, trademarks or other intellectual property rights on account of this Agreement.
Any and all (a) suggestions for correction, change and modification to the Services and other feedback (including but not limited to quotations of written or oral feedback), information and reports provided to RDEPOT LCC by you (collectively “Feedback”), and all (b) improvements, updates, modifications or enhancements, whether made, created or developed by RDEPOT LCC or otherwise relating to the Services (collectively, “Revisions”), are and will remain the property of RDEPOT LCC. You acknowledge and expressly agree that any contribution of Feedback or Revisions does not and will not give or grant you any right, title or interest in the Services or in any such Feedback or Revisions. All Feedback and Revisions become the sole and exclusive property of RDEPOT LCC may use and disclose Feedback and/or Revisions in any manner and for any purpose whatsoever without further notice or compensation to you and without retention by you of any proprietary or other right or claim. You hereby assign to RDEPOT LCC any and all right, title and interest (including, but not limited to, any patent, copyright, trade secret, trademark, show-how, know-how, moral rights and any and all other intellectual property right) that you may have in and to any and all Feedback and Revisions. At RDEPOT LCC’s request, you will execute any document, registration or filing required to give effect to the foregoing assignment.
Modifications:
We may modify this Agreement at any time. Modifications become effective immediately upon your first access to or use of the Services after the “Last Revised” date at the end of this Agreement. Your continued access or use of the Services after the modifications have become effective will be deemed your conclusive acceptance of the modified Agreement. If you do not agree with the modifications, then please uninstall and do not access or use the Services. You acknowledge and agree that if RDEPOT LCC modifies any provision of this Agreement, You will not have a renewed opportunity to opt out of arbitration. You further acknowledge and agree that if You opt out of the Arbitration Agreement, and at the time of Your receipt of this Agreement You were bound by an existing agreement to arbitrate disputes arising out of or related to your use of the Services.
Termination:
RDEPOT LCC may suspend or terminate your online account(s) or cease providing you with all or part of the Services at any time for any reason, with or without notice to you, including, but not limited to, if we reasonably believe: (a) you have violated this Agreement, (b) you create risk or possible legal exposure for us; or (c) our provision of the Services to you is no longer commercially viable. We will make reasonable efforts to notify you of such cessation or termination by the email address associated with your account(s) or the next time you attempt to access your account(s) or the Services. Upon termination, you will cease all use of the Services. Termination will not limit any of RDEPOT LCC’s other rights or remedies at Law or in equity. This section along with all sections which by their nature should survive any termination or expiration shall survive termination or expiration of this Agreement.
Export Laws:
You agree that you will not export or re-export, directly or indirectly the Services and/or other information or materials provided by RDEPOT LCC hereunder, to any country for which the United States or any other relevant jurisdiction requires any export license or other governmental approval at the time of export without first obtaining such license or approval.
Taxes:
You are solely responsible for any and all duties, taxes, levies or fees (including any sales, use or withholding taxes) imposed on or in connection with this Agreement by any authority.
Injunctive Relief. You agree that a breach of this Agreement will cause irreparable injury to RDEPOT LCC for which monetary damages would not be an adequate remedy and RDEPOT LCC shall be entitled to seek equitable relief in addition to any remedies it may have hereunder or at Law without a bond, other security or proof of damages.
DISPUTE RESOLUTION – Mutual Arbitration, No Class Actions; PLEASE READ. ANY DISPUTE OR CLAIM RELATING IN ANY WAY TO THIS AGREEMENT OR THE SERVICES WILL BE RESOLVED ON AN INDIVIDUAL BASIS BY FINAL AND BINDING ARBITRATION, RATHER THAN IN COURT, except that you may assert claims in small claims court if your claims qualify. THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED. HOWEVER, AN ARBITRATOR CAN AWARD ON AN INDIVIDUAL BASIS THE SAME DAMAGES AND RELIEF AS A COURT (INCLUDING INJUNCTIVE AND DECLARATORY RELIEF OR STATUTORY DAMAGES) AND MUST FOLLOW THE TERMS OF THIS AGREEMENT AS A COURT WOULD.
