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Terms of Use

Rue La La Terms of Use

Thank you for shopping at Rue La La. These Terms of Use apply to and govern your access to and use of Rue La La’s online platform and suite of features, including our websites (including ruelala.com), mobile applications and related services, and all text, data, information, software, graphics, videos, audio, photographs, and other materials, programs, and information made available through them(collectively, the "Services"), as well as Rue La La’s collection, use, processing, or retention of your information, participation in Rue La La’s email, SMS and marketing campaigns, as well as purchases and transactions with Rue La La. The Services are provided by Rue La La, a division of Retail Convergence.com, LP ("Rue La La" or "we," "us," "our" and similar references).

By using the Services, you affirm that you are at least 18 years old and that you are able and legally competent to agree to and comply with these Terms of Use. You further acknowledge and agree that your use of the Services signifies that you have read and agree with and agree to be bound by these Terms of Use and our Privacy Policy. By placing an order through the Services, you are reaffirming your agreement to these Terms and to our practices as set forth in our Privacy Policy. If you do not agree with these Terms of Use and our Privacy Policy, or if you are under 18 years old or not legally competent to agree with them, then you may not use the Services.

Please read these Terms of Use and Privacy Policy carefully before using the Services. These Terms of Use constitute an agreement between Rue La La and you and they affect your legal rights, including your right to pursue claims against Rue La La in a jury trial in a court of law in the event of a dispute between you and Rue La La.

ARBITRATION NOTICE: THESE TERMS OF USE CONTAIN A DISPUTE RESOLUTION AND ARBITRATION CLAUSE, INCLUDING A CLASS ACTION WAIVER THAT AFFECTS YOUR RIGHTS UNDER THESE TERMS OF USE WITH RESPECT TO DISPUTES YOU MAY HAVE WITH US. YOU MAY OPT OUT OF THE BINDING INDIVIDUAL ARBITRATION REQUIREMENT AS PROVIDED IN SECTION 16 BELOW.

 

1. Use of the Services.

You may use the Services only in accordance with and subject to these Terms of Use and our Privacy Policy. Our Privacy Policy is incorporated into these Terms of Use and also governs your use of the Services. To the extent there is a conflict between the terms of the Privacy Policy and these Terms of Use, these Terms of Use shall control.

You may not use the Services for any purpose that is unlawful or prohibited by these Terms of Use, or to solicit the performance of any illegal activity or other activity which infringes the rights of Rue La La or others. Notwithstanding any other rights or restrictions in these Terms of Use, you specifically agree that you shall not use the Services to:

(a) transmit via or through the Services any information, data, text, images, files, links, or software except in connection with your authorized use of the Services or otherwise in response to specific requests for information by us;

(b) introduce to our websites or mobile applications or otherwise in connection with the Services any computer or website viruses, worms, Trojan horses and/or harmful code;

(c) obtain unauthorized access to any computer system;

(d) impersonate any other person, including but not limited to, a registered user of the Services or an employee of Rue La La;

(e) invade the privacy or violate any personal or proprietary right (including intellectual property rights) of any person or entity;

(f) misrepresent the identity of a user or use a false e-mail address;

(g) tamper with or obtain access to our websites or mobile applications or any component of any of them;

(h) conduct fraudulent activities;

(i) collect or harvest information regarding other users of the Services for any reason whatsoever, including, without limitation, for sending such users unsolicited commercial e-mail;

(j) scrape or crawl any web pages; or

(k) advocate, encourage, or assist any third party in doing any of the foregoing.

You are responsible for maintaining the security and confidentiality of your account and password and you may not share or provide access to your account to anyone else. You agree to accept responsibility for all activities that occur under your account or password. You agree to immediately notify us in the event of any unauthorized use of your account or other breach of security. Rue La La will not be liable for any loss or damage arising from your failure to comply with this Section.

2. Membership Eligibility.

The Services are available to individuals who meet the following eligibility requirements: (i) you must be at least 18 years of age or older; (ii) you must have the legal capacity to enter into a binding contract; (iii) you must have a valid, active email account; and (iv) you must not have been previously suspended or removed by Rue La La for any reason. Employees, officers, and representatives of Rue La La are eligible to become Members but may be excluded from certain promotions. Individuals who meet all aforementioned eligibility requirements and who complete all information required on our member registration form may become Members.

By registering as a Member, you represent and warrant that you meet all eligibility requirements set forth herein (including that you are of legal age), and you agree to provide true, accurate, current, and complete information about yourself as prompted by our registration form. Rue La La has no obligation to verify your registration information and shall have no liability for false or incorrect information provided. Rue La La reserves the right to revoke or prohibit your Membership for any reason at any time, without notice, but, in particular, upon any violation of any of these Terms of Use or the Privacy Policy.

3. Additional Terms and Conditions.

Rue La La makes available certain optional programs and features (e.g., text and chat with customer service) to Members which are subject to these Terms of Use. Additional terms and conditions may apply to specific portions of the Services or products or services we offer or your Membership, which terms are made part of these Terms of Use by reference. When you sign up for one of these programs or use one of these features, you are subject to and agree to abide by such other terms and conditions that may be applicable to the respective service or program. If there is a conflict between these Terms of Use and the terms posted or emailed for, or applicable to, a specific portion of the Services or products or services we offer or your membership, the latter terms shall control with respect to your use of that portion, those products or services or your membership.

The following terms and conditions apply to the applicable features in connection with the Services:

(a) Membership Rewards. In connection with our Membership reward program, we may offer you, as a Member, the ability to earn reward credits toward future purchases via the Services. Our rewards program, among other program elements that we may determine from time to time, offers you the ability to invite your friends to become members of Rue La La and to receive a reward credit when those friends place a Qualifying Order (defined below). On shipment of each Qualifying Order your account will be credited with a reward of ten dollars ($10.00 USD) or such other amount or promotional feature or reward as may be posted from time to time (the "Reward"). A "Qualifying Order" means the first order placed with Rue La La by an individual whom you sponsored or to whom you sent an invitation to join Rue La La, provided that such individual properly followed the instructions contained in the invite mechanism.  Rewards may be redeemed only for the purchase of products or services on ruelala.com and may not be used for the purchase of gift cards. Rewards are not transferable and may not be combined with Rewards belonging to others. At no time may you purchase, sell or barter any Rewards. Rewards have no cash value. They are promotional in nature and are issued without any exchange of money or value from you. As such, Rewards do not constitute property and you do not have a vested property right or interest in the Rewards. We will notify you when any Rewards are posted to your account. At our option, Rewards may expire eighteen months after the date of issuance. We reserve the right at any time in our discretion, and without prior notice, to discontinue the Rewards program or to add or change Rewards program rules, terms or conditions, including changing expiration periods or Rewards values for existing or future Rewards credits or replacing such Rewards with such other promotional rewards as we determine from time to time.

(b) Vouchers. We offer a service pursuant to which third party sellers of goods, services and/or experiences ("Merchants") present offers ("Offers") for you to purchase vouchers ("Vouchers") redeemable for Merchant goods, services and/or experiences. Vouchers are subject to the limitations described in each Offer at the time of purchase of the Voucher. Without limiting the foregoing, all Vouchers are subject to the additional terms and conditions found thereon as well as all terms and conditions herein. Please note that the Merchants may impose additional requirements or restrictions on Vouchers, such as age requirements, maximum occupancy, and availability. The specific terms of each Voucher will control in the event of any conflicting terms contained herein, unless prohibited by law. By purchasing a Voucher, you indicate your acceptance of all of the terms and conditions applicable to such Voucher, as set forth in the Offer, on the Voucher, by the Merchant and herein.

