Last Updated: June 5, 2026
Welcome and thank you for your interest in LUXE Intelligence, Inc. ("LUXE AI," "Company," "we," "us," or "our"). LUXE AI is an AI-powered intelligent wallet that transforms credit and debit card rewards and loyalty programs into a concierge delivering personalized recommendations for dining, hotels, perks, and experiences.
This Terms of Service Agreement ("Terms of Service," and together with any applicable Supplemental Terms (as defined in Section 1.3 (Supplemental Terms)), the "Agreement") describes the terms and conditions that apply to your use of (i) the website located at https://concierge.unlock.luxe and its subdomains (collectively, the "Website"), and (ii) the services, content, features, and other resources available on or enabled via our Website, including our AI-powered concierge platform, Luxy, and all related features and functionality (collectively, with our Website, the "Service").
Please read this Agreement carefully. This Agreement governs the use of the Service and applies to all users visiting or accessing the Service. By accessing or using the Service in any way, accepting this Agreement by clicking on the "I Accept" button, completing the account registration process, or browsing the Website, you represent that: (1) you have read, understand, and agree to be bound by this Agreement; (2) you are at least eighteen (18) years of age; (3) you are not barred from using the Service under the laws of the United States, your place of residence, or any other applicable jurisdiction; and (4) you have the authority to enter into this Agreement personally or, if you are accessing or using the Service on behalf of an entity, on behalf of such entity. If the individual entering into this Agreement is doing so on behalf of an entity, all references to "you" or "your" in this Agreement will also be deemed to refer to such entity. If you do not agree to be bound by this Agreement, you may not access or use the Service.
If you subscribe to any feature or functionality of the Service for a term (the "Initial Term"), then your subscription will be automatically renewed for additional periods of the same duration as the Initial Term at Company's then-current fee for such features and functionality unless you opt out of the automatic renewal in accordance with Section 9.3(a) (Automatic Renewal) below.
Section 16 (Arbitration Agreement) contains provisions that govern how to resolve disputes between you and Company. Among other things, Section 16 includes an agreement to arbitrate which requires, with limited exceptions, that all disputes between you and us shall be resolved by binding and final arbitration. Section 16 also contains a class action and jury trial waiver. Please read Section 16 carefully.
Unless you opt out of the arbitration agreement within thirty (30) days in accordance with Section 16.10 (30-Day Right to Opt Out): (1) you will only be permitted to pursue disputes or claims and seek relief against us on an individual basis, not as a plaintiff or class member in any class or representative action or proceeding, and you waive your right to participate in a class action lawsuit or class-wide arbitration; and (2) you are waiving your right to pursue disputes or claims and seek relief in a court of law and to have a jury trial.
Any dispute, claim, or request for relief relating in any way to your use of the Service will be governed and interpreted by and under the laws of the State of Delaware, consistent with the Federal Arbitration Act, without giving effect to any principles that provide for the application of the law of any other jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods is expressly excluded from this Agreement.
The Agreement is subject to change by Company in its sole discretion at any time as set forth in Section 17.6 (Agreement Updates).
The Service and the information and content available on the Service are protected by applicable intellectual property (including copyright) laws. Unless subject to a separate license agreement between you and Company, your right to access and use the Service, in whole or in part, is subject to this Agreement.
Subject to your compliance with this Agreement, Company grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service solely through the Website for your own internal business purposes.
(a) The AI concierge, Luxy, responds to user questions, explains recommendations, and can discuss spending behavior. The Service makes available a generative AI-powered lifestyle intelligence concierge that responds to your Inquiries (as defined below) with automatically generated replies and is designed to provide you with access to curated recommendations relating to hotels, restaurants, experiences, and travel. You can input prompts, questions, and inquiries, including in response to your Lifestyle Profile Questionnaire (collectively, "Inquiries"), and the Service is designed to provide output, replies, responses, and recommendations to facilitate access to general resources and information related to your Inquiries (each, a "Response" and collectively, "Responses").
(b) The Service leverages certain generative AI tools (including artificial intelligence and deep learning platforms, algorithms, tools, and models made available by third parties, such as OpenAI, Google Gemini, and Anthropic Claude) (collectively, the "AI Tools") to collect, analyze, and respond to Inquiries. By using the Service, you hereby consent, authorize, and direct Company to share and otherwise disclose all Inquiries and other Your Content (as defined in Section 3.1) you provide or otherwise make available to the Service with the AI Tools in order to complete your request, process and respond to your Inquiries, and as otherwise described in this Agreement. You acknowledge that Company does not own or control the AI Tools or the underlying models, algorithms, or technology provided by third-party providers of AI Tools, and that Company shall have no liability for the unavailability, modification, suspension, or discontinuation of any AI Tools or underlying models by any third-party provider. Additional license requirements or terms of use may apply to certain AI Tools or underlying models; you are responsible for reviewing and complying with any such requirements as may be identified by Company from time to time.
(c) You acknowledge and agree that the AI concierge (Luxy) is not a human. The Service is an AI-based tool and is not a replacement for human interaction and advice. You further acknowledge and agree that AI technology is evolving and Company does not guarantee that any Responses will be helpful or accurate. Generative AI technology is known to hallucinate or otherwise provide incorrect information. You understand this is a tool and resource; it is not intended to take the place of your independent confirmation and judgment. The Service is intended for informational and entertainment purposes only. Because the Service utilizes generative AI technology, including third-party AI Tools over which Company has no control, the Service may provide information that is an inaccurate, incomplete, or inappropriate response to your Inquiries. You acknowledge and agree that Company will not be held liable for any such inaccurate, incomplete, or inappropriate Responses, and you assume all risk arising from your use of or reliance on any Responses.
Your use of, and participation in, certain features and functionality of the Service may be subject to additional terms ("Supplemental Terms"). Such Supplemental Terms will either be set forth in the applicable supplemental Service or will be presented to you for your acceptance when you sign up to use the supplemental Service. If these Terms of Service are inconsistent with the Supplemental Terms, then the Supplemental Terms control with respect to such supplemental Service.
You understand that the Service is evolving. As a result, Company may update or modify the Service with or without notifying you. You may need to update third-party software from time to time in order to continue to use the Service. Any future release, update, or other addition to the Service shall be subject to this Agreement.
(a) Company may offer opt-in text message notifications (the "Message Service") that allows users who affirmatively opt in to receive SMS/MMS mobile messages. If you opt in, we may send you certain texts as notifications, such as alerts regarding a perk or offer relevant to you. We do not charge for the Message Service, but you are responsible for all charges and fees associated with mobile messaging imposed by your wireless carrier. Message and data rates may apply.