Except as otherwise stated in this Arbitration provision, any dispute, controversy or claim arising out of or relating to this Agreement, including any question regarding its breach, termination, enforcement, interpretation or validity, or Services, shall be finally settled by arbitration. This Arbitration Provision shall apply, without limitation, to all claims that arose or were asserted before the effective date of this Agreement or any prior version of this Agreement. This Arbitration Provision is exclusively governed by the Federal Arbitration Act (9 U.S.C. §§ 1–16) (“FAA”) and evidences a transaction involving commerce. The Parties further agree that the FAA shall exclusively govern the interpretation and enforcement of this Arbitration Provision, and that the FAA shall apply to any and all claims arising out of or relating to the Agreement. Such claims include, but are in no way limited to, claims relating to the scope, enforceability, validity, interpretation of, enforcement of, or conscionability of this Arbitration Provision. Such claims also include, but are in no way limited to, breach of contract, consumer and data protection, and other claims arising under federal, state, or local statutory, and/or common law. If a court of competent jurisdiction determines that the FAA does not apply (it being the Parties’ intent that it will apply), then, and only in that event, will the law of arbitration of the State You last utilized Services apply. In the event any portion of this Arbitration Provision is deemed unenforceable, it shall be severed from the Arbitration Provision such that the remainder of this Arbitration Provision shall be enforceable to the fullest extent permitted by law. Regardless of any other terms of this Arbitration Provision or the Agreement, nothing prevents You from making a report to or filing a claim or charge with the Equal Employment Opportunity Commission, U.S. Department of Labor, Securities Exchange Commission, National Labor Relations Board, or Office of Federal Contract Compliance Programs. Nothing in this Arbitration Provision or the Agreement prevents the investigation by a government agency of any report, claim or charge otherwise covered by this Arbitration Provision. This Arbitration Provision does not cover disputes that, as a matter of law, may not be subject to pre-dispute arbitration agreements. And nothing in this Arbitration Provision or the Agreement prevents You from notifying any state agency, other public prosecutor, law enforcement agency, or any other governmental entity of any alleged violation of law. To the extent the Parties have both arbitrable and non-arbitrable disputes that are related, the arbitrable disputes shall proceed first in arbitration and the non-arbitrable disputes shall be stayed, and any applicable statutes of limitations tolled, pending completion of the arbitration.
; or (ii) sending the Notice by U.S. Postal Service certified mail to our registered agent Corporation Service Company, 2711 Centreville Road, Suite 400, Wilmington, DE 19808. The Notice must (x) describe the nature and basis of the claim or dispute; and (y) set forth the specific relief sought. If we do not reach an agreement to resolve the claim informally within 30 days after the notice is received, or longer if an extension is mutually agreed upon by the Parties, you or RDEPOT LCC may commence an arbitration proceeding. Engaging in an informal telephonic dispute resolution conference is a condition precedent that must be fulfilled before commencing individual arbitration. If either Party disputes whether this condition precedent has been satisfied, such dispute shall be decided by a court of competent jurisdiction and not by any arbitrator. Statutes of limitations and any filing fee deadlines shall be tolled while the Parties engage in the informal dispute resolution process required by this paragraph.
