Artist/Contractors Terms and Conditions

The Lisa App, LLC Terms of Use for Artists

Please read the following Terms of Use (“Terms”) carefully. They govern your use of the Lisa App website, the LISA App (aka ConnectTeam), and mobile applications (collectively, the “Site”) of The LISA APP, LLC (“LISA”, “us”, “our”, and “we”) as well as providing beauty and wellness services on behalf of LISA. To use this Site or provide services for LISA, you must be at least eighteen (18) years of age and are bound by all of the following provisions of these Terms. IF YOU ARE NOT AT LEAST EIGHTEEN (18) YEARS OF AGE AND/OR DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, IMMEDIATELY STOP ACCESSING THE SITE AND DO NOT USE ANY SERVICE OFFERED THROUGH THE SITE.

 

Artists

The Site is a platform that connects service providers (“Artists” or “you”) providing hair, make​up, nails, facials, wax, massage, yoga, mediation, fitness classes and other health, wellness and beauty services (collectively, “Services”) with LISA clients, including their tenants, residents, students, and employees, seeking such services (“Clients”). The Artists and Clients are both users of the Site and are hereinafter referred to collectively as “Users.”

 

The platform includes a variety of transaction processing services, including, but not limited to, geolocation, scheduling, payment facilitation, reviews and other services necessary to provide a forum for Artists and Clients to communicate their preferences, respectfully, when providing and receiving services.

 

While we take what we believe to be reasonable efforts to ensure secure transmission of your information to third parties who assess and process payments, we are not responsible for any fees or charges assessed by third parties or any errors in the processing of payments by third parties, including any errors that result from third party negligence, improper transmission of payment information, a Client’s mistaken submission of payment information, or submission of erroneous payment information.

 

Account Creation

In order to become an Artist, you must register for an artist account with us (“your Account”) and provide certain information about yourself as prompted by the registration form, including an email address and self selected password. You will also be required to provide additional information, such as street address, telephone number, tax identification number (such as Social Security Number), and date of birth. You agree to provide supplemental documentation upon request (including but not limited to: articles of incorporation, passports, driver’s license or a business license). Each Account must be linked to a verified U.S. bank account.

 

You represent and warrant that: (a) all required registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information; (c) you are either a legal resident of the United States, a United States citizen, or a business entity authorized to conduct business by the state(s) in which you operate; (d) you are licensed (or certified / accredited in professions not requiring licensure) to perform any and all regulated Services within the geographic areas in which you will provide such Services.

 

SMS Opt-in/Opt-Out

As part of the registration form on the ConnectTeam App, you will be asked to Opt-in to SMS Messages. You are not obligated to Opt-in to the SMS Messages. You are advised that if you don’t, the functionality of the ConnectTeam app may be reduced and our ability to provide Live Support during Events will be limited. 

By clicking the Subscribe button, you agree to receive text messages from the LISA company at the provided mobile number. Message and data rates may apply. Message frequency varies. We only use SMS messages to help direct you to the Events you have signed up to work for us and provide you with support during said Events. We do not send marketing or promotional SMS messages. These are strictly conversational SMS messages to support you in performing the duties you have signed up for as a contractor with LISA.

To Unsubscribe from these SMS messages, you can Uncheck the “SMS Opt-In” button on your profile settings on ConnectTeam. You can also text STOP or UNSUBSCRIBE to unsubscribe from these text messages at any time. Once we receive your message, you will no longer receive text messages from us.

By subscribing for these text messages, you agree to our Privacy Policy and Artist Terms of Service as described in the document herein.

The LISA Company maintains strict privacy policies, ensuring that personal information of our Artists/contractors is not sold, rented, released, or traded to third parties.

 

SMS Opt-in/Opt-Out

 

You have the choice to opt-out of the collection of certain data. Please check the settings of the Site and the computers and devices that you use to set up your preferences for general use and opt-out options.

You can opt-in and opt-out of location services by changing the settings on your devices at any time, however our application may cease to be functional without location services enabled. 

You can opt-out of our use of cookies by changing the cookie settings on your internet browser.

