Terms & Conditions

Releaf Club Terms of Service

Updated February 6th, 2020

INTRODUCTION

Welcome to Releaf Club, the premier technology platform connecting independent, licensed cannabis retailers (“Retailers”) with verified consumers (“Consumers”). This Terms of Service Agreement (“Agreement”) describes the terms and conditions that govern your use of Releaf Club and its associated services, and constitutes a legal, binding agreement between you, Life Goals Group, LLC, and its subsidiaries and affiliates.

THE DISPUTE RESOLUTION SECTION OF THIS AGREEMENT CONTAINS A MUTUAL ARBITRATION AGREEMENT AND CLASS ACTION WAIVER THAT REQUIRES YOU AND RELEAF CLUB TO RESOLVE DISPUTES WITH EACH OTHER ON AN INDIVIDUAL BASIS THROUGH FINAL AND BINDING ARBITRATION. PLEASE REVIEW THE DISPUTE RESOLUTION SECTION OF THIS AGREEMENT CAREFULLY. BY ENTERING INTO THIS AGREEMENT, YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND ALL OF THE TERMS OF THIS AGREEMENT AND HAVE TAKEN TIME TO CONSIDER THE CONSEQUENCES OF THIS IMPORTANT DECISION.

Acceptance Of This Agreement

By using, accessing, or downloading Releaf Club Platform, you hereby expressly acknowledge and agree to be bound by all of the terms and conditions of this Agreement. If you do not agree to be bound by the terms and conditions of this Agreement, you may not use the Releaf Club Platform.

In addition to reviewing this Agreement, please review the Releaf Club Privacy Policy (“Privacy Policy”), the Releaf Club Shipping Terms (“Shipping Terms”), the Referral Program Rules (“Program Rules”), the Card Present Terms, and, to the extent you are, or in the future become a Driver, the Releaf Club Driver App Terms of Service (“Driver App Terms”) (collectively, the “Releaf Club Terms”) each of which are incorporated by reference herein. If you do not agree to abide by the Releaf Club Terms, you automatically opt out of and are prohibited from using the Releaf Club Platform. If you violate the provisions of the Releaf Club Terms, Releaf Club may, in its sole discretion, suspend, discontinue, or change your account or any aspect of your access to or use of the Releaf Club Platform in whole or in part. By continuing to use the Releaf Club Platform, you agree to the Releaf Club Terms and any future amendments and additions to the Releaf Club Terms as published from time to time through the Releaf Club Platform.

Amendments To This Agreement

Releaf Club may, in its sole discretion, modify or update this Agreement, or any policies relating to the Releaf Club Platform, from time to time. Please review this page periodically to ensure you are up-to-date with any changes. Any changes to this Agreement or associated policies will be published through the Releaf Club Platform, and are effective upon the publishing of said modification or update. If we make material changes to this Agreement, we will notify you via the email address associated with your Account or by posting a notice on the Releaf Club Platform. Continued use of the Releaf Club Platform after any such changes shall constitute your acceptance of such changes.

Terminology

For the purposes of this Agreement, the terms “cannabis” and “marijuana” are interchangeable, will be deemed under this Agreement to have the same legal meaning and significance, and do not encompass industrial hemp and products derived therefrom. “Industrial hemp” is defined by the Agriculture Improvement Act of 2018 as any part of the Cannabis sativa L. plant that contains less than 0.3 percent delta-9 tetrahydrocannabinol on a dry weight basis.

THE RELEAF CLUB PLATFORM

Your use of the “Releaf Club Platform” consists of the Application and the Service. You may access services Releaf Club provides through the Releaf Club website located at https://releafclub.com, the Releaf Club Wellness website located at https://releafclubwellness.com, Driver mobile applications for iOS and Android mobile operating systems (the “Driver App”), Consumer mobile applications for iOS and Android, and any other websites, applications, programs, or tools provided, owned, or operated by Releaf Club (collectively, the “Application”). Use of the Application may include ordering and receiving medical or adult-use cannabis and cannabis accessories via on-demand delivery from licensed Retailers (“Delivery Services”), ordering and receiving industrial hemp-derived products and accessories via shipping, providing Delivery Services as an employee or independent contractor of a licensed Retailer (“Driver”), or any other services provided or facilitated by Releaf Club including, without limitation, lead generation, logistical support, and customer engagement (collectively, the “Service”). Together, the Service and the Application are known as the Releaf Club Platform.

DISCLAIMERS & ACKNOWLEDGMENTS

Releaf Club Is A Technology Platform

You expressly agree and acknowledge that Releaf Club (i) is a technology services provider; (ii) is not a licensed medical or adult-use cannabis Retailer, Brand (defined below in “Third-Party Providers”), or cultivator; (iii) does not itself provide Delivery Services to Consumers; (iv) does not employ or contract Drivers who provide Delivery Services; and (v) does not cultivate, manufacture, package, label, test, or sell medical or adult-use cannabis. It is the sole responsibility of the Retailer to offer its services to you in a legal and compliant manner, which are facilitated through its use of the Releaf Club Platform. Releaf Club has no responsibility or liability for any Delivery Services provided to you by Retailers or their Drivers, or provided by you as a Driver to Consumers.

Acknowledgment of Federal Law

Releaf Club operates under applicable state laws. You expressly acknowledge and understand that marijuana (cannabis) is listed on Schedule I of the United States Controlled Substances Act. Under the federal laws of the United States of America, manufacturing, distributing, dispensing or possession of marijuana is illegal, and individuals are subject to arrest and/or prosecution for doing so. Pursuant to the Agricultural Improvement Act of 2018, industrial hemp is not listed on Schedule 1 of the Controlled Substances Act. You further acknowledge that medical use is not recognized as a valid defense under federal laws regarding marijuana. You also acknowledge and understand that the interstate transportation of marijuana is a federal offense.

Acknowledgment of State Law

You expressly acknowledge, agree, and understand that the use, possession, cultivation, manufacturing, transportation, and distribution of cannabis is illegal in your state of residence and in the state you are located unless all participants are acting completely within the scope of the state’s applicable laws.

Acknowledgment of the Laws of Your Location

While the Application or parts of the Releaf Club Platform may be accessed from various locations, the Service is currently available only to Users and Retailers located in certain states, cities, counties, municipalities, and jurisdiction, determined at the sole discretion of Releaf Club (“Service Area”). In all scenarios, you must abide by and follow the applicable laws of the state, city, county, municipality, or jurisdiction in which you are located in order to use the Releaf Club Platform. You expressly acknowledge, agree, understand, and assume full responsibility for cooperating with the laws in the place of your location while using the Releaf Club Platform. Releaf Club reserves the right to determine or change its Service Area in its sole discretion at any time.

Health Information

You expressly acknowledge, agree, and understand that any statements relating to cannabis goods, accessories or any other products available on the Releaf Club Platform (“Products”) have not been evaluated by the FDA. Neither the Products nor the ingredients in any of the Products have been approved or endorsed by the FDA or any regulatory agency. The Products available on the Releaf Club Platform are not intended to diagnose, treat, cure, mitigate, or prevent any medical condition, illness, or disease in humans or animals. The information provided is designed for educational purposes only and is not intended to be a substitute for informed medical advice or care. If you are pregnant, nursing, taking medication, or have a medical condition, we suggest consulting with a physician before using any Products.

