Terms of Use

Effective Date: 6/3/2021

Last Revised: 10/3/2024

 

OVERVIEW AND ACCEPTANCE OF USE

 

Welcome to Fromm International, Inc., which includes all of our subsidiaries and brands, including Fromm, Diane, and The Hair Edit (“Fromm”, “we”, “us”, and “our”), curated wholesale online marketplace connecting creative brands with retailers, accessible through our websites www.frommpro.com, and all other Fromm International brand websites (collectively, the “Site”) (together, the “Services”). Throughout these Terms of Service (“Terms”), the terms “user”, “you”, and/or “your” refer to any visitor of the Site and any user of the Services, including any Member (as defined below). These Terms govern your access to and use of the Services, and constitute a binding legal agreement between you and Fromm.

 

Please read these Terms and, our Privacy Policy, which is incorporated herein by reference and govern your access to and use of the Services. The Services are offered and available solely to users who are 18 or older. By using the Services, you represent and warrant that you are of legal age to form a binding contract with Fromm and meet the foregoing eligibility requirements. If you do not meet these requirements, you must not access or use the Services. If you are entering into these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that party to these Terms and, in such event, “you” and “your” will refer and apply to that party.

 

YOU ACKNOWLEDGE AND AGREE THAT BY ACCESSING OR USING THE SERVICES (INCLUDING BY DOWNLOADING OR POSTING ANY CONTENT FROM OR ONTO THE SERVICES), YOU AGREE TO BE BOUND BY THESE TERMS AND ALL OTHER TERMS AND POLICIES REFERENCED IN THESE TERMS. THIS APPLIES WHETHER OR NOT YOU HAVE REGISTERED ON OR THROUGH THE SERVICES. IF YOU DO NOT AGREE, THEN YOU HAVE NO RIGHT TO ACCESS OR USE THE SERVICES OR COLLECTIVE CONTENT.

 

THESE TERMS REQUIRE THE USE OF ARBITRATION TO RESOLVE INDIVIDUAL DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS, AND ALSO LIMIT THE REMEDIES AVAILABLE TO YOU SHOULD THERE BE A DISPUTE. YOUR AGREEMENT TO THESE TERMS INDICATES YOUR EXPRESS ACKNOWLEDGEMENT AND AGREEMENT THAT YOU HAVE READ AND UNDERSTAND HOW THE ARBITRATION PROVISION SET FORTH BELOW WORKS.

 

MODIFICATION

 

We reserve the right, at our sole discretion to modify, suspend, discontinue or terminate the Services or any content, feature or material we provide thereon, or to modify these Terms, at any time and without prior notice, and have no obligation to update any information thereon. We will not be liable if for any reason all or any part of the Services is unavailable at any time or for any period. From time to time, we may restrict access to some or all parts of the Services to users, including Members. You agree that it is your responsibility to monitor changes to our Services. If we modify these Terms we will post the modification on the Site and/or provide you with notice of the modification. By continuing to access or use the Services thereafter, you are indicating that you agree to be bound by the modified Terms. If the modified Terms are not acceptable to you, your only recourse is to cease using the Services.

 

DEFINITIONS

 

“Fromm Content” means Content that Fromm makes available through the Services including any Content licensed from a third party.

 

“Member” means a business that completes Fromm’s account registration process, as described under the “Account Registration” section below.

 

“Guest” means a user that does not complete the Fromm account registration process and can check out without creating an account.

 

ACCOUNT REGISTRATION, ORDERS AND PRICING

 

To access certain features of the Services, you must register to create an account (“Account”) and become a Member. You may register directly via the Site. During the registration process, you will be required to provide certain information, and you will establish a username and a password. You agree that all information you provide to register for an Account (and/or for any subsequent activity or interaction with Fromm and the Services), including through the use of any interactive features on the Services, is governed by our Privacy Policy, and you consent to all actions we take with respect to your information or information you provide, consistent with our Privacy Policy.

 

You agree to provide accurate, current and complete information during the registration process and to update such information to keep it accurate, current and complete. We reserve the right to temporarily suspend or permanently terminate your Account if any information provided during the registration process or thereafter proves to be inaccurate, not current or incomplete. You are responsible for safeguarding your password and you agree that you will not disclose it to any third party. You agree that you are solely responsible for any activities or actions under your Account, whether you authorized them or not. You will immediately notify us of any unauthorized use of your Account. We have the right to disable any user name, password or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms.

 

Some of our brands allows you to identify yourself as a student and/or salon/barber owner and receive certain wholesale discounts. If this option is available for the Site, you will be asked to identify whether you are a student and/or salon/barber owner in order to apply any applicable discount. We reserve the right to discontinue or otherwise cease any and all wholesale, student, and/or salon/barber owner discounts as we deem appropriate in or absolute and full discretion. Note that no such discounts are available via www.hairedit.com.

 

By submitting payment details in conjunction with registering for a Account and/or purchasing goods, you agree to pay for the goods purchased and any applicable taxes and other fees that may accrue, and authorize us to charge the payment method with the information you have supplied to us, and/or to credit such payment method to make any adjustments if necessary. We reserve the right to correct any errors in pricing. We have the right to refuse any order.

 

Pricing information is set forth on the Site. We do not offer price matching with other similar product providers. We also do not offer rainchecks meaning that if we indicate that an item/product is no longer available at a certain advertise sale or discounted price, that we will not offer that item/product at that certain advertised sale or discounted price at a later date when the item/product is re-stocked or otherwise made available.

 

INFLUENCER TERMS

 

From time to time, we may offer product purchase discounts codes that may be shared by users who may receive commission on non-canceled and non-returned orders paid with money where the code is used. These discount codes shall be provided at our sole and absolute discretion and we retain the right to discontinue the use of such discount codes at any time.  When publishing posts/statuses/content about the out products or services, you must clearly disclose your “material connection” with us, including the fact that you were given or will be given any consideration, was provided with certain experiences or is being paid for a particular service. The above disclosure should be clear and prominent and made in close proximity to any statements that you make about us or our products or services. Please note that this disclosure is required regardless of any space limitations of the medium (e.g. Twitter), where the disclosure can be made via Hashtags, e.g. #sponsored. Further, your statements must always reflect your honest and truthful opinions and actual experiences. You should only make factual statements about us or our products which Influencer knows for certain are true and can be verified. In some instances, we will require influencers to execute contracts with additional terms as a prerequisite to working with us.