Vouchers are void to the extent prohibited by law. We are not responsible for lost or stolen Vouchers or Voucher reference numbers. Vouchers cannot be combined with any other vouchers, third party certificates, coupons, or promotions, unless otherwise specified by Merchant. Reproduction, modification, sale or trade of the Voucher is prohibited unless done so in compliance with applicable law. Unless expressly stated in an Offer or on a Voucher, sales tax which may be due on any goods, services and/or experiences you receive is not included. The Merchant is obligated to honor the Voucher in compliance with all applicable laws. Without limiting the foregoing, use of a Voucher for alcoholic beverages is at the sole discretion of the Merchant and is subject to compliance with all applicable laws. Rue La La is not the issuer of the Voucher and is not responsible for the redemption of the Voucher.

Each Voucher includes two separate portions: (1) a paid portion amount which is equal to the amount paid for the Voucher (the "Paid Portion"), and (2) a promotional portion amount which is provided at no additional cost to you and which is equal to the difference between the total initial value of the Voucher and the Paid Portion (the "Promotional Portion"). If you redeem your Voucher for less than the full amount stated on the Voucher, your purchase will be allocated first against the Paid Portion until the balance of the Paid Portion is $0.00, and then against the Promotional Portion value; provided that the Promotional Portion must be used the first time the Voucher is used, and any unused Promotional Portion value remaining after the first transaction will be forfeited. Without limiting the foregoing, the Promotional Portion of the Voucher will expire in full on the last day of the Promotional Period printed on the Voucher, unless prohibited by applicable law. The Paid Portion of the Voucher, however, will expire on the later of (i) five (5) years from the date the Voucher is issued or (ii) the date required by applicable law. Notwithstanding anything to the contrary in this paragraph or otherwise in these Terms of Use: (a) Vouchers for date and time specific events expire in full and have no value once the date and the time have passed; and (b) in instances where Vouchers may be used only once, such Vouchers expire in full and have no value once they are used, unless prohibited by law.

Unless otherwise required by law, Vouchers have no cash value. Cash back will be issued for partial redemption of the Paid Portion of any Voucher to the extent required by law. To the extent that a Merchant is required by law to provide cash back for partial redemptions of the Paid Portion of any Voucher, the amount of the cash back you would be entitled to receive is equal to the difference between the Paid Portion and the amount you redeemed. For example, if you purchased a $50.00 Voucher for $25.00 (Paid Portion) and only redeemed $20.00 worth of goods or services from the Merchant, you would be entitled to cash back of $5.00. Likewise, if you redeemed your Voucher for $30.00 worth of goods or services from the Merchant, you would not be entitled to any cash back since the amount you redeemed ($30.00) is greater than the Paid Portion ($25.00). No cash back or credit will be issued for the Promotional Portion, or any portion thereof, of any Voucher, unless required by law.

The Merchant is the seller of the goods, services and/or experiences which you purchase, and is the sole seller, issuer and obligor of the Voucher. As such, the Merchant shall be fully responsible for any and all loss or damage of any kind, including financial injury, personal injury or death, (whether in tort, contract, or strict liability) arising out of or related to your redemption or attempted redemption, in whole or in part, of any Voucher. You waive and release Rue La La, its parent, subsidiaries and affiliates, and their respective officers, directors, employees, agents, successors, subsidiaries, divisions, distributors, suppliers, affiliates and third parties from any liability for any damages or losses arising out of or otherwise incurred in connection with your redemption or attempted redemption, in whole or in part, of any Voucher.

Rue La La is solely the marketing portal for the Merchant. If you have problems with the Voucher or the goods, services and/or experiences provided, or to be provided, in connection with the Voucher, we will use reasonable efforts to assist you in dealing with the Merchant. However, we cannot and do not guarantee the issuance of any credits and/or refunds. Any attempted redemption of any Voucher not consistent with these terms and conditions and such additional terms and conditions as discussed above will render the Voucher null and void and may result in a forfeiture of charges you paid to Rue La La therefor. Resale of the Voucher or use for unauthorized advertising, marketing, sweepstakes or other promotional purposes is strictly prohibited. Vouchers are subject to verification and are void if not obtained in accordance with these terms and conditions and through legitimate channels.

RUE LA LA MAKES NO WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO VOUCHERS, INCLUDING WITHOUT LIMITATION, ANY EXPRESS OR IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.

IN THE EVENT A VOUCHER CODE IS NON-FUNCTIONAL, YOUR SOLE REMEDY, AND OUR SOLE LIABILITY, TO THE FULLEST EXTENT PERMITTED BY LAW, SHALL BE THE REPLACEMENT OF SUCH VOUCHER. THE RISK OF LOSS AND TITLE FOR VOUCHERS PASS TO THE PURCHASER UPON OUR ELECTRONIC OR OTHER TRANSMISSION TO THE RECIPIENT, WHICHEVER IS APPLICABLE.

This Section 3(b) applies only to the Voucher service and no other Services.

(c) Return Credit. Items that have been returned for a Rue La La merchandise credit will be refunded in the form of a merchandise credit (a "Merchandise Credit") at the original purchase price, plus applicable sales tax, and, if applicable, the return shipping charges will be deducted from the amount of the Merchandise Credit. Merchandise Credit may be redeemed only for the purchase of merchandise and/or Vouchers on ruelala.com and may not be used for the purchase of gift cards or services. Merchandise Credit is not transferable and may not be combined with Merchandise Credit belonging to others. At no time may you purchase, sell or barter any Merchandise Credit. Merchandise Credit is not redeemable for cash, unless required by law. The obligations represented by outstanding Merchandise Credit may at any time be assigned to and assumed by any affiliate of, or successor to, the present or any future owner of the Rue La La business, or any third party under contract with such present or future owner. You, as a Member, expressly consent to and authorize any such future assignment and assumption of outstanding Merchandise Credit obligations, and you agree to look solely to such assignee in the event of any such transfer. All returns are governed by and subject to our Return Policy.

(d) Return Refund. Items that have been returned for a refund to your original form of payment will be refunded (a "Return Refund") at the original purchase price plus applicable sales tax and the return shipping charges (if any) will be deducted from your refund. Please note that in connection with the Return Refund, a refund to your original form of payment includes restoring any prior Merchandise Credit or Membership Rewards that you may have used for your purchase to your Rue La La Member account. Refunds to your original form of payment will appear on your statement within approximately seven days.

(e) Credit Balances. Any credit balance (including a Reward balance and/or Merchandise Credit) will be automatically applied to your next purchase of merchandise and/or Vouchers from ruelala.com and the order of redemption of such credits will be determined by Rue La La. To the extent your credits exceed the amount of your total purchase, the excess credit balance will remain in your account to be applied to your next purchase, subject to the foregoing terms and conditions. If your account and/or membership is terminated for any reason, any credit balances in your account may be cancelled, to the fullest extent permitted by law. Account balances are determined by Rue La La and such determination is final. In the event that you receive a credit, reversal, or other recovery from your financial institution or payment provider for a transaction for which Rue La La has already issued a Merchandise Credit, Return Refund, replacement, or other accommodation, Rue La La reserves the right to deduct the corresponding amount from your account credit balance or pursue other available remedies.

(f)  Still Want It?  For certain products that are listed as sold out on ruelala.com, you can offer to purchase the item by clicking on the “Still Want It?” button on the item’s product page.  This will prompt you to fill out your billing and shipping information. If Rue La La is able to locate the item for you, you agree that your credit card will be automatically charged as soon as the item becomes available.