 

Licensure and other Checks

 

To the extent the Services that you wish to provide require licensure, we will verify your licensure status based solely on the compiled information available online with the applicable licensing authority. We may deny or delay your application for an Account if there are any disciplinary actions or other issues relating to your licensure as noted online with the licensing authorities at the time of our initial inquiry. You must provide accurate and complete information. If we cannot verify that this information is complete and accurate, we may deny your use of our Site, or close your Account.

 

Under certain circumstances, you will need to pay a nonrefundable fee for a detailed background and credit check before or after you create an Account on the Site to perform Services. In these cases, we or our third party partners require such checks. Finally, we may deny you access to an Account for any reason. 

 

Authorization

 

You authorize us, directly or through third parties, to make inquiries or verify that the information relating to your Account is accurate (for example, through social media or third party databases, credit bureaus or otherwise) and to ensure that you are acting within the Terms. You specifically authorize us to request a consumer report that contains your name and address and credit related information. We may engage a third party to perform basic credit and background requirements that are necessary to establish an Account.

 

Account Responsibilities

 

You are responsible for maintaining the confidentiality of your Account login information and are fully responsible for all activities that occur under your Account. You agree to immediately notify us of any unauthorized use, or suspected unauthorized use, of your Account or any other breach of security. You agree to immediately notify us of any change in the information used to register your account including the status of your licensure. We cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements.

  

Account Restrictions

 

You agree that you will not provide services that you are not licensed to provide in geographical areas requiring licensure where you are not licensed. Regardless of whether or not you have a license or proper certification / accreditation to provide other Services or other services, you will not attempt to use the Site in any manner to provide any such licensed service without providing such license number to LISA for prior verification.

 

You also agree that when you use our Site, you will always use its transaction processing services for every transaction for one or more Services and that you will only accept payments through the Site. We may terminate your right to use the Site immediately if you accept other forms of payments outside the Site. Moreover, you authorize us to keep as additional liquid damages any funds owed but not yet paid to you for prior services related to the Site, whether or not you properly used the Site in those transactions. You agree that we are entitled to pursue additional legal remedies to collect the fees that we otherwise would have earned, and you will be responsible for all our legal fees.

 

 

Non-solicitation

 

Artists will make no attempt, either written or verbal, to directly solicit LISA Client(s) for one year from the date of the last service provided to the Client. If a LISA Client(s) contacts Artist as a result of a LISA relationship, Artist will refer them back to LISA immediately if a relationship to LISA is evident. If same Client wishes to pay Artist directly for Service(s), Artist agrees to remit a referral fee of 50% on all sales. LISA has expended significant money and energy in acquiring favorable business relationships with its Client(s). Accordingly, Artist recognizes and acknowledges that, in the event of a breach by them of the above, real and substantial damages will be sustained, but an exact amount of such damages will be difficult to prove. Artist therefore agrees to evaluate and remedy said breach within 7 days of notification by LISA that a breach has occurred. If an appropriate resolution has not occurred within 7 days, the Artist shall pay a sum up to $10,000 to LISA.

 

You may request to delete your Account at any time, for any reason, by following the instructions in the Services. We may suspend or terminate your Account at any time for any reason.

  

Account Features

From time to time, LISA may update or remove existing account features and / or create new account features for our Users. You agree to be bound by these Terms in all such cases.

 

Upon approval to open an Account on the Site, a third party secure monitoring software may be available to you. If you download and use the third party software or any other optional security service, you will indemnify and hold LISA harmless from any liability, cost, loss or damage related to your use of such service. LISA is not responsible for the provision of services to you by any third party.

 

Insurance

 

It is understood and agreed that any Artist who follows all LISA requirements found in this Agreement and is registered and contracted via our platform is an additional insured under The LISA App, LLC’s insurance policy but solely with respect to any Service scheduled through and performed through our platform.

 

If a claim is made against any Artist who is covered as an additional insured, the Artist remains responsible for compensating LISA for LISA’s deductible and any other out​-of-​pocket expense as specified in the Certificate of Insurance.

