Current as of 19 Apr 2023
THIS AGREEMENT (“AGREEMENT”) IS BETWEEN YOU (“YOU”, “YOUR”) AND SALON INTERACTIVE, INC (“SALON INTERACTIVE”, “WE”, “OUR”, “US”) AND GOVERNS YOUR USE OF SALONINTERACTIVE.COM, A MARKETPLACE FOR PROFESSIONAL BEAUTY PRODUCTS, GOODS OR SERVICES (COLLECTIVELY, “PRODUCTS”) DISTRIBUTED BY THIRD PARTY ENTITIES (“DISTRIBUTOR”). YOUR USE OF SALONINTERACTIVE.COM INCLUDES, BUT IS NOT LIMITED TO, ANY PURCHASE OF PRODUCTS; SUCH PURCHASE IS ALSO GOVERNED BY THE TERMS OF THIS AGREEMENT.
BY ACCEPTING THIS AGREEMENT, EITHER BY CLICKING A BOX INDICATING YOUR ACCEPTANCE OR BY USING SALONINTERACTIVE.COM FOR ANY PURPOSE, INCLUDING TO PURCHASE ANY PRODUCTS, YOU AGREE TO THE TERMS OF THIS AGREEMENT.
IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY AND ITS AFFILIATES TO THESE TERMS AND CONDITIONS, IN WHICH CASE THE TERMS “YOU” OR “YOUR” SHALL REFER TO SUCH ENTITY AND ITS AFFILIATES. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU MUST NOT ACCEPT THIS AGREEMENT AND MAY NOT USE SALONINTERACTIVE.COM.
You may not access SalonInteractive.com or purchase any Products on SalonInteractive.com if You are Our direct competitor, except with Our prior written consent. In addition, You may not access SalonInteractive.com for purposes of monitoring its availability, performance or functionality, or for any other benchmarking or competitive purposes.
This Agreement was last updated on August 08, 2022. It is effective between You and Us as of the date of You first access SalonInteractive.com. This Agreement may be updated without notice; such updates are effective upon posting; We recommend that You check back often to ensure You know the most current terms of this Agreement. Your continued use of SalonInteractive.com after any update shall be deemed to be Your acceptance of such update.
In order to offer You the finest professional beauty products at the lowest possible cost, We limit purchases only to those individuals who have received a valid code from their beauty professional (the “Code”).
Salon Interactive is not the manufacturer or distributor of any Products; instead, it operates SalonInteractive.com, an online marketplace facilitating transactions between You and the Distributor. The Distributor is independent of Salon Interactive. You agree that Salon Interactive is not an agent for You or the Distributor. Salon Interactive does not guarantee or warrant any Product; such guarantees or warranties may be provided by the Distributor. Similarly, Salon Interactive is not responsible for the acts or omissions of any Distributor.
Products are shipped by the Distributor and not Salon Interactive. You understand that Salon Interactive cannot and does not ship any Products. You agree that Salon Interactive may provide Your Information, including Your name and shipping address, to the applicable Distributor to enable it to ship the Product. Unless otherwise indicated at the time of Your purchase, You are responsible for all taxes, shipping, handling and other similar charges that may be applicable to Your purchase.
Since Products are shipped by the Distributor, they may be subject to such Distributor’s individual shipping, return and refund policies. In the absence of such Distributor policies, Our policies will apply:
- Orders are processed in a commercially reasonable and timely manner
- Products are shipped as promptly as reasonably possible
- Returns and refunds will be handled directly with the Distributor and/or your beauty professional, as described on Your packing slip. Salon Interactive cannot accept returned Products. In addition, Salon Interactive cannot issue any refunds unless authorized by the Distributor but if, after reasonable efforts, You are unable to effect a return or refund, You may contact us and We will try to resolve the issue.
- TAXES; SHIPPING; OTHER FEES
Your purchase may be subject to sales, use or other taxes collected in accordance with applicable law, and to shipping charges and/or other fees. Distributor (and not Salon Interactive) determines the amount of all such shipping and other fees charged.
- DISPLAY OF PRODUCTS
We use commercially reasonable efforts to ensure that the colors, design and details of the Products displayed on SalonInteractive.com are accurate. However, We cannot and do not guarantee that the colors, design, and/or detail, as displayed by Your monitor, will be accurate and We assume no responsibility whatsoever for such difference in color, design and details.
Salon Interactive reserves the right at any time and without notice to change the Products that are described on SalonInteractive.com.
- PROPRIETARY RIGHTS
SalonInteractive.com is owned by Salon Interactive. You acknowledge that SalonInteractive.com contains information, communications, software, photos, text, video, graphics, music, sounds, images and other material, content and services (collectively "Salon Interactive Content"), which is generally provided by Salon Interactive, Distributors or other third parties, or by licensors of any of the foregoing. Notwithstanding the foregoing, You understand and agree that content related to Products including, without limitation, all Product-related information, data, images, and other information with respect to a Product (all of the foregoing, “Product-related Content” and, together
with Salon Interactive Content, the “Content”) is provided solely by Distributor (and not Salon Interactive) and, therefore, You understand and agree that Salon Interactive has no responsibility or liability with respect to the Product-related Content including, without limitation, the accuracy and completeness of such Product-related Content. No rights in or to the Product-related Content are provided to You by Salon Interactive, other than the limited right to use and download a reasonable number of copies of the Product-related Content solely for Your personal use in connection with Your purchase of the applicable Product.
Notwithstanding the fact that Salon Interactive permits access to the Content, You acknowledge and agree that the Content, its use and/or the use of SalonInteractive.com is protected by copyrights, trademarks, and other proprietary and intellectual property rights, that these rights are valid and protected in all media now existing or later developed, and that Your use of the Content shall be governed and constrained by applicable copyright, trademark and other intellectual property laws. Modification or use of SalonInteractive.com and/or the Content or any portion thereof for any commercial purpose is a violation of copyright, trademark and other proprietary and intellectual property rights owned by Salon Interactive and/or Distributor and/or third parties. Without limiting any of the foregoing, You understand and agree that if You copy any Content or portion thereof for any purpose not expressly permitted in this Agreement, whether or not such copying or use is for Your commercial gain, You are violating the rights of Salon Interactive and/or Distributors and/or licensors of either, and that You may be subject to criminal and/or civil prosecution.