(g) Text Messages. Rue La La text message marketing programs are subject to additional program terms including the Rue La La Messaging Terms and Conditions available here (the “SMS Terms”). By voluntarily signing up for our free text message marketing program, you agree to the SMS Terms and expressly consent to receive recurring, automated promotional and personalized marketing text messages (SMS and MMS), such as cart reminders, from Rue La La, which may be sent using an automatic telephone dialing system or other technology to the mobile telephone number you provided when signing up.

(h) Member Email and Postings. We may provide Members with the ability to send email messages to others and to post messages on our websites or mobile applications or otherwise in connection with the Services. You are solely responsible for your account, password, profile, messages, notes, text, information, opinions, ideas and any other content you post, upload, submit, publish, or display (hereinafter "post") or transmit to or share with other Members (collectively, the "Member Content"). Any Member Content that is posted will not be treated as confidential. Rue La La has the right but not the obligation to monitor and decline, edit, or remove (without notice) all or any portion of any Member Content for any reason subject to applicable law. If Rue La La chooses at any time, in its sole discretion, to monitor Member Content, it still has no responsibility for the Member Content or for the conduct of the Member posting Member Content or to edit or remove any Member Content, except in compliance with Section 15 below. You acknowledge that Rue La La utilizes third-party service providers to facilitate the transmission, storage, and monitoring of Member Content and you expressly consent to such third-party access. If you are involved in a dispute with one or more Members of Rue La La, to the fullest extent permitted by law Rue La La is released (including its officers, directors, affiliates, and employees) from claims, demands, and damages (actual and consequential) of every kind arising out of or in any way connected to any dispute.

When you post or otherwise make available any Member Content for inclusion on any part of our websites or mobile applications or otherwise in connection with the Services, you are hereby granting Rue La La an irrevocable, perpetual, non-exclusive, transferable, royalty-free, worldwide license (with the right to sublicense) to use, copy, transmit, reproduce, adapt, modify, publicly perform, publicly display, reformat, translate, excerpt (in whole or in part), create collective works and distribute such Member Content for any purpose, commercial, advertising, or otherwise, including the right to use such Member Content to develop, train, or improve machine learning, artificial intelligence, and similar technologies, on or in connection with the Services or the promotion thereof, or for Rue La La's (and its successors' and affiliates') business including without limitation for promoting and redistributing part or all of our websites, mobile applications or the Services (and derivative works thereof) in any media or distribution method (now known or later developed), to prepare derivative works of, or incorporate into other works, such Member Content, and to grant and authorize sublicenses of the foregoing. You represent and warrant that you will not provide any Member Content to which you do not have the full right to grant the license specified in this Section 3(h). You waive all moral rights in the Member Content which may be available to you in any part of the world and confirm that no such rights have been asserted. You represent and warrant to Rue La La that Rue La La is free to exercise its rights to and/or implement your Member Content if it so desires, without obtaining permission or license from any third party and without reference to you or any other person.

All Member Content is the responsibility of the Member, not Rue La La. In addition to the restrictions set forth in Section 1, you agree not to use the Services to post content or other communications that contain (i) political, libelous or otherwise unlawful, abusive, or obscene material; (ii) advertisements of any kind; (iii) personal information (such as social security numbers, addresses, phone numbers, etc.); (iv) confidential information of Rue La La, its parent, subsidiaries, or affiliates; (v) any chain letters, pyramid schemes, spam, contests, or promotional material; (vi) messages that offer unauthorized downloads of any copyrighted or private information; and (vii) information similar or related to the foregoing. You further agree to invite to join Rue La La (each, an "Invite") only individuals who consent to be invited and you will not invite anyone who does not know you or who is unlikely to recognize you as a known contact. We may from time to time use the information you provide for Invites to send and follow up on the Invites, provide information about the Services, confirm qualifying orders attributable to your account and track the results of the invitation referrals. You agree to indemnify and hold Rue La La harmless from and against any and all claims, damages, or liabilities arising out of your use of the invitation and referral features in violation of these Terms of Use or applicable law. UNDER NO CIRCUMSTANCE SHALL ANY DISCLOSURE OF ANY MEMBER CONTENT TO RUE LA LA BE SUBJECT TO ANY OBLIGATION OF CONFIDENTIALITY OR EXPECTATION OF COMPENSATION OR ATTRIBUTION. BY SUBMITTING ANY MEMBER CONTENT TO OR THROUGH RUE LA LA, YOU REPRESENT AND WARRANT THAT ALL YOUR MEMBER CONTENT WILL NOT VIOLATE ANY RIGHT OF ANY THIRD PARTY, INCLUDING COPYRIGHT, TRADEMARK, PRIVACY, OR OTHER PERSONAL OR PROPRIETARY RIGHTS. YOU REPRESENT AND WARRANT THAT NO MEMBER CONTENT WILL BE OR CONTAIN LIBELOUS OR OTHERWISE UNLAWFUL, ABUSIVE, OR OBSCENE MATERIAL. YOU ARE AND SHALL REMAIN SOLELY RESPONSIBLE FOR YOUR MEMBER CONTENT. YOU REPRESENT AND WARRANT TO RUE LA LA THAT RUE LA LA IS FREE TO USE THE MEMBER CONTENT, AND IMPLEMENT ANY SUGGESTIONS CONTAINED THEREIN, IF IT SO DESIRES, AS PROVIDED OR AS MODIFIED BY RUE LA LA, WITHOUT OBTAINING PERMISSION OR LICENSE FROM ANY THIRD PARTY AND WITHOUT ANY COMPENSATION TO YOU.

4. Pricing; Accuracy of Content; Limitations on Quantity.

We attempt to provide accurate descriptions of all products displayed on the Services and excluding Member Content, the information we provide in connection with the Services is believed to be complete and reliable; however, we do not warrant that the information and/or product descriptions are complete or error-free and the information provided may contain typographical errors, pricing errors, and other errors or inaccuracies. We will use reasonable efforts to correct errors as soon as practicable. The images of the products on the Services are for illustrative purposes only. Although we have made every effort to display the colors accurately, we cannot guarantee that your computer’s display of the colors accurately reflects the color of the products and the products you receive may vary from those images. The products displayed on the Services are subject to availability and we do not provide any guarantee of a product’s availability in your locality or the availability of all sizes/versions of all products/colors displayed. 

We reserve the right to: (i) revoke any stated offer; (ii) correct any errors, inaccuracies, or omission; and (iii) make changes to prices, content, promotion offers, product descriptions or specifications, or other information without obligation to issue any notice of such changes (including after an order has been submitted, acknowledged, shipped, or received, except as prohibited by law ). We also reserve the right to limit quantities (including after an order has been submitted and/or acknowledged) and to revise, suspend, or terminate an event, promotion, or Boutique at any time without notice (including after an order has been submitted and/or acknowledged). Your orders are offers to purchase subject to our acceptance, which we may reject or cancel, subject to refund. By placing an order through the Services, you are agreeing to and accepting these Terms of Use and consent to our practices as set forth in our Privacy Policy. The offer of any products, services and/or experiences at a particular time does not guarantee that the products, services and/or experiences will be available. To the fullest extent permitted by law, if a product, service and/or experience you purchased from us is not as described, your sole remedy is to return it subject to the terms set forth herein. Rue La La cannot confirm the price of an item until you submit an order. If the correct price of a product is higher than our stated price, we will, at our discretion, either contact you for instructions before shipping or cancel the order and notify you of such cancellation.

5. Our Crossed-Out Prices

The crossed-out prices you see on-site (e.g., $150) represent the original suggested manufacturer or supplier prices. In some instances, the crossed-out price is based on what a comparable item may (as determined by our experienced buyers) be sold for at retail stores, including specialty or department stores and other non-discount sellers, or it may be an estimate of the price at or above which these items have been offered or sold by retailers in the trade area.  For items that are sold in a set (like cookware and cutlery) the crossed-out price may reflect the total value of all the items included.