 

OWNERSHIP

 

The Services are protected by copyright, trademark and other laws of the United States. You acknowledge and agree that the Services, including all associated intellectual property rights, are the exclusive property of Fromm, its licensors and/or other providers of such material. Other than expressly stated herein, there are no implied licenses granted under these Terms. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services. Additionally Fromm is the owner of pending, registered and/or unregistered trademarks, trade dress and trade name appearing on the Services, including the Fromm name and logo, and all related names, logos, product and service names, designs and slogans. You agree to not use such marks without Fromm’s prior written permission. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective parties.

 

LICENSE GRANTED BY FROMM

 

License Grant. Subject to the terms and conditions of these Terms, Fromm grants you: (a) a non-transferable, non-exclusive, revocable, limited license, with no right to sublicense, to use and access the Services to which you are permitted access solely for the purposes set forth in these Terms; and (b) a limited non-exclusive, revocable, non-transferable license to download and install a copy of the Application on your device solely in connection with your use of the Services.

 

Restrictions. Except as otherwise stated, the rights granted herein are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, distribute, host or otherwise commercially exploit the Services; (b) you shall not copy, reproduce, disseminate, distribute, modify, adapt, create derivative works of, publicly display, publicly perform, stream, broadcast, republish, download, disassemble, reverse compile, reverse engineer, store, post or transmit any of the material or content on our Services; and (c) you shall not interfere with or circumvent any feature of the Services, including any security or access control mechanism, in whole or in part, except as permitted in these Terms. Except as expressly granted in these Terms, no licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by Fromm, its licensors or others. If you violate the rights of Fromm, its licensors or others, your right to use the Services will stop immediately and you must, at our option, return or destroy any copies of the materials you have made.

 

RELIANCE ON INFORMATION POSTED

 

The information presented on or through the Services is made available solely for general information purposes. We do not warrant the accuracy, completeness or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Site or user of the Services, or by anyone who may be informed of any of its contents.

 

The Services include content provided by third parties, including materials provided by other users, bloggers and third party licensors. All statements and opinions expressed in these materials, and all articles and responses to questions and other content, other than the Content provided by Fromm, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of Fromm. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.

 

LINKS TO THIRD PARTY WEBSITES

 

The Services may contain links to third-party websites or resources. You acknowledge and agree that Fromm is not responsible or liable for: (a) the availability or accuracy of such websites or resources; or (b) the Content, products or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by Fromm of such websites or resources or the Content, products or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources or the Content, products, or services on or available from such websites or resources.

 

PROHIBITED USES

 

You agree not to do any of the following:

 

Post, upload, publish, submit or transmit any Content that: (a) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (b) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (c) is fraudulent, false, misleading or deceptive; (d) is defamatory, obscene, pornographic, vulgar or offensive; (e) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (f) is violent or threatening or promotes violence or actions that are threatening to any person or entity; or (g) promotes illegal or harmful activities or substances.

 

• Use, embed, display, mirror or frame the Site or Application, or any individual element within the Services, Fromm’s name, any Fromm trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without Fromm’s express written consent or as enabled by features made available by Fromm (e.g., widgets) (you may link to Fromm’s homepage, so long as you do not imply or suggest any form of association, approval or endorsement on our behalf without our express written consent but you may not link to the Site in a libelous, misleading or otherwise unlawful manner, or in any manner that violates these Terms);
• Access, tamper with or use non-public areas of the Site or Application, Fromm’s computer systems or the technical delivery systems of Fromm’s providers;
• Attempt to probe, scan, or test the vulnerability of any Fromm system or network or breach any security or authentication measures;
• Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by Fromm or any of Fromm’s providers or any other third party (including another user) to protect the Services;
• Attempt to access or search the Services through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by Fromm or other generally available third party web browsers;
• Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation to, through, or with any assistance from, the Services;
• Use any meta tags or other hidden text or metadata utilizing a Fromm trademark, logo URL or product name without Fromm’s express written consent;
• Use the Services in any manner not permitted by these Terms;
• Forge any IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Services to send altered, deceptive or false source-identifying information;
• Attempt to decipher, decompile, disassemble or reverse engineer any of the software or algorithms used to provide the Services;
• Interfere with, or attempt to interfere with, the access of any user, host or network, including sending a virus, overloading, flooding, spamming or mail-bombing the Services;
• Collect or store any personally identifiable information from the Services from other users of the Site, Services or Application without their express permission and in a manner that does not violate Fromm’s Privacy Policy;
• Impersonate or misrepresent your affiliation with any person or entity;
• Violate any applicable law or regulation; or
• Encourage or enable any other third party to do any of the foregoing.

 

Fromm will have the right to investigate and prosecute violations of any of the above to the fullest extent of the law. Fromm may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms. You acknowledge that Fromm has no obligation to monitor your access to or use of the Services, but has the right to do so for the purpose of operating the Services, to ensure your compliance with these Terms, to investigate a complaint or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. Fromm reserves the right, at any time and without prior notice, to remove or disable access to any Content that you may post, including via our review process or blog, that Fromm, in its sole discretion, considers to be in violation of these Terms, it believes if inappropriate or untrue, or otherwise harmful to Fromm and/or the Services. Fromm reserves the right to cooperate fully with law enforcement, and to involve and share information with law enforcement, governmental agencies or other oversight bodies if Fromm suspects illegal activity may be taking place.

 

PROMOTIONS

 

On occasion, we may offer promotions, contexts and/or sweepstakes. Each promotion, contest and/or sweepstakes (collectively “Promotion”) will come with own set of specific rules, including identifying the terms of the specific Promotion and when the Promotion opens and closes (the “Official Rules”). Regardless of the type of Promotion, NO PURCHASE OR PAYMENT OF ANY KIND IS NECESSARY TO ENTER OR WIN. A PURCHASE OR PAYMENT WILL NOT INCREASE YOUR CHANCES OF WINNING. Void where prohibited by law. Subject to all federal, state, provincial, territorial, and local laws, regulations, and ordinances. By entering into a Promotion you will accept the Official Rules and the General Terms and Conditions for Promotions (the “Official Rules and General Terms”) and our decisions, or our sponsors’ decisions as applicable, which are final and binding in all matters related to the particular Promotion.

 

            General Terms and Conditions for Promotions

 

These general terms and conditions for promotions apply to all Promotions. Certain terms may only be applicable depending on the type of Promotion (i.e., sweepstakes or contest).

 

• Additional Entry Requirements, Restrictions and Information

 

Entrants That Have Not Reached Age of Majority. Any entrant who is older than the required age to enter the Promotion but has not yet reached the age of majority in the jurisdiction in which he/she resides will need to obtain permission from his/her parent/legal guardian in order to enter and if chosen as a winner, the applicable prize will be awarded in the name of his/her parent or legal guardian.