Only after the Parties have engaged in a good-faith effort to resolve the dispute through an informal telephonic dispute resolution conference, and only if this informal telephonic dispute conference fails to fully resolve the dispute, then either Party may initiate arbitration by notifying the other Party in writing via certified mail, return receipt requested, or hand delivery within the applicable statute of limitations period. This demand for arbitration must include (1) the name, telephone number, mailing address, and e-mail address of the Party seeking arbitration (if You are seeking arbitration, the e-mail address provided must be the e-mail address associated with your user account); (2) a statement of the specific legal claims being asserted and factual bases of those claims; (3) a description of the remedy sought and an accurate, good faith calculation of the amount in controversy; and (4) the original personal signature of the Party seeking arbitration (a digital, electronic, copied, or facsimile signature is not sufficient). If the Party is represented by counsel, counsel must also provide an original personal signature on the demand for arbitration (a digital, electronic, copied, or facsimile signature is not sufficient). By signing the demand for arbitration, counsel certifies to the best of counsel’s knowledge, information, and belief, formed after an inquiry reasonable under the circumstances, that (1) the demand for arbitration is not being presented for any improper purpose, such as to harass, cause unnecessary delay, or needlessly increase the cost of dispute resolution; (2) the claims and other legal contentions are warranted by existing law or by a nonfrivolous argument for extending, modifying, or reversing existing law or for establishing new law; and (3) the factual contentions have evidentiary support or, if specifically so identified, will likely have evidentiary support after a reasonable opportunity for further investigation or discovery. Any demand for arbitration by You must be delivered to RDEPOT LCC’s registered agent at registered agent Corporation Service Company, 2711 Centreville Road, Suite 400, Wilmington, DE 19808. If one law firm represents multiple parties concurrently demanding arbitration of related or similar allegations, each arbitration shall be heard by a different Arbitrator and assigned to a different case manager.
The arbitration will be conducted by the American Arbitration Association (“AAA”) under its rules as modified by this Agreement, including the AAA’s Supplementary Procedures for Consumer-Related Disputes. The AAA’s rules are available at www.adr.org or by calling 1-800-778-7879. The number of arbitrators shall be one. All issues are for the arbitrator to decide, including the scope of this arbitration clause, but the arbitrator is bound by the terms of this Agreement. Payment of all filing, administration and arbitrator fees will be governed by the AAA’s rules. We will reimburse all AAA filing, administration and arbitrator fees paid by you for claims totaling less than $10,000, unless the arbitrator determines that either the substance of your claim or the relief sought is improper or not warranted, as measured by the standards set forth in Federal Rule of Civil Procedure 11(b), in which case the payment of all such fees shall be governed by the AAA Rules. In such case, you agree to reimburse RDEPOT LCC for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. RDEPOT LCC will not seek attorneys’ fees and costs in arbitration unless the arbitrator determines the claim or the relief sought is improper or not warranted. You may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the county where you live or at another mutually agreed location. Judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The arbitrator, and not any federal, state, or local court, shall have exclusive authority to resolve any dispute relating to the interpretation, applicability, unconscionability, arbitrability, enforceability, or formation of this arbitration agreement, including any claim that all or any part of this arbitration agreement is void or voidable. However, the preceding sentence shall not apply to the paragraph below. TO THE MAXIMUM EXTENT ALLOWABLE BY LAW, ALL CLAIMS AND DISPUTES WITHIN THIS ARBITRATION PROVISION MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT A CLASS BASIS, AND CLAIMS OF MORE THAN ONE CURRENT OR FORMER USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER CURRENT OR FORMER USER OR OTHER ENTITY. To the maximum extent allowable by law, the Parties mutually agree that by entering into this Arbitration Provision, both Parties waive their right to have any dispute or claim brought, heard, or arbitrated as a class, collective, coordinated, and/or mass action, whether in court or in arbitration, and an arbitrator shall not have any authority to hear or arbitrate any class, collective, coordinated, and/or mass action or to award relief to anyone but the individual in arbitration (“Class Action Waiver”). The Parties agree that the definition of a “class, collective, coordinated, and/or mass action” includes, but is not limited to, instances in which You are represented by a law firm or collection of