(b) By enrolling a telephone number in the Message Service, you authorize us to send recurring SMS and MMS mobile messages to the number you specify, and you represent that you are authorized to receive mobile messages at such number. Your consent to receive mobile messages is not required (directly or indirectly) as a condition of purchasing any property, goods, or services.
(c) To opt out of the Message Service, reply STOP to any message you receive. You may receive an additional message confirming your decision to opt out. For Message Service support or assistance, text HELP in response to any message or email us at support@unlock.luxe. Please note that use of this email address is not an acceptable method of opting out of the Message Service.
In order to access certain features of the Service, you may be required to register an account on the Service ("Account"). You may also have the option to connect to the Service through a social networking service ("SNS") account (each such account, a "Third-Party Account"), as permitted by the Service.
(a) The Service may allow you to link your Account with a Third-Party Account by allowing Company to access your Third-Party Account, as is permitted under the applicable terms and conditions that govern your use of each Third-Party Account. You represent that you are entitled to disclose your Third-Party Account login information to Company and/or grant Company access to your Third-Party Account without breach by you of any of the terms and conditions that govern your use of the applicable Third-Party Account. By granting Company access to any Third-Party Account, you understand that Company may access, make available, and store any information, data, text, software, music, sound, photographs, graphics, video, messages, tags, and/or other materials that you have provided to and stored in your Third-Party Account ("SNS Content") so that it is available on and through the Service via your Account. Unless otherwise specified in this Agreement, all SNS Content is considered to be Your Content (as defined in Section 3.1) for all purposes of this Agreement.
(b) Your relationship with the third-party service providers associated with your Third-Party Accounts is governed solely by your agreement(s) with such third-party service providers, and Company disclaims any liability for personally identifiable information that may be provided to it by such third-party service providers in violation of the privacy settings that you have set in such Third-Party Accounts.
In registering an Account on the Service, you shall (i) provide true, accurate, current, and complete information about yourself as prompted by the registration form (the "Registration Data"), and (ii) maintain and promptly update the Registration Data to keep it true, accurate, current, and complete.
(a) You acknowledge and agree that you have no ownership or other property interest in your Account, and you further acknowledge and agree that all rights in and to your Account are and will forever be owned by and inure to the benefit of Company. You are responsible for all activities that occur under your Account. You shall monitor your Account to restrict use by minors, and you will accept full responsibility for any unauthorized use of the Service by minors. You are responsible for any use of your credit card or other payment instrument by minors.
(b) You may not share your Account or password with anyone, and you agree to notify Company immediately of any unauthorized use of your password or any other breach of security. If you provide any information that is untrue, inaccurate, incomplete, or not current, or Company has reasonable grounds to suspect that any information you provide is untrue, inaccurate, incomplete, or not current, Company has the right to suspend or terminate your Account and refuse any and all current or future use of the Service (or any portion thereof). You agree not to create an Account using a false identity or information, or on behalf of someone other than yourself. You shall not have more than one Account at any given time. Company reserves the right to remove or reclaim any usernames at any time and for any reason.
You must provide all devices and other equipment necessary to access or use the Service, including a computer or device with internet access. The Service is currently web-based; there is no mobile application. You are solely responsible for any fees, including internet connection fees, that you incur when accessing the Service.
You acknowledge that all information, data, text, software, photographs, graphics, video, messages, tags, and/or other materials accessible through the Service (collectively, "Content") is the sole responsibility of the party from whom such Content originated. This means that you, and not Company, are entirely responsible for all Content that you upload, post, transmit, or otherwise make available ("Make Available") through the Service, including your Inquiries and any other content you submit or upload ("Your Content"), and that other users of the Service, and not Company, are similarly responsible for all Content that they Make Available through the Service ("User Content"). For the avoidance of doubt, Responses generated by the Service are not Your Content.
You acknowledge that the Responses are based on your Inquiries, and that Company has no control over any such Inquiries or over the underlying AI Tools used to generate Responses. Accordingly, all Responses are provided "as is" and with "all faults," and Company makes no representations or warranties of any kind or nature with respect to any Inquiries or Responses, including any warranties of accuracy, completeness, truthfulness, timeliness, or suitability, or with respect to the ability for Inquiries or Responses to be protected by intellectual property rights under any laws, rules, or regulations. You are solely responsible for your use of Responses generated through the Service, including any decisions made or actions taken based on any Inquiry or Response, and you assume all risks associated with your use of or reliance on any Responses, including any disclosure of Responses that personally identifies you or any third party. Company shall not be liable for any damages arising from your reliance on any Response.
Unless expressly agreed to by Company in writing elsewhere, Company has no obligation to store any of Your Content. Company has no responsibility or liability for the deletion or accuracy of any Content, including Your Content; the failure to store, transmit, or receive transmission of Content; or the security, privacy, storage, or transmission of other communications originating with or involving use of the Service. You agree that Company retains the right to create reasonable limits on Company's use and storage of Content, including Your Content, such as limits on file size, storage space, processing capacity, and similar limits as described on the Service and as otherwise determined by Company in its sole discretion.
To enhance and personalize the Service, you may choose to connect certain third-party accounts and services to your Account, including financial accounts (such as bank accounts and credit cards), email accounts, calendars, and social media accounts (collectively, "Third-Party Integrations"). All Third-Party Integrations are optional. The minimum information required to use the Service is completion of the onboarding Lifestyle Profile Questionnaire. By connecting a Third-Party Integration, you authorize Company to access and use information from that third-party account or service to provide and improve the Service, as described in our Privacy Policy. The specific data we access through each integration, how it is used, and how you can revoke access is described in the Privacy Policy.
Your use of any Third-Party Integration is subject to the terms and privacy policies of the applicable third-party provider, and Company is not responsible for the data practices, content, or services of any third-party provider. You represent that you are authorized to connect any third-party account to the Service and to grant Company the access described herein. Company does not store your login credentials for any Third-Party Integration; all such connections are facilitated through the applicable third party's secure authorization infrastructure. You may disconnect any Third-Party Integration at any time through your Account settings, provided that disconnecting an integration will not affect data already accessed prior to disconnection, as further described in the Privacy Policy. The Third-Party Integrations available through the Service may change over time, and Company reserves the right to add, modify, or discontinue any integration at any time in its sole discretion, without notice or liability to you. Company may also create and use anonymized, aggregated data derived from user activity and connected data sources for product improvement, analytics, and business purposes; such data does not identify you individually, as further described in the Privacy Policy.