 

Relationship of the Parties

 

The Parties acknowledge and agree that there is not a partnership or joint venture arrangement between LISA and the Artist and that no Artist is an employee of LISA resulting from this Agreement.

 

Payment Facilitation

 

In addition to our other transaction processing services, we facilitate payment to Artists through the use of our third party payment processor, Stripe. Each Artist is provided a Stripe Connect account to facilitate disbursements, withholdings, and all payment processing through the Site. Your use of the Site as an Artist represents your express consent to the terms and conditions of the ​Stripe Connected Account Agreement and updates or modifications that our third party payment processor may make at its sole discretion.

 

We are not a bank, money transmitter, or Money Services Business (“MSB”), and we do not offer banking or MSB services as defined by the United States Department of Treasury. We never have any control or ownership over your money. In connection with the Services, we do not actually or constructively receive, take possession of or hold any money or monetary value for transmission, and do not advertise, solicit or hold ourselves out as receiving money for transmission.

 

 

Payment Terms

 

Authorization

 

You authorize us through our third party payment processor to hold, receive, and disburse funds on your behalf. Your authorization permits us to generate a paper draft or an electronic funds transfer to process each payment transaction that you authorize by using the Site to facilitate your transaction in any manner, and your authorization includes the right ​to initiate adjustments for any transactions credited or debited in error. Your authorizations will remain in full force and effect until your Account is closed or terminated.

 

Unauthorized or Illegal Use

 

We may decide not to authorize or settle any transaction that you submit to us if we believe that the transaction is in violation of this Agreement or any other policy, or that it exposes Artists, other Users, our processors or LISA to harm. Harm includes fraud and other criminal acts. If we reasonably suspect that your Account has been used for an unauthorized, illegal, or criminal purpose, you give us express authorization to share information about you, your Account, and any of your transactions with law enforcement.

 

Access to Account Funds

 

Our third party payment processor will deposit your pay to your verified bank account. In the event the bank account you link to your Account is incorrect and we are not able to debit or credit the bank account, the bank account will be de​linked from your Account. Funds for any given transaction will not be deposited until the transaction is deemed complete. Transactions will be deemed complete when we have received or sent the funds and when the designated financial institutions or we have accepted the transaction or funds.

 

Processing Errors

 

We will attempt to rectify the processing errors that we discover. If the error resulted in your receipt of less than the amount to which you were entitled, we will credit your Account for the difference. If the error results in your receipt of more than the amount to which you were entitled, we will debit the extra funds from your Account. We will only correct transactions that you process incorrectly if and when you notify us of such an error. Your failure to notify us of a processing error within five (5) business days of when it first appears on your electronic transaction history will be deemed a waiver of any right to amounts owed to you.

 

Artist Code of Conduct

As a valued Artist working with LISA, you are expected you to adhere to the following code of conduct to ensure a seamless and professional experience for both you and our Clients:

 

Professional Presentation: 

• Set up your station in a presentable and organized manner.

• Maintain cleanliness and hygiene by wiping down all surfaces and products between each client.

• Dispose of any garbage promptly to ensure a tidy area at all times.

• Dress Code: Clean hair, fresh makeup, clean and tidy nails, groomed facial hair

• All black clothing or as directed in the Event information

• Professional attire - No attire that is faded, ripped, or torn; No crop tops or spaghetti straps; Trendy hats are permitted, baseball caps are not! Sandals are permitted, Flip flops are not! No logos or prints; No gym attire

Appointment Management: 

• Access the link provided in the Event information to view the appointment list. 

• Successfully check-in clients to all appointments on your schedule.

• Please do not Check-in any clients that did not show up to ensure accurate client charges and feedback collection.

Clean-Up Responsibility:

• After each event, thoroughly clean up the area, leaving it even cleaner than you found it.

• Properly store equipment and dispose of any trash or waste generated during the event.

 

Attendance Confirmation:

• Two days before and on the morning of the event, we will check in with you.

• Promptly confirm your attendance to ensure a smooth event.

 

Punctuality and Time Commitment:

• Please arrive on location 30 mins before Events starts to setup and be prepared to receive clients.