Note: Because we sell our merchandise over the Internet on a national and international basis, the crossed-out price may not always represent the prevailing price in any particular location or at any particular time. Since original prices often fluctuate in the market, the crossed-out price should be one point of reference of an item's value.

6. Proprietary Rights.

Excluding Member Content, you acknowledge and agree that the content, software, materials and other components (including but not limited to our logos, graphics, videos, music, button icons, and page headers) used in connection with the Services (collectively, the “Content”) are the property of Retail Convergence.com, LP and/or its affiliates, subsidiaries, or licensors and are protected by copyrights, trademarks, service marks, or other proprietary rights and laws. All rights are reserved. You agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit, or create derivative works from the Content available on our websites or mobile applications or otherwise in connection with the Services. Any unauthorized use of the Content may violate copyright laws, trademark laws, the laws of privacy and publicity, and civil and criminal statutes. Reference to any products, services or other information by trade name, trademark, manufacturer, or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof or any affiliation therewith by Retail Convergence.com, LP or Rue La La. All trademarks not owned by Rue La La that appear on or in connection with the Services are the property of their respective owners. Use of the Content for any purpose not expressly permitted in these Terms of Use is prohibited. Rue La La relies upon a network of independent vendors who supply some of the goods we advertise and, in some cases, drop ship them directly to you. We are not liable for any infringement of copyrights, trademarks, trade dress or other proprietary or intellectual property rights arising out of Content posted on or transmitted in connection with the Services, or items advertised on our websites or mobile applications, by our vendors.

7. Links to Third-Party Websites; No Implied Endorsements.

Our websites and mobile applications may contain links to other websites, applications, and resources on the Internet. Such links are provided for your convenience only. You acknowledge that we have no control over such websites, that we are not responsible for the accuracy, content, legality, or any other aspect of any linked website, and that we are not obligated to review any third-party websites. In no event shall any reference to any third-party, third-party website, or third-party product or service be construed as an approval or endorsement by us of that third-party, third-party website, or of any product or service provided by a third-party. If you decide to access any of the third-party websites linked to from our websites and mobile applications, you do so entirely at your own risk and you must review and follow the privacy policies and terms and conditions for those third-party websites. We disclaim all warranties, express or implied, as to the accuracy, legality, reliability, or validity of any content on any other website. Rue La La is not responsible for the privacy practices of any other website linked to on our websites or mobile applications.

8. Indemnification.

To the fullest extent permissible by applicable law, by using the Services, you agree to indemnify, hold harmless, and defend Rue La La, Retail Convergence.com, LP, its parent, subsidiaries, divisions, and affiliates, and their respective officers, directors, employees, successors, agents, subsidiaries, partners, contractors, vendors, manufacturers, distributors, representatives, and affiliates (collectively, the "RLL Indemnitees") from and against any and all claims, damages, losses, liabilities, and all costs and expenses of defense, including but not limited to, attorneys' fees, which arise out of or result from, directly or indirectly, a claim (including without limitation, claims made by third parties for infringement of intellectual property rights) by a third party that arises in connection with: (i) your use of the Services in violation of these Terms of Use and/or arising from a breach of these Terms of Use (including, without limitation, any breach of your representations and warranties set forth herein); (ii) any allegation that your Member Content infringes, misappropriates or otherwise violates the copyright, trademark, trade secret or other rights of any party; and/or (iii) your activities or omissions in connection with the Services. You agree to cooperate as fully as reasonably required in the defense of any claim. Rue La La reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you for which you will remain responsible for indemnifying and holding harmless the RLL Indemnitees.

9. Disclaimers.

To the fullest extent permitted by law, Rue La La is not and shall not be at any time responsible or liable for any loss or damage of any kind, including personal injury or death, (whether in tort, contract, or strict liability) arising out of or related to any Member Content, or to any act or omission by Members, by Rue La La or by any third party or by any of the equipment or programming associated with or utilized in connection with the Services. Any content submitted by our vendors does not necessarily reflect the opinions or policies of Rue La La.

To the fullest extent permitted by law, Rue La La assumes no responsibility for any error, omission, interruption, delay, communications line failure, deletion, defect, delay in operation or transmission, theft or destruction or unauthorized access to, or alteration of, any Member Content or other Member communications. To the fullest extent permitted by law, Rue La La is not responsible for any problems or technical malfunction of any telephone or cable network or lines, computer systems, servers or providers, computer equipment, software, failure of any email or players due to technical problems or traffic congestion on the Internet or on in connection with the Services, including any injury or damage to Member's or other person's computer related to or resulting from participation on or through the Services.

TO THE FULLEST EXTENT PERMITTED BY LAW, THE SERVICES, ALL CONTENT USED IN CONNECTION WITH THE SERVICES AND ALL TEXT, IMAGES, MERCHANDISE, AND OTHER INFORMATION ON, ACCESSIBLE FROM OR AVAILABLE THROUGH OR IN CONNECTION WITH THE SERVICES ARE PROVIDED ON AN "AS AVAILABLE" AND "AS IS" BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND THOSE ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. SPECIFICALLY, BUT WITHOUT LIMITATION, RUE LA LA DOES NOT WARRANT THAT: (i) THE INFORMATION AVAILABLE ON THIS SERVICES IS FREE OF ERRORS; (ii) THE FUNCTIONS CONTAINED ON THE SERVICES WILL BE UNINTERRUPTED OR FREE OF ERRORS; (iii) DEFECTS WILL BE CORRECTED, OR (iv) THE SERVICES OR THE SERVER(S) THAT MAKES THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

YOU UNDERSTAND AND AGREE THAT ANY MATERIAL OR INFORMATION DOWNLOADED OR OTHERWISE OBTAINED THROUGH RUE LA LA IS DONE AT YOUR OWN RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE ARISING FROM DOING SO. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH RUELALA.COM WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE IN THESE TERMS OF USE.

Certain states or jurisdictions do not allow limitations on implied warranties. If these laws apply to you, some or all of the above disclaimers may not apply and you may have additional rights. To the extent we may not, as a matter of applicable law, disclaim any implied warranty, the scope and duration of such warranty will be the minimum permitted under such law.