USING THE RELEAF PLATFORM

Your User Account

In order to use most aspects of the Releaf Club Platform, Consumers and Drivers (collectively “Users”) must register for and maintain an active personal User account (“Account”). Account registration requires you to submit to Releaf Club certain information related to you that Releaf Club collects from you, and through your use of the Releaf Club Platform, and from third parties as detailed in the Privacy Policy (“User Data”). To register an Account, you may be required to submit User Data, including personally identifiable information (“PII”) such as your name, phone number, email address, date of birth, or government-issued ID (i.e. driver’s license, state ID card, or passport). You grant Releaf Club permission to collect and maintain your User Data, and to disclose the User Data you provide to third parties for verification purposes and to facilitate your use of the Releaf Club Platform as detailed in the Privacy Policy or any “just-in-time” disclosures describing our data collection, use, and sharing practices of specific parts of our Releaf Club Platform. A “just-in-time” notice may provide more information about our privacy practices, or provide you with additional choices about how we process your PII and/or User Data.

You agree to maintain accurate, complete, and up-to-date information in your Account and that we and others may rely on your information as accurate, current and complete. Your failure to maintain accurate, complete, and up-to-date Account information, including having an invalid or expired identification on file, may result in your inability to access or use the Service.

You are responsible for all activity that occurs under your Account, and you agree to maintain the security and secrecy of your Account username and password at all times. Unless otherwise permitted by Releaf Club in writing, you may only possess one Account.

Your participation in using the Releaf Club Platform is for your sole, personal use. You agree that you are the sole authorized user of your Account, and you may not assign or otherwise transfer your Account to any other person or entity. Any attempt by another individual to use your Account may result in your inability to use the Service, and/or suspension from the Releaf Club Platform. You are responsible for the use of your Account and Releaf Club expressly disclaims any liability arising from the unauthorized use of your Account. If you suspect unauthorized access of your Account or any other breach of security, you agree to notify us immediately.

Releaf Club reserves the right, in its sole discretion, to set the requirements for, or to suspend, disable, deny access to, or disallow the registration of your Account for any reason. If you believe your inability to access your Account or the Releaf Club Platform has been made in error, please contact our Customer Support team. You acknowledge and agree that Releaf Club shall not be liable to you or any third party for any termination of your access to the Releaf Club Platform. The terms and conditions of this Agreement and the Releaf Club Terms shall survive and endure beyond any termination, deletion, or suspension of your Account, or if you cease using Releaf Club Platform.

If you wish to terminate, delete, suspend, or otherwise disable your Account or use of the Releaf Club Platform, please contact Customer Support. By registering for an Account, you acknowledge and agree that Releaf Club must maintain certain User Data, including PII, for business, legal and/or operational purposes, including to prevent account abuse. Any remaining PII not necessary for this task will be deleted from your Account in a reasonable amount of time following the request. For further information on our privacy practices and how we handle your User Data, please review the Privacy Policy.

Age Restrictions

You must be at least 18 years old to use the Releaf Club Platform, and must be at least 21 years old to use the Releaf Club Platform to order, receive, or facilitate the delivery of adult-use cannabis. By using the Releaf Club Platform you expressly represent and warrant that you are at least 18 years old, are legally entitled to enter into this Agreement, and have the right, authority and capacity to enter into and abide by the terms and conditions of this Agreement. Users over the age of 18 but under 21 may, in certain circumstances determined by Releaf Club, be permitted to order medical cannabis with a valid doctor’s recommendation pursuant to the laws of your jurisdiction. You acknowledge that Releaf Club reserves the right to determine a minimum age for any User or Service Area in its sole discretion (“Qualifying Age”). You agree that if you are not of Qualifying Age while located in any Service Area, you are prohibited from using, and will not attempt to use, the Service.

Releaf Club Communications

By entering into this Agreement or using the Releaf Club Platform, you expressly consent and agree to accept and receive communications from Releaf Club and/or Retailers (including Drivers) that you transact with, including via email, text message, calls, and push notifications to the cellular telephone number you provided to Releaf Club.

By consenting to being contacted, you understand and agree that you may receive communications (including those generated by automatic telephone dialing systems and/or which will deliver pre recorded messages) sent by or on behalf of Releaf Club, and/or Retailers (or their Drivers), including but not limited to: operational or transactional communications concerning your Account or use of the Releaf Club Platform; updates concerning new or existing features of the Releaf Club Platform; communications concerning Promotions (defined below) run by Releaf Club, Retailers or third parties; and news or industry developments concerning Releaf Club, Retailers, or third parties. Standard text messaging charges applied by your cell phone carrier will apply to text messages you receive.

IF YOU WISH TO OPT OUT OF PROMOTIONAL EMAILS, UNSUBSCRIBE FROM RELEAF CLUB’S PROMOTIONAL EMAIL LIST BY FOLLOWING THE UNSUBSCRIBE OPTIONS IN THE PROMOTIONAL EMAIL ITSELF, INCLUDING CLICKING THE UNSUBSCRIBE LINK PROVIDED AT THE BOTTOM OF THE EMAIL. IF YOU WISH TO OPT OUT OF PUSH NOTIFICATIONS YOU MAY DO SO THROUGH YOUR DEVICE SETTINGS. IF YOU WISH TO OPT OUT OF PROMOTIONAL CALLS OR TEXTS, YOU MAY TEXT “STOP” FROM THE MOBILE DEVICE RECEIVING THE MESSAGES TO THE PHONE NUMBER YOU RECEIVED THE MESSAGE FROM.

YOU ACKNOWLEDGE THAT YOU ARE NOT REQUIRED TO CONSENT TO RECEIVE PROMOTIONAL TEXTS OR CALLS AS A CONDITION OF USING THE RELEAF CLUB PLATFORM. IF YOU WISH TO OPT OUT OF ALL TEXTS OR CALLS FROM RELEAF CLUB (INCLUDING OPERATIONAL OR TRANSACTIONAL TEXTS OR CALLS), PLEASE CONTACT OUR CUSTOMER SUPPORT LINE. HOWEVER, YOU ACKNOWLEDGE THAT OPTING OUT OF RECEIVING ALL TEXTS MAY IMPACT YOUR USE OF THE RELEAF CLUB PLATFORM.

Electronic Records & Signatures

You agree that your electronic signature on the Releaf Club Platform is the legal equivalent of your manual or paper signature. You consent to receive any communications, records, receipts, notices, agreements, documents, and any disclosures provided by Releaf Club regarding your Account and the Releaf Club Platform electronically (collectively, “Electronic Communications”). We may provide these Electronic Communications to you via the Releaf Club Platform, email, text message, push notification, chat, customer support, or other electronic communications.

In order to access and retain Electronic Communications, you will need at least the following computer hardware and software:

  • A device with an Internet connection
  • A current web browser with cookies enabled
  • A valid email address
  • Storage space to save past Electronic Communications on your device or an installed printer to print Electronic Communications

In order for us to send you Electronic Communications, you must ensure your contact information and email address is true, accurate and complete at all times. You acknowledge and agree that Releaf Club will be deemed to have provided Electronic Communications to you even if your contact information on file is incorrect, out of date, blocked by your service provider, or you are otherwise unable to receive Electronic Communications. You can update your contact information at any time by logging into your Account and updating your profile settings, or by contacting Customer Support.

You can withdraw your consent to receive Electronic Communications at any time by sending us an email with the subject line “Withdrawing E-Sign Consent” to Support@releafclub.com. However, if you withdraw your consent to receive Electronic Communications, Releaf Club reserves the right to immediately close your Account as we may be unable to properly facilitate your legal use of the Releaf Club Platform.