In addition to Salon Interactive’s and its licensors' rights in individual elements of the Salon Interactive Content, Salon Interactive owns a copyright in the selection, coordination, arrangement and enhancement of the Salon Interactive Content. SalonInteractive.com may permit You to download and/or print certain Salon Interactive Content and You may do so, and You may make a limited, reasonable number of copies of such downloaded and/or printed Salon Interactive Content solely for Your personal purposes in connection with Your purchase of Product(s) and no other purpose whatsoever, provided that all such copies are a complete and accurate copy of the downloaded and/or printed Salon Interactive Content and further provided that all such copies include any proprietary notices of Salon Interactive or the applicable owner; all such copies (whether printed or electronic) are considered Content hereunder, and subject to the terms of this Agreement. Except for the limited right to download, print and/or copy as described in this section, and notwithstanding anything else herein to the contrary, You understand that You may not otherwise copy, modify, publish, transmit, participate in the transfer or sale of, reproduce, create derivative works from, distribute, perform, display, incorporate into another website or printed materials, or in any other way exploit SalonInteractive.com and/or any of the Content (in whole or in part) and/or to incorporate it in other works in any form, media, or technology now known or later developed (collectively, “Use”), even if You attribute such Content or Use to Salon Interactive, Distributor and/or the applicable licensors.
Except as otherwise provided herein, You shall not: (i) permit any third party to access SalonInteractive.com using Your login credentials or to otherwise use Your account; (ii) create derivate works based on SalonInteractive.com; (iii) copy, frame or mirror any part or content of SalonInteractive.com; (iv) reverse engineer SalonInteractive.com; or (v) access SalonInteractive.com in order to: (a) build a competitive product or service, or (b) copy any features, functions or graphics of SalonInteractive.com.
As between Us and You, You exclusively own all rights, title and interest in and to all of Your Information. However, We may share Your Information with the Distributors and other third
If You contact Salon Interactive with information including, without limitation, feedback data (e.g., questions, comments, suggestions or the like) regarding SalonInteractive.com, the Content or any Product or other item on SalonInteractive.com (collectively, "Suggestions"), the Suggestion shall be deemed to be non-confidential and Salon Interactive shall have no obligation to You or any other party of any kind with respect to the Suggestion. In addition, You agree and acknowledge that Salon Interactive shall be free to use and distribute the Suggestions to others without limitation, and to authorize others to do the same. Further, Salon Interactive shall be free to use any ideas, concepts, know-how or techniques contained in the Suggestion for any purpose whatsoever, including, without limitation, developing, manufacturing and marketing products and other items incorporating the Suggestion. Salon Interactive shall not be liable or owe any compensation for the use or disclosure of the Suggestion.
Notwithstanding anything herein to the contrary, Salon Interactive reserves the right to change, add or delete Content, Products and the like that are described on SalonInteractive.com at any time without notice.
- YOUR USE OF SALONINTERACTIVE.COM
You agree to use SalonInteractive.com only for lawful purposes. You are expressly prohibited from transmitting through SalonInteractive.com any unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, sexually explicit, profane, hateful, racially, ethnically or otherwise objectionable material of any kind, including without limitation, any material that encourages conduct that would constitute a criminal offense, give rise to civil liability, or otherwise violate any applicable local, state, national or international law (collectively, "Prohibited Conduct"). You agree and acknowledge that Salon Interactive is not responsible or liable to You or any other party for any Prohibited Conduct by any user of SalonInteractive.com at any time.
(iii) enforce this Agreement; (iv) protect against misuse or unauthorized use of SalonInteractive.com; and (v) protect the interests of Salon Interactive.com’s users or the public.
You are expressly prohibited from using a false e-mail address or other identifying information and from using SalonInteractive.com in any way to send unsolicited emails or other messages to people or other entities.
Salon Interactive does not solicit the use of SalonInteractive.com by minors. In addition, We do not knowingly collect personal information from children under the age of 13. However, Salon Interactive cannot prevent minors from visiting SalonInteractive.com. Salon Interactive requires that purchases be made only by individuals 18 years old or older. EACH TIME YOU USE SALONINTERACTIVE.COM OR PURCHASE A PRODUCT FROM SALONINTERACITVE.COM, YOU ARE REPRESENTING THAT YOU ARE 18 YEARS OF AGE OR OLDER.
- LINKED SITES
- WARRANTIES AND DISCLAIMERS
SalonInteractive.com, and all content, data, materials and other information on SalonInteractive.com is provided solely on an “as is” basis with no warranties whatsoever.
Without limiting the foregoing, You understand and agree that Salon Interactive does not provide any representations, warranties or guarantees with respect to any Product, or the use or inability to use or the results of use any Product; any representations, warranties or guarantees, if any, with respect to a Product and/or its use, inability to use or results of use come solely from the applicable Distributor.
WITHOUT LIMITING THE FOREGOING, SALONINTERACTIVE.COM, THE CONTENT AND ANY OTHER MATERIALS THEREIN ARE PROVIDED " WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, FROM SALON INTERACTIVE. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, SALON INTERACTIVE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, INDEMNIFICATION AND FITNESS FOR A PARTICULAR PURPOSE. SALON INTERACTIVE DOES NOT WARRANT THAT SALONINTERACTIVE.COM OR YOUR USE OF SALONINTERACTIVE.COM WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN SALONINTERACTIVE.COM OR ANY CONTENT OR OTHER MATERIALS CONTAINED IN SALONINTERACTIVE.COM, WILL BE CORRECTED, OR THAT SALONINTERACTIVE.COM OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. SALON INTERACTIVE DOES NOT WARRANT OR MAKE ANY REPRESENTATION REGARDING THE USE, INABILITY TO USE OR THE RESULTS OF THE USE OF ANY PRODUCT, OR OF THE CONTENT AND/OR OTHER MATERIALS ON SALONINTERACTIVE.COM REGARDING THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. YOU (AND NOT SALON INTERACTIVE) ASSUME ALL RISK FOR YOUR USE OF SALONINTERACTIVE.COM OR ANY PRODUCT, INCLUDING ANY CONTENT AND/OR OTHER MATERIALS CONTAINED ON SALONINTERACTIVE.COM.