10. Limitation of Liability.

YOU AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR OWN RISK AND THAT OUR SOLE OBLIGATION TO YOU IS TO PROVIDE THE SERVICES “AS-IS”. TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL RUE LA LA, RETAIL CONVERGENCE.COM, LP, ITS PARENT, SUBSIDIARIES, DIVISIONS, OR AFFILIATES OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUCCESSORS, SUBSIDIARIES, DIVISIONS, DISTRIBUTORS, SUPPLIERS, AFFILIATES, OR THIRD PARTIES PROVIDING INFORMATION ON OR IN CONNECTION WITH THE SERVICES BE LIABLE TO ANY USER OF THE SERVICES OR ANY OTHER PERSON OR ENTITY FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, CONSEQUENTIAL OR EXEMPLARY DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, OR LOSS OF USE) ARISING OUT OF THE USE OR INABILITY TO USE OR ACCESS THE SERVICES, ERRORS OR OMISSIONS IN THE CONTENTS AND FUNCTIONS OF THE SERVICES, OR ANY INFORMATION CONTAINED THEREON OR STORED OR MAINTAINED BY RUE LA LA, WHETHER BASED UPON WARRANTY, CONTRACT, TORT, OR OTHERWISE, EVEN IF RUE LA LA HAS BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL THE TOTAL LIABILITY OF RUE LA LA, ITS PARENT, SUBSIDIARIES, OR AFFILIATES OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUCCESSORS, SUBSIDIARIES, DIVISIONS, DISTRIBUTORS, SUPPLIERS, AFFILIATES OR THIRD PARTIES PROVIDING INFORMATION ON OR IN CONNECTION WITH THE SERVICES TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION RESULTING FROM YOUR USE OF THE SERVICES, WHETHER IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE) OR OTHERWISE, EXCEED THE AMOUNT YOU PAID TO RUE LA LA IN CONNECTION WITH THE APPLICABLE EVENT, PROMOTION OR BOUTIQUE GIVING RISE TO SUCH LIABILITY. WITHOUT LIMITING THE FOREGOING, TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL RUE LA LA, ITS PARENT, SUBSIDIARIES OR AFFILIATES OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUCCESSORS, SUBSIDIARIES, DIVISIONS, DISTRIBUTORS, SUPPLIERS, AFFILIATES, OR THIRD PARTIES PROVIDING INFORMATION ON OR IN CONNECTION WITH THE SERVICES HAVE ANY LIABILITY FOR ANY DAMAGES OR LOSSES ARISING OUT OF OR OTHERWISE INCURRED IN CONNECTION WITH THE LOSS OF ANY DATA OR INFORMATION CONTAINED IN YOUR ACCOUNT OR OTHERWISE STORED BY OR ON BEHALF OF RUE LA LA. YOU HEREBY ACKNOWLEDGE THAT THE PRECEDING PARAGRAPH SHALL APPLY TO ALL CONTENT, MERCHANDISE, PRODUCTS, SERVICES AND EXPERIENCES AVAILABLE THROUGH THE SERVICES.

IF ANY PART OF THIS LIMITATION OF LIABILITY IS DETERMINED TO BE UNENFORCEABLE OR INVALID FOR ANY REASON, YOU AGREE THAT RUE LA LA'S LIABILITY TO YOU FOR ANY DAMAGE OR LOSS SHALL BE LIMITED TO THE FULLEST EXTENT ENFORCEABLE BY APPLICABLE LAW.

YOU AND RUE LA LA AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SERVICES MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES OR THE CAUSE OF ACTION IS PERMANENTLY BARRED.

Certain states or jurisdictions do not allow the exclusion or limitation of certain damages. If these laws apply to you, some or all of the above exclusions or limitations may not apply and you may have additional rights. To the extent we may not, as a matter of applicable law, limit our liabilities, the extent of our liability will be the minimum permitted under such law.

11. International Use.

We make no representation that information available in connection with the Services is appropriate or available for use outside the United States. Those who choose to access the Services from outside the United States do so on their own initiative and risk and are responsible for compliance with local laws, if and to the extent local laws are applicable.  

12. Risk of Loss.

The items purchased through the Services are shipped by a third-party carrier (e.g., FedEx, USPS, UPS) pursuant to a shipment contract. As a result, risk of loss and title for such fully paid for items passes to you upon our delivery of the item(s) to the carrier. Rue La La shall have no responsibility for the item(s) once it is delivered to the carrier and you are responsible for filing any claims with carriers for damaged and/or lost shipments. You acknowledge and agree that carrier tracking records and delivery confirmation (including, without limitation, GPS-verified delivery scans, electronic delivery confirmation, and signature confirmation, where applicable) constitute reasonable evidence of delivery for purposes of resolving any delivery dispute. You agree to report any non-receipt of a shipment to Rue La La customer service within thirty (30) days of the estimated delivery date. Failure to report non-receipt within this period may limit the remedies available to you. While we may provide assistance in tracking your package or filing a claim with the carrier as a courtesy, such assistance does not constitute an assumption of liability or a waiver of this Section 12. We highly recommend that you provide a secure delivery location, as we are not responsible for “porch piracy” or theft occurring after the carrier has confirmed delivery to your address.

Through a third-party insurance provider, Rue La La may offer optional purchase protection services at checkout, including shipping protection and return protection ("Purchase Protection"). Purchase Protection is not provided by Rue La La, and any Purchase Protection selected at checkout is subject to the applicable third-party provider's terms and conditions and insurance policy terms, which govern the coverage, claims process, and any limitations or exclusions. Purchase Protection is optional, is not required to complete a purchase, and the associated fee will be clearly displayed before checkout. Rue La La is not the insurer and makes no representations or warranties regarding Purchase Protection coverage, including the availability of coverage in any particular jurisdiction. Any claims under Purchase Protection must be submitted directly to the applicable provider in accordance with that provider's claims process. Purchase Protection does not modify or expand Rue La La's obligations under these Terms of Use, including the risk of loss provisions set forth in this Section 12, and does not affect your obligation to follow Rue La La's Return Policy or these Terms of Use.

13. Rue La La Affiliates.

Rue La La is not affiliated with websites or third parties that sell or advertise our products, services and/or experiences without a written agreement with us. Rue La La reserves the right to void all service, return, and other policies for orders and Rue La La products that were purchased through unauthorized sellers. Rue La La is not responsible for any representations by unauthorized sellers.

14. Unavailability of Services; Termination; Fraud.

We may alter, suspend, or discontinue these Services in whole or in part, at any time and for any reason, without notice or cost. In addition, the Services may be temporarily unavailable from time to time for maintenance or other reasons. We may, in our sole discretion, terminate or suspend your use or access to all or part of the Services or your account or membership, for any reason, including without limitation, breach of these Terms of Use. If at any time, we notify you that your access to and/or use of the Services or your account is terminated, you must cease and desist from all such access and/or use immediately. We reserve the right to cancel, delay, refuse to ship, or recall from the shipper any order if fraud is suspected. In the event these Terms of Use or your membership or account are terminated, the restrictions regarding intellectual property matters, the representations and warranties, indemnities, and limitations of liabilities set forth herein (as well as any other of your obligations which by their nature should survive termination) will survive termination.

15. Copyright Infringement; Notice and Take Down Procedures.

The Digital Millennium Copyright Act of 1998 (the "DMCA") provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe that any materials on our websites or mobile applications infringe your copyright, you may request that they be removed. This request must bear a signature (or electronic equivalent) of the copyright holder or an authorized representative, and must: (a) identify the allegedly infringing materials; (b) indicate where on the websites or mobile applications the infringing materials are located; (c) provide your name and contact information; (d) state that you have a good faith belief that the materials are infringing; (e) state that the information in your claim is accurate; and (f) indicate that "under penalty of perjury" you are the lawful copyright owner or are authorized to act on the owner's behalf. If you believe that someone has wrongly filed a notice of copyright infringement against you, the DMCA permits you to send us a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA. See http://www.copyright.gov/ for further information. Our contact for copyright issues relating to the Services (including the notices and counter-notices) is: Copyright Agent, Rue La La, 281 Summer Street, Boston, MA 02210 617-695-7300, with a copy to legal@ruelala.com. Please note that there are penalties for false claims under the DMCA. One or more patents may apply to this website, including without limitation: U.S. Patent Nos. 5,528,490; 5,761,649; and 6,029,142 and any other patents that may issue in the future which are related to the foregoing patents. We reserve the right, in our sole discretion, to terminate the account or access of any user of the Services who is the subject of repeated DMCA or other infringement notifications.