Charges, Billing, & Refunds

You understand and acknowledge that you may incur fees or charges from Releaf Club, Retailers, or other third parties in connection with the goods and services purchased or facilitated through the Releaf Club Platform (“Charges”). All Charges will be identified in your cart prior to or during checkout, and in your receipt. Such Charges may include some combination of the following:

  • Retail Price. The “Retail Price” of goods and accessories are displayed with that item on the Releaf Club Platform. The displayed Retail Price may include discounts, promotions, and price reductions at the sole discretion of Releaf Club. At checkout, the combined Retail Price of goods and accessories is the subtotal of an order as shown in your cart.
  • State Taxes. Retailers charge applicable “State Taxes,” such as cannabis excise taxes on sales of goods and accessories based on the state of your location, pursuant to state laws and regulations.
  • Local Taxes. Retailers charge applicable “Local Taxes” on sales of cannabis goods and accessories. Local Taxes may be based on the city, county, municipality, or other jurisdictional location of your delivery address, the Retailer fulfilling your order, or both, pursuant to local laws and regulations.
  • Sales Tax. Retailers charge applicable “Sales Tax” on all sales of goods and accessories. Sales tax may be based on the state, city, county, municipality, or other jurisdictional location of your delivery address, the Retailer fulfilling your order, or both, pursuant to applicable laws and regulations.
  • Other Taxes. You may be charged additional taxes based on applicable laws and regulations. Such taxes may vary depending on the laws and regulations in place at the time of your purchase.
  • Delivery Fee. You may be charged a “Delivery Fee” for each order you place.
  • Cancellation Fee. After placing an order, you may cancel it through the Application, but you may be charged a “Cancellation Fee” in certain circumstances. You may also be charged if the Driver completing your order is unable to reach you to complete delivery.
  • Service Fee. In some instances, you may be charged a “Service Fee” for some orders. A description for any applicable Service Fee will be available at checkout.
  • Trust and Safety Fee. In some instances, you may be charged a “Trust and Safety Fee” for some orders. This fee, if applied, is collected to promote the safe and reliable operation of Retailers and their Drivers.
  • Tips. You may elect to “Tip” your Driver in cash or through the Releaf Club Platform where available.
  • Other Fees. Additional fees and charges may apply to your orders as determined by Releaf Club, Retailers, and/or third parties with whom you transact. The description of any such fees will be available at checkout. Your bank may also charge additional fees.

Releaf Club may change any Charges at its sole discretion and reserves the right to determine final prevailing pricing. Please note that pricing information published on the Releaf Club Platform may not accurately reflect pricing. Releaf Club may, at its sole discretion, make promotional offers with differing features and/or Charges to any individual or User. Such offers, unless made to you, have no bearing whatsoever on your use of the Releaf Club Platform.

You may receive Promotions (defined below) or Referral Codes (defined below) that you can apply toward payment of certain Charges. Promotions or Referral Codes are only valid for use on the Releaf Club Platform, and are not transferable or redeemable for cash except as required by law. Additional restrictions on Promotions or Referral Codes may apply as communicated to you in a relevant promotion.

All Charges are due immediately and are non-refundable. This no-refund policy shall apply at all times regardless of your decision to terminate usage of the Releaf Club Platform, Releaf Club’s decision to terminate your usage, any disruption to the Releaf Club Platform, or any other reason whatsoever. If you are dissatisfied with any of the Products you receive, please contact Customer Support.

Releaf Club may use a third-party payment processor (“Payment Vendor”) to bill your purchase of Products purchased through the Releaf Club Platform. Payment Vendor services may require you to visit, enter information into, or create an account with the Payment Vendor’s application, website, or platform, separate and distinct from the Releaf Club Platform. By entering your payment, banking, or other billing information, you authorize Releaf Club to send that information to or through the applicable Payment Vendor to charge your form of payment. The processing of payments, authorizations, holds, credits, and refunds will be subject to the terms and conditions and privacy policy of the Payment Vendor. If you do not wish you utilize the services of a Payment Vendor, you may pay for Products in cash.

 

Third-Party Providers

During your use of the Releaf Club Platform, you may purchase goods and/or services from, correspond with, participate in the promotions of, or otherwise utilize third parties facilitating their business through the Releaf Club Platform, including without limitation, (i) Retailers; (ii) manufacturers, cultivators, distributors, microbusinesses, or licensors who sell Products to, through, and/or as Retailers (“Brands”); (iii) advertisers, business partners, or affiliates; (iv) Payment Vendors; and (v) the respective employees of each of the preceding (“Third-Party Providers”). You agree and acknowledge that Releaf Club is not a party to any transaction you enter into with any Third-Party Provider, unless otherwise indicated in this Agreement. Any such activity, and any terms, conditions, warranties, or representations associated with such activity is solely between you and the applicable Third-Party Provider. Releaf Club and its licensors shall have no liability, obligation or responsibility for any such purchase, correspondence, promotion, or transaction between you and any Third-Party Provider. In no event shall Releaf Club or its licensors be responsible for any content, products, services, or other materials on or available from Third-Party Providers.

Releaf Club does not endorse any third-party advertisements, links, promotions, or websites linked through the Releaf Club Platform, and in no event shall Releaf Club or its licensors be responsible for any content, products, services or other materials on or available from such sites or Third-Party Providers. Certain Third-Party Providers may require you to agree to additional or different terms and conditions prior to your use of or access to their goods and/or services. Releaf Club disclaims any and all responsibility or liability arising from such agreements between you and the Third-Party Providers.

Releaf Club may make available materials by Third-Party Providers, such as their opinions, advice, statements, offers, other information or content concerning Releaf Club or other materials made available through the Releaf Club Platform (“Third-Party Materials”). Such Third-Party Materials are not provided by Releaf Club and Releaf Club is not responsible for the content of Third-Party Materials. The authors of the Third-Party Materials are solely responsible for such content. Releaf Club disclaims responsibility for any loss or damage resulting from your reliance on information or other content posted by Third-Party Providers, whether on the Releaf Club Platform or otherwise. We reserve the right, without any obligation, to monitor, remove or suspend any Third-Party Materials posted on the Releaf Club Platform and remove any such material that, in our sole opinion, violates or is alleged to violate: (i) the law; (ii) this Agreement; (iii) the rights, or threatens to harm the safety or rights of Users or others.

The Releaf Club Platform may contain third-party advertising and marketing. By agreeing to this Agreement, you agree to receive such advertising and marketing.  Releaf Club disclaims responsibility for any loss or damage resulting from or related to such advertising and/or marketing.

Product Descriptions

Releaf Club attempts to be as accurate as possible in Product descriptions or images for Products available through the Releaf Club Platform. However, Releaf Club is not a Brand and does not itself package, test, or label the Products available on the Platform. Releaf Club does not warrant that Product descriptions, images, or other Content (defined below) available on the Releaf Club Platform is accurate, complete, reliable, current, or error-free.

You acknowledge and agree that Amounts (defined below) in Product descriptions on the Releaf Club Platform are averages or estimates, and that Amounts may vary for individual items, packages, or orders that you receive. Amounts on the Releaf Club Platform include without limitation the level (by weight, mass, volume, or percentage) of THC, CBD, other cannabinoids, and terpenes in a Product, the total weight, mass, or volume of a Product, the size, number of individual items, or servings, in a Product, and any other unit of measurement related to a Product.

Promotions

Releaf Club may, in its sole discretion, make available certain promotions or offers, which may at times be redeemed by entering promotional codes, that may confer discounts, price reductions, features, benefits, related to the Service, subject to any additional terms that Releaf Club establishes (“Promotions”). Promotions may be offered by Releaf Club, Retailers, Brands, or other Third-Party Providers on the Releaf Club Platform. Each Promotion is a limited time offer and is valid only for the time specified therein. Unless otherwise specified on the Promotion itself, you may only use one Promotion per Account, per day.