• Arriving Late: We reserve the right to reduce pay by an hourly rate if you are late.

• Tardiness may require you to stay later to accommodate missed appointments.

• Leaving Early: You must stay for the entire event duration, as compensation is based on the agreed-upon duration.

 

Proper Equipment:

• Bring all necessary equipment, in good working condition and with a professional appearance, as per the event agreement to fulfill Clients’ requests.

• Failure to have proper equipment may result in payment withholding by LISA. 

 

Failure to adhere to this code of conduct may result in penalties or a termination of our working relationship. We value professionalism, punctuality, and dedication to providing excellent service to our Clients. Thank you for your commitment to maintaining these standards.

 

If you have any questions or concerns, please don’t hesitate to reach out to us.

 

Rights and Licenses

  

License to Use Site

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We grant you a non-transferable, non-exclusive, right to access and use the Site. However, you may not download or modify the Site, or any portion of the Site, except with express written consent of us. This Site may not be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without our express written consent.

 

Certain Restrictions

 

The rights granted to you in this Agreement are subject to the following restrictions: (a) you will not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Site; (b) you will not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Site; (c) you will not access the Site in order to build a similar or competitive service; and (d) except as expressly stated herein, no part of the Site may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means. Any future release, update, or other addition to functionality of the Services will be subject to the terms of this Agreement. All copyright and other proprietary notices on the Site must be retained on all copies thereof. You further agree that you will not seek to hire or otherwise engage Artists on our platform for any commercial purpose.

 

Modification

 

We reserve the right, at any time, to modify, suspend, or discontinue the Site or any part thereof with or without notice. You agree that we will not be liable to you or to any third party for any modification, suspension, or discontinuance of the Site or any part thereof.

 

 Ownership of the Site

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Excluding your User Content (defined below), you acknowledge that all the intellectual property rights, including copyrights, patents, trademarks, and trade secrets, in the Site are owned by us or our licensors. The provision of the Site does not transfer to you or any third party any rights, title or interest in or to such intellectual property rights. We and our supplier's reserve all rights not granted in this Agreement.

 

User Content

 

“User Content” means any and all information and content that a User submits to or posts on the Site. You own your User Content with the understanding that you agree that we may use and reproduce the User Content that you make available on our social media network pages and the Site. You assume all risks associated with the use of your User Content, including any reliance on its accuracy, completeness or usefulness by others, or any disclosure of your User Content that makes you or any third party personally identifiable. You may not state or imply that your User Content is in any way provided, sponsored or endorsed by us. Because you alone are responsible for your User Content (and not LISA), you may expose yourself to liability if, for example, your User Content violates the Acceptable Use Policy. We are not obligated to backup any User Content and User Content may be deleted at any time. You are solely responsible for creating backup copies of your User Content if you desire.

 

License

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You hereby grant, and you represent and warrant that you have the right to grant, to us an irrevocable, nonexclusive, royalty-free and fully-paid, worldwide license to reproduce, distribute, publicly display and perform, prepare derivative works of, incorporate into other works, and otherwise use your User Content, and to grant sublicenses of the foregoing, solely for the purposes of including your User Content in the Site. You agree to irrevocably waive (and cause to be waived) any claims and assertions of moral rights or attribution with respect to your User Content. Do not rely upon us to use, display or store your User Content. We have no obligation to accept, display, review, monitor, or maintain any User Content. We reserve the right to delete User Content from the Site without notice for any reason at any time. You acknowledge that you do not rely on us to monitor or edit the Site or maintain User Content for you and that the Site may contain content that you find offensive and you hereby waive any objections you might have with respect to viewing such content.

 

 

Acceptable Use Policy

 

The following sets forth our “Acceptable Use Policy”:

 

You agree not to use the Site to collect, upload, transmit, display, or distribute any User Content: (i) that violates any third party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (ii) that is unlawful, harassing, abusive, tortious, threatening, harmful, invasive of another’s privacy, vulgar, defamatory, false, intentionally misleading, trade libelous, pornographic, obscene, patently offensive, promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual or is otherwise objectionable; (iii) that is harmful to minors in any way; or (iv) that is in violation of any law, regulation, or obligations or restrictions imposed by any third party.