 

Ineligible Participants. Employees, officers, and directors of Fromm or a Promotion sponsor or any of its parents, controlled affiliates, and subsidiaries, or any of their respective representatives, consultants, contractors, legal counsel, advertising, public relations, promotional, fulfillment, and marketing agents or agencies, website providers, web masters involved in the creation, design, execution, production, or fulfillment of the Promotion, and members of their immediate families (spouses, parents, siblings and children, regardless of where they live) and those living in the same household are not eligible to enter or win.

 

Social Media Platform Entries. If the Promotion is being run on a social media platform, each entrant must be a member of the applicable social media platform and his or her account must be set to the “public” setting in order to participate; joining the applicable social media platform used in the Promotion is free – please visit the applicable social media platform’s website for more information on how to join. Upon completing an entry, each entrant will automatically be entered with one (1) entry into the Promotion. If an entrant deletes his or her entry before the end of the Entry Period, that entrant will no longer be entered into the Promotion and must complete another entry before the end of the entry period to be re-entered into the Promotion. We will not accept entries from bot, anonymous, or promotion-primary accounts (i.e., accounts that are used primarily for the purposes of entering promotions, contests, and/or sweepstakes, and reserve the right to discard any entry from any such social media account.

 

None of our Promotions are sponsored, administered, endorsed, or in any way associated with any other social media platforms in which our Promotions may run, including, but not limited to, Instagram, Facebook, Pinterest, YouTube, Snapchat, TikToc, etc. Further, only entrants age 18  and older may enter and all entrants release all social media platforms, us, and all associated brands of all responsibility, and agree to each social media platform’s terms of use. Void where prohibited by law.

 

Limit of Entries. Most of our Promotions to not have entry limits, meaning you can enter as many times as you like pursuant to the Promotion’s rules. Multiple participants are not permitted to share the same email address or social media platform account. Any attempt by any person to obtain more than the stated number of plays and/or entries by using multiple and/or different identities, forms, registrations, email addresses, logins, or any other methods will void that person’s plays and/or entries, and that person may be disqualified at Sponsor’s sole and absolute discretion.

 

Additional Restrictions and Information. Each entrant must provide all required information and follow all entry rules to be eligible to enter and win. Entries that do not include the required components will not be eligible and will be disqualified. Bulk, automated and/or third-party entries are prohibited and will be disqualified. Entries that are incomplete, illegible, corrupted, false, lost, late or misdirected, deceptive or otherwise not in compliance with the Official Rules and General Terms may be disqualified from the Promotion at Fromm and/or the sponsor’s sole and absolute discretion. Normal Internet access, phone, and usage charges imposed by an entrant’s online or phone service may apply.

 

• Winning

 

Chances of Winning. For sweepstakes, the odds of winning are based on the number of eligible entries received during the entry period.

 

Number of Winners. In no event will there be more than the stated number of winners (total and by class (e.g., grand prize, runner-up, regular, etc.)) in the Promotion.

 

Notification of Winning. The potential winner(s) will be notified by Fromm using a method reasonably calculated to provide actual notice (which for Promotions run on a social media platform will be by direct message via the social media platform used in the Promotion).

 

Alternate Winners. If the potential winner(s) cannot be contacted after 24 hours after the first attempt to contact him/her, or if a potential winner is disqualified for any reason, Fromm and/or the sponsor will award the applicable prize to an alternate winner, which will be selected in accordance with the specific selection procedures outlined in the Official Rules. For sweepstakes, unless otherwise agreed to by Fromm and/or the sponsor in its sole discretion, only two (2) alternate drawings will be held if a potential winner is disqualified for any reason or cannot be contacted, after which that prize will remain un-awarded.

 

Verification. Winning a prize is contingent upon fulfilling all requirements set forth herein and an entrant is not a winner of any prize unless and until that entrant’s eligibility has been verified and that entrant has been notified that verification is complete. Fromm reserves the right to verify the eligibility of winners, whose decisions are final and binding in all matters related to the Promotion. A potential winner may be required to sign and return an affidavit of eligibility.

 

Disputes. In the event of a dispute as to any winning entry, the authorized account holder of the email address associated with the entry (or associated with the social media platform account associated with the entry) will be deemed to be the entrant. The “authorized account holder” is the natural person assigned an email address by an Internet access provider, online service provider or other organization responsible for assigning email addresses for the domain associated with the submitted address. Potential winners may be required to show proof of being the authorized account holder to Fromm or forfeit the prize.

 

• Prizes

 

The approximate value of any prize or element thereof represents Sponsor's good faith determination.

 

Each winner is solely responsible for payment of any and all applicable federal, state, provincial, territorial, and local taxes, fees (including any import fees), and surcharges imposed on the acceptance of the applicable prize. Physical elements of a prize will be delivered to a winner, at Sponsor’s cost and by post or common carrier selected by Sponsor, to the address provided by that winner. Shipped elements of a prize will not be insured and Sponsor will not assume any liability for lost, damaged or misdirected prizes or elements thereof.

 

No substitution or exchange of any prize will be allowed, except by Sponsor, who reserves the right to substitute a prize, or component thereof, of equal or greater value in case of unavailability of a prize, or component thereof, or force majeure.

 

• Content Submissions

 

By entering in the Promotion, you agree that your entry and any other materials submitted in connection with the Promotion may be posted on the Ste and/or other social media platforms or applications associated with the Promotion in a manner that is consistent with the Official Rules and General Terms.

 

Entries, comments and content submitted or uploaded to any social media platforms or other public sites in connection with the Promotion (collectively, “Content Submissions”) may not contain, depict or show any content that:

 

• is sexually explicit or suggestive, offensive, lewd, profane, obscene, or contains nudity or pornography;
• promotes any activities that may appear unsafe or dangerous, or any political agenda or message;
• promotes bigotry, racism, hatred or harm against any group or individual or promotes discrimination based on race, gender, ethnicity, religion, nationality, disability, sexual orientation, political orientation, citizenship, ancestry, marital status, or age;
• contains use of firearms/weapons/ammunition, any illegal drugs, violence, or the use of alcohol or tobacco products;
• promotes gambling, including without limitation, any content related to online casinos, sports books, bingo, or poker;
• defames, misrepresents or contains disparaging remarks about Fromm, and our our sponsors, users, or other companies;
• contains trademarks, logos, or trade dress (such as distinctive packaging or building exteriors/interiors) or copyrighted materials (including photographs, sculptures, paintings, and other works of art or images published via websites, television, movies or other media) owned by any third party, without permission;
• contains any personal identification, such as license plate numbers, last names (first names are permitted), e-mail addresses or street addresses for any person other than entrant, or otherwise infringes on the privacy of any person other than an entrant;
• communicates messages or images inconsistent with the positive image and good will of Sponsor’s brand (including any cruelty to, or mistreatment in any way of animals);
• contains any viruses, spyware, malware, or other malicious components that are designed to harm the functionality of a computer in any way; or
• violates any law.