Except with respect to Your Content, you agree that Company and its suppliers or licensors own all rights, title, and interest in the Service (including but not limited to, any computer code, themes, objects, characters, character names, stories, dialogue, concepts, artwork, animations, sounds, musical compositions, audiovisual effects, artificial intelligence algorithms, machine learning models, methods of operation, moral rights, documentation, and Company software) and all improvements, enhancements, and updates made thereto. You shall not remove, alter, or obscure any copyright, trademark, service mark, or other proprietary rights notices incorporated in or accompanying the Service.
LUXE AI, LUXE Intelligence, Luxy, LuxBux, and all related stylizations, graphics, logos, service marks, and trade names used on or with the Service are the trademarks of Company and may not be used without permission in connection with your, or any third party's, products or services. Other trademarks, service marks, and trade names that may appear on or in the Service are the property of their respective owners.
Company does not claim ownership of Your Content (as defined in Section 3.1). Subject to the license granted below, as between Company and you, you are the owner of all right, title, and interest in Your Content. With respect to Responses, you acknowledge that: (a) Responses are generated by the Service based on your Inquiries and are not Your Content; (b) Responses may not be unique across users and the Service may generate the same or similar output for another user under similar circumstances; and (c) Company does not represent or warrant that Responses are protectible by any intellectual property rights under applicable law. To the extent any intellectual property rights are deemed to vest in you with respect to any Response, you hereby assign all such rights to Company.
You grant Company a non-exclusive, transferable, perpetual, irrevocable, worldwide, fully-paid, royalty-free, sublicensable (through multiple tiers of sublicensees) right (including any moral rights) and license to use, copy, reproduce, modify, adapt, prepare derivative works from, translate, distribute, publicly perform, and publicly display Your Content (in whole or in part) for the purposes of operating and providing the Service to you, and where Your Content is pseudonymized, to improve the Service, including to train Company's artificial intelligence algorithms and machine learning models. Without limiting the foregoing, you acknowledge that Your Content may be used by Company, or third-party providers of AI Tools, to train, develop, enhance, evolve, and improve the Service and the underlying artificial intelligence models, algorithms, and related technology, products, and services (including for labeling, classification, content moderation, and model training purposes).
You agree that submission of any ideas, suggestions, documents, and/or proposals to Company through its suggestion, feedback, forum, or similar pages ("Feedback") is at your own risk and that Company has no obligations (including without limitation obligations of confidentiality) with respect to such Feedback. You represent and warrant that you have all rights necessary to submit the Feedback. You hereby grant to Company a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Feedback, and to sublicense the foregoing rights, in connection with the operation and maintenance of the Service and/or Company's business.
As a condition of use, you agree not to use the Service for any purpose that is prohibited by this Agreement or by applicable law. The Service is strictly for informational and entertainment purposes. You agree that your Inquiries and Your Content will be relevant to the purpose of receiving information and resources related to your legitimate travel and lifestyle related inquiries and for no other purpose. You shall not (and shall not permit any third party to):
Any unauthorized use of the Service terminates the licenses granted by Company pursuant to this Agreement.
Company may, but is not obligated to, investigate, monitor, pre-screen, remove, refuse, or review the Service and/or Content, including Your Content and User Content, at any time. You hereby provide your irrevocable consent to such monitoring. You acknowledge and agree that you have no expectation of privacy concerning the transmission of Your Content, including without limitation chat, text, or voice communications. Without limiting the foregoing, Company reserves the right to: (a) remove or refuse to post any of Your Content for any or no reason in our sole discretion; (b) take any action with respect to any of Your Content that we deem necessary or appropriate in our sole discretion, including if we believe that such Content violates this Agreement, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Service or the public, or could create liability for Company; (c) disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy; (d) take appropriate legal action, including without limitation, referral to and cooperation with law enforcement and/or other applicable legal authorities, for any illegal or unauthorized use of the Service; and/or (e) terminate or suspend your access to all or part of the Service for any or no reason, including without limitation, any violation of this Agreement. If Company believes that criminal activity has occurred, Company reserves the right, except to the extent prohibited by applicable law, to disclose any information or materials on or in the Service, including Your Content, in Company's possession in connection with your use of the Service, to (i) comply with applicable laws, legal process, or governmental request, (ii) enforce this Agreement, (iii) respond to any claims that Your Content violates the rights of third parties, (iv) respond to your requests for customer service, or (v) protect the rights, property, or personal safety of Company, its users, or the public.
The Service may contain or make available links to third-party websites ("Third-Party Websites"), applications ("Third-Party Applications"), and limited sponsored placements, including newsletter features and upgraded brand profiles designated as "Preferred Partner" (collectively, "Sponsored Content") (collectively with Third-Party Websites and Third-Party Applications, the "Third-Party Services"). Such Third-Party Services are not under the control of Company. Company is not responsible for any Third-Party Services. When you use a Third-Party Service, you become subject to the terms and conditions (including privacy policies) of another website or destination. Company does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Services, or any product or service provided in connection therewith. Company may generate revenue from Sponsored Content, including from sponsored placements, affiliate bookings, and partnerships. All Sponsored Content will be clearly labeled as such (e.g., as "Preferred Partner"). Notwithstanding the foregoing, recommendations provided through the Service are generated by Company's personalization engine based on your preferences, context, and other user-specific factors, and are not influenced by whether a third party is a Preferred Partner or has otherwise entered into a paid arrangement with Company. You use all links in Third-Party Services at your own risk. When you leave our Service, this Agreement and our policies no longer govern. You should review applicable terms and policies, including privacy and data gathering practices, of any Third-Party Services, and make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party.
Company may provide tools through the Service that enable you to export information, including Your Content, to Third-Party Services. By using one of these tools, you agree that Company may transfer that information to the applicable Third-Party Service. Company is not responsible for any Third-Party Service's use of your exported information.
The Service is built on and integrates with third-party technology platforms and service providers, including providers of cloud infrastructure, payment processing, communications, marketing, and artificial intelligence services (collectively, "Technology Partners"). By using the Service, you acknowledge that certain information, including Your Content and Inquiries, may be processed by or shared with Technology Partners as necessary to operate and deliver the Service. Our use of Technology Partners may change over time. Our Privacy Policy identifies the categories of Technology Partners we use and specifically names those Technology Partners that directly receive or process your personal data or Inquiries, including our AI model providers and payment processors, together with a description of the data shared with each such provider. Your use of the Service is subject to the applicable terms and privacy policies of our Technology Partners.