 

In addition, you agree not to use the Site to: (i) upload, transmit, or distribute any computer viruses, worms, or any software intended to damage or alter a computer system or data; (ii) send unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages, whether commercial or otherwise; (iii) harvest, collect, gather or assemble information or data regarding other users, including e​mail addresses, without their consent; (iv) interfere with, disrupt, or create an undue burden on servers or networks connected to the Site or violate the regulations, policies or procedures of such networks; (v) attempt to gain unauthorized access to the Site, other computer systems or networks connected to or used together with the Site, through password mining or other means; (vi) harass or interfere with another user’s use and enjoyment of the Site; or (vii) introduce software or automated agents or scripts to the Site so as to produce multiple accounts, generate automated searches, requests and queries, or to strip, scrape, or mine data from the Site.

 

You further agree not to use or launch any automated system, including without limitation, "robots," "spiders," or similar technological devices or programs that access the Site in a manner that sends more request messages to the Site’s servers in a given period of time than a human can reasonably produce in the same period by using a conventional on​line web browser. Notwithstanding the foregoing, we grant the operators of public search engines permission to use spiders to copy materials from the Site for the sole purpose of creating publicly available searchable indices of the materials, but not caches or archives of such materials.

 

We reserve the right to revoke these exceptions either generally or in specific cases, in our sole discretion.

 

Enforcement

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We reserve the right (but have no obligation) to review any User Content, investigate, and/or take appropriate action against you in our sole discretion if you violate the Acceptable Use Policy or any other provision of these Terms. 

 

Indemnification

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You agree to indemnify and hold us (and our subsidiaries, affiliates, officers, employees, and agents) harmless from any claims and expenses (including attorneys’ fees) arising out of or related to (a) your use of the Site, (b) your User Content, (c) your violation of these Terms; or (d) your violation of applicable laws or regulations.

  

Other Users

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Because we do not control User Content, you acknowledge and agree that we are not responsible for any User Content and we make no guarantees regarding the accuracy, currency, suitability, or quality of any User Content, and we assume no responsibility for any User Content. Your interactions with other Site or Service users are solely between you and such user. You agree that we will not be responsible for any loss or damage incurred as the result of any such interactions. If there is a dispute between you and any Service user, we are under no obligation to become involved.

  

Third-Party Links

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The Site may contain links to third-party websites and services that are not owned or controlled by us. We assume no responsibility for the content, privacy policies, or practices of any third party websites and products. By using the Site, you specifically release us from any and all liability arising from your use of any third-party website or services.

  

Release

 

You hereby release and forever discharge us (and our officers, employees, agents, successors, and assigns) from, and hereby waive and relinquish, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injury, death, and property damage), that has arisen or arises directly or indirectly out of, or relates directly or indirectly to, any interactions with, or act or omission of other Site users, including, without limitation, other Site users performing the Beauty Services. IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”

  

Disclaimers

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TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SITE IS PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WE DO NOT GUARANTEE, REPRESENT, OR WARRANT THAT YOUR USE OF THE SITE WILL BE UNINTERRUPTED, ERROR FREE, OR VIRUS FREE, OR THAT THE SITE WILL MEET YOUR REQUIREMENTS. INFORMATION, INCLUDING YOUR CONTENT, OBTAINED THROUGH THE SITE HAS NOT BEEN VERIFIED, AND WE DO NOT GUARANTEE, REPRESENT, OR WARRANT THAT SUCH INFORMATION IS ACCURATE, COMPLETE, RELIABLE, OR OTHERWISE VALID. WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO ANY WARRANTY OF TITLE, NON​INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR ANY WARRANTY ARISING FROM A COURSE OF DEALING, TRADE USAGE, OR TRADE PRACTICE.

  

Limitation on Liability

 

TO THE EXTENT PERMITTED BY LAW, IN NO EVENT WILL WE BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFIT OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THIS AGREEMENT OR YOUR USE OF, OR INABILITY TO USE, THE SITE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE SITE ARE AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA RESULTING THEREFROM.