You shall indemnify, defend and hold Us, our affiliates, employees, agents and representatives harmless from and against any claim, demand, suit, or proceeding (”Claim”) made or brought against Us, our affiliates, employees, agents and representatives by a third party alleging that Your Information, or Your use of SalonInteractive.com in violation of this Agreement, infringes or
misappropriates the intellectual property rights of a third party or violates applicable law, and shall indemnify Us, our affiliates, employees, agents and representatives for any damages finally awarded against, and for reasonable attorney’s fees incurred by, Us, our affiliates, employees, agents and representatives in connection with any such Claim; provided, that We (a) promptly give You written notice of the Claim; (b) give You sole control of the defense and settlement of the Claim (provided that You may not settle any Claim unless the settlement unconditionally release Us, our affiliates, employees, agents and representatives, of all liability); and (c) provide to You all reasonable assistance, at Your expense.
- LIMITATION OF LIABILITY
Our liability to You, including but not limited to, any claims of arising out of or related to SalonInteractive.com, for any losses, injury or damages to persons or properties, and for any other claim arising out of or in connection with this Agreement shall be limited to Our refund of amount of the payment received by Us from You for the particular Product or transaction giving rise to the claim, but in no event will our aggregate liability under all claims exceed $100. Our obligations under this Section are further limited below.
NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, WE SHALL NOT BE LIABLE FOR ANY SPECIAL, INDIRECT, CONSEQUENTIAL, LOST PROFITS, LOST DATA OR PUNITIVE DAMAGES SUSTAINED OR INCURRED IN CONNECTION WITH THIS AGREEMENT OR SALONINTERACTIVE.COM, HOWEVER CAUSED, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, AND WHETHER OR NOT SUCH DAMAGES ARE FORESEEABLE. THE FOREGOING DISCLAIMER SHALL NOT APPLY TO EXTENT PROHIBITED BY APPLICABLE LAW.
Notwithstanding anything in this Agreement or any other agreement between You and Us, in no event shall Salon Interactive have any liability (including tort liability) or responsibility to You or any third party with respect to any Product or the use, inability to use or results of use a Product.
- TERM AND TERMINATION
This Agreement commences on the date You first access SalonInteractive.com and continues until terminated by You in writing or by Us, either in writing or by email or other online communication, including posting the termination of this Agreement on SalonInteractive.com.
In no event shall any termination relieve You of the obligation to pay any fees payable or incurred prior to the effective date of termination. In addition, the following sections shall survive the termination or expiration of this Agreement for any reason: Section 2, Section 4, Section 6, Section 7, Section 8, Section 9 and Section 10.
Except as expressly provided otherwise herein, Salon Interactive may provide notices to You electronically, either via email to the address provided by You, or if such notice is applicable to all users generally, Salon Interactive may post such notice on SalonInteractive.com. Except when this Agreement indicates that You may provide notice to Us via email, any notices provided by You to Salon Interactive shall be provided in a writing sent via US mail or overnight next-business day delivery and shall be deemed to have been given upon confirmed receipt by Salon Interactive. You should direct such notices under this Agreement to:
Salon Interactive INC
1013 N. Hooker Street
Chicago, IL 60642
This Agreement and all transactions hereunder shall be governed by the laws of the State of Illinois, without regard to its conflict of laws provisions. Each party agrees to the exclusive jurisdiction of the applicable courts of the County of DuPage, State of Illinois. Each party hereby waives any right to jury trial in connection with any action or litigation in any way arising out of or related to this Agreement.
Each party shall comply with the export laws and regulations of the United States and other applicable jurisdictions in providing and using SalonInteractive.com. Without limiting the foregoing, (i) each party represents that it is not named on any U.S. government list of persons or entities prohibited from receiving exports, and (ii) You shall not permit any party to use Your account to access or use SalonInteractive.com in violation of any U.S. export embargo, prohibition or restriction.
The parties hereto are independent contractors. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship between the parties.
There are no third-party beneficiaries to this Agreement.
No failure or delay by either party in exercising any right under this Agreement shall constitute a waiver of that right. Other than as expressly stated herein, the remedies provided herein are in addition to, and not exclusive of, any other remedies of a party at law or in equity. If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, the provision shall be modified by the court and interpreted so as best to accomplish the objectives of the original provision to the fullest extent permitted by law, and the remaining provisions of this Agreement shall remain in effect.
You shall pay on demand all of Our reasonable attorney fees and other costs incurred by Us to collect any fees or charges due Us under this Agreement following Your breach of any of Your obligations hereunder.
You may not assign any of Your rights or obligations hereunder, whether by operation of law or otherwise, without Salon Interactive’s prior written consent, not to be unreasonably withheld.
If you believe that Your copyrighted work has been copied in a way that constitutes copyright infringement, please provide our Copyright Agent with the following information:
- an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
- a description of the copyrighted work that you claim has been infringed;
- a description of where the material that you claim is infringing is located on the site;
- your address, telephone number, and email address;
- a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
- a statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.
Please contact our Copyright Agent for Notice of claims of copyright infringement at:
Copyright Agent Salon Interactive, INC
1013 N. Hooker Street
Chicago, IL 60642
Salon Interactive may not respond to notices that do not include the above items.
This Agreement, including all exhibits and addenda hereto and all orders, constitutes the entire agreement between the parties and supersedes all prior and contemporaneous agreements, proposals or representations, written or oral, concerning its subject matter. Except as otherwise provided herein, no modification, amendment, or waiver of any provision of this Agreement shall be effective unless in writing and either signed or accepted electronically by the party against whom the modification, amendment or waiver is to be asserted. However, to the extent of any conflict or inconsistency between the provisions in the body of this Agreement and any exhibit or addendum hereto or any order, the terms of such exhibit, addendum or order shall prevail.