law firms that has filed more than 25 arbitration demands of a substantially similar nature against RDEPOT LCC within 180 days of the arbitration demand filed on Your behalf, and the law firm or collective of law firms seeks to simultaneously or collectively administer and/or arbitrate all the arbitration demands together. If more than 25 arbitration demands of a substantially similar nature are filed against RDEPOT LCC by the same law firm or collection of law firms within 180 days of one another, each arbitration demand must be filed, administered, arbitrated, and resolved in an individual manner. This Class Action Wavier does not prevent You or RDEPOT LCC from participating in a classwide settlement of claims. Notwithstanding any other clause contained in this Arbitration Provision or the Agreement, any claim in court or arbitration that all or part of this Class Action Waiver is unenforceable, unconscionable, void, voidable, or has been breached, shall be determined only by a court of competent jurisdiction and not by an arbitrator. In any case in which (1) the dispute is filed as a class, collective, coordinated, and/or mass action and (2) there is a final judicial determination that all or part of the Class Action Waiver is unenforceable, the class, collective, coordinated, and/or mass action to that extent must be litigated in a civil court of competent jurisdiction, but the portion of the Class Action Waiver that remains enforceable shall be enforced in arbitration. RDEPOT LCC may lawfully seek enforcement of this Arbitration Provision and the Class Action Waiver and seek dismissal of such class, collective, coordinated, and/or mass actions or claims. The Class Action Waiver shall be severable in any case in which the severance is necessary to ensure that the individual action proceeds in arbitration.
Notwithstanding the foregoing, we also both agree that you or we may bring suit in court for temporary or preliminary injunctive relief, including to enjoin infringement or other misuse of intellectual property rights.
Contact:
If you are having difficulty accessing or navigating the Sites or Apps or have other questions about the Services, please send an e-mail to support@romanticdepot.com
Applicable Law, Venue, and Jurisdiction. By using any Service, you agree that the Federal Arbitration Act, applicable federal Law, and the Laws of the State of NEW YORK, without regard to principles of conflict of Laws, will govern this Agreement and any dispute of any sort that might arise between you and RDEPOT LCC.
Miscellaneous:
This Agreement may not be modified by you except by a writing executed by the duly authorized representatives of RDEPOT LCC. This Agreement will inure to the benefit of and will be binding upon each party’s successors and assigns. RDEPOT LC’s failure to enforce any right or provision of this Agreement shall not be deemed a waiver of such right or provision. This Agreement and the licenses granted hereunder may be assigned by RDEPOT LCC but may not be assigned by you without the prior express written consent of RDEPOT LCC. If any provision hereof is or becomes, at any time or for any reason, unenforceable or invalid, no other provision hereof will be affected thereby and the remaining provisions will continue with the same effect as if such unenforceable or invalid provisions will not have been inserted herein; provided that the ability of either party to obtain substantially the bargained-for performance of the other will not have thereby been impaired. It is expressly understood that in the event either party on any occasion fails to perform any term hereof and the other party does not enforce that term, the failure to enforce on any occasion will not constitute a waiver of any term and will not prevent enforcement on any other occasion. Nothing contained in this Agreement will be deemed to constitute either party as the agent or representative of the other party or both parties as joint venturers or partners for any purpose. In the event that either party is prevented from performing, or is unable to perform, any of its obligations under this Agreement due to any cause beyond the reasonable control of the party invoking this provision, the affected party’s performance will be extended for the period of delay or inability to perform due to such occurrence. The headings and captions contained herein will not be considered to be part of this Agreement but are for convenience only. You and RDEPOT LCC agree that the United Nations Convention on Contracts for the International Sale of Goods will not apply to the interpretation or construction of this Agreement. Your use of the Services may also be subject to other local, state, national, or international Laws. You may contact us regarding the Services or this Agreement at: RDEPOT LCC, Phone: 1-800-462-7334 (1-800-INCREDIBLE). You agree that use of our online customer chat functions and phone calls with our customer support team may be monitored and recorded for quality control and training purposes.
This Agreement sets forth the entire understanding of the parties with respect to the matters contained herein and there are no promises, covenants or undertakings other than those expressly set forth herein.