 

Content Submissions will be disqualified that:

 

• contain, depict or show such content; that exceed any required file size or length limits imposed by Sponsor (or any person or entity acting on behalf of Sponsor in connection with the Promotion) or any third-party social media platform
• violate these Content Submission requirements; or
• violate the Official Rules and General Terms.

 

Fromm reserves the right in its sole and unfettered discretion to disqualify any Content Submission that it believes is inappropriate or not suitable for publication, that does not comply with the Official Rules and General Terms, or that is not consistent with the spirit or theme of the Promotion.

 

If the Content Submission contains an identifiable person other than the entrant who submitted the Content Submission, by submitting the Content Submission, the entrant represents and warrants that he/she has obtained the consent of such person to the use of the Content Submission as outlined herein and such person may be required to provide written consent to use by Fromm.

 

By submitting a Content Submission, entrant explicitly acknowledges and agrees that for a period of ten (10) years, renewable at Fromm’s option, Fromm and its legal representatives, successors and assigns shall have the irrevocable, worldwide right to license, sub-license, edit, alter, post, reproduce, publicly display and publish, in any media, including online, any or all material which you upload to any websites, social media platforms, and applications associated with the Promotion, with or without first and/or last name credit to the entrant without any additional consideration or approvals from or to entrant; and Content Submissions that attempt to restrict this right will not be considered. Each entrant warrants and represents that his/her Content Submission is original, has not been previously published or won any award, does not contain any material that would defame or otherwise violate or infringe upon the rights of any third party, including patents, copyrights, trademarks or rights of privacy or publicity, complies with the Official Rules and General Terms, and will not violate any federal, state or local laws or ordinances.

 

            General Conditions

 

Fromm reserves the right to cancel, suspend and/or modify the Promotion, or any part of it, if any fraud, technical failures or any other factor beyond our reasonable control impairs the integrity or proper functioning of the Promotion, as determined by Fromm in Fromm’s sole discretion. Fromm and its agencies are not responsible for lost, late, incomplete, damaged, stolen, misdirected, or illegible entries; lost, interrupted, or unavailable network, server, or other connections, garbled transmissions or miscommunications, telephone transmission problems; computer or software malfunctions or damage to a user’s computer equipment (software or hardware); technical failures; or other errors or malfunctions of any kind whether human, mechanical, electronic, or otherwise. Proof of sending or submission of entry will not be deemed proof of receipt by Fromm. Fromm’s failure to enforce any term of the Official Rules and General Terms shall not constitute a waiver of that provision.

 

WARNING: ANY ATTEMPT BY AN ENTRANT OR ANY OTHER INDIVIDUAL TO DELIBERATELY DAMAGE ANY WEBSITE OR SOCIAL MEDIA PLATFORM ASSOCIATED WITH THE PROMOTION OR UNDERMINE THE LEGITIMATE OPERATION OF THE PROMOTION MAY BE A VIOLATION OF CRIMINAL AND CIVIL LAW, AND, SHOULD SUCH AN ATTEMPT BE MADE, SPONSOR RESERVES THE RIGHT TO PROSECUTE AND SEEK DAMAGES FROM ANY SUCH PERSON TO THE FULLEST EXTENT PERMITTED BY LAW.

 

We reserve the right at its sole discretion to disqualify any individual it finds to be attempting to tamper with or undermine the entry process, any website associated with the Promotion, and/or the legitimate operation of the Promotion; to violate the Official Rules and General Terms; or to act in an unsportsmanlike or disruptive manner or with the intent to annoy, abuse, threaten, or harass any other person. If, for any reason, the Promotion is not capable of running as planned, we may, in our sole discretion, void any suspect entries and (a) modify or suspend the Promotion to address the impairment and then resume the Promotion in a manner that best conforms to the spirit of the Official Rules and General Terms; or (b) award any prize at random from among the eligible, non-suspect entries received up to the time of the impairment.

 

            Release and Limitations of Liability

 

By participating in the Promotion, entrants agree that we, any the applicable social media platform provider, and their respective affiliates, subsidiaries, representatives, consultants, contractors, legal counsel, advertising, public relations, promotional, fulfillment and marketing agents and agencies, website providers, web masters, and their respective officers, directors, employees, representatives and agents (the “Released Parties”) are not responsible for:

 

• any incorrect or inaccurate information, whether caused by entrants, printing errors or by any of the equipment or programming associated with or utilized in the Promotion;

 

• technical failures of any kind, including, but not limited to malfunctions, interruptions, or disconnections in phone lines or network hardware or software;

 

• unauthorized human intervention in any part of the entry process or the Promotion;

 

• technical or human error which may occur in the administration of the Promotion or the processing of entries; or

 

• any injury or damage to persons or property which may be caused, directly or indirectly, in whole or in part, from entrant’s participation in the Promotion or receipt or use or misuse of any prize.

 

No more than the stated number of prizes will be awarded. In event that production, technical, seeding, programming or any other reasons cause more than stated number of prizes as set forth in the Official Rules and General Terms to be available and/or claimed, Sponsor reserves the right to award only the stated number of prizes by a random drawing among all legitimate, un-awarded, eligible prize claims.

 

BY PARTICIPATING IN THE PROMOTION, ENTRANTS AGREE THAT THE RELEASED PARTIES WILL HAVE NO LIABILITY WHATSOEVER FOR, AND SHALL BE HELD HARMLESS BY ENTRANTS AGAINST, ANY LIABILITY FOR ANY INJURIES, LOSSES OR DAMAGES OF ANY KIND TO PERSONS, INCLUDING PERSONAL INJURY OR DEATH, OR PROPERTY RESULTING IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, FROM ACCEPTANCE, POSSESSION, MISUSE, OR USE OF THE PRIZE, ENTRY, OR PARTICIPATION IN THE PROMOTION OR IN ANY RELATED ACTIVITY, INCLUDING ACCESS TO AND USE OF ANY APPLICABLE SOCIAL MEDIA PLATFORM OR THE DOWNLOADING FROM AND/OR PRINTING MATERIAL DOWNLOADED FROM SAID SITE OR APPLICATION, OR ANY CLAIMS BASED ON PUBLICITY RIGHTS, DEFAMATION OR INVASION OF PRIVACY, OR MERCHANDISE DELIVERY. THE RELEASED PARTIES ARE NOT RESPONSIBLE IF ANY PRIZE CANNOT BE AWARDED DUE TO TRAVEL CANCELLATIONS, DELAYS, OR INTERRUPTIONS DUE TO ACTS OF GOD, ACTS OF WAR, NATURAL DISASTERS, WEATHER OR TERRORISM.