Notwithstanding any language to the contrary therein, no terms or conditions stated in Your purchase order or other order documentation (excluding orders) shall be incorporated into or form any part of this Agreement, and all such terms or conditions shall be null and void.
We are committed to ensuring that Your Personal Information is secure. While We have put in place reasonable physical, electronic and managerial procedures to safeguard and secure the information We collect online, including Your Personal Information, from unauthorized access or disclosure, We cannot guarantee that such information, including Your Personal Information, is completely secure. You understand that no storage, processing or transfer of Your Personal Information or other information can be guaranteed to be completely secure.
We do not knowingly collect any Personal Information from children under the age of 13.
How We Use Your Personal Information:
We use and share your Personal Information:
- To process or fulfill any transactions You make on SalonInteractive.com, such as purchases of Products, including sharing Your Personal Information with the Distributors and other third parties who fulfill those transactions;
- With third parties who perform services on Our behalf, or give them access to collect the Personal Information; services such as information processing, order fulfillment, product delivery, customer data management, customer research and the like;
- To provide You with information regarding third party products or services We believe will be of interest to You;
- To respond to Your questions or requests;
- To contact You regarding SalonInteractive.com;
- To provide You with information related to surveys and/or offers; and
- With respect to any other purposes disclosed at the time You provide the Personal Information.
We will not share Your Personal Information with third parties for those third parties’ own direct marketing purposes without Your consent; however, We may share Your Personal Information with Our affiliated companies and Distributors. You may not opt out of any use or sharing of Your Personal Information that is necessary to fulfill Your transaction on SalonInteractive.com, including without limitation, any purchase You make.
We may also disclose Personal Information if We determine that disclosure is reasonably necessary to enforce Our terms and conditions or protect Our operations or users or if We are required to do so by any applicable law, rule, regulation, subpoena or other legal process. We also reserve the right to report to law enforcement agencies any activities that We reasonably believe to be unlawful.
Additionally, in connection with a reorganization, merger, sale or all or some of Our assets, or other corporate change, including for transaction due diligence, We may transfer any and all Personal Information to relevant third part(ies). If any such corporate change occurs, Your Personal Information will transfer to the applicable third party.
We may share aggregated, non-identifiable data with third parties for their and Our business and marketing purposes and to maintain and improve Your experience with SalonInteractive.com.
Updating Your Personal Information:
You may be able to update Your Personal Information directly on SalonInteractive.com. If not, You may update Your Personal Information by emailing Us at firstname.lastname@example.org. We will use reasonable efforts to update Your Personal Information as soon as possible, but You understand that it may not be possible to completely delete information from Our systems, including any backup systems. We delete records in accordance with our general record retention policies and do not have any obligation or liability to You or any party with respect to any information, including Personal Information, that is so deleted.
Consent to Transfer:
SalonInteractive.com is maintained in the United States, and Your Personal Information will be processed and shared in the United States, where the laws and protections regarding data and information may be different from those of other countries. If You are a resident of a country other than the United States, please be aware that Your Personal Information will be transferred to the United States and by providing such information, You consent to such transfer.
California Residents - Your California Privacy Rights:
We may share certain of Your Personal Information with Our affiliates and Distributors for their own direct marketing purposes. However, We will not share Your Personal Information with third parties other than Our affiliates and Distributors without your consent. California Civil Code Section 1798.83 permits California residents who have supplied to us personal information, as defined in the statute, under certain circumstances, to request and obtain certain information regarding Our disclosure, if any, of personal information to third parties for their direct marketing purposes. If this applies, You may obtain the categories of personal information shared and the names and addresses of all third parties that received personal information for their direct marketing purposes during the immediately prior calendar year (e.g. requests made in 2018 will receive information about 2017 sharing activities). To make such a request, please provide sufficient information for us to determine if this applies to you, attest to the fact that you are a California resident and provide a current California address for Our response. You may make this request via email to email@example.com or in writing mailed to Salon Interactive,
INC, 1013 N. Hooker Street, Chicago, IL 60642. Any such request must include
“California Privacy Rights Request” in the subject line of the email or in the first line of Your mailed letter and include your name, street address, city, state, and ZIP code. Please note that We are only required to respond to one request per customer each year, and We are not required to respond to requests made by means other than through this email address or mail address.
Cookies and Other Technologies:
SalonInteractive.com may use "cookies" and other technologies, such as pixel tags and web beacons. Please find below a short description of some of these technologies; the list below is not intended to be comprehensive, as We continually update Our systems to provide You with the best possible experience.
Cookies are alphanumeric identifies in the form of text files that are inserted and stored by your web browser on Your computer's hard drive. These technologies tell us which parts of SalonInteractive.com You have visited, limit the number of times you see certain information or offers or help Us better determine what You may like to see, or to alert You to software compatibility issues. They are also used to analyze and improve the design and functionality of SalonInteractive.com. If You choose to delete cookies from Your device or block them from being stored on Your device, please note that the full functionality of SalonInteractive.com may not be available to You.
We may use search and display advertising so You can find opportunities to purchase certain products or services, and retargeting cookies to present You with Our advertising on other sites based on Your interaction with SalonInteractive.com.
This Referral Agreement (the “Agreement”) is entered into as of the date registered with Salon Interactive. (the “Effective Date”) by and between Salon Interactive, INC, an Illinois corporation (“Salon Interactive”) and registered user of Salon Interactive
WHEREAS, Salon Interactive provides a platform (the “SI Platform”) whereby clients referred by beauty industry professionals (“Clients”) may purchase professional hair care and beauty industry products (“Products”), shipped directly from the distributor or manufacturer:
(a) with which Referrer has a valid business relationship; and (b) which has entered into an agreement with Salon Interactive similar to this Agreement (“Distributor”); and
WHEREAS, Referrer is a beauty industry professional and wishes to refer certain of its Clients to the SI Platform to enable such Clients to purchase Products, all upon the terms and conditions provided herein.