Each Promotion (i) must be used for the intended audience and purpose, and in a lawful manner; (ii) may not be duplicated, sold, resold or transferred in any manner, made available to the general public (whether posted to a public form or otherwise) or combined with any other offers unless otherwise permitted by Releaf Club; (iii) may only apply to qualifying items and may require a minimum dollar order purchase; (iv) may be modified, disabled, or withdrawn by Releaf Club at any time for any reason or no reason without liability to Releaf Club; (v) is not valid for cash or credit, has no monetary value, and cannot be applied after an order has been submitted; (vi) may expire prior to your use; and (vii) is void where prohibited by law. If you violate any of the Promotion terms, the Promotion will be invalid.

Releaf Club, at its sole discretion, reserves the right to issue Promotions with different features, discounts, offers, or deals to any Users or groups of Users determined solely by Releaf Club. These Promotions, unless made to you, shall have no bearing whatsoever on your use of Releaf Club, or any Promotions offered to you.

Unless otherwise indicated by Releaf Club, Promotions do not apply to taxes, fees, or any Charges other than Retail Price. Taxes and fees may apply to the full value of Products subsequently reduced in price by a Promotion.

Referral Codes

Releaf Club may, in its sole discretion, create referral links or codes (“Referral Codes”) that may be redeemed for discounts on future Services, or other features or benefits related to the Service, subject to any additional terms that Releaf Club establishes. You agree that Referral Codes: (i) must be used for the intended audience and purpose, and in a lawful manner; (ii) may not be duplicated, sold, resold, or transferred in any manner, made available to the general public (whether posted to a public form or otherwise) or combined with any other referral codes, promotional codes or other promotions, discounts, coupons, or any other Releaf Club offers, unless in each case expressly permitted by Releaf Club; (iii) may be disabled or withdrawn by Releaf Club at any time for any reason or no reason without liability to Releaf Club; (iv) may only be used pursuant to the specific terms set forth in the Program Rules; (v) are not valid for cash or credit; and (vi) may expire prior to your use. Releaf Club reserves the right to withhold or deduct credits or other features or benefits obtained through the use of the referral system or Referral Codes by you or any other User in Releaf Club’s sole discretion, including, without limitation, in the event that Releaf Club determines or believes that the use of the referral system or use or redemption of the Referral Code was in error, fraudulent, illegal, or otherwise in violation of the Program Rules. The Program Rules are incorporated herein by reference. Please refer to them for the full terms and conditions applicable to your use of Referral Codes.

Mobile Data Fees & Usage

Releaf Club is not responsible for any fees or usage charges related to your access of the Releaf Club Platform. Your mobile network’s data and messaging rates and fees may apply if you access or use the Releaf Club Platform from a device. You are solely responsible for acquiring and updating compatible hardware or devices necessary to access and use the Releaf Club Platform and any updates thereto. Releaf Club does not guarantee that the Releaf Club Platform, or any portion thereof, will function on any particular network, hardware, or devices.

PRIVACY & CONFIDENTIALITY

Confidential Information

You agree not to use, disclose, or permit disclosure of, for any purpose other than as stated in this Agreement, (i) any technical, financial, strategic, and other proprietary and confidential information or data relating to Releaf Club’s business, operations, and properties; (ii) the technical, financial, strategic, and other proprietary and confidential information or data relating to the business, operations, or properties of any Retailer, Brand, or other Third-Party Provider; (iii) the User Data, PII, or any other information or data related to any other User; (iv) any non-public information of Releaf Club, any Retailer, Brand, or other Third-Party Provider, or any User that such party designates as being proprietary or confidential, or of which the other party should reasonably know that it should be treated as confidential (collectively, “Confidential Information”). You agree that all Confidential Information shall remain the exclusive property of the disclosing party. You agree not to disclose or permit disclosure of any Confidential Information to third parties for any purpose except as permitted under the Releaf Club Terms, to take all reasonable measures to protect the secrecy of and avoid disclosure or use of Confidential Information, prevent the Confidential Information from falling into the public domain, and to return or destroy all Confidential Information of the disclosing party upon termination of this Agreement or at the request of the disclosing party subject to applicable law. In the event Confidential Information is required to be disclosed pursuant to the order or requirement of a court administrative agency, or other governmental body, you agree to provide prompt notice of such court order or requirement to Releaf Club to enable Releaf Club to seek a protective order or otherwise prevent or restrict such disclosure.

Notwithstanding the foregoing, Confidential Information shall not include any information to the extent it: (i) is or becomes part of the public domain at a time it is intentionally disclosed by Releaf Club or has entered the public domain through no act or omission on the part of the receiving party; (ii) was possessed by the receiving party prior to the date of this Agreement without an obligation of confidentiality; (iii) is disclosed to the receiving party by a third party having no obligation of confidentiality with respect thereto; or (iv) is required to be disclosed pursuant to law, court order, subpoena or governmental authority, provided the receiving party notifies the disclosing party thereof and provides the disclosing party a reasonable opportunity to contest or limit such required disclosure.

User Privacy

Releaf Club may collect User Data as detailed in the Privacy Policy. By entering into this Agreement, you affirmatively agree to Releaf Club’s collection, use, and sharing of your information and data as described in the Privacy Policy and any subsequent and future updates thereto. You understand that Releaf Club may retain your User Data for business, legal, regulatory, safety and other necessary purposes after this Agreement is terminated, and agree to Releaf Club’s use of your User Data.

Restricted Activities

With respect to your use of the Releaf Club Platform, you agree you will not:

  • Impersonate any person or entity
  • Stalk, threaten, or otherwise harass any person, or carry any weapons
  • Violate any law, statute, rule, permit, ordinance, or regulation
  • Post, email, upload, deploy, send, or otherwise make available (“Transmit”) any text, graphics, images, music, software, audio, video, code, files, programs, information or other materials (“Content”) that is unlawful, harmful, threatening, abusive, harassing, hateful, violent, pornographic, defamatory, libelous, invasive of another’s privacy, harmful to minors in any way, or otherwise offensive
  • Transmit any Content that advertises any illegal service or the sale of any items which are prohibited by the laws of your state of location, or any other jurisdiction of your location
  • Access the Releaf Club Platform using unauthorized means, unauthorized applications, or an unauthorized device; or Transmit any Content that attempts to gain unauthorized access to Releaf Club’s computer systems, networks, servers, software, hardware, telecommunications equipment, or any other internal or external Releaf Club infrastructure (the “Releaf Club Network”)
  • Interfere with, disrupt, diminish the quality or performance of, or impair the functionality of the Releaf Club Platform or the Releaf Club Network, or Transmit any Content designed to do the same
  • Surreptitiously intercept or expropriate any system, data, personal information, or any portion of the Releaf Club Network or the Releaf Club Platform
  • Use the Releaf Club Platform in any way that infringes Releaf Club’s or a third party’s rights, including intellectual property rights, copyright, patent, trademark, trade secret, or other proprietary rights or rights of publicity or privacy
  • Modify, adapt, translate, reverse engineer, decipher, decompile, or otherwise disassemble any portion of the Releaf Club Platform or the Releaf Club Network
  • Rent lease, lend, sell, redistribute, license or sublicense the Releaf Club Platform or access to any portion of the Releaf Club Platform
  • Use any robot, spider, site search/retrieval application or other manual or automatic device or process to retrieve, index, crawl, scrape, “data mine”, or in any way reproduce or circumvent the navigational structure or presentation of the Releaf Club Platform or its contents
  • Forge headers or otherwise manipulate identifiers in order to disguise the origin of any information transmitted through the Releaf Club Platform
  • “Frame” or “mirror” any part of the Releaf Club Platform without Releaf Club’s prior written authorization or use meta tags or code or other devices containing any reference to us in order to direct any person to any other website for any purpose
  • Use the Releaf Club Platform to design or develop a competitive or substantially similar product or service
  • Use the Releaf Club Platform to copy or extract any features, functionality, or Content
  • Link directly or indirectly to any other websites
  • Transfer or sell your Account, password, username, or identification to any other party
  • Discriminate against or harass anyone on the basis of race, national origin, religion, gender, gender identity, physical or mental disability, medical condition, marital status, age or sexual orientation