 

WITHOUT LIMITING THE FOREGOING, EVERYTHING REGARDING THE PROMOTION, INCLUDING ANY WEBSITES AND ALL PRIZES, ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. SOME JURISDICTIONS MAY NOT ALLOW THE LIMITATIONS OR EXCLUSIONS OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES OR EXCLUSION OF IMPLIED WARRANTIES, SO SOME OF THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY. CHECK LOCAL LAWS FOR ANY RESTRICTIONS OR LIMITATIONS REGARDING THESE LIMITATIONS OR EXCLUSIONS.

 

            Publicity Release

 

Except where prohibited by law, each winner grants to Sponsor (which grant will be confirmed in writing on request of Fromm), its subsidiaries, affiliates, retailers, distributors, advertising, sweepstakes and similar promotional agencies, suppliers, and those acting pursuant to its authority, the right and permission to print, publish, broadcast, and use, worldwide in any media now known or hereafter developed, including, but not limited to, the world wide web, at any time or times, such winner’s name, portrait, picture, voice, likeness, and biographical information for advertising, trade, and promotional purposes (including the announcement of his or her name on television or radio broadcast) without additional consideration, compensation, permission, or notification.

 

            Intellectual Property

 

By submitting an entry, entrant agrees that all Content Submissions that entrant may submit to Fromm or otherwise post in connection with the Promotion, including all rights embodied therein, whether sent via electronic mail, a social media platform or any other means, with the exception of personally identifiable information as identified in Fromm’s Privacy Policy, are deemed to be non-confidential and non-proprietary and Sponsor shall have no obligation of any kind with respect to such content submissions. Fromm shall be free to edit, exploit, modify, publish, reproduce, use, disclose, disseminate and distribute the Content Submission to others without limitation in any and all media now known or not currently known, throughout the world for any purpose without compensation, permission or notification to entrant or any third-party. Entrant hereby grants to Fromm and its legal representatives, successors and assigns, for a period of ten (10) years, renewable at Sponsor’s option, an irrevocable, and world-wide license to use the Content Submission in any form or format and to modify the same, and acknowledges and agrees that if Sponsor does use the Content Submission, entrant shall not be entitled to any credit, consideration, notice or payments of any kind. Entrant waives any moral rights he or she may have to the Content Submission and agrees that if Fromm elects to use Content Submission for any purpose, all rights under copyright or other intellectual property rights which may result from that relating to entrant's content submission or from use of the same by Fromm shall be the sole property of Fromm Entrant further agrees that if Fromm elects to use entrant's Content Submission, entrant will execute any documents requested by Fromm regarding this assignment. If any use by S Fromm of the Content Submission causes it to be liable to any third-party, entrant agrees to indemnify Fromm and its agents, employees, affiliates, subsidiaries, representative and all related parties from and against any and all damages, costs, judgments and expenses (including reasonable attorney fees) which it incurs as a result of its use of the Content Submission.

 

Sponsor grants entrants a limited, revocable, non-sublicensable license to use Fromm’s name, product, trademarks and logos (collectively, “Fromm’s IP”) for the sole purpose of participating in the Promotion. Entrants are not permitted to make any further use of Sponsor’s IP for any purpose whatsoever. In addition, entrants recognize that all rights, title, and interest in Fromm’s IP shall vest exclusively to Sponsor, and each entrant agrees that he or she has not and will not take any action that might harm or adversely affect such rights. No right, title, or interest in and to the Sponsor’s IP except for the limited license granted to entrants as set forth herein is transferred or created.

 

            Disputes

Except where prohibited by law, entrant agrees that any and all disputes, claims and causes of action arising out of or connected with the Promotion or any prize awarded shall be resolved individually, without resort to any form of class action, and exclusively by the laws of the State of Illinois and subject to arbitration in line with these Terms. With respect to Promotions disputes, judgments and awards shall be limited to actual out-of-pocket costs incurred, including costs associated with entering the Promotion, but in no event attorneys’ fees; and under no circumstances will entrant be permitted to obtain awards for, and entrant hereby waives all rights to claim, indirect, punitive, incidental and consequential damages and any other damages, other than for actual out-of-pocket expenses, and any and all rights to have damages multiplied or otherwise increased. The Official Rules and General Terms will be governed by, and interpreted in accordance with the laws of the state of Illinois, excluding that state’s choice-of-law principles, and all claims relating to or arising out of this contract, or the breach thereof, whether sounding in contract, tort or otherwise, will be governed by the laws of state of Illinois, excluding that state’s choice-of-law principles.

 

            Privacy

 

US Entrants. Any personal information sent to, shared with or collected by Fromm in connection with this Contest is subject to Fromm’s Privacy Policy and each entrant understands that he/she is providing such information to Fromm and to any social media platform provider (or its affiliates) (or its affiliates). Fromm and Fromm’s agents, affiliates, subsidiaries, representatives or service providers may use entrants’ personal information submitted with entry for purposes of administering the Promotion (including but not limited to contacting and announcing the winner), for prize fulfillment, and/or for future marketing by Fromm, such as to notify them of a product or promotion that Fromm thinks may be of interest. If an entrant has questions or concerns about the use of personal information by Fromm, an entrant can contact Fromm by emailing Fromm at info@ frommbeauty.com. If Sponsor needs, or is required, to contact an entrant concerning any event that involves the entrant’s personal information, Fromm may do so by email, direct message, telephone, or mail.

 

EU/UK Entrants. Any personal information sent to, shared with or collected by Sponsor in connection with the Sweepstakes is subject to Fromm ‘s Privacy Policy and each entrant understands that he/she is providing such information to Sponsor and not to any social media platform provider (or its affiliates). The General Data Protection Regulation (GDPR) provides a number of protections for the collection and use of your personal data detailed in Fromm Privacy Policy. Fromm and Fromm’s agents, affiliates, subsidiaries, representatives or service providers will only use entrants’ personal information submitted with entry for purposes of administering the Promotion (including but not limited to contacting and announcing the winner) and for prize fulfillment, unless an entrant provides express consent signifying his/her agreement to any other processing or use of his/her personal data (for example, receiving marketing messages), which an entrant may withdraw at any time by following the procedures outlined in Fromm’s Privacy Policy. If an entrant has questions or concerns about the use of personal information by Sponsor, an entrant can contact Fromm by emailing Fromm at info@frommbeauty.com. If Fromm needs, or is required, to contact an entrant for purposes of administering the Promotion and for prize fulfillment, Sponsor may do so by email, direct message, telephone, or mail.