NOW THEREFORE, Salon Interactive and Referrer agree as follows:
- PARTIES’ OBLIGATIONS.
- General. Referrer shall, in its reasonable discretion, refer Clients to the SI Platform (“Referrals”), using the unique code, link or other method, as provided by Salon Interactive for this purpose (“Code”). Referrer shall ensure that its business and the Referrals are done with good business ethics and without damage to the reputation of Salon Interactive and/or the SI Platform. The use of the Code is required in order to permit the Client to purchase
Products via the SI Platform. Salon Interactive reserves the right to reject the use of any Code. Referrer understands and agrees that a Code may only be used by Client if Distributor and Referrer have a valid business relationship at the time the Client’s order is placed.
Referrer agrees to promptly notify Salon Interactive if Referrer ceases to have a valid business relationship with a Distributor(s). Referrer agrees that it shall not offer or imply any obligation on the part of Salon Interactive to any Client, Distributor or other third party, or make any representation, warranty, or guarantee to such Client, Distributor or other third party that is inconsistent with or in addition to those made herein.
- Purchases; Returns. The SI Platform enables Clients to purchase Products shipped directly from Distributors. Salon Interactive shall use commercially reasonable efforts to process such purchase transactions made by Clients via the SI Platform in a timely fashion. If a Client returns a Product, Referrer shall accept the return, if applicable, to the Client; the policies in effect as part of Distributor and Referrer’s business
relationship shall govern such return and refund; Referrer understands and agrees that Salon Interactive is not part of that relationship. Referrer agrees to provide such assistance, if any, as reasonably requested by
Salon Interactive to permit Salon Interactive to provide the foregoing. Clients make
- No Exclusivity. Nothing in this Agreement shall be construed as requiring, prohibiting or restricting either party from entering into agreements with any entity and/or otherwise operating its business, in its sole discretion.
- Age Limitations. The “Referrer” herein agrees that they are at least 18 years old.
- Payment Terms, Salon Interactive shall track purchases on a weekly basis beginning on the Effective Date (“Tracking Week”) and within seven (7) days after the end of each Tracking Week, Salon Interactive shall pay Referrer the appropriate Commission, as indicated by reasonably sufficient supporting information. Salon Interactive reserves the right to offset any payments due by the amount of any refunds or other adjustments. Referrer expressly authorizes Salon Interactive’s service provider, Dwolla, Inc. to originate credit transfers to its financial institution account. Referrer authorizes Salon Interactive to collect and share with Dwolla its personal information including full name,
- TERM AND TERMINATION. This Agreement will commence on the Effective Date and continue until terminated by either party, upon thirty (30) days prior written notice to the other party (the “Term”). Because a Code is only valid for as long as Referrer and the applicable Distributor have a valid business relationship, in the event such relationship terminates or expires for any reason, Salon Interactive may suggest an alternative Distributor. Termination or expiration of this Agreement for any reason shall not affect
either party’s obligations that may have accrued prior to such termination or expiration, including Salon Interactive’s obligation to pay Commissions accrued during the Term. The following Sections shall survive the expiration or termination of this Agreement for any reason, in accordance with their terms: Sections 2, 3, 4, 5, 6 and 7.
- LIMITATION OF LIABILITY. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS AGREEMENT: (A) NEITHER PARTY SHALL BE LIABLE TO THE OTHER OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOST REVENUES, LOST DATA AND/OR LOST SAVINGS, EVEN IF SUCH PARTY WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; AND (B) IN NO EVENT SHALL SALON INTERACTIVE’S AGGREGATE LIABILITY UNDER THIS AGREEMENT, WHETHER TO
REFERRER, ANY DISTRIBUTOR OR ANY CLIENT FOR ALL DAMAGES, COSTS AND EXPENSES,
EXCEED $100. Without limiting any of the foregoing, Referrer understands and agrees that Salon Interactive shall not be liable for any breach of this Agreement or for any claim of damages by Referrer, any Client or any third party caused by any failure of any communication devices and/or systems of any party’s (including without limitation, Referrer’s, Distributor’s, Client’s or any third party’s) ability to use or inability to use any of the foregoing for any reason, including without limitation, the disruption of communication
facilities, sabotage by third parties or unavailability of energy sources. SALON INTERACTIVE DOES NOT MANUFACTURE, DISTRIBUTE OR SELL ANY PRODUCT AND IS NOT A PARTICIPANT IN THE TRANSACTION BETWEEN REFERRER AND CLIENT OR DISTRIBUTOR. THEREFORE, IF A DISPUTE ARISES BETWEEN REFERRER, CLIENT AND/OR DISTRIBUTOR, REFERRER HEREBY RELEASES SALON INTERACTIVE, ITS AFFILIATES, EMPLOYEES, AGENTS AND REPRESENTATIVES, FROM ANY AND ALL CLAIMS AND DAMAGES, KNOWN OR UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES.
- NO WARRANTIES. The SI Platform and Salon Interactive’s services hereunder are provided on an “as is” basis. Except as expressly provided otherwise herein, Salon Interactive makes no warranties whatsoever to Referrer hereunder. Without limiting the foregoing, Salon Interactive expressly disclaims any warranty or representation, express or implied, regarding any warranty of merchantability, non-infringement, fitness for a particular
purpose, non-interference, loss or corruption of data, the accuracy or quality of data, the performance or suitability of any Product, and/or Referrer’s, Client’s, Distributor’s or third party’s use, inability to use or results of any use of the SI Platform and/or any Product, and/or the acts or omissions of Referrer or any Client, Distributor or other third party.
Referrer understands and agrees that Salon Interactive does not warrant that the SI Platform or any Product will meet any party’s requirements, be error-free, available at all times, available without interruption or that all errors or defects will be corrected or capable of correction. Salon Interactive does not warrant or guarantee the safety or efficacy of any Product, or that any Product’s packaging or related SI Platform content are accurate or complete or in compliance with any law, rule or regulation. Referrer shall not indicate to any Client or other third party that Salon Interactive or any Distributor will provide any of the foregoing representations or warranties. Referrer acknowledges and agrees that Salon Interactive has not made and does not makes any representation, warranty or guarantee regarding the level, volume or amount, actual or likely: (a) of transactions commenced or consummated by any user, including any Client; or (c) of any amount of Commissions or potential Commissions payable hereunder.