16. Arbitration; Waiver Of Jury Trial and Class Action Proceedings. 

PLEASE READ THIS SECTION CAREFULLY. IT CONTAINS AN ARBITRATION AGREEMENT. THIS SECTION MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND HAVE A JURY HEAR YOUR CLAIMS. THIS SECTION ALSO CONTAINS PROCEDURES FOR FINAL BINDING INDIVIDUAL ARBITRATION AND A WAIVER OF ANY AND ALL RIGHTS TO PROCEED IN A CLASS, COLLECTIVE, CONSOLIDATED, PRIVATE ATTORNEY GENERAL, OR REPRESENTATIVE ACTION (COLLECTIVELY, “CLASS ACTION”) IN ARBITRATION OR LITIGATION.

IN ARBITRATION, DISPUTES ARE RESOLVED BY AN ARBITRATOR, NOT A JUDGE OR JURY, AND THERE IS LESS DISCOVERY AND APPELLATE REVIEW THAN IN COURT.

For the purposes of this Section, the terms “Rue La La,” “our,” “we,” or “us” include Retail Convergence.com, LP, its parent and affiliates, as well as any of their respective present or future affiliates or subsidiaries, and any persons or entities (including agents, representatives, or employees) related to Rue La La or its present or future affiliates or subsidiaries.

  • Waiver of Jury Trial; Waiver of Class Actions

TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, YOU AND RUE LA LA WAIVE THE RIGHT TO A JURY TRIAL. YOU AND RUE LA LA ALSO WAIVE ANY RIGHT TO BRING OR PARTICIPATE IN A CLASS ACTION IN ARBITRATION OR IN LITIGATION IN COURT. NOTWITHSTANDING THE FOREGOING, THE PARTIES RETAIN THE RIGHT TO PARTICIPATE IN A CLASS-WIDE SETTLEMENT.

 

  • Arbitration Agreement

YOU AND RUE LA LA AGREE THAT ANY DISPUTE (DEFINED BELOW) SHALL BE RESOLVED BY FINAL AND BINDING INDIVIDUAL ARBITRATION EXCEPT AS OTHERWISE PROVIDED HEREIN. NOTWITHSTANDING THE FOREGOING, EITHER PARTY MAY ELECT TO HAVE INDIVIDUAL CLAIMS HEARD IN SMALL CLAIMS COURT IF THOSE CLAIMS QUALIFY FOR SMALL CLAIMS COURT AND SO LONG AS THE MATTER REMAINS IN SUCH COURT AND IS NOT REMOVED OR APPEALED TO A COURT OF GENERAL JURISDICTION AND ADVANCES ONLY ON AN INDIVIDUAL (NON-CLASS ACTION BASIS). ANY DISPUTE OVER WHETHER CLAIMS QUALIFY FOR SMALL CLAIMS COURT IS FOR THE SMALL CLAIMS COURT TO DECIDE IN THE FIRST INSTANCE AND, IF NECESSARY, FOR A COURT OF COMPETENT JURISDICTION TO DECIDE.

You and Rue La La agree that these Terms of Use affect interstate commerce and that the Federal Arbitration Act, 9 U.S.C. § 1 et seq., and federal arbitration law apply to this Arbitration Agreement and govern all questions as to whether a Dispute is subject to arbitration.  Where otherwise applicable, the laws of the Commonwealth of Massachusetts apply. Should any action proceed in court (other than in small claims court), we and you each irrevocably consent to the exclusive jurisdiction and venue of the federal and state courts of the Commonwealth of Massachusetts for the adjudication of all non-arbitral claims.

For purposes of this Section, "Dispute" shall include, but is not limited to, any claims or controversies between you and Rue La La that are related in any way to these Terms of Use, including, but not limited to, your use of the Services, sales, returns, refunds, cancellations, defects, policies, privacy, advertising, and/or any communications between you and Rue La La, whether occurring on our websites, mobile applications or otherwise, even if the Dispute arises after the termination of your relationship with Rue La La.

"Dispute," however, does not include disagreements or claims concerning patents, copyrights, trademarks, and trade secrets and claims of piracy or unauthorized use of intellectual property, which shall not be subject to arbitration or the notice and informal process described below.

The arbitrator shall decide all issues except for: (a) those that are specifically reserved for a court herein; (b) those issues relating to the scope, validity, and enforceability of the Arbitration Agreement or any of the provisions of this Section; (c) any issues arising from or relating to the arbitrability of any Dispute; and (d) whether the arbitration administrator cannot or will not administer the arbitration in accordance with this Arbitration Agreement—all of which are for a court of competent jurisdiction to decide.

These Terms of Use and this Arbitration Agreement do not prevent you from bringing your Dispute to the attention of any federal, state, or local government agency.

  1. Mandatory Pre-Arbitration Dispute Resolution. You and Rue La La agree to engage cooperatively to try to resolve any Dispute informally prior to you or Rue La La initiating an arbitration proceeding. You or Rue La La must first send a written notice (“Dispute Notice”) to the other party providing a detailed description of the Dispute; your or our name and contact information (address, telephone number, email address, and account number if applicable); sufficient information to enable you or us to identify any transaction at issue (including any receipts or purchase details); and a detailed description of: (a) the nature and basis of the Dispute and any claims and (b) the nature and basis of the relief sought (including a detailed calculation of any damages). Your notice to us must be personally signed by you with wet ink or digital signature (and your attorney if you are represented by legal counsel). The notice must be individualized, meaning it can only concern your dispute and no other person’s dispute.  Our notice to you must be personally signed by a Rue La La representative (and our attorney if we are represented by legal counsel).

 

Within twenty (20) business days of receipt of a Dispute Notice, the recipient may request an individualized video or telephone conference to attempt in good faith to resolve the Dispute which both you and Rue La La will personally attend (with counsel, if represented). You and Rue La La agree that neither you nor Rue La La will take any legal action, including filing a lawsuit or demanding arbitration, until after the period to request a conference expires or, if a conference is requested, twenty (20) business days after the individualized conference is completed. Compliance with this informal dispute resolution procedure section, including Dispute Notice and conference if requested, is mandatory and a condition precedent to initiating any lawsuit or arbitration.

 

Any applicable limitations periods and filing fee deadlines will be tolled while the parties engage in the process set forth above.

 

If the sufficiency of a Demand or compliance with this informal dispute resolution process is at issue, such issue may be raised with and decided by a court of competent jurisdiction at either party’s election, and any arbitration shall be stayed pending resolution of the issue. If any aspect of these requirements has not been met, a court of competent jurisdiction may enjoin the filing or prosecution of an arbitration. In addition, unless prohibited by law, the arbitration administrator may not accept, administer, assess or demand fees in connection with an arbitration that has been initiated without completion of the Mandatory Pre-Arbitration Informal Dispute Resolution Procedures. If the arbitration is already pending, it shall be administratively closed. Nothing in this paragraph limits the right of a party to seek damages for non-compliance with these Procedures in arbitration.

 

  1. Arbitration Rules and Procedures; Individualized Relief; Fees. If the Dispute stated in the Demand is not resolved to your or our satisfaction within the time periods set forth above for Pre-Arbitration Dispute Resolution and you or Rue La La intend on taking legal action, you and Rue La La agree that you or Rue La La shall file a demand for arbitration (“Arbitration Demand”) with JAMS (https://www.jamsadr.com/) (“JAMS”) , with a copy to Rue La La’s Legal Department via email at legal@ruelala.com, or to you at the most current email address we have on file for you. The Arbitration Demand must be accompanied by a certification of completion of the informal dispute resolution process and a copy of the Notice of Dispute. The Arbitration Demand and certification must be personally signed by you (and your attorney if you are represented by legal counsel) if initiated by you, or by a Rue La La authorized representative (and our attorney if we are represented by legal counsel), if we are initiating the arbitration.