 

            Social Media Platform Disclaimer

 

If the Promotion is being run on a social media platform, entrants in the Promotion, by participating in the Promotion via that social media platform, are also subject to that social media platform’s data policy, privacy policy, terms of use or other similar policies. Please visit the applicable social media platform’s website for more details.

 

If the Promotion is being run, promoted, and/or publicized on any social media platform, entrants acknowledge that the Promotion is in no way sponsored, administered, or endorsed by the applicable social media platform(s) Entrants acknowledge the non-responsibility of the owner of the applicable social media platform, its officers, directors, employees and agents with regards to all aspects of the Promotion. Entrants specifically agree to release the applicable social media platform, its officers, directors, employees and agents from any and all liability associated with the Promotion.

 

            Nature of Relationship/Waiver of Equitable Relief

 

Each entrant understands and acknowledges that Fromm has wide access to ideas, designs, and other materials, and that new ideas are constantly being submitted to it or being developed by its own employees. Each entrant also acknowledges that many ideas may be competitive with, similar or identical to the Content Submission and/or each other in theme, idea, format or other respects. Each entrant acknowledges and agrees that such entrant will not be entitled to any compensation as a result of Fromm’s use of any such similar or identical material. Each entrant acknowledges and agrees that Fromm does not now and shall not have in the future any duty or liability, direct or indirect, vicarious, contributory, or otherwise, with respect to the infringement or protection of the copyright in and to the Content Submission. Finally, each entrant acknowledges that, with respect to any claim by entrant relating to or arising out of Fromm’s actual or alleged exploitation or use of any Content Submission or other material submitted in connection with the Promotion, the damage, if any, thereby caused to the applicable entrant will not be irreparable or otherwise sufficient to entitle such entrant to seek injunctive or other equitable relief or in any way enjoin the production, distribution, exhibition or other exploitation of the Content Submission or any material based on or allegedly based on the Content Submission, and the entrant’s rights and remedies in any such event shall be strictly limited to the right to recover damages, if any, in an action at law.

 

            Official Rules and List of Winner(s)

 

Official Rules. For a copy of the Official Rules and General Terms, sending a stamped, self-addressed envelope to:

 

            603 Dempster Street Mt. Prospect, IL 60056

            info@frommbeauty.com

 

All requests for copies of the Official Rules and General Terms must be received no later than 30 days after the date of selection of the winner(s).

 

            Winners List

 

For a winners list, send a stamped, self-addressed envelope to:

 

            603 Dempster Street Mt. Prospect, IL 60056

            info@frommbeauty.com

 

All requests for a winners list must be received no later than 30 days after the date of selection of the winner(s).

 

TEXT MESSAGES AND TELEPHONE CALLS

 

Fromm, and those acting on Fromm’s behalf, may contact you by telephone or text message (including through use of an automatic telephone dialing system) at the phone numbers you have provided to us. These messages may include operational messages about your use of the Service. You understand that you are not required to consent to communications as a condition of purchasing any property, goods or services. You may opt out of receiving telephone calls or text messages from us at any time, either by texting the word “STOP” in response to a text message received from us using the mobile device that is receiving the messages. You may continue to receive text messages for a short period while Fromm processes your request, and you may also receive text messages confirming the receipt of your opt-out request. Opting out of receiving operational text messages may impact the functionality of the Services. Standard data and message rates may apply whenever you send or receive such messages, as specified by your carrier.

 

Procedure for Claiming Intellectual Property Infringement – DMCA Notice

 

Fromm respects intellectual property laws and expects its users to do the same. It is Fromm’s policy to terminate, in appropriate circumstances, users, including account holders, who infringe or are believed to be infringing the intellectual property rights of others.

 

It is Fromm’s policy, in appropriate circumstances and at its discretion, to disable and/or terminate the accounts of users who repeatedly infringe or are repeatedly charged with infringing the copyrights or other intellectual property rights of others.

 

In accordance with the Digital Millennium Copyright Act of 1998, the text of which may be found on the U.S. Copyright Office website at http://www.copyright.gov/legislation/dmca.pdf, Fromm will respond expeditiously to claims of copyright infringement committed using the Fromm and/or Fromm subsidiary or affiliated websites (the “Sites”) that are reported to Fromm’s Designated Agent, identified in the sample notice below.

 

If you are a copyright owner, or are authorized to act on behalf of one, or authorized to act under any exclusive right under copyright, please report alleged copyright infringements taking place on or through the Sites by completing the following DMCA Notice of Alleged Infringement and delivering it to Fromm’s Designated Agent. Upon receipt of the Notice as described below, Fromm will take whatever action, in its sole discretion, it deems appropriate, including removal of the challenged material from the Sites.

 

            DMCA Notice of Alleged Infringement (“Notice”)

 

1. Identify the copyrighted work that you claim has been infringed, or - if multiple copyrighted works are covered by this Notice - you may provide a representative list of the copyrighted works that you claim have been infringed.

 

2. Identify the material that you claim is infringing (or to be the subject of infringing activity) and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material, including at a minimum, if applicable, the URL of the link shown on the Site(s) where such material may be found.

 

3. Provide your mailing address, telephone number, and, if available, email address.

 

4. Include both of the following statements in the body of the Notice:

 

• “I hereby state that I have a good faith belief that the disputed use of the copyrighted material is not authorized by the copyright owner, its agent, or the law (e.g., as a fair use).”

 

• “I hereby state that the information in this Notice is accurate and, under penalty of perjury, that I am the owner, or authorized to act on behalf of the owner, of the copyright or of an exclusive right under the copyright that is allegedly infringed.”

 

5. Provide your full legal name and your electronic or physical signature.

 

6. Deliver this Notice, with all items completed, to Fromm’s Designated Agent:

 

Designated Agent

                        603 Dempster Street Mt. Prospect, IL 60056

                        info@frommbeauty.com

 

            Counter Notices

 

One who has posted material that allegedly infringes a copyright may send Fromm a counter notice pursuant to Sections 512(g)(2) and 512(g)(3) of the DMCA. When Fromm receives a counter notice, Fromm will reinstate the material in question in not less than 10 and not more than 14 business days after Fromm receives the counter notice unless Fromm first receives notice from the copyright claimant that he/she has filed a legal action to restrain the allegedly infringing activity. To provide a counter notice to Fromm, please return the following form to our Designated Agent. Please note that if you provide a counter notice, in accordance with our Privacy Policy and the terms of the DMCA, the counter notice will be given to the copyright claimant.