The Service aggregates credit card benefits, perks, and card-linked offers from multiple issuers and displays them inside the Perks Wallet and individual benefit detail pages. These benefits are sourced from third parties and may change frequently. Benefit details are provided for informational purposes only and may not reflect the most current terms, availability, or eligibility requirements. Please visit the applicable card issuer's official website or your benefits portal to verify full terms and conditions. Company is not responsible for inaccuracies in third-party benefit information. Company is not affiliated with or endorsed by any card issuer displayed on the Service.
The Service includes a Shop page and Editor's Picks section where products, experiences, hotel bookings, and restaurant bookings are hand-curated. On any transaction completed through the platform, Company may or may not earn an affiliate commission. Company may earn an affiliate commission on purchases or bookings made through the Service. This does not affect the price you pay. Editorial recommendations are selected independently. For more information, please view our Affiliate Disclosure.
Company uses Stripe, Inc. and its affiliates as its third-party service provider for payment services (e.g., card acceptance, merchant settlement, and related services) ("Third-Party Service Provider"). If you make a purchase on the Service, you will be required to provide your payment details and any additional information required to complete your order directly to our Third-Party Service Provider. You agree to be bound by Stripe's Privacy Policy (currently accessible at https://stripe.com/us/privacy) and its Terms of Service (currently accessible at https://stripe.com/ssa) and hereby consent and authorize the Company and Stripe to share any information and payment instructions you provide with one or more Third-Party Service Provider(s) to the minimum extent required to complete your transactions. Please note that online payment transactions may be subject to validation checks by our Third-Party Service Provider and your card issuer, and we are not responsible if your card issuer declines to authorize payment for any reason.
You shall pay all fees or charges ("Fees") to your Account in accordance with the fees, charges, and billing terms in effect at the time a Fee is due and payable. By providing Company and/or our Third-Party Service Provider with your payment information, you agree that Company and/or our Third-Party Service Provider is authorized to immediately invoice your Account for all Fees due and payable to Company hereunder and that no additional notice or consent is required. You shall immediately notify Company of any change in your payment information to maintain its completeness and accuracy. Company reserves the right at any time to change its prices and billing methods in its sole discretion. Except as set forth in this Agreement, all Fees for the Service are non-refundable.
Users may operate on a free tier or a paid Explorer Plan subscription. If you purchase access to certain features and functionality of the Service on a time-limited basis (a "Subscription"), the Fee for such Subscription ("Service Subscription Fee") will be billed at the start of the Subscription ("Subscription Service Commencement Date") and at regular intervals in accordance with your elections at the time of purchase. Company reserves the right to change the timing of our billing. Company reserves the right to change the Subscription pricing at any time in accordance with Section 17.6 (Agreement Updates). If changes to the Subscription price occur that impact your Subscription, Company will use commercially reasonable efforts to notify you, such as by sending an email to the email address associated with your Account. If you do not agree with such changes, you may cancel your Subscription as set forth in Section 9.3(b) (Cancelling Subscriptions Purchased via Company).
(a) Automatic Renewal. If you elect to purchase a Subscription, your Subscription will continue and automatically renew at Company's then-current price for such Subscription until terminated in accordance with this Agreement. The frequency at which your Subscription renews (i.e., monthly, annually, etc.) will be designated at the time you sign up for the Subscription and you may upgrade or downgrade your Subscription by going to the "Change/Cancel Membership Profile" page of your "Account Settings" page. By subscribing, you authorize Company to charge the payment method designated in your Account on the Subscription Service Commencement Date, and again at the beginning of any subsequent Subscription period. Upon renewal of your Subscription, if Company does not receive payment, (i) you shall pay all amounts due on your Account upon demand and/or (ii) you agree that Company may either terminate or suspend your Subscription and continue to attempt to charge your designated payment method until payment is received.
(b) Cancelling Subscriptions Purchased via Company. If you purchased your Subscription directly from Company, you may cancel your Subscription by logging into and going to the "Change/Cancel Membership Profile" page of your "Account Settings" page. If you do not wish your Account to renew automatically, or if you want to change or terminate your Subscription, you must contact Company at cancellations@unlock.luxe or log in and go to the "Change/Cancel Membership Profile" page on your "Account Settings" page.
(c) Effect of Cancellation. If you cancel your Subscription, you may use your Subscription until the end of your then-current Subscription term; your Subscription will not be renewed after your then-current term expires. Notwithstanding the foregoing, you may request a full refund of the Service Subscription Fee within ten (10) days of your initial Subscription Service Commencement Date by contacting Company at cancellations@unlock.luxe in accordance with the Refund & Cancellation Policy. After such ten (10) day period, all sales are final and you will not be eligible for a prorated or full refund of any portion of the Service Subscription Fee paid for the then-current Subscription period. All refund requests and cancellations are subject to the terms set forth in the Refund & Cancellation Policy.
(d) Upgrades and Downgrades. If you choose to upgrade your Subscription in the middle of a Subscription period, such upgrade will take effect immediately and any incremental fees associated with such upgrade will be charged in accordance with this Agreement. In any future renewal term, the fees will reflect any such upgrades. If you choose to downgrade a Subscription, the downgrade will take effect as of the first day of the next renewal term. Downgrading a Subscription may cause loss of content, features, or capacity of the Service, and Company does not accept any liability for such loss.
Any free trial or other promotion that provides users access to the Service must be used within the specified time of the trial. At the end of the trial or promotional period, your use of that Service will automatically roll into a paid Subscription at our then-current Service Subscription Fees and you will be charged for such Subscription as set forth in Section 9.3 (Subscriptions) if you do not cancel prior to Subscription Service Commencement Date. If you are inadvertently charged for a Subscription and provide us with written notice of the error, Company will have the charges reversed.
The Fees do not include any Sales Tax (defined below) that may be due in connection with the Service provided under this Agreement. If Company determines it has a legal obligation to collect Sales Tax from you in connection with this Agreement, Company shall collect such Sales Tax in addition to the Fees. If any services, or payments for any services, under this Agreement are subject to any Sales Tax in any jurisdiction and you have not remitted the applicable Sales Tax to Company, you shall be responsible for the payment of such Sales Tax and any related penalties or interest to the relevant tax authority, and you shall indemnify Company for any liability or expense Company may incur in connection with such Sales Taxes. For purposes of this section, "Sales Tax" means any sales or use tax and any other tax measured by sales proceeds that is the functional equivalent of a sales tax where the applicable taxing jurisdiction does not otherwise impose a sales or use tax.