 

By filing the Arbitration Demand, the party and its attorney initiating the arbitration represent that to the best of their information, knowledge, and belief, formed after a reasonable inquiry that: (a) the Arbitration Demand is not being presented for any improper purpose, such as to harass, cause unnecessary delay, or needlessly increase the cost of dispute resolution; (b) the claims or 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 (c) the factual contentions have evidentiary support or, if specifically so identified, will likely have evidentiary support after reasonable opportunity for further investigation or discovery. The arbitrator is expressly authorized to impose any sanctions available under Federal Rule of Civil Procedure Rule 11 on represented parties and their counsel.

 

The arbitration will be administered by JAMS under its applicable rules and pursuant to its Comprehensive Arbitration Rules & Procedures (and, where applicable, JAMS Consumer Arbitration Minimum Standards) in effect on the date the arbitration is filed ("JAMS Rules"), as modified by this Arbitration Agreement. The JAMS Rules are available on JAMS’ website, www.jamsadr.com. Payment of all arbitration fees will be governed by JAMS Rules as modified by this Arbitration Agreement. You and we agree that the parties have a shared interest in reducing the fees and costs and increasing the efficiencies associated with arbitration. Therefore, you or we may elect to engage with JAMS regarding fees, and you and we agree that the parties will work together in good faith to ensure that arbitration remains cost-effective for all parties.

 

At your choice, arbitration may occur by video, telephone, or on a documents-only basis, except any Dispute seeking $75,000 or more or injunctive relief shall have an in-person or video hearing. You and Rue La La reserve the right to request a hearing in any matter from the arbitrator. You and Rue La La agree that you and a Rue La La representative will personally appear at any hearing (along with your and our respective legal counsel, if applicable). If an in-person or video hearing is required, then it will be held at a place chosen by JAMS in the same city as the U.S. District Court closest to your then current billing address, or at some other place to which you and Rue La La agree in writing.

 

The arbitration will be conducted by a single arbitrator who will apply these Terms of Use as a court would and will adjudicate any Dispute according to applicable law and facts based upon the record only. The applicable arbitration rules and procedures may limit the discovery available to you or us. The arbitrator shall issue a reasoned written award. The arbitration award shall have no preclusive effect in any other arbitration or proceeding that does not involve you and Rue La La. An award that has been satisfied may not be entered in court.

 

YOU AND RUE LA LA AGREE THAT THE ARBITRATOR MAY AWARD INDIVIDUAL RELIEF AVAILABLE IN COURT (INCLUDING, WITHOUT LIMITATION, DAMAGES, DECLARATORY, INJUNCTIVE, OR OTHER EQUITABLE RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF WARRANTED BY THAT PARTY'S PARTICULAR CLAIM. THE ARBITRATOR MAY NOT ISSUE A "PUBLIC INJUNCTION", UNLESS YOU ARE A RESIDENT OF THE STATE OF CALIFORNIA. THE ARBITRATOR DOES NOT HAVE THE POWER TO VARY THESE CLASS ACTION WAIVER PROVISIONS. IF, FOR ANY REASON, A COURT OF COMPETENT JURISDICTION HOLDS THAT THESE RESTRICTIONS ARE UNENFORCEABLE WITH RESPECT TO A PARTICULAR CLAIM OR REQUEST FOR RELIEF (SUCH AS A REQUEST FOR PUBLIC INJUNCTIVE RELIEF), AND ALL APPEALS FROM THAT DECISION HAVE BEEN EXHAUSTED (OR THE DECISION IS OTHERWISE FINAL), THE PARTIES AGREE THAT THE PARTICULAR CLAIM OR REQUEST FOR RELIEF MAY PROCEED IN A COURT OF COMPETENT JURISDICTION BUT SHALL BE STAYED PENDING ARBITRATION OF ALL REMAINING CLAIMS AND REQUESTS FOR RELIEF.

 

  1. Additional Procedures for Mass Filings. If 25 or more similar Disputes (including yours) are asserted against Rue La La by the same or coordinated counsel or are otherwise coordinated (a “Mass Filing”), consistent with the definition and criteria of Mass Filing set forth in the JAMS Mass Arbitration Procedures and Guidelines. Further, you and we agree that the parties will (a) organize the Mass Filing demands into randomized groups of no more than 50 demands;  (b) JAMS shall assess one set of filing and administrative fees per group and shall assign one arbitrator per group; and (c) the arbitrator shall resolve all arbitrations within the group on an individual basis. The parties agree that the JAMS Mass Arbitration Procedures and Guidelines in effect at the time of filing shall apply to any Mass Filing, as supplemented by this Section. The parties agree that throughout this process, their counsel shall meet and confer in an effort to informally resolve the Disputes, streamline procedures, address the informal exchange of information, modify the number of Disputes to be adjudicated and to promote efficiency, conservation of resources, and the resolution of claims.

 

If your claim is part of a Mass Filing, any applicable limitations periods (including statutes of limitations) shall be tolled for your Dispute from the time that the Mass Filing is first submitted to JAMS until your Dispute proceeds in arbitration or is settled, withdrawn, otherwise resolved, or opted out of arbitration pursuant to this Section.

 

A court of competent jurisdiction shall have the authority to enforce the Additional Procedures for Mass Filings section of the Arbitration Agreement, including by enjoining the Mass Filing, the prosecution or administration of arbitrations, and the assessment or collection of arbitration fees.

 

The Additional Procedures for Mass Filings section of the Arbitration Agreement and each of its requirements are essential parts of this Arbitration Agreement. If, after exhaustion of all appeals, a court of competent jurisdiction decides that this section applies to your Dispute and is not enforceable, then your Dispute shall not proceed in arbitration and shall only proceed in a court of competent jurisdiction consistent with the remainder of the Terms of Use.

 

By filing an Arbitration Demand as part of a Mass Filing, counsel for the claimants represents that to the best of their information, knowledge, and belief, formed after a reasonable inquiry, that: (a) the claims and legal contentions are warranted by existing law or by a nonfrivolous argument for extending, modifying, or reversing existing law or for establishing new law; (b) the factual contentions have evidentiary support or, if specifically so identified, will likely have evidentiary support after a reasonable opportunity for further investigation or discovery; and (c) the Arbitration Demands are not being presented for any improper purpose, such as to harass, cause unnecessary delay or needlessly increase the cost of dispute resolution. The arbitrator is expressly authorized to impose any sanctions available under Federal Rule of Civil Procedure Rule 11 on represented parties and their counsel.

 

  1. Opt-out. You have the right to elect to opt-out from the final, binding arbitration procedure and waiver of class and representative proceedings specified in these Terms of Use by sending a personally signed, written notice of your decision to opt-out within thirty (30) calendar days of your initial agreement to these Terms of Use. You must send your notice to us at: 281 Summer Street, 4th Floor, Boston, MA 02210; Attn: Legal Department (the “Notice Address”), with a copy to legal@ruelala.com. Your notice must include: (1) your first and last name and mailing address; (2) the email address associated with your account; and (3) a clear statement that you want to opt out of arbitration and seek to have any Dispute addressed in a court of competent jurisdiction consistent with these Terms of Use. In the event that you opt-out consistent with the procedures set forth above, all other terms of these Terms of Use shall continue to apply, including the class action waiver and jury trial waiver, and remain in effect to the fullest extent permissible by applicable law.

 

  1. Severability and Survival. Except as specifically provided in the Arbitration Agreement, if any part or parts of this Arbitration Agreement is/are found by a court of competent jurisdiction to be invalid or unenforceable as to your Dispute, 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. This Arbitration Agreement will survive the termination of these Terms of Use, including without limitation termination of your Rue La La membership, cancellation or deletion of your Rue La La account, opt-out of marketing, or end of participation in any Rue La La program or service.