 

            Counter Notice

 

1. Identify the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled.

 

2. Provide your mailing address, telephone number, and, if available, email address.

 

3. Include both of the following statements in the body of the Notice:

 

• “I hereby state under penalty of perjury that I have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled.

 

• “I hereby state that I consent to the jurisdiction of the Federal District Court for the judicial district in which my address is located or, if my address is outside of the United States, for any judicial district in which Fromm may be found, and I will accept service of process from the complaining party who notified Fromm of the alleged infringement or an agent of such person.”

 

4. Provide your full legal name and your electronic or physical signature.

 

5. Deliver this Notice, with all items completed, to Fromm’s Designated Agent:

 

Designated Agent

                        603 Dempster Street Mt. Prospect, IL 60056

                        info@frommbeauty.com

 

            Notification of Claimed Trademark Infringement:

 

If you are a trademark owner and you believe your trademark (the “Mark”) being used on the Site by a user in a way that constitutes trademark infringement, please note that Fromm is not in a position to mediate trademark disputes between users and trademark owners. Because of this, we strongly encourage trademark owners to resolve their disputes directly with the user who posted the content in question.

 

If you are unable to resolve your dispute directly, and you believe that the Mark is being used on the Site by a user in a way that constitutes trademark infringement, please provide Fromm’s Designated Agent (specified above) with the following information:

 

1. Your full legal name and your electronic or physical signature.

 

2. Information reasonably sufficient to permit Fromm to contact you or your authorized agent, including a name, mailing address, telephone number and, if available, an email address.

 

3. Identification of the Mark(s) alleged to have been infringed, including (i) for registered Marks, a copy of each relevant federal trademark registration certificate or (ii) for common law or other Marks, evidence sufficient to establish your claimed rights in the Mark, including the nature of your use of the Mark, and the time period and geographic area in which the Mark has been used by you.

 

4. Information reasonably sufficient to permit Fromm to identify the use being challenged.

 

5. Include both of the following statements in the body of the Notice:

 

• “I hereby state that I have not authorized the challenged use, and I have a good- faith belief that the challenged use is not authorized by law.”

 

• “I hereby state under penalty of perjury that all of the information in the notification is accurate and that I am the owner of the Mark, or authorized to act on behalf of the owner of the Mark.”

 

Upon receipt of notification of claimed trademark infringement as described above, Fromm will seek to confirm the existence of the Mark on the Sites, notify the registered user who posted the content including the Mark, and will within a reasonable time take action to remove or disable the Mark on the Sites.

 

One who has materials removed from the site in response to a notification of claimed trademark infringement will have the right to submit a counter-notification to Fromm within 10 business days. When Fromm receives a counter-notification, Fromm will reinstate the material in question within a reasonable period of time after Fromm receives the counter-notification. To provide a counter-notification to Fromm, please return the following form to our Designated Agent. Please note that if you provide a counter-notification, in accordance with our Privacy Policy located at https://www.Fromm.com/privacy the counter-notification will be given to the claimant. A counter-notification must contain the following elements:

 

            Counter-Notification

 

1. Identify the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled.

 

2. Provide your mailing address, telephone number, and, if available, email address.

 

3. Include both of the following statements in the body of the Notice:

 

• “I hereby state under penalty of perjury that I have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled.”

 

4. Provide your full legal name and your electronic or physical signature.

 

Notification of Other Intellectual Property (“IP”) Infringement:

 

If you believe that some other IP right of yours is being infringed by a user, please provide Fromm’s Designated Agent (specified above) with the following information:

 

1. Your full legal name and your electronic or physical signature.

 

2. Information reasonably sufficient to permit Fromm to contact you or your authorized agent, including a name, mailing address, telephone number and, if available, an email address.

 

3. Identification of the IP alleged to have been infringed, including (i) a complete description or explanation of the nature of the IP, (ii) evidence that you own the IP in the relevant jurisdiction, including copies of relevant patents, registrations, certifications or other documentary evidence of your ownership, and (iii) a showing sufficient for Fromm to determine without unreasonable effort that the IP has been infringed.

 

4. Information reasonably sufficient to permit Fromm to identify the use being challenged.

 

5. Include both of the following statements in the body of the Notice:

 

• “I hereby state that I have not authorized the challenged use, and I have a good- faith belief that the challenged use is not authorized by law.

 

 

• “I hereby state under penalty of perjury that all of the information in the notification is accurate and that I am the owner of the IP, or authorized to act on behalf of the owner of the IP.”

 

Upon receipt of notice as described above, Fromm will seek to confirm the existence of the IP on the Sites, notify the user who posted the content including the IP, and take whatever action, in its sole discretion, it deems appropriate, including temporary or permanent removal of the IP from the Sites.

 

INFORMATION WE COLLECT ABOUT YOU

 

All information we collect about you when you apply for an account or use or visit the Services is subject to our Privacy Policy. By using the Services, you consent to the terms and conditions of the Privacy Policy and all actions taken by us in accordance with it.

 

TERMINATION AND ACCOUNT CANCELLATION

 

If you breach any of these Terms, Fromm will have the right to suspend or disable your Account or terminate these Terms, in its sole discretion and without prior notice to you. Fromm reserves the right to revoke your access to and use of the Services at any time, with or without cause. In the event Fromm terminates these Terms for your breach, you will remain liable for all amounts due hereunder. You may cancel your Account at any time by sending an email to info@frommbeauty.com.

 

DISCLAIMERS

 

THE SERVICES AND COLLECTIVE CONTENT ARE PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, FROMM EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. FROMM MAKES NO WARRANTY THAT THE SERVICES OR COLLECTIVE CONTENT WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE OR ERROR-FREE BASIS. FROMM MAKES NO WARRANTY REGARDING THE QUALITY OF ANY PRODUCTS, SERVICES OR COLLECTIVE CONTENT PURCHASED OR OBTAINED THROUGH THE SERVICES OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY CONTENT OBTAINED THROUGH THE SERVICES. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM FROMM OR THROUGH THE SERVICES, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.