You shall make all payments of Fees to Company free and clear of, and without reduction for, any withholding taxes. Any such taxes imposed on payments of Fees to Company shall be your sole responsibility, and you shall provide Company with official receipts issued by the appropriate taxing authority, or such other evidence as we may reasonably request, to establish that such taxes have been paid.
10.1 You shall indemnify and hold LUXE AI, its parents, subsidiaries, affiliates, officers, employees, agents, partners, suppliers, and licensors (each, a "Company Party" and collectively, the "Company Parties") harmless from any losses, costs, liabilities, and expenses (including reasonable attorneys' fees) relating to or arising out of any and all of the following: (i) Your Content, including any reliance on the Responses by you; (ii) your use of, or inability to use, the Service; (iii) your violation of this Agreement; (iv) your violation of any rights of another party, including any user; or (v) your violation of any applicable laws, rules, or regulations.
10.2 Company reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Company in asserting any available defenses. This provision does not require you to indemnify any of the Company Parties for any unconscionable commercial practice by such party or for such party's fraud, deception, false promise, misrepresentation or concealment, or suppression or omission of any material fact in connection with the Service provided hereunder. You agree that the provisions in this section will survive any termination of your Account, this Agreement, and/or your access to the Service.
You expressly understand and agree that to the extent permitted by applicable law, your use of the Service is at your sole risk, and the Service is provided on an "as is" and "as available" basis, with all faults. The Company Parties expressly disclaim all warranties, representations, and conditions of any kind, whether express or implied, including, but not limited to, the implied warranties or conditions of merchantability, fitness for a particular purpose, and non-infringement arising from use of the Service.
(a) The Company Parties make no warranty, representation, or condition that: (1) the Service will meet your requirements (such as the quality, effectiveness, reputation, and other characteristics of Service); (2) your use of the Service will be uninterrupted, timely, secure, or error-free; or (3) the advice, results, or information, whether oral or written, obtained from use of the Service will be accurate or reliable.
(b) Any content downloaded from or otherwise accessed through the Service is accessed at your own risk, and you are solely responsible for any damage to your property, including, but not limited to, your computer system and/or any device you use to access the Service, or any other loss that results from accessing such content.
(c) AI Disclaimer. The Service and Responses provided in connection therewith are not a substitute for your own research and diligence. The Responses are dependent upon the information and content you provide as Inquiries to the Service. Moreover, you acknowledge and agree that there are limitations associated with generative AI technology; the Service may make mistakes and provide you with incorrect information, and it is important that you perform your own research and use your own judgment when evaluating any Responses provided by the Service. You further acknowledge that Company does not own or control the third-party AI Tools or underlying models used to generate Responses, and Company shall have no liability for the unavailability, modification, suspension, or discontinuation of any such AI Tools or underlying models by their respective third-party providers. The availability and performance of the AI Tools may change without notice to you.
(d) Evolving AI Laws. Laws and regulations governing use of generative artificial intelligence are rapidly evolving, and Company does not guarantee that your use of the Service, or Responses, will comply with applicable laws and regulations or that future laws and regulations will not impact your use thereof. You are solely responsible for ensuring that your use of the Service and Responses comply with all applicable laws. You should evaluate the fitness of any Response as appropriate for your specific use case.
(e) Responsibility for Responses. You, and not Company, shall be solely responsible for your use of the Service, including any use of the Responses, for verifying the accuracy of all information contained within the Responses, for making all decisions arising out of and/or relating to your Inquiries made or actions taken based on any Inquiry or Response, and for complying with all laws and applicable regulations. Company shall not be liable for any loss or damage arising from your reliance on any Response or your failure to independently verify the accuracy or suitability of any Response.
You are solely responsible for all of your communications and interactions with third parties on the Service. You acknowledge and agree that the Company Parties are not liable, and you agree not to seek to hold the Company Parties liable, for the conduct of third parties, including operators of external sites, and that the risk of economic damages from such third parties rests entirely with you. Company makes no warranty that the goods or services provided by third parties will meet your requirements or be available on an uninterrupted, secure, or error-free basis.
You understand and agree that, to the fullest extent provided by law, in no event shall the Company Parties be liable for any loss of profits, revenue or data, indirect, incidental, special, or consequential damages, or damages or costs due to loss of production or use, business interruption, or procurement of substitute goods or services, in each case whether or not any Company Party has been advised of the possibility of such damages, arising out of or in connection with this Agreement, the Service, or any communications, interactions or meetings with other users of the Service or third parties, on any theory of liability, including to the extent resulting from: (i) the use or inability to use the Service; (ii) any goods, data, information or service purchased or obtained, or messages received through the Service; (iii) unauthorized access to or alteration of your transmissions or data; (iv) statements or conduct of any third party on the Service; or (v) any other matter related to the Service, whether based on warranty, copyright, contract, tort (including negligence), or any other legal theory. The foregoing limitation of liability does not apply to liability of a Company Party for (A) death or personal injury caused by a Company Party's negligence; or (B) any injury caused by a Company Party's fraud or fraudulent misrepresentation.
To the fullest extent permitted by law, Company Parties shall not be liable to you for more than the greater of (i) the total amount paid to Company by you during the three-month period prior to the act, omission, or occurrence giving rise to such liability; (ii) $100; or (iii) if applicable, the statutory remedy or penalty imposed by the statute under which such claim arises. The foregoing cap on liability does not apply to liability of a Company Party for (A) death or personal injury caused by a Company Party's negligence; or (B) any injury caused by a Company Party's fraud or fraudulent misrepresentation.
Company assumes no responsibility for the timeliness, deletion, mis-delivery, or failure to store any content (including, but not limited to, Your Content and User Content), user communications, or personalization settings.
The limitations of damages set forth above apply to the fullest extent allowed by law.
The limitations of damages set forth above are fundamental elements of the basis of the bargain between Company and you.