- PROPRIETARY RIGHTS.
Salon Interactive may share with Referrer any such User Information in accordance with Salon Interactive’s privacy and other policies. All rights in and to the Salon Interactive Materials not expressly granted to Referrer herein are hereby reserved to Salon Interactive.
- Confidentiality. Each party agrees to keep any confidential and proprietary information of the other party (“Confidential Information”) in the strictest confidence, using the same degree of care it uses to protect its own similar information, but in no event less than a reasonable degree of care, and shall not disclose the other party’s Confidential Information to any third party, except as expressly provided otherwise herein. Confidential Information does not include information that: (i) is or becomes publicly known or available without breach of this Agreement; (ii) is received by the recipient from a third party without breach of any obligation of confidentiality; (iii) was previously known by recipient as shown by its written records; or (iv) is required to be disclosed pursuant to a court order or other governmental authority, but then only to the extent so required and only after notifying the disclosing party of such requirement and reasonably cooperating (at discloser’s expense) with discloser’s attempt to contest or limit such disclosure. Confidential Information of Salon Interactive’s includes the SI Platform and other Salon Interactive Materials and, as between Salon Interactive and Referrer, information provided by Client via the SI Platform. Each party shall retain exclusive ownership of its Confidential Information.
- The provisions of this Section 6 shall survive any termination or expiration of this Agreement.
- Disputes; Equitable Relief. If a dispute, controversy or claim arises out of or relates to this Agreement, the parties shall first endeavor to resolve such dispute through good faith negotiations prior to initiating any litigation. Notwithstanding the foregoing or anything contained in this Agreement to the contrary, the parties shall be entitled to seek equitable relief in any court of competent jurisdiction whenever the facts or circumstances would permit a party to seek such equitable relief.
- Governing Law; Venue. This Agreement will be governed by the laws of the State of Illinois without regard to its conflicts of law provisions. The parties hereby consent to venue and jurisdiction exclusively in the state and federal courts located in the State of Illinois.
- Independent Contractors. The parties agree and acknowledge that the relationship between them is that of independent contractors. This Agreement shall not be deemed to create a partnership or joint venture between the parties and neither party is the other’s partner, employee, agent, or representative. Neither party, nor any of its employees or agents, shall have any authority whatsoever to bind the other party by contract or otherwise.
- No Third Party Beneficiaries. Notwithstanding anything herein to the contrary, this Agreement shall benefit and bind only Referrer and Salon Interactive, and their successors or permitted assigns. There are no third party beneficiaries of this Agreement or any portion thereof including, without limitation, Distributors or Clients.
- Electronic Signatures; Counterparts. The parties agree that signatures exchanged by facsimile or computer imaging shall be binding as originals. This Agreement may be executed in two counterparts, each of which shall be deemed an original, but both of which together shall constitute but one and the same instrument.
- Assignment. Referrer may not assign this Agreement, either in whole or in part, without Salon Interactive’s prior written consent, which shall not be unreasonably withheld or delayed.
- Notices. Any notice required by this Agreement shall be provided in writing to firstname.lastname@example.org (“Salon Interactive”) , or such other addresses as may be given from time to time under the terms of this notice provision. Any notice to “Referrer”required by this Agreement shall be in writing using the email address on record for their Salon Interactive account.
- Publicity. Referrer hereby consents to being referenced or included by name and/or logo, as further described in Section 6(a) on the SI Platform and in other marketing materials and efforts of Salon Interactive for the purposes contemplated herein.
- Force Majeure. Neither party shall be responsible for any delay or failure in performance caused by flood, riot, insurrection, fire, earthquake, strike, communication line failure, power line failure, explosion, acts of terrorism, act of God, or any other force or cause beyond its reasonable control.
- Cooperation. The parties agree to reasonably cooperate with each other and to execute and delivery any necessary documents, in order to consummate the transactions described herein.
- No Hire. During the Term and for one (1) year thereafter, Referrer agrees that it shall not hire an employee or consultant of Salon Interactive, without Salon Interactive’s prior written consent.
- Section Headings. The division of this Agreement into Sections, and the insertion of captions and headings, are for convenience of reference only and shall not affect the construction or interpretation of this Agreement.
- Severability; Waiver. Failure of either party to enforce a right under this Agreement shall not act as a waiver of any rights or a waiver of that right or the ability to later assert that right relative to the particular situation involved. If any provision of this Agreement is alleged to be invalid or unenforceable, the provision shall be construed to have the
broadest interpretation that would make it valid and enforceable. Invalidity or unenforceability of one provision shall not affect any other provision of this Agreement.
- Entire Agreement. This Agreement consists of: (i) all of the pages of this instrument; and
Last updated: April 19th, 2023
We may obtain personal information about you from a variety of sources, including the following sources.
Personal Information that You Provide. We collect the personal information that you provide to us, such as when you fill in forms on the Site, use the Platform, register for an account, subscribe to our emails, post product reviews and other content, request further products and services, communicate with us, participate in our surveys, or complete transactions through the Platform.
- Cookies, which are text files that websites store on a visitor‘s device to uniquely identify the visitor’s browser or to store information or settings in the browser for the purpose of helping you navigate between pages efficiently, remembering your preferences, remembering the items you place in your shopping cart, enabling functionality, helping us understand user activity and patterns, and facilitating online advertising.
- Web beacons, also known as pixel tags or clear GIFs, which are typically used to demonstrate that a webpage or email was accessed or opened, or that certain content was viewed or clicked, typically to compile statistics about usage of websites and the success of marketing campaigns.
In addition, you may have the opportunity to link or otherwise connect to a third party service through the Platform, such as when creating an account or purchasing a product on the Site. If you choose to connect with a third party service, they will provide us with certain personal information about you, such as to facilitate the registration and maintenance of your account or process your order.