 

  1. Confidentiality. Upon either party’s request, the arbitrator will issue an order requiring that confidential information of either party disclosed during the arbitration (whether in documents or orally) may not be used or disclosed except in connection with the arbitration or a proceeding to enforce the arbitration award and that any permitted court filing of confidential information must be done under seal to the furthest extent permitted by law.

 

  1. Future Changes to Arbitration Agreement. Rue La La will provide notice of any material changes to this Arbitration Agreement. If any such material change is made, you may reject any such change by sending your personally signed, written notice to legal@ruelala.com within 30 days of the change. Such written notice does not constitute an opt-out of arbitration altogether. By rejecting any future change, you are agreeing that you will arbitrate any Dispute between you and Rue La La in accordance with this version of the Arbitration Agreement.

17. Online Privacy Notice.

Your privacy is important to us. To provide you with transparency regarding our data practices, we provide you with a notice explaining our online information practices and the choices you have regarding your personal information that we collect, use, and otherwise process. Click here to review the Privacy Policy.

18. Chatbots and Use of Generative AI. The Services may offer or integrate certain artificial intelligence features, including Chatbots or other Generative AI (each as defined below and collectively, “AI Features”). Any AI Feature is considered part of the Services, and your use of an AI Feature is considered part of your use of the Services. Further, the Services, Content, or AI Features may contain valuable subject matter protected by patent applications, or patents (collectively, the “RLL Patents and Inventions”). These AI Features are subject to the following additional terms:

  • You acknowledge that the use of AI Features may result in information, responses, content, data, recommendations and other materials generated and/or provided for you and other users through AI Features (collectively, the "Output") that are inaccurate, incomplete or out-of-date or otherwise not fit for use (including from a legal and/or business perspective). AI Features may also misunderstand the content, including text, instruction, images or other materials, that you input (the "Input"). Rue La La assumes no responsibility and disclaims all warranties in the Outputs. Before using any Output, you should carefully review all Outputs (including pricing information) for accuracy and to ensure that such Output meets your needs. 

 

  • Unless an associated disclosure states otherwise, the Output may be based on information available within the Services or provided by manufacturers, suppliers or other third parties (e.g. Rue La La service providers), customer reviews or other Member Content, or other publicly available information, and third-party AI models. Any views or opinions expressed in the Output do not necessarily reflect those of Rue La La and should not be attributed to Rue La La.

 

  • AI Features may be subject to additional terms and conditions, including the terms and conditions of Rue La La’s third-party service providers. Rue La La is not responsible for the functioning, availability, or accuracy of third-party services integrated into the Services or the AI Features. 
  • You will not use any AI Features: 
    • To produce violent, abusive, or deceptive content or to otherwise cause harm.
    • For deceptive, misleading or unethical practices that are or might be detrimental to Rue La La or the general public.
    • To take any action that would otherwise constitute a violation of these Terms of Use.
  • You are responsible for any Input you submit and making sure that such Input is appropriate and permissible under these Terms of Use. You will ensure that any Input you provide does not infringe upon, misappropriate or violate any copyright, trademark, privacy, publicity, or other intellectual or proprietary right of any third party and that, unless specifically requested by Rue La La in connection with a particular AI Feature, any Input does not include any confidential or proprietary data, personal information, sensitive personal information, or other similarly restricted data, content, or information.
  • Additionally, you understand and agree that Input to the AI Features may not be kept confidential, and any of your Member Content (including but not limited to the Inputs), as well as your purchasing history from the Services, your use of promotions and your personal information, may be used to further enhance and improve the AI Features, the underlying model and the Services as well as to generate Output. Inputs will be collected, used and retained by Rue La La in order to answer questions and inquiries from you as well as other users, to help improve how the AI Features operate, and for the other purposes described in our Privacy Policy. All Outputs generated by the AI Features are owned by Rue La La. 
  • The AI Features are provided on an "as-is" basis. We make no warranties about their accuracy or that they will meet your expectations.
  • We will not be liable for your use or inability to use the AI Features, any inaccurate information generated by the AI Features, or any materials generated by the AI Features.

"Chatbot" means an application feature or interface by which you are able to engage in voice or text communications that are intended to mimic human interactions and conversations, including through the use of Generative AI and third-party large language models.

"Generative AI" means artificial intelligence, including large language models made by us or third parties, capable of generating new text, images, or other media.

19. Governing Law.

These Terms of Use (together with the Privacy Policy) and any Claims shall be governed by and construed in accordance with the Federal Arbitration Act, the internal substantive laws of the State of Massachusetts, and applicable U.S. federal law, without regard to its conflict of laws principles. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.

20. Modification.

Rue La La reserves the right to make changes to our Services, including to our websites and mobile applications, at any time, without notice. These Terms of Use are subject to revision by Rue La La and we may change, update, add, or remove provisions of these Terms of Use, at our discretion, from time to time. If we deem any of the revisions to be material changes, if you are a Member, we will notify you in advance by sending you an e-mail to the last e-mail address you provided to us and by posting notice of the changes to our websites and mobile applications. Any changes will be effective upon the earlier of the date specified in such notice or that posting of notice of changes, provided that the changes will not apply to your use of the Services prior to the effective date of the changes. If any change is found invalid, void or for any reason unenforceable, that change is severable and does not affect the validity and enforceability of any remaining changes or conditions. You should check for any new notices of changes regularly and stay informed of the Terms of Use. If you object to or do not accept any such changes to the Terms of Use or the Services, your sole recourse shall be to cease use of the Services. Your continued use of the Services after any change, regardless of whether a change was received by you directly, indicates your acceptance and agreement to any such change.

21. Miscellaneous.

Unless otherwise specified herein, these Terms of Use, together with the Privacy Policy, which is available here and is incorporated herein by this reference, together constitute the entire agreement between you and Rue La La with respect to the Services and supersede all prior or contemporaneous communications and proposals (whether oral, written or electronic) between you and Rue La La with respect to the Services. No agency, partnership, joint venture, or employment is created as a result of these Terms or your use of any part of the Services. You do not have any authority whatsoever to bind us in any respect. Neither you nor Rue La La may direct or control the day-to-day activities of the other or create or assume any obligation on behalf of the other. If, for any reason, a court of competent jurisdiction finds any part or provision of these Terms of Use to be invalid or unenforceable, that portion or provision shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect. The failure of Rue La La to act with respect to a breach by you or others does not waive Rue La La's right to act with respect to subsequent or similar breaches. Rue La La's failure to exercise or enforce any right or provision of these Terms of Use shall not constitute a waiver of such right or provision. These Terms of Use, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Rue La La without restriction. The section headings contained in these Terms of Use are included for convenience only and shall not limit or otherwise affect the terms of these Terms of Use. For the avoidance of doubt, these Terms of Use apply solely to the extent permitted by law. 

22. Contact Us.

The Site is provided by Retail Convergence.com, LP, 281 Summer Street, 4th Floor, Boston, MA 02210. If you have a question or complaint regarding our websites, mobile applications, or unsubscribing from marketing communications, please contact us at atyourservice@cs.ruelala.com. For privacy-related questions, contact legal@ruelala.com. You may also contact us by writing Retail Convergence.com, LP, 281 Summer Street, 4th Floor, Boston, MA 02210. California residents may reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by post at 1625 North Market Blvd., Sacramento, CA 95834 or by telephone at (916) 445-1254 or (800) 952-5210 or Hearing Impaired at TDD (800) 326-2297 or TDD (916) 322-1700.


Last Updated: May 28, 2026