It is Company's policy to terminate membership privileges of any user who repeatedly infringes copyright, trademark, or other intellectual property rights upon prompt notification to Company by the respective intellectual property owner or their legal agent. Without limiting the foregoing, if you believe that your work has been copied and posted on the Service in a way that constitutes intellectual property rights infringement, please provide our designated intellectual property agent with the following information: (i) an electronic or physical signature of the person authorized to act on behalf of the owner of the intellectual property right; (ii) a description of the copyrighted work, trademark, or other intellectual property right that you claim has been infringed; (iii) a description of the location on the Service of the material that you claim is infringing; (iv) your address, telephone number, and email address; (v) a written statement by you that you have a good faith belief that the disputed use is not authorized by the intellectual property right owner, its agent, or the law; and (vi) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the intellectual property right owner or authorized to act on the owner's behalf. Contact information for Company's designated agent for notice of claims of infringement may be requested by emailing legal@unlock.luxe.
The term of this Agreement commences on the date when you accept this Agreement (as described in the preamble above), and continues in full force and effect while you use the Service, unless terminated earlier in accordance with this Agreement.
If you have materially breached any provision of this Agreement, or if Company is required to do so by law (e.g., where the provision of the Service is, or becomes, unlawful), Company has the right to immediately and without notice suspend or terminate any Service provided to you. Company reserves the right to terminate this Agreement or your access to the Service at any time without cause upon notice to you. In the event we exercise this termination right without cause, we will refund you for any pre-paid portion of your unused Subscription. You agree that all terminations for cause are made in Company's sole discretion and that Company shall not be liable to you or any third party for any termination of your Account.
If you want to terminate this Agreement, you may do so by (i) notifying Company at any time and (ii) closing your Account for the Service. Your notice should be sent, in writing, to Company's address set forth below, or through the Account Settings page of the Service. Any such termination will be effective at the end of the then-current term of any and all of the Subscriptions as set forth in Section 9.3(c) (Effect of Cancellation), which will continue at the end of each Subscription period unless you cancel your Subscription in accordance with the procedure set forth in Section 9.3(b) (Cancelling Subscriptions Purchased via Company).
Upon termination of the Service or the applicable feature or functionality thereof, your right to use the Service or the applicable feature or functionality thereof will automatically terminate, and we may delete Your Content associated therewith from our live databases. If we terminate your Account for cause, we may also bar your further use or access to the Service. Company will not have any liability whatsoever to you for any suspension or termination, including for deletion of Your Content. All provisions of this Agreement which by their nature should survive will survive termination of Service, including without limitation, ownership provisions, warranty disclaimers, and limitations of liability.
If this Agreement is terminated for cause by Company or if your Account or ability to access the Service is discontinued by Company due to your violation of any portion of this Agreement or for conduct otherwise deemed inappropriate, then you agree that you shall not attempt to re-register with or access the Service through use of a different member name or otherwise.
The Service may be accessed from countries around the world and may contain references to services and Content that are not available in your country. These references do not imply that Company intends to announce such service or Content in your country. The Service is controlled and offered by Company from its facilities in the United States of America. Company makes no representations that the Service is appropriate or available for use in other locations. Those who access or use the Service from other countries do so at their own volition and are responsible for compliance with local law.
Please read this section (the "Arbitration Agreement") carefully. It is part of your contract with Company and affects your rights. It contains procedures for mandatory binding arbitration and a class action waiver.
You agree that any and all disagreements, controversies, disputes, or claims that have arisen or may arise between you and Company, whether arising out of or relating in any way to this Agreement (including any alleged breach thereof), the Service, or any advertising or communications you receive, or any aspect of the relationship or transactions between us (each a "Dispute"), shall be resolved exclusively through final and binding arbitration, rather than a court, except that (i) you and Company may assert individual claims in small claims court, if such claims qualify and remain in small claims court; and (ii) you or Company may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). For purposes of this Arbitration Agreement, "Dispute" will also include disputes that arose or that involve facts occurring before the existence of this or any prior versions of this Agreement, as well as claims that may arise after the termination of this Agreement. Further, this Arbitration Agreement does not preclude you from bringing issues to the attention of federal, state, or local agencies, and such agencies can, if the law allows, seek relief against us on your behalf.
Company is always interested in resolving disputes amicably and efficiently, and most customer concerns can be resolved quickly and to the customer's satisfaction by emailing Company's customer support at support@unlock.luxe. If such efforts prove unsuccessful, you and Company agree to participate in good faith informal efforts to resolve Disputes before starting an arbitration or initiating an action in small claims court ("Informal Dispute Resolution").
To initiate Informal Dispute Resolution, a party must give notice in writing to the other party ("Notice"). Such Notice to Company should be sent by email to legal@unlock.luxe or by regular mail to Company at LUXE Intelligence, Inc. The Notice must include: (1) your name, telephone number, and mailing address; (2) the name, telephone number, mailing address, and email address of your counsel, if any; and (3) a description of the Dispute.
The Informal Dispute Resolution process lasts 45 days and is a mandatory precondition to commencing arbitration. During this period, either party has the option to ask the other to participate in an Informal Dispute Resolution Conference as part of a good faith effort to resolve the Dispute. The Informal Dispute Resolution Conference shall be individualized such that a separate conference must be held each time either party initiates a Dispute, even if the same law firm or group of law firms or organizations represents multiple users in similar cases, unless all parties agree. The statute of limitations and any filing deadlines shall be tolled while the parties engage in Informal Dispute Resolution.
You and Company hereby waive any constitutional and statutory rights to sue in court and have a trial in front of a judge or a jury. You and Company are instead electing that all Disputes shall be resolved by arbitration under this Arbitration Agreement, except as specified in Section 16.1 (Applicability of Arbitration Agreement). There is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.
Each of us may bring claims against the other only on an individual basis and not on a class, representative, or collective basis, and the parties hereby waive all rights to have any dispute be brought, heard, administered, resolved, or arbitrated on a class, collective, or representative basis. Only individual relief is available. Subject to this Arbitration Agreement, the arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by the party's individual claim. Notwithstanding anything to the contrary in this Arbitration Agreement, if a final decision, not subject to any further appeal or recourse, determines that the limitations of this Section 16.4 are invalid or unenforceable as to a particular claim or request for relief (such as a request for public injunctive relief), you and Company agree that that particular claim or request for relief (and only that particular claim or request for relief) shall be severed from the arbitration and may be litigated in the state or federal courts located in the State of Delaware. All other Disputes shall be arbitrated or litigated in small claims court. This section does not prevent you or Company from participating in a class-wide or mass settlement of claims.