 

TO THE EXTENT PERMITTED BY LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO FIFTY US DOLLARS ($50). THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT. YOU AGREE THAT OUR SUPPLIERS, IF ANY, WILL HAVE NO LIABILITY OF ANY KIND ARISING FROM OR RELATING TO THIS AGREEMENT.

 

Terms and Termination

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Subject to this Section, these Terms will remain in full force and effect while you use the Site. We may (a) suspend your rights to use the Site (including your Account) or (b) terminate or modify these Terms, at any time for any reason at our sole discretion. You understand that any termination of your Account involves deletion of your User Content associated therewith from our live databases. We will not have any liability whatsoever to you for any termination or modification of these Terms, including for termination of your Account or deletion of your User Content. Upon termination of these Terms, all of the provisions will terminate except those that by their nature should survive.

 

 

Copyright Policy

● We respect the intellectual property of others and ask that users of our Site do the same. If you believe that one of our users is, through the use of our Site, unlawfully infringing the copyright(s) in a work, and wish to have the allegedly infringing material removed, the following information in the form of a written notification (pursuant to 17 U.S.C. §512(c)) must be provided to our designated Copyright Agent:

 

● your physical or electronic signature;

 

● identification of the copyrighted work(s) that you claim to have been infringed;

 

● identification of the material on the Site that you claim is infringing and that you request us to remove;

 

● sufficient information to permit us to locate such material;

 

● your address, telephone number, and email address;

 

● a statement that you have a good faith belief that use of the objectionable material is not authorized by the copyright owner, its agent, or under the law; and

 

● a statement that the information in the notification is accurate, and under penalty of perjury, that you are either the owner of the copyright that has allegedly been infringed or that you are authorized to act on behalf of the copyright owner.

 

Please note that, pursuant to 17 U.S.C. §512(f), any misrepresentation of material fact (falsities) in a written notification automatically subjects the complaining party to liability for any damages, costs and attorney’s fees incurred by us in connection with the written notification and allegation of copyright infringement.

 

Our designated Copyright Agent is:

 

Robert Richmond

THE LISA APP, LLC

PO Box 1543

Deerfield, IL 60015

 

 

Arbitration Agreement

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Mandatory Arbitration and Dispute Resolution for Users. Please read this section (the “Arbitration Agreement”) carefully. It is part of your contract with LISA and affects your rights. It contains procedures for MANDATORY BINDING ARBITRATION AND A CLASS ACTION WAIVER. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement.

 

(a) Applicability of Arbitration Agreement. Unless otherwise agreed in writing between LISA and a User, to the fullest extent permitted by applicable law, all claims and disputes (excluding only those claims described in Subsections (m)-(o) below) arising out of or relating to the Agreement or the Services or any communication from LISA to any User (including, without limitation, any claims arising under the federal Telephone Consumer Protection Act, 47 U.S.C. section 227) that cannot be resolved informally shall be resolved exclusively by binding arbitration on an individual basis under the terms of this Arbitration Agreement. Unless otherwise agreed, all arbitration proceedings shall be held in English. This Arbitration Agreement applies to you, LISA, your and their respective predecessors-in-interest, successors, and assigns, and to all authorized or unauthorized users or beneficiaries of services or goods provided under the Agreement.

 

(b) Notice Requirement and Informal Dispute Resolution. Before any party may seek arbitration, the party must first send to the other party or parties a written Notice of Dispute (“Notice”) describing the nature and basis of the claim or dispute, and the requested relief. A Notice to Soothe should be sent to: The LISA App, LLC, P. O. Box 1543, Deerfield, IL 60015. After the Notice is received, you and LISA may attempt to resolve the claim or dispute informally. If the parties do not resolve the claim or dispute within thirty (30) days after the Notice is received, any party may begin an arbitration proceeding. The amount of any settlement offer made by any party may not be disclosed to the arbitrator until after the arbitrator has determined the amount of the award, if any, to which either party is entitled.