Referrals. Users of the Platform may have the opportunity to refer colleagues, friends, or other contacts to us and share their contact information with us. Please do not refer someone to us or share their contact information with us unless you have their permission to do so.
USE OF PERSONAL INFORMATION
To Provide the Platform and Our Products and Services. We may use your personal information to provide the Platform and our products and services, such as to:
- provide and operate the Platform and our business;
- create, manage, monitor, and maintain your account on the Platform;
- provide you with the products and services you request;
- monitor and improve your experience on the Platform;
- review and respond to your inquiries and requests;
- send you updates about your order and store your information for future orders;
- contact you by phone, email, or other form of communication; and
- process your transactions, send you receipts, and monitor your orders.
Research and Development. We may use your information for research and development purposes, including to study and improve the Platform and our business, understand and analyze the usage trends and preferences of our users, and develop new features, functionality, products, and services. As part of these activities, we may create aggregated, de-identified, or other anonymous data from personal information we collect. We make personal information into anonymous data by removing information that makes the data personally identifiable to you. We may use this anonymous data and share it with third parties for our lawful business purposes.
Direct Marketing. We may send you Salon Interactive-related or other direct marketing communications as permitted by law. You may opt-out of our marketing communications as described in the “Your Choices” section below.
To Comply with Laws and Regulations. We will use your personal information as we believe necessary or appropriate to comply with applicable laws, lawful requests, and legal process, such as to respond to subpoenas or requests from government authorities.
For Compliance, Fraud Prevention, and Safety. We may use your personal information and disclose it to law enforcement, government authorities, and private parties as we believe necessary or appropriate to: (a) maintain the safety, security, and integrity of our Platform, products and services, business, databases and other technology assets; (b) protect our, your, or others’ rights, privacy, safety or property (including by making and defending legal claims); (c) audit our internal processes for compliance with legal and contractual requirements and internal policies; (d) enforce the terms and conditions that govern the Platform; and (e) prevent, identify, investigate and deter fraudulent, harmful, unauthorized, unethical or illegal activity, including cyberattacks and identity theft.
With Your Consent. In some cases we may specifically ask you for your consent to collect, use, or share your personal information, such as when required by law.
SHARING OF PERSONAL INFORMATION
Related Companies. We may share personal information with our affiliates, subsidiaries, and other related companies. For example, we may share your personal information with our related companies to provide our products and services to you, where other companies within our group perform components of the full service offering.
Service Providers. We share personal information with third parties and individuals who perform functions on our behalf and help us run our business. For example, we work with service providers that help us perform website hosting, maintenance, database management, cloud storage, web analytics, billing, email services, payment processing, marketing, advertising, and other purposes.
Beauty, Retail, and Technology Partners. We may share your personal information with our beauty, retail, and technology partners, such as when we send information to a retail partner to fulfill your order, offer a co-sponsored event or offering, or participate in any joint marketing efforts.
Advertising Partners. We may also share personal information collected about you with third parties who we partner with for advertising campaigns or that collect information about your activity on the Platform for the purposes described in the “Interest-Based Advertising” section above.
Law Enforcement, Authorities, and Others. Under certain circumstances, Salon Interactive may be required to disclose your personal information to law enforcement, government authorities, and other parties if required to do so by law or in response to valid requests by public authorities (e.g. a court or a government agency) . Salon Interactive may also disclose your personal information in the good faith belief that such action is necessary to comply with a legal obligation or for the purposes described above in the section titled “Compliance, Fraud Prevention, and Safety.”
Professional Advisors. We may share your personal information with persons, companies, or professional firms providing Salon Interactive with advice and consulting in accounting, administrative, legal, tax, financial, debt collection, and other matters.
Business Transaction Participants. Salon Interactive may disclose your personal information to third parties in connection with any business transaction (or potential transaction) involving a merger, acquisition, sale of shares or assets, financing, acquisition, consolidation, reorganization, divestiture, or dissolution of all or a portion of our business (including in connection with a bankruptcy or similar proceedings).
TRANSFER OF PERSONAL INFORMATION
Salon Interactive is headquartered in the United States and we have service providers in the United States and other countries. Your personal information may be collected, used, and stored in these countries or other locations outside of your home country. Privacy laws in the locations where we handle your personal information may not be as protective as the privacy laws in your home country. By providing your personal information, where applicable law permits, you hereby specifically and expressly consent to such transfer and processing and the collection, use, and disclosure set forth herein or in any applicable terms of service.
The security of your personal information is important to us, but remember that no method of transmission over the Internet, or method of electronic storage is 100% secure. While we strive to use commercially acceptable means to protect your information, we cannot guarantee its absolute security.
In this section, we describe the rights and choices available to our customers.
Access, Correct, or Delete Your Account Information. You may access, modify, or remove certain information saved in your account by logging into your account and updating or correcting your profile information. You may also submit a request by emailing us at email@example.com.
Opt-Out of Promotional Email Communications. You may opt out of marketing-related emails by following the opt-out or unsubscribe instructions at the bottom of the email, or by contacting us as at firstname.lastname@example.org. You may continue to receive service-related and other non-marketing emails.
Opt-Out of Text Messages. We may offer communications via SMS texts or similar technology sent by Salon Interactive or our service providers, such as when we send you text messages for customer service, account-related, or marketing purposes. Message and data rates may apply for these services. You can opt-out of texts by following the instructions for the applicable texting program you enroll in or by emailing us your request and mobile telephone number to email@example.com.
Third Party Services. If you choose to create an account with or otherwise connect the Platform with a third party service, you may have the ability to limit the information that we obtain from the third party at the time you create your account. You may also be able to control our access to your personal information through your account settings with the third party service. Please note, if you withdraw our ability to access certain information from a third party service, that choice will not apply to information that we have already received from that third party.