This Agreement evidences a transaction involving interstate commerce; and notwithstanding any other provision herein with respect to the applicable substantive law, the Federal Arbitration Act, 9 U.S.C. § 1 et seq., will govern the interpretation and enforcement of this Arbitration Agreement, including the procedures governing Batch Arbitration, and any arbitration. If Informal Dispute Resolution does not resolve satisfactorily within forty-five (45) days after receipt of a Notice, you and Company agree that either party shall have the right to finally resolve the Dispute through binding arbitration.
The arbitration will be administered by National Arbitration and Mediation ("NAM") in accordance with the NAM Comprehensive Dispute Resolution Rules and Procedure (the "NAM Comprehensive Rules") in effect at the time of arbitration, except as supplemented, where applicable, by the NAM Mass Filing Supplemental Dispute Resolution Rules and Procedures (the "NAM Mass Filing Rules"; together with the NAM Comprehensive Rules, the "NAM Rules"), and as modified by this Arbitration Agreement. The NAM Rules are currently available at https://www.namadr.com/resources/rules-fees-forms/.
A party who wishes to initiate arbitration must provide the other party with a request for arbitration (the "Demand"). The Demand must include: (1) the name, telephone number, mailing address, email address of the party seeking arbitration, and the account username (if applicable), as well as the email address associated with any applicable account; (2) a statement of the legal claims being asserted and the factual bases of those claims; (3) a description of the remedy sought and an accurate, good-faith calculation of the amount in controversy in United States Dollars; (4) a statement certifying completion of the Informal Dispute Resolution process as described above; and (5) a statement certifying that the requesting party will pay any necessary filing fees in connection with such arbitration.
If the party requesting arbitration is represented by counsel, the Demand shall also include counsel's name, telephone number, mailing address, and email address. Such counsel must also sign the Demand. By signing the Demand, counsel certifies to the best of counsel's knowledge, information, and belief, formed after an inquiry reasonable under the circumstances, that, consistent with the standards set forth in Federal Rule of Civil Procedure 11(b): (1) the Demand is not being presented for any improper purpose, such as to harass, cause unnecessary delay, or needlessly increase the cost of dispute resolution; (2) the claims, defenses, and other legal contentions are warranted by existing law or by a nonfrivolous argument for extending, modifying, or reversing existing law or for establishing new law; and (3) the factual and damages contentions have evidentiary support or, if specifically so identified, will likely have evidentiary support after a reasonable opportunity for further investigation or discovery ("Counsel's Certification").
Unless you and Company otherwise agree, or the Batch Arbitration process discussed in Section 16.9 is triggered, the arbitration, including any in-person arbitration hearing, will be conducted in Delaware or at your election, in the county where you reside. Subject to the NAM Rules, the arbitrator may direct a limited and reasonable exchange of information between the parties, consistent with the expedited nature of arbitration. If NAM is not available to arbitrate, the parties will select an alternative arbitral forum. Your responsibility to pay any NAM fees and costs will be solely as set forth in the applicable NAM fee schedules.
You and Company agree that all materials and documents exchanged during the arbitration proceedings shall be kept confidential and shall not be shared with anyone except the parties' attorneys, accountants, or business advisors, and then subject to the condition that they agree to keep all materials and documents exchanged during the arbitration proceedings confidential.
You and Company agree that at least 14 days before the date set for an arbitration hearing, any party may serve an offer in writing upon the other party to allow judgment on specified terms. If the offer made by one party is not accepted by the other party, and the other party fails to obtain a more favorable award, the other party shall not recover any post-offer costs to which they otherwise would be entitled and shall pay the offering party's costs from the time of the offer.
The arbitrator will be either a retired judge or an attorney licensed to practice law in the State of Delaware and will be selected by the parties from NAM's roster of consumer dispute arbitrators. If the parties are unable to agree upon an arbitrator within thirty-five (35) days of delivery of the Demand, then NAM will appoint the arbitrator in accordance with NAM Rules, provided that if the Batch Arbitration process is triggered, NAM, without soliciting input or feedback from any party, will appoint the arbitrator for each batch, subject to your right to object to that appointment.
The arbitrator shall have exclusive authority to resolve any Dispute, including, without limitation, disputes regarding the interpretation or application of the Arbitration Agreement, including the enforceability, revocability, scope, or validity of the Arbitration Agreement or any portion of the Arbitration Agreement, except that all Disputes regarding Section 16.4 (Waiver of Class and Other Non-Individualized Relief), including any claim that all or part of Section 16.4 is unenforceable, illegal, void or voidable, or that such Section 16.4 has been breached, shall be decided by a court of competent jurisdiction and not by an arbitrator. The arbitrator shall have the authority to grant motions dispositive of all or part of any Dispute. 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 award of the arbitrator is final and binding upon you and Company. Judgment on the arbitration award may be entered in any court having jurisdiction.
The parties shall bear their own attorneys' fees and costs in arbitration unless the arbitrator finds that either the substance of the Dispute or the relief sought in the Demand was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)). To the extent, following a presentation on the merits, on its own motion or a party's, and after affording a reasonable opportunity to respond, an arbitrator determines that a party who commenced arbitration did not bring its claim(s) consistent with Counsel's Certification and the standards set forth in Federal Rule of Civil Procedure 11(b), the parties agree that the arbitrator shall, as part of its award, impose sanctions by ordering that the initiating party reimburse the responding party for all arbitration filing and administrative fees and arbitrator costs the responding party incurred under the Fee Schedules.
(a) To increase the efficiency of administration and resolution of arbitrations, you and Company agree that in the event that there are twenty-five (25) or more individual Demands of a substantially similar nature filed against Company by or with the assistance of the same law firm, group of law firms, or organizations ("Claimants' Counsel"), within a reasonably proximate period of time, for example, a ninety (90) day period, NAM shall (1) administer the arbitration demands in batches of 100 Demands per batch (or, if between twenty-five (25) and ninety-nine (99) individual Demands are filed, a single batch of all those Demands, and, to the extent there are fewer than 100 Demands remaining after the batching described above, a final batch consisting of the remaining Demands); (2) appoint one arbitrator for each batch; and (3) provide for the resolution of each batch on a consolidated basis with one set of filing and administrative fees due per batch, one procedural calendar, one hearing (if any) in a place to be determined by the arbitrator, and one final award, which will provide for any and all relief to which the arbitrator determines each individual party is entitled ("Batch Arbitration"). NAM shall administer all batches concurrently, to the extent possible.