 

YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES. YOU UNDERSTAND THAT FROMM DOES NOT SCREEN OR INQUIRE INTO THE BACKGROUND OF ANY USERS OF THE SERVICES, NOR DOES FROMM MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF THE SERVICES. FROMM MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE SERVICES OR THEIR COMPATIBILITY WITH ANY CURRENT OR FUTURE USERS OF THE SERVICES. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES, PARTICULARLY IF YOU DECIDE TO MEET OFFLINE OR IN PERSON.

 

INDEMNITY

 

You agree to defend, indemnify, and hold Fromm, and its parent, subsidiaries, affiliates, partners, successors, and assigns, and each of their owners, members, officers, directors, employees, agents, representatives, contractors, subcontractors, licensors, service providers and third party content providers, harmless from any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable legal and accounting fees) made by any third party due to or arising out of your violation of these Terms, and/or any law or the rights of a third party, and/or your use of the Services, including Content your create, post or otherwise share vie the Site or Services.

 

LIMITATION OF LIABILITY

 

YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SERVICES REMAINS WITH YOU. NEITHER FROMM NOR ANY OTHER PERSON OR ENTITY INVOLVED IN CREATING, PRODUCING OR DELIVERING THE SITE, OR SERVICES WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES, OR FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE SERVICES OR OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT FROMM HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

 

IN NO EVENT WILL FROMM’S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR COLLECTIVE CONTENT EXCEED $100 (US). THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN FROMM AND YOU. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

 

CONTROLLING LAW AND JURISDICTION

 

These Terms and any action related thereto will be governed by the laws of the State of Illinois without regard to its conflict of laws provisions. The exclusive jurisdiction and venue of any action or court proceeding permitted under these Terms will be the state and federal courts located in the Chicago. Illinois and each of the parties hereto waives any objection to jurisdiction and venue in such courts.

 

EXPORT CONTROL

 

You agree to comply fully with all U.S. and foreign export laws and regulations to ensure that neither the Application nor any technical data related thereto nor any direct product thereof is exported or re-exported directly or indirectly in violation of, or used for any purposes prohibited by, such laws and regulations. You represent and warrant that: (a) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (b) you are not listed on any U.S. Government list of prohibited or restricted parties.

 

ASSIGNMENT

 

You may not assign or transfer these Terms, by operation of law or otherwise, without Fromm’s prior written consent. Any attempt by you to assign or transfer these Terms without such consent will be null and of no effect. Fromm may assign or transfer these Terms in its sole discretion without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.

 

NOTICES

 

Any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be in writing and given: (a) by Fromm via email (in each case to the primary account email address that you provide); (b) by posting to the Site; or (c) via the Application. For notices made by email, the date of receipt will be deemed the date on which such notice is transmitted.

 

DISPUTE RESOLUTION – ARBITRATION

 

PLEASE READ THIS ARBITRATION PROVISION

CAREFULLY BECAUSE IT AFFECTS YOUR RIGHTS

 

You and Fromm agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Services (collectively, “Disputes”) will be settled by binding arbitration, except that each party retains the right to: (a) bring an individual action in small claims court; (b) the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights; (c) pursue an enforcement action through the applicable federal, state or local agency if that action is available; and (d) seek injunctive relief in a court of law in aid of arbitration. YOU ACKNOWLEDGE AND AGREE THAT YOU AND FROMM ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING. Further, unless both you and Fromm otherwise agree in writing, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this “Dispute Resolution” section will be deemed void. Except as provided in the preceding sentence, this “Dispute Resolution” section will survive any termination of these Terms.

 

Arbitration Rules and Governing Law. The arbitration will be administered by the American Arbitration Association (“AAA ”) in accordance with the Commercial Arbitration Rules (the “AAA Rules”) then in effect, except as modified by this “Dispute Resolution” section. The parties agree that the Federal Arbitration Act applies and will govern the interpretation and enforcement of this Arbitration Agreement.

 

            Arbitration Process

 

A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. The arbitrator will be either a retired judge or an experienced (15+ years practicing) attorney licensed to practice law in the state of Illinois.

 

Arbitration Location and Procedure. Unless you and Fromm otherwise agree, the arbitration will be conducted in the county where you reside. If your claim does not exceed $10,000 (US), then the arbitration will be conducted solely on the basis of documents you and Fromm submit to the arbitrator, unless you request a hearing or the arbitrator determines that a hearing is necessary. If your claim exceeds $10,000 (US), your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties.

 

            Arbitrator’s Decision

 

The arbitrator will render an award within the time frame specified in the AAA Rules. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator’s award damages must be consistent, to the extent permitted by law, with the terms of the “Limitation of Liability” section above as to the types and the amounts of damages for which a party may be held liable.

 

            Fees

 

Your responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules. If applicable arbitration rules or laws require us to pay a greater portion or all of such fees and costs in order for this Dispute Resolution provision to be enforceable, then we will have the right to elect to pay the fees and costs and proceed to arbitration.

 

            Changes

 

Notwithstanding the provisions of the “Modification” section above, if Fromm changes this “Dispute Resolution” section after the date you first accepted these Terms (or accepted any subsequent changes to these Terms), you may reject any such change by sending us written notice (including by email to info@frommbeauty.com) within 30 days of the date such change became effective, as indicated in the “Last Updated Date” above or in the date of Fromm’s email to you notifying you of such change. By rejecting any change, you are agreeing that you will arbitrate any Dispute between you and Fromm in accordance with the arbitration provisions of this “Dispute Resolution” section (however entitled) as of the date you first accepted these Terms or accepted any subsequent changes to these Terms.

 

ENTIRE AGREEMENT

 

These Terms, and our Privacy Policy, constitute the entire and exclusive understanding and agreement between Fromm and you regarding the Services, and these Terms supersede and replace any and all prior oral or written understandings or agreements between Fromm and you regarding the Services.

 

MISCELLANEOUS

 

The failure by Fromm to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Fromm. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If for any reason a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect. Throughout these Terms, the word “include” or “including” means “including, but not limited to”. Provisions that by their nature are intended to survive the termination of these Terms or your use of the Services will survive.

 

CHANGES TO THESE TERMS OF USE

 

We may amend or update these Terms from time to time in our sole discretion and without prior notice.  Any such amendments or updates will be effective upon our posting of the revised Terms.  Your continued use of the Site and/or the Services following our posting of any revised Terms will constitute your acknowledgement and acceptance of the amended Terms.

 

CONTACT US

 

For more information about our privacy practices, if you have questions, or if you would like to make a complaint, please contact us by e-mail or by mail using the details provided below:

 

603 Dempster Street Mt. Prospect, IL 60056

info@frommbeauty.com