Cookies. Most browsers let you remove and/or stop accepting cookies from the websites you visit. To do this, follow the instructions in your browser’s settings. Many browsers accept cookies by default until you change your settings. If you do not accept cookies, however, you may not be able to use all functionality of the Platform and our Site may not work properly. For more information about cookies, including how to see what cookies have been set on your browser and how to manage and delete them, visit www.allaboutcookies.org.
Analytics. The Site uses Google Analytics to help us analyze how the Site is being accessed and used. You can learn more about Google Analytics cookies by clicking here and about how Google protects your data by clicking here. To opt-out of Google Analytics, you can download and install the Google Analytics Opt-out Browser Add-on, available here.
The Site also uses FullStory DXI platform to create better user experiences. To learn more about FullStory click here. To out-out of FullStory DXI, you can click the link here.
Many of the opt-out preferences described in this section must be set on each device and/or browser for which you want them to apply. Please note that some of the advertising companies we work with may not participate in the opt-out mechanisms described above, so even after opting-out, you may still receive interest-based ads from other companies. If you opt-out of interest-based advertisements, you will still see advertisements online but they may be less relevant to you.
Do Not Track. Some browsers may be configured to send “Do Not Track” signals to the online services that you visit. We currently do not respond to “Do Not Track” or similar signals. To find out more about “Do Not Track,” please visit http://www.allaboutdnt.com.
Declining to Provide Information. We need to collect personal information to provide certain services. If you do not provide the information requested, we may not be able to provide those services.
The Platform is not intended for use by anyone under the age of 16, and we do not knowingly collect personal information from children. If you are a parent or guardian and you are aware that your child has provided us with personal information online, please contact us. If we become aware that we have collected personal information from children without verification of parental consent as required by law, we take steps to remove that information from our servers.
LINKS TO OTHER WEBSITES AND SERVICES
The Platform may contain links to other websites and online services that are not operated by us. These links are not an endorsement of, or representation that we are affiliated with, any third party. If you click on a third party link, you will be directed to that third party's site or service. In addition, our content may be included on web pages or online services that are not associated with us. We have no control over and assume no responsibility for the content, privacy policies or practices of any third party sites or services. Other websites and services follow different rules regarding the collection, use and sharing of your personal information. We encourage you to review the privacy policies of other websites and other online services that you visit or use.
YOUR CALIFORNIA PRIVACY RIGHTS
This section applies only to California residents. It describes how we collect, use, and share personal information of California residents when we act as a “business” as defined under California privacy laws, and their rights with respect to their personal information. For purposes of this section, “personal information” has the meaning given under California privacy laws but does not include information exempted from the scope of such laws. In some cases we may provide a different privacy notice to certain categories of California residents, in which case that notice will apply instead of this section.
Personal Information That We Collect, Use, and Disclose. We describe:
- the categories of personal information we may have collected about you in the preceding 12 months, and the categories of sources from which we collect such personal information, in the section above called “Collection of Personal Information”;
- the business and commercial purposes for which we collect this information in the section above called “Use of Personal Information”; and
- the categories of third parties to whom we disclose this information in the section above called “Sharing of Personal Information”.
Personal Information Disclosed for a “Business Purpose” or “Valuable Consideration.” Salon Interactive must also disclose whether the following categories of personal information are disclosed for a “business purpose” or “valuable consideration” as those terms are defined under California privacy law. This latter category is also called a “sale” of personal information.
Salon Interactive has disclosed all of the categories listed in the section above titled “Collection of Personal Information.”
At this time, Salon Interactive does not “sell” your personal information as defined under California privacy law.
Your Rights as a California Resident. California privacy law provides California residents with the rights listed below. Please note, these rights are not absolute and in some cases we may not be able to respond to your request, such as when a legal exemption applies or if we are not able to verify your identity.
- Right to Access. You have the right to request that Salon Interactive disclose certain information to you about our collection and use of your personal information over the past 12 months, including:
- The categories of personal information we collected about you.
- The categories of sources of the personal information we collected about you.
- Our business or commercial purpose for collecting or selling that personal information.
- The categories of third parties with whom we share that personal information.
- The specific pieces of personal information we collected about you.
- Right to Erase/Delete. You have the right to request that Salon Interactive delete any of your personal information that we collected from you and retained, subject to certain exceptions.
- Right to Opt-Out of Sales. At this time, Salon Interactive does not “sell” any personal information. If we “sell” your personal information in the future, you will be able to opt-out.
- Right to Nondiscrimination. You are entitled to exercise the rights described above free from discrimination in the form or legally prohibited increases in the price or decreases in the quality of our products and services.
How to Exercise Your California Privacy Rights. To submit a request to exercise the access and deletion rights described above, please submit a request to us by:
- Emailing us at firstname.lastname@example.org, or
- Mailing us at SalonInteractive Inc., 1013 N. Hooker Street Chicago, IL 60642.
When exercising your rights or otherwise assisting you, we may need to request specific information from you to help us confirm your identity. This is a security measure to ensure we do not disclose personal information to any person who is not entitled to receive it. We may also contact you to ask you for further information in relation to your request to speed up our response.
You may also designate an authorized agent to make a request on your behalf. If you do so, we may require the requester’s proof of identification, the authorized agent’s proof of identification, and any other information that we may request in order to verify your request, including evidence of valid permission for the authorized agent to act on your behalf.
You will not have to pay a fee to access your personal information (or to exercise any of the other rights). However, we may charge a reasonable fee or decline to comply with your request if your request is clearly unfounded, repetitive, or excessive.
We try to respond to all legitimate requests within 45 days of your request. Occasionally it may take us longer than 45 days to respond, for instance if your request is particularly complex or you have made a number of requests. In this case, we will notify you of the delay, and may continue to update you regarding the progress of our response.
“Shine the Light” Requests. Under California Civil Code sections 1798.83-1798.83, California residents are entitled to ask us, once per year, for a notice identifying the categories of information which we share with our affiliates or third parties for marketing purposes, if any, and providing contact information for such affiliates or third parties. Requests will apply to information provided during the previous calendar year. If you are a California resident and would like a copy of this notice, please submit a written request with the subject “California Shine the Light Request” using the contact information below.