 

 

 

LICENSING AND INTELLECTUAL PROPERTY

Limited License Granted By Releaf Club

Subject to your compliance with the terms and conditions of this Agreement, Releaf Club hereby grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to use the Releaf Club Platform only as permitted by its functionality. This license permits you to download and install a copy of the Application on a mobile device or computer that you own or control and to run such copy of the Application solely for your own personal, non-commercial use. This license extends to the Driver App only to the extent that and during the time in which you are employed or contracted by a Retailer, and have agreed to the Driver App Terms. Releaf Club may terminate this license at any time for any reason or no reason.

You will not use, copy, adapt, modify, prepare derivative works based upon, reverse engineer, decompile, disassemble, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Releaf Club Platform, Content, or Confidential Information, except as expressly permitted in this Agreement. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by Releaf Club or its licensors, except for the licenses and rights expressly granted in this Agreement.

Furthermore, with respect to any form of the Application accessed through or downloaded from the Apple App Store, Android Market, Google Play Store, Amazon App Store, BlackBerry App World, Samsung Apps Store, Nokia OVI store, Windows marketplace for Mobile, or any online marketplace, you will use that version of the Application as permitted by any “Usage Rules” set forth in the respective third-party terms of service or use applicable to such version of the Application. Releaf Club disclaims any and all responsibility or liability arising from such agreements between you and such third parties. Releaf Club reserves all rights in and to the Releaf Club Platform not expressly granted to you under this Agreement.

License Granted By User

The Releaf Club Platform may allow you to post or submit feedback, comments, questions, and other content or information that a User submits, posts, uploads, or otherwise makes available on or through the Releaf Club Platform (“User Content”). You are solely responsible for, and the sole owner of the User Content that you upload, publish, display, link to, or otherwise make available on the Releaf Club Platform, and agree Releaf Club is acting only as an interactive computer service for your publication of such User Content.

By making available any User Content, you hereby grant Releaf Club a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free right and license, with the right to sublicense through multiple tiers, to use, view, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, distribute, broadcast and otherwise exploit such User Content in any media or format, or to prepare derivative works or incorporate into other works such User Content in any media or format. Nothing in this Agreement will be deemed to restrict any rights that you may have to use and exploit any User Content. You acknowledge and agree that you do not acquire any rights to any research or commercial products that may be developed by Releaf Club or its collaborating partners. You specifically understand that you will not receive compensation for any research or commercial products that include or result from your User Content.

You acknowledge and agree that you are solely responsible for all User Content that you make available through or to the Releaf Club Platform. Accordingly, you represent and warrant that: (i) you either are the sole and exclusive owner of all User Content that you make available or you have all rights, licenses, consents and releases that are necessary to grant Releaf Club the above license to such User Content; and (ii) neither the User Content itself, you making it available, or Releaf Club’s use of the User Content will infringe, misappropriate or violate any third party rights, including, without limitation, any patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.

Releaf Club reserves the right, but is not obligated, to review, monitor, reject or remove any User Content, at Releaf Club’s sole discretion at any time and for any reason, without notice to you.

 

Intellectual Property Ownership

Releaf Club (and its licensors where applicable) owns all intellectual property rights in and related to the Releaf Club Platform absolutely and in their entirety. You acknowledge that any suggestions, ideas, enhancement requests, feedback, recommendations, or other information provided by you relating to the Releaf Club Platform are non-confidential and shall become the sole property of Releaf Club. This Agreement is not a sale and does not convey to you any rights of ownership in or related to the Releaf Club Platform, or any intellectual property rights owned by Releaf Club. Any trademarks, logos, service marks, company or product names displayed through the Releaf Club Platform are trademarks of Releaf Club or third parties, and no right or license is granted to use them.

Other than as specifically permitted by Releaf Club, you are not permitted to use or reference in any manner Releaf Club’s, its Brand and Retail partners, or any of their licensors’ company names, logos, product and service names, trademarks, service marks, trade dress, copyrights or other indicia of ownership, alone and in combination with other letters, punctuation, words, symbols and/or designs (the “Releaf Club Marks and Names”) for any commercial purposes. You agree that you will not: (i) try to register or otherwise use and/or claim ownership in any of the Releaf Club Marks and Names, alone or in combination with other letters, punctuation, words, symbols and/or designs, or in any confusingly similar mark, name or title, for any goods and services; (ii) take any other action that would jeopardize or impair Releaf Club’s rights as owner of the Releaf Club Marks and Names or the legality and/or enforceability of the Releaf Club Marks and Names, including, challenging or opposing Releaf Club’s ownership in the Releaf Club Marks and Names; or (iii) use the Releaf Club Marks or Names on or in connection with any product, service, or activity that is in violation of any law, statute, government regulation or standard. Violation of this license may result in immediate termination of your license, at the sole discretion of Releaf Club.

 

DISPUTE RESOLUTION

You and Releaf Club agree that any dispute, claim or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation or validity thereof or the use of the Releaf Club Platform (collectively, “Disputes”) will be settled by binding arbitration, except that each party retains the right to bring an individual action in small claims court and the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights. You acknowledge and agree that you and Releaf Club are each waiving the right to a trial by jury or to participate as a plaintiff or class User in any purported class action or representative proceeding. Further, unless both you and Releaf Club otherwise agree in writing, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this “Dispute Resolution” section will be deemed void. Except as provided in the preceding sentence, this “Dispute Resolution” section will survive any termination of this Agreement.

Arbitration Rules & Governing Law

The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the “AAA Rules”) then in effect, except as modified by this “Dispute Resolution” section (the AAA Rules are available at adr.org or by calling the AAA at 1-800-778-7879). The Federal Arbitration Act will govern the interpretation and enforcement of this Section.

Arbitration Process

A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. If needed, the AAA provides a form Demand for Arbitration and additional forms at adr.org. The arbitrator will be either a retired judge or an attorney licensed to practice law in the state where the arbitration will be conducted and will be selected by the parties from the AAA’s roster of consumer dispute arbitrators. If the parties are unable to agree upon an arbitrator within seven (7) days of delivery of the Demand for Arbitration, then the AAA will appoint an arbitrator in accordance with the AAA Rules.

Arbitration Location & Procedure

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

Arbitrator’s Decision

The arbitrator will render an award within the time frame specified in the AAA Rules. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator’s award damages must be consistent with the terms of the “Limitation of Liability” section above as to the types and  amounts of damages for which a party may be held liable. The arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant’s individual claim. The prevailing party in arbitration will be entitled to an award of attorneys’ fees and expenses, to the extent provided under applicable law.

Fees

Your responsibility to pay any AAA filing, administrative, and arbitrator fees will be solely as set forth in the AAA Rules.