(b) All parties agree that Demands are of a "substantially similar nature" if they arise out of or relate to the same event or factual scenario and raise the same or similar legal issue(s) and seek the same or similar relief. To the extent the parties disagree on the application of the Batch Arbitration process, the disagreeing party shall advise NAM, and NAM shall appoint a sole standing Procedural Arbitrator or, should the circumstances so require, an Emergency Arbitrator, according to the NAM Rules, to determine the applicability of the Batch Arbitration process (the Procedural Arbitrator or Emergency Arbitrator, the "Administrative Arbitrator"). In an effort to expedite resolution of any such dispute by the Administrative Arbitrator, the parties agree the Administrative Arbitrator may set forth such procedures as are necessary to resolve any disputes promptly. The Administrative Arbitrator's fees shall be paid by Company.
(c) You and Company agree to cooperate in good faith with NAM to implement the Batch Arbitration process including the payment of single filing and administrative fees for batches of Demands, as well as any steps to minimize the time and costs of arbitration, which may include: (1) the appointment of a discovery special master to assist the arbitrator in the resolution of discovery disputes; and (2) the adoption of an expedited calendar of the arbitration proceedings.
(d) This Batch Arbitration provision shall in no way be interpreted as authorizing or creating a class, collective, and/or representative arbitration or action of any kind, except as expressly set forth in this provision, and nothing about the Batch Arbitration process will preclude any party from participating in any arbitration administered according to that process.
You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out to legal@unlock.luxe within thirty (30) days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address, the email address you used to set up your Account (if you have one), and an unequivocal statement that you want to opt out of this Arbitration Agreement. Any opt-out notice will be effective only if you send it yourself, on an individual basis, and opt-out notices from any third-party purporting to act on your behalf will have no effect on your or Company's rights. If you opt out of this Arbitration Agreement, all other parts of this Agreement will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any arbitration agreements that you may currently have with us, including any previous versions of this Arbitration Agreement to which you agreed and did not timely opt out, which will remain in effect, and has no effect on any arbitration agreements with us you may enter in the future.
Except as provided in Section 16.4 (Waiver of Class and Other Non-Individualized Relief) above, if any part or parts of this Arbitration Agreement (other than Section 16.9 (Batch Arbitration)) 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. However, if Section 16.9 (Batch Arbitration) of this Arbitration Agreement is found under the law to be invalid or unenforceable then, in that case, the entire Arbitration Agreement shall be void, and the parties agree that all Disputes will be heard in the state or federal courts located in the State of Delaware. You further agree that any Dispute that you have with Company as detailed in this Arbitration Agreement must be initiated within the applicable statute of limitation for that claim or controversy, or it will be forever time-barred. Likewise, you agree that all applicable statutes of limitation will apply to such arbitration in the same manner as those statutes of limitation would apply in the applicable court of competent jurisdiction.
You and Company agree that Company retains the right to modify this Arbitration Agreement in the future. Any such changes will be posted on the Website and you should check for updates regularly. We agree that if Company makes any future material change to this Arbitration Agreement, it will notify you. Your continued use of the Service following the posting of changes to this Arbitration Agreement constitutes your acceptance of any such changes. If you have previously agreed to a version of this Agreement with an arbitration agreement and you did not validly opt out of arbitration then, changes to this Arbitration Agreement do not provide you with a new opportunity to opt out of your previous agreement to arbitrate. Company will continue to honor any valid opt outs of the Arbitration Agreement that you made to a prior version of this Agreement.
The communications between you and Company may take place via electronic means, whether you visit the Service or send Company emails, or whether Company posts notices on the Service or communicates with you via email. For contractual purposes, you (i) consent to receive communications from Company in an electronic form; and (ii) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Company electronically provides to you satisfy any legal requirement that such communications would satisfy if it were to be in writing. The foregoing does not affect your statutory rights, including but not limited to the Electronic Signatures in Global and National Commerce Act at 15 U.S.C. §7001 et seq. ("E-Sign").
This Agreement, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Company's prior written consent. Company may, without your consent, freely assign and transfer this Agreement, including any of its rights, obligations, or licenses granted under this Agreement. Any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.
Company shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, pandemics, strikes, or shortages of transportation facilities, fuel, energy, labor, or materials.
If you have any questions, complaints, or claims with respect to the Service, please contact us at support@unlock.luxe. We will do our best to address your concerns. If you feel that your concerns have been addressed incompletely, we invite you to let us know for further investigation.
In accordance with California Civil Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Service of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210.
When changes are made, Company will make a new copy of this Agreement available on the Website, and we will also update the "Last Updated" date at the top of this Agreement. If we make any material changes, we will also send you an email and/or an SMS message with notice of such changes to you at the email address or telephone number associated with your Account. Unless otherwise stated in such update, any changes to this Agreement will be effective thirty (30) days after posting for users with an Account. Company may require you to provide consent to the updated Agreement in a specified manner before further use of the Service is permitted. If you do not agree to any change(s) after receiving a notice of such change(s), you shall stop using the Service.
To the extent the parties are permitted under this Agreement to initiate litigation in a court, both you and Company agree that all claims and disputes arising out of or relating to this Agreement will be litigated exclusively in the state or federal courts located in Delaware.
This Agreement and any action related thereto will be governed and interpreted by and under the laws of the State of Delaware, consistent with the Federal Arbitration Act, without giving effect to any principles that provide for the application of the law of another jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.
Any waiver or failure to enforce any provision of this Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.
If any portion of this Agreement is held invalid or unenforceable, that portion must be construed in a manner to reflect, as nearly as possible, the original intention of the parties, and the remaining portions must remain in full force and effect.
You may not use, export, import, or transfer the Service except as authorized by U.S. law, the laws of the jurisdiction in which you obtained the Service, and any other applicable laws. In particular, but without limitation, the Service may not be exported or re-exported (i) into any United States embargoed countries, or (ii) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Department of Commerce's Denied Person's List or Entity List. By using the Service, you represent and warrant that (A) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country and (B) you are not listed on any U.S. Government list of prohibited or restricted parties. You also will not use the Service for any purpose prohibited by U.S. law, including the development, design, manufacture, or production of missiles, nuclear, chemical, or biological weapons. You acknowledge and agree that products, services, or technology provided by Company are subject to the export control laws and regulations of the United States. You shall comply with these laws and regulations and shall not, without prior U.S. government authorization, export, re-export, or transfer Company products, services, or technology, either directly or indirectly, to any country in violation of such laws and regulations.
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.
For questions about these terms, please contact us at policy@unlock.luxe.