 

(c) Arbitration Rules. Arbitration shall be initiated through JAMS, an established alternative dispute resolution provider (“ADR Provider”) that offers arbitration as set forth in this section. If JAMS is not available to arbitrate, the parties shall agree to select an alternative ADR Provider. The rules of the ADR Provider shall govern all aspects of the arbitration, including but not limited to the method of initiating and/or demanding arbitration, except to the extent such rules are in conflict with the Agreement. The arbitration shall be conducted by a single, neutral arbitrator. Any claims or disputes where the total amount of the award sought is less than Ten Thousand U.S. Dollars (US $10,000.00) may be resolved through binding non-appearance-based arbitration, at the option of the party seeking relief. For claims or disputes where the total amount of the award sought is Ten Thousand U.S. Dollars (US $10,000.00) or more, the right to a hearing will be determined by the Arbitration Rules. Any hearing will be held in a location within 100 miles of your residence, unless you reside outside of the United States, and unless the parties agree otherwise. If you reside outside of the U.S., the arbitrator shall give the parties reasonable notice of the date, time and place of any oral hearing. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. If the arbitrator grants you an award that is greater than the last settlement offer that LISA made to you prior to the initiation of arbitration, LISA will pay you the greater of the award or fifty dollars ($50). Each party shall bear its own costs (including attorney’s fees) and disbursements arising out of the arbitration and shall pay an equal share of the fees and costs of the ADR Provider to the maximum extent permitted by law.

 

(d) Additional Rules for Non-Appearance Based Arbitration. If non-appearance based arbitration is elected, the arbitration shall be conducted by telephone, online and/or based solely on written submissions; the specific manner shall be chosen by the party initiating the arbitration. The arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise agreed by the parties.

 

(e) Time Limits. If you or LISA pursues arbitration, the arbitration action must be initiated and/or demanded within the applicable statute of limitations (i.e., the legal deadline for filing a claim) and within any deadline imposed under the JAMS Rules for the pertinent claim.

 

(f) Authority of Arbitrator. If arbitration is initiated, the arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability or formation of this Agreement including, but not limited to any claim that all or any part of this Agreement is void or voidable. The arbitrator will decide the rights and liabilities, if any, of you and LISA, and the dispute will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages, and to grant any non-monetary remedy or relief available to an individual party under applicable law, the JAMS Rules, and the Agreement. The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and LISA. In any arbitration, the arbitrator shall be bound by the terms of this Agreement and shall follow the applicable law.

 

(g) Waiver of Jury Trial. THE PARTIES HEREBY WAIVE THEIR CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY, instead electing that all covered claims and disputes shall be resolved by arbitration under this Arbitration Agreement. Arbitration procedures are typically more limited, more efficient and less costly than rules applicable in a court and are subject to very limited review by a court. In the event any litigation should arise between you and LISA in any state or federal court in a suit to vacate or enforce an arbitration award or otherwise, YOU AND COMPANY WAIVE ALL RIGHTS TO A JURY TRIAL, instead electing that the dispute be resolved by a judge.

 

(h) Waiver of Class, Representative or Consolidated Actions. TO THE EXTENT PERMITTED BY APPLICABLE LAW, ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS, COLLECTIVE OR REPRESENTATIVE BASIS, AND CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. If a decision is issued stating that applicable law precludes enforcement of any of the limitations set forth in this Subsection (h) as to a given claim for relief, then the applicable claim must be severed from the arbitration and brought into the state or federal courts located in the Northern District of the State of Illinois. All other claims shall be arbitrated.

 

(i) Confidentiality. All aspects of the arbitration proceeding, including but not limited to the award of the arbitrator and compliance therewith, shall be strictly confidential. The parties agree to maintain confidentiality unless otherwise required by law. This paragraph shall not prevent a party from submitting to a court of law any information necessary to enforce this Agreement, to enforce an arbitration award, or to seek injunctive or equitable relief.

 

(j) Severability. Except as provided in Subsection(h), if any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Arbitration Agreement shall continue in full force and effect.