Changes

Notwithstanding the provisions of the modification-related provisions above, if Releaf Club changes this “Dispute Resolution” section after the date you first accepted this Agreement (or accepted any subsequent changes to this Agreement), you may reject any such change by sending us a notice to support@releafclub.com with “Legal” in the subject line within 30 days of the date such change became effective, as indicated in the “Last Updated Date” above or in the date of Releaf Club’s email to you notifying you of such change. By rejecting any change, you are agreeing that you will arbitrate any Dispute between you and Releaf Club in accordance with the provisions of this “Dispute Resolution” section as of the date you first accepted this Agreement (or accepted any subsequent changes to this Agreement).

MISCELLANEOUS

Indemnification

By entering into this Agreement and using the Releaf Club Platform, you agree to defend, indemnify and hold Releaf Club, its licensors and each such party’s parent organizations, subsidiaries, affiliates, officers, directors, Users, employees, attorneys and agents harmless from and against any and all third-party claims, costs, damages, losses, liabilities and expenses (including attorneys’ fees and costs) arising out of or in connection with: (i) your violation or breach of any term of this Agreement, the Releaf Club Terms, or any applicable law or regulation, whether or not referenced herein; (ii) your violation of any rights of any third party, including Users, Retailers, Brands, or other Third-Party Providers; (iii) your use or misuse of the Releaf Club Platform or Products available therein; (iv) if you are a Driver, your actions or omissions arising from the performance of Delivery Services or access or use of the Driver App.

Disclaimer Of Warranties

RELEAF CLUB MAKES NO REPRESENTATION, WARRANTY, OR GUARANTY AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, AVAILABILITY, ACCURACY OR COMPLETENESS OF THE RELEAF CLUB PLATFORM. RELEAF CLUB DOES NOT REPRESENT OR WARRANT THAT: (A) THE USE OF THE RELEAF CLUB PLATFORM WILL BE SECURE, TIMELY, UNINTERRUPTED OR ERROR-FREE OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, APPLICATION, SYSTEM OR DATA, (B) THE RELEAF CLUB PLATFORM WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (C) ANY STORED DATA WILL BE ACCURATE OR RELIABLE, (D) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE RELEAF CLUB PLATFORM WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (E) ERRORS OR DEFECTS IN THE RELEAF CLUB PLATFORM WILL BE CORRECTED, OR (F) THE RELEAF CLUB NETWORK OR OTHER ASPECTS OF THE RELEAF CLUB PLATFORM ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THE RELEAF CLUB PLATFORM IS PROVIDED TO YOU STRICTLY ON AN “AS IS” BASIS. ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD-PARTY RIGHTS, ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW BY RELEAF CLUB. RELEAF CLUB MAKES NO REPRESENTATION, WARRANTY, OR GUARANTY AS TO THE RELIABILITY, SAFETY, TIMELINESS, QUALITY, SUITABILITY OR AVAILABILITY OF ANY SERVICES, PRODUCTS OR GOODS OBTAINED BY THIRD PARTIES THROUGH THE USE OF THE RELEAF CLUB PLATFORM. YOU ACKNOWLEDGE AND AGREE THAT THE ENTIRE RISK ARISING OUT OF YOUR USE OF THE RELEAF CLUB PLATFORM, AND ANY THIRD-PARTY SERVICES OR PRODUCTS REMAINS SOLELY WITH YOU, TO THE MAXIMUM EXTENT PERMITTED BY LAW.

BY USING THE RELEAF CLUB PLATFORM, YOU ACKNOWLEDGE AND AGREE THAT YOU MAY BE INTRODUCED TO A THIRD PARTY THAT MAY POSE HARM OR RISK TO YOU OR OTHER THIRD PARTIES. YOU ARE ADVISED TO TAKE REASONABLE PRECAUTIONS WITH RESPECT TO INTERACTIONS WITH THIRD PARTIES ENCOUNTERED IN CONNECTION WITH THE USE OF THE RELEAF CLUB PLATFORM.

Delays

The Releaf Club Platform may be subject to limitations, delays, and other problems inherent in the use of the internet and electronic communications. Releaf Club does not guarantee the availability or uptime of the Releaf Club Platform. You acknowledge and agree that the Releaf Club Platform may be unavailable at any time and for any reason (e.g., due to scheduled maintenance or network failure). Further, Delivery Services from Retailers may be subject to limitations, delays, and other problems inherent in physical delivery, and neither Releaf Club nor Third-Party Providers are responsible for any delays, delivery failures, or other damages, liabilities, or losses resulting from such problems.

Limitation Of Liability

IN NO EVENT SHALL RELEAF CLUB, INCLUDING ITS LICENSORS, AFFILIATES, SUBSIDIARIES, PARENTS, SUCCESSORS AND ASSIGNS, AND EACH OF OUR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR SHAREHOLDERS (COLLECTIVELY “RELEAF CLUB” FOR PURPOSES OF THIS SECTION), BE LIABLE TO YOU OR ANYONE FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGES OF ANY TYPE OR KIND (INCLUDING, WITHOUT LIMITATION, PERSONAL INJURY, LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE). RELEAF CLUB SHALL NOT BE LIABLE FOR ANY LOSS, DAMAGE OR INJURY WHICH MAY BE INCURRED BY YOU, INCLUDING BUT NOT LIMITED TO LOSS, DAMAGE, OR INJURY ARISING OUT OF, OR IN ANY WAY CONNECTED WITH, THE RELEAF CLUB PLATFORM, INCLUDING BUT NOT LIMITED TO THE USE OR INABILITY TO USE THE RELEAF CLUB PLATFORM, ANY RELIANCE PLACED BY YOU ON THE COMPLETENESS, ACCURACY OR EXISTENCE OF ANY ADVERTISING, OR AS A RESULT OF ANY RELATIONSHIP OR TRANSACTION BETWEEN YOU AND ANY ADVERTISER, RETAILER, BRAND, SPONSOR, OR OTHER THIRD-PARTY PROVIDER WHOSE ADVERTISING APPEARS ON THE RELEAF CLUB PLATFORM OR IS REFERRED THROUGH THE RELEAF CLUB PLATFORM, EVEN IF RELEAF CLUB HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

RELEAF CLUB MAY INTRODUCE YOU TO RETAILERS, BRANDS OR OTHER THIRD-PARTY PROVIDERS FOR THE PURPOSES OF PROVIDING DELIVERY SERVICES. RELEAF CLUB WILL NOT ASSESS THE SUITABILITY, LEGALITY, OR ABILITY OF ANY RETAILER, BRAND, DRIVER, OR OTHER THIRD-PARTY PROVIDER AND YOU EXPRESSLY WAIVE AND RELEASE RELEAF CLUB FROM ANY AND ALL ANY LIABILITY, CLAIMS OR DAMAGES ARISING FROM OR IN ANY WAY RELATED TO SUCH THIRD PARTIES. YOU ACKNOWLEDGE THAT RETAILERS PROVIDING DELIVERY SERVICES REQUESTED THROUGH THE RELEAF CLUB PLATFORM MAY NOT BE PROFESSIONALLY LICENSED OR PERMITTED. RELEAF CLUB WILL NOT BE A PARTY TO DISPUTES, NEGOTIATIONS OF DISPUTES BETWEEN YOU AND ANY THIRD PARTIES. RELEAF CLUB CANNOT AND WILL NOT PLAY ANY ROLE IN MANAGING PAYMENTS BETWEEN YOU AND A THIRD PARTY, INCLUDING THIRD-PARTY PROVIDERS. RESPONSIBILITY FOR THE DECISIONS YOU MAKE REGARDING SERVICES OFFERED VIA THE RELEAF CLUB PLATFORM (WITH ALL ITS IMPLICATIONS) RESTS SOLELY WITH YOU.

YOU EXPRESSLY WAIVE AND RELEASE ANY AND ALL RIGHTS AND BENEFITS UNDER SECTION 1542 OF THE CIVIL CODE OF THE STATE OF CALIFORNIA (OR ANY ANALOGOUS LAW OF ANY OTHER STATE), WHICH READS AS FOLLOWS: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM, MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.”

CERTAIN JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN WARRANTIES AND DAMAGES. ACCORDINGLY, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS. DISCLAIMERS, EXCLUSIONS, AND LIMITATIONS OF LIABILITY UNDER THIS AGREEMENT WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.

Notice

Releaf Club may give notice by means of a general notice on the Releaf Club Platform, email, telephone, text message or by written communication sent by first class mail or pre-paid post to your address on record in your Account. Such notice shall be deemed to have been given upon the expiration of 48 hours after mailing or posting (if sent by first class mail or pre-paid post) or 12 hours after sending (if sent by email). You may give notice to Releaf Club (such notice shall be deemed given when received by Releaf Club) at any time by sending an email to: support@releafclub.com Please specify the reason for the email in the subject line so it can be forwarded to the proper department.

Assignment

This Agreement may not be assigned by you without the prior written approval of Releaf Club but may be assigned without your consent by Releaf Club to: (i) a parent or subsidiary; (ii) an acquirer of assets; (iii) a successor by merger; or (iv) any third party that assumes Releaf Club’s rights and obligations under this Agreement. Any purported assignment in violation of this section shall be void.

 

Export Control

You agree to comply fully with all U.S. and foreign export laws and regulations to ensure that neither the Releaf Club Platform nor any technical data related thereto nor any direct product thereof is exported or re-exported directly or indirectly in violation of, or used for any purposes prohibited by, such laws and regulations. By using the Releaf Club Platform, you represent and warrant that: (i) 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 (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.

Term For Cause Of Action

You and Releaf Club agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Releaf Club Platform or the Releaf Club Terms must be filed within one (1) year after such claim or cause of action arose. Otherwise such claim or cause of action is permanently barred.

GENERAL

No joint venture, partnership, employment, or agency relationship exists between you, Releaf Club, or any third party as a result of this Agreement or use of the Releaf Club Platform. If any provision of the Agreement is held to be invalid or unenforceable, you and Releaf Club agree that such provision shall be struck and the remaining provisions shall be enforced to the fullest extent under the law. The failure of Releaf Club to enforce any right or provision in this Agreement shall not constitute a waiver of such right or provision unless acknowledged and agreed to by Releaf Club in writing.

This Agreement (including the Releaf Club Terms) constitutes the entire agreement between you and Releaf Club and governs your use of the Releaf Club Platform, superseding any prior agreements between you and Releaf Club. This Agreement and the relationship between you and Releaf Club shall be governed by the laws of the State of California without regard to its conflict of law provisions. In the event that either you or Releaf Club commence a court action, any such action shall be brought exclusively in the state or federal courts located in Los Angeles County, California, and you and Releaf Club both submit to personal jurisdiction there. The section titles or headings in this Agreement are for convenience only and have no legal or contractual effect. A printed version of this Agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

Releaf Club Shipping Terms of Service

Updated: February 6th, 2020

INTRODUCTION

Welcome to Releaf Club’s shipping services (“Releaf Club Shipping”). These Shipping Terms of Service (“Shipping Terms”) and the terms and conditions herein are an addendum to the Releaf Club Terms of Service (“Agreement”) (collectively, the “Releaf Club Terms”) and constitute a legal, binding agreement between you and Releaf Club Wellness, it’s parent company RZ Capital & Development, LLC., and any additional subsidiaries and affiliates (collectively, “Releaf Club”). Unless otherwise defined, capitalized terms herein have the meaning set forth in the Agreement. The Shipping Terms apply to your purchase, receipt, and use of legal industrial hemp-derived products or accessories available for purchase from Releaf Club, or any other items sent to you via Releaf Club Shipping (collectively, “Products”).

YOUR USE OF RELEAF CLUB SHIPPING IS SUBJECT TO THE DISPUTE RESOLUTION SECTION OF THE RELEAF CLUB TERMS OF SERVICE. THE DISPUTE RESOLUTION SECTION OF THE AGREEMENT CONTAINS A MUTUAL ARBITRATION AGREEMENT AND CLASS ACTION WAIVER THAT REQUIRES YOU AND RELEAF CLUB TO RESOLVE DISPUTES WITH EACH OTHER ON AN INDIVIDUAL BASIS THROUGH FINAL AND BINDING ARBITRATION. PLEASE REVIEW THE DISPUTE RESOLUTION SECTION OF THE AGREEMENT CAREFULLY. BY ENTERING INTO THE AGREEMENT AND AGREEING TO THESE SHIPPING TERMS, YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND ALL OF THE TERMS OF THE RELEAF CLUB TERMS AND HAVE TAKEN TIME TO CONSIDER THE CONSEQUENCES OF THIS IMPORTANT DECISION.

Acceptance of the Shipping Terms

By accessing or using Releaf Club Shipping or accepting the Agreement, you hereby expressly acknowledge and agree to be bound by the Shipping Terms. The Shipping Terms are part of, and are governed by the terms and conditions set forth in our Terms of Service, including any agreements incorporated by reference within the Terms of Service. In the event of any conflict between the Releaf Club Terms and the Shipping Terms, the Shipping Terms will control for any matters relating to or arising from the use of Releaf Club Shipping.

DISCLAIMERS & ACKNOWLEDGEMENTS

By accessing or using Releaf Club Shipping or otherwise accepting the Releaf Club Terms, you agree to and acknowledge the following:

  • Releaf Club Shipping does not provide, sell, or ship medical or adult-use cannabis or cannabis products that meet the definition of “marijuana” under 21 U.S.C. § 820(16) (to be referred to hereinafter as “marijuana”).
  • Many of the Products available via Releaf Club Shipping contain industrial hemp-derived cannabidiol or “CBD.” Industrial hemp is defined as the plant cannabis sativa L. that contains less than .3% THC on a dry weight basis.
  • Releaf Club does not cultivate or manufacture hemp, nor does it package, label, or test Products. Through Releaf Club Shipping, Releaf Club resells Products purchased from third parties to you for individual purchase and personal use.
  • RZ Capital & Development, LLC. is a distinct, wholly owned subsidiary of the Releaf Club., and does not sell or facilitate the sale of marijuana. You further acknowledge and agree that any purchase you make from Wellness Shop cannot and will not be combined, commingled, or associated with any purchase from a Retailer that sells marijuana products via other aspects of the Releaf Club Platform.
  • Some of the Brands that cultivate, manufacture, or sell Products available via Releaf Club Shipping may also carry marijuana or marijuana products that are not available for purchase via Releaf Club Shipping. You further acknowledge and agree that marijuana or marijuana products are available for on-demand delivery on different aspects of the Releaf Club Platform, and that these products are not available for purchase via Releaf Club Shipping.

Acknowledgment Of Federal Law

You expressly acknowledge and agree that Releaf Club Shipping operates under applicable federal law, which may be different from federal law applicable to other aspects of the Releaf Club Platform, and it is your responsibility to review applicable federal laws to determine whether you are legally able to purchase, possess, or use Products available via Releaf Club Shipping. Furthermore, you acknowledge, agree, and understand that your purchase and use of Products available via Releaf Club Shipping is subject to oversight of regulatory bodies such as the Food and Drug Administration (“FDA”) and the Drug Enforcement Administration (“DEA”). You acknowledge and agree that Releaf Club shall not be liable for any loss or damage arising from your failure to comply with such applicable laws.