 

(k) Right to Waive. Any or all of the rights and limitations set forth in this Arbitration Agreement may be waived by the party against whom the claim is asserted. Such waiver shall not waive or affect any other portion of this Arbitration Agreement.

 

(l) Survival of Arbitration Agreement. This Arbitration Agreement will survive the termination or expiration of the Agreement or your relationship with LISA.

 

(m) Small Claims Court. Notwithstanding the foregoing, either you or LISA may bring an individual action in small claims court if the action qualifies and advances solely in such court on an individual basis.

 

(n) Emergency Equitable Relief. Notwithstanding the foregoing, either party may seek emergency interim equitable relief before a state or federal court in order to maintain the status quo pending arbitration. A request for interim measures shall not be deemed a waiver of any other rights or obligations under this Arbitration Agreement.

 

(o) Claims Not Subject to Arbitration. Notwithstanding the foregoing, claims of defamation, violation of the Computer Fraud and Abuse Act, and infringement or misappropriation of the other party’s patent, copyright, trademark or trade secrets shall not be subject to this Arbitration Agreement.

 

(p) Courts. In any circumstances where the foregoing Arbitration Agreement permits the parties to litigate in court, the parties hereby agree to submit to the personal jurisdiction of the courts located within Northern District of the State of Illinois, for such purpose.

 

(q) Modification. Notwithstanding any provision in the Agreement to the contrary, we agree that if we make any future material change to this Arbitration Agreement, you may reject that change within thirty (30) days of such change becoming effective by writing LISA at the following address: The LISA App, LLC, P. O. Box 1543, Deerfield, IL 60015.

 

If any of these Terms is unenforceable, the rest will continue in force. Each term of the Agreement operates separately. Except as provided in Section (h) of the above, if any term of this Agreement is held to be invalid or unenforceable, then such specific term shall be of no force or effect and shall be severed and the remaining terms will remain in full force and effect.

 

 

Assignment

 

This Agreement, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by you without Soothe’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. We may assign or transfer our rights and obligations under these Terms to another company or organization – for example, this could include another member of our group of companies or someone who buys our business. We will notify our active Users in writing if this happens.

 

 

Entire Agreement

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This Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.

  

General

 

The laws of the State of Illinois shall govern the validity, performance, enforcement, interpretation and any other aspect of these Terms, without regard to principles of conflicts of laws thereunder. The parties shall submit to the exclusive jurisdiction and venue of the federal and state courts located in the Northern District of the State of Illinois for any action arising out of these Terms or use of the Site. Where required, we may give notice to you by a general posting on the Site, by electronic mail, or by conventional mail to your address of record. You may give notice to us by electronic mail or by conventional mail to the address below. We may revise these Terms at any time, and such modifications will be effective immediately upon posting. Your use of the Site after such posting shall be deemed to constitute acceptance by you of such modifications. If you no longer agree with the Terms after any such modification, you may opt​out of the Site by halting your access to the Site and including in a notification to us your username and a declaration of your intention to opt​out. Upon receiving such notification from you, we will suspend your account. The parties agree that if any portion of this Agreement is found illegal or unenforceable, in whole or in part by any court of competent jurisdiction, such provision shall, as to such jurisdiction, be ineffective to the extent of such determination of invalidity or unenforceability without affecting the validity or enforceability thereof in any other manner or jurisdiction and without affecting the remaining provisions of this Agreement, which shall continue to be in full force and effect. This Agreement, and any rights and licenses granted hereunder, may not be assigned, transferred, delegated, and sublicensed by You, but may be assigned, transferred, delegated, and sublicensed by us without restriction. Notwithstanding any provision of these Terms, we have available all remedies at law or equity to enforce these Terms. Any and all controversies, disputes, demands, counts, claims, or causes of action (including the interpretation and scope of this clause, and the arbitrability of the controversy, dispute, demand, count, claim, or cause of action) between you and us or our employees, agents, successors, or assigns, will exclusively be settled through binding and confidential arbitration. You and we agree that: ANY CLAIMS BROUGHT BY YOU OR US MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.