Acknowledgment Of State And Other Applicable Laws

You expressly acknowledge that sales or use of Products available via Releaf Club Shipping may be regulated under applicable state, local, or international laws. Releaf Club Shipping is not available in all states. You acknowledge that your use of Releaf Club Shipping or Products available via Releaf Club Shipping is subject to such laws, and that it is your responsibility to review the laws of your state and to know whether you are legally able to purchase, receive, possess, or use Products available via Releaf Club Shipping. You acknowledge and agree that Releaf Club shall not be liable for any loss or damage arising from your failure to comply with such applicable laws.

Health Information

Any statements on the Releaf Club Platform or on any Products available via Releaf Club Shipping have not been evaluated by the FDA. Some or all of the Products and/or ingredients in any of the Products available via Releaf Club Shipping have not been approved or endorsed by the FDA or any regulatory agency. The Products available via Releaf Club Shipping are not intended to diagnose, treat, cure, mitigate, or prevent any medical condition, illness, or disease in humans or animals. THE INFORMATION PROVIDED IS DESIGNED FOR EDUCATIONAL PURPOSES ONLY AND ARE NOT INTENDED TO BE A SUBSTITUTE FOR INFORMED MEDICAL ADVICE OR CARE. ALWAYS CONSULT YOUR PRIMARY CARE PHYSICIAN BEFORE USING THE PRODUCTS. If you are pregnant, nursing, taking medication, or have a medical condition, we suggest consulting with a physician before using any of our Products.

SHIPPING AND FINAL SALE

Shipping Policy

Products available via Releaf Club Shipping are shipped to an address designated by you, provided that such address is within the Releaf Club Shipping Service Areas, which are determined solely by Releaf Club.

Product orders can take multiple business days to be processed and shipped. Products are shipped utilizing a third-party logistics provider who sends Products and accessories via ground shipping. All transactions are made pursuant to a shipping contract, and, as a result, risk of loss and title for Products purchased via Releaf Club Shipping passes to you upon shipment. Estimated delivery times are determined based on the method of shipping chosen when Products are purchased and the destination of the Products.

All Products are subject to availability, and we reserve the right to impose quantity limits on any order, to reject all or part of an order, or to discontinue offering certain Products without prior notice and in our sole discretion.

Billing & Fees

Releaf Club uses a third-party payment processor (“Payment Vendor”) to bill your purchase of Products via Releaf Club Shipping. By choosing to purchase products via Releaf Club Shipping, you authorize the Payment Vendor to charge your form of payment. The processing of payments, authorizations, holds, and credits will be subject to the terms and conditions and privacy policy of the applicable Payment Vendor.

Any fees that Releaf Club charges you for Products purchased via Releaf Club Shipping are due immediately. In addition to any other Charges described in the Agreement, Charges through Releaf Club Shipping may include applicable Shipping Fees due at the time of checkout.

Final Sale Products

All products are purchased as “FINAL SALE” and are not eligible for return, exchange or credit without exception. Final Sale products are sold AS IS. This includes all sale products and products purchased using a promotional code.

GENERAL

If any provision of these Shipping Terms is held to be invalid or unenforceable, you and Releaf Club agree that such provision shall be struck and the remaining provisions shall be enforced to the fullest extent under the law. The failure of Releaf Club to enforce any right or provision in these Shipping Terms shall not constitute a waiver of such right or provision unless acknowledged and agreed to by Releaf Club in writing.

Releaf Club Card Present Payment Terms

Updated: February 6th, 2020

Introduction

Thank you for utilizing the in-person card payment feature (“Card Present Payment”) to complete your purchase from an independent, licensed cannabis retailer that utilizes the Releaf Club platform (“Retailer”). These policies, terms, and conditions (“Card Present Terms”) are an addendum to the Releaf Club Terms of Service (“Agreement”) and any other agreements incorporated by reference therein (collectively, the “Releaf Club Terms”). The Card Present Terms describe, govern, and apply to your usage of Card Present Payments on orders facilitated by Releaf Club. If you do not agree to the policies, terms, and conditions herein, you may utilize another payment method for your Releaf Club order, such as cash. Unless otherwise defined, capitalized terms herein have the meaning set forth in the Agreement.

As detailed in the Releaf Club Terms, Card Present Payments are processed by a Payment Vendor that works with your Retailer. Card Present Payments occur entirely outside of the Releaf Club Platform, and the Payment Vendor does not have a direct relationship with Releaf Club for processing payments.

Transaction Process

By selecting the option for in-person card payments, you are letting your Retailer and Driver know that you have chosen to pay in person with a debit or ATM card via a mobile ATM terminal (“Terminal”) in the Driver’s possession. When the Driver arrives with your delivery they will ask you to swipe or scan your card in the Terminal, enter your PIN, and process a cashless withdrawal from the Terminal (a “Terminal Transaction”). You then redeem the amount of the Terminal Transaction — reflected in your paper or emailed receipt — for your purchase of Products.

Depending on your Retailer and their Payment Vendor, some Terminals are limited to processing round number Terminal Transactions in $5 increments (“Rounded Increment”). In such situations, your Terminal Transactions are rounded up to reach the nearest Rounded Increment in order to process. This means that your card may be charged $1 to $5 more than your order total. You will receive this amount as cash back from the driver.

By selecting Card Present Payment on the Releaf Club Platform, by swiping or scanning your card in the Terminal, or by allowing the Driver to swipe or scan your card in the Reader you authorize the Payment Vendor to process the transaction via your payment card.

Acknowledgments

You acknowledge that your card will not be used to purchase cannabis, but will be used to process a cashless ATM withdrawal through the Payment Vendor which can be redeemed to purchase Products from the Retailer. Accordingly, your bank statement will reflect an ATM withdrawal from the Retailer, and not from Releaf Club. The exact descriptor on your statement may vary depending on your Retailer, the Payment Vendor they utilize, or your bank.

You acknowledge that in-person payment via card may be subject to the Transaction Process described above, and agree that your card may be charged $1 to $5 more than your order total, an amount you will receive as cash back from the driver. You acknowledge and agree that any cash you receive from the Driver may be used to provide a tip to the Driver, but this is not required and is entirely at your discretion.

You acknowledge that your bank may charge an out-of-network ATM fee to process the transaction and that neither Releaf Club, the Retailer, nor the Payment Vendor are responsible or liable for such fees.

You acknowledge that processing a Terminal Transaction requires a debit or ATM card using a PIN number. You should not attempt to use a credit card to process a Terminal Transaction. You acknowledge that if you process a Terminal Transaction with a credit card that is not tied to a checking account, you may be charged a cash advance fee by your credit card provider.

You acknowledge and agree that you must be the cardholder to process any card present transaction, and that your name must match the name on your government issued identification.

Troubleshooting and Refunds

In some cases, the Terminal may experience problems processing the transaction due to technical issues or issues with cellular service. In some cases, these issues may require your Driver to call the Retailer for assistance, or for the order to be cancelled.

All Terminal Transactions are non-refundable and sales for Products are final. In the event you are charged the incorrect amount, are charged for product you did not receive, or did not receive the correct cash back from the Driver, you may contact Customer Support. Please note that all refunds or credits are subject to the Agreement and the Releaf Club Terms.