Current as of 21 Oct 2024

Terms and conditions

Last updated: Oct 21st, 2024

THESE TERMS AND CONDITIONS (HEREINAFTER, THE “AGREEMENT”) IS BETWEEN YOU (“USER”) AND SALON INTERACTIVE, INC (“PROVIDER”) AND GOVERNS THE TERMS AND CONDITIONS ON WHICH PROVIDER WILL PROVIDE USER ACCESS TO PROVIDER’S PROPRIETARY WEB-BASED SYSTEM AND RELATED TECHNOLOGY (THE “PLATFORM”).

BY ACCEPTING THIS AGREEMENT, EITHER BY CLICKING A BOX INDICATING YOUR ACCEPTANCE, ENTERING INTO AN ORDER FORM (AS DEFINED BELOW) FOR CERTAIN FEATURES, TOOLS AND APPLICATIONS PROVIDED THROUGH THE PLATFORM, OR BY USING SALONINTERACTIVE.COM FOR ANY PURPOSE, YOU AGREE TO THE TERMS OF THIS AGREEMENT.

1. Access and Use.

a) Subject to the terms and conditions of this Agreement, including any applicable Order (as defined below), Provider hereby grants User a limited, non-exclusive, non-transferable, and non-sublicensable right, during the Term (as defined below):
‍

  • i) To access and use the Platform and such other offerings described in each applicable Order (the “Services”), including access and use of the Platform features and functions specified in each applicable Order solely for User’s internal business use and in accordance with the specifications and functional requirements for using the Services provided or made available to User (including in online, electronic, or hard copy format) (collectively “Documentation”). As used in this Agreement, “Order” means a written order duly executed by authorized representatives of Provider and User (i) that references and is incorporated into, and is subject to the terms and conditions of, this Agreement; and (ii) that describes the Services to be provided thereunder.
  • ii) To download, install, and use any software applications provided by Provider for the purposes of accessing the Platform (“Applications”, which, for the avoidance of doubt, constitute an element of the Platform), solely in object code form and solely in order to access and use the Platform in accordance with the Documentation and this Agreement. Any copy of the Applications made by Provider: (i) will remain the exclusive property of Provider; (ii) be subject to the terms and conditions of this Agreement; and (iii) must include all copyright or other Intellectual Property Rights (as defined below) notices contained in the original.

b) Subject to the terms and conditions of this Agreement, Provider hereby grants User:
‍

  • i) A limited, non-exclusive, non-transferable, and non-sublicensable right, during the Term, to access the Provider Data (as defined below) specifically described in any applicable Order, including any Provider Data to which User is provided access via any Platform feature or function included in any such Order, in each case solely for User’s internal business use.
  • ii) A limited, non-exclusive, non-transferable, non-sublicensable right, during the Term, to reproduce, prepare derivative works of, distribute, and publicly display the Marketing Content (as defined below) specifically described in any applicable Order, in each case solely for User’s internal business use in performing its obligations and exercising its rights expressly granted under the Referrer Agreement located at https://www.saloninteractive.com/salon-agreement (hereinafter the “Referrer Terms”). Provider may at any time upon written notice to User amend, modify, revoke, or rescind the foregoing license to Marketing Content if requested or required by Provider’s licensors of such Marketing Content.
  • iii) Provider may grant User certain additional license rights to Provider Data, which, except as otherwise expressly provided in the applicable Order, shall be limited, non-exclusive, non-transferable, and non-sublicensable rights, solely during the Term.

c) User Marketing Materials.  User hereby grants Provider a limited and non-exclusive license to use User’s corporate name, trademarks, service marks, logos, and other  sales and marketing materials associated with User’s products and services to accurately identify and refer to User and User’s products and services in connection with providing the Services.

d) Referrer Access and Use.  Provider also provides access to certain Platform features and functions to its users pursuant to the Referrer Terms (each referred to therein as a “Referrer“), as may be amended from time to time. As used in this Agreement, “Referral Client” means any client or customer of User referred to the Platform, using the unique code, link or other method, or who registers with or purchases products on, User’s ecommerce store, as provided by Provider for this purpose as set forth in the Referrer Terms. User acknowledges that Referral Clients are subject to terms of use set forth in User’s ecommerce store and such use by Referral Clients is permitted solely in accordance with such terms of use (“Client Terms”).

e) Proprietary Rights and Restrictions on Access and Use. The Platform (including Applications), Provider Data, and Documentation (“Provider Intellectual Property”), and all worldwide intellectual property rights, including copyrights, trademarks, service marks, trade secrets, know how, inventions, patents, patent applications, moral rights and other proprietary rights, whether registered or unregistered (collectively, “Intellectual Property Rights”) in and to any of the foregoing are the exclusive property of Provider and its licensors. Except for the limited rights of access and use expressly granted in this Agreement, all rights in and to the Provider Intellectual Property, are reserved by Provider and its licensors. User shall not, and shall not permit any third party to, access or use any Provider Intellectual Property except as expressly permitted under this Agreement. Except as expressly permitted in this Agreement or as otherwise authorized by Provider in writing, User will not, and will not permit any third party to (i) modify, adapt, translate, or create derivative works of or from the any Provider Intellectual Property or any component thereof; (ii) sublicense, lease, rent, loan, sell, distribute, make available or provide access to, or otherwise transfer any Provider Intellectual Property or any component thereof to any third party; (iii) reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code for any element of the Platform; (iv) interfere in any manner with the operation of the Services or the Platform; (v) remove, alter, or obscure any proprietary notices (including copyright notices) of Provider or its licensors contained within any Provider Intellectual Property or displayed in connection with the Services or Platform; or (vi) otherwise access or use any Provider Intellectual Property or any component thereof except as expressly allowed under this Agreement.

f) Requirements. User is solely responsible for providing, at its own expense, all network access to the Services and Platform, including, without limitation, acquiring, installing and maintaining network access and all other telecommunications equipment, hardware, software and other equipment as may be necessary to connect to, access, and use the Services, in each case as may be further set forth in the Documentation. User understands that such access may involve third party fees and costs (such as internet service provider or airtime charges).

g) Export Control Laws. Use of the Services , including the Platform, is subject to export and re-export control laws and regulations, including the Export Administration Regulations (“EAR”) maintained by the United States Department of Commerce and sanctions programs maintained by the Treasury Department’s Office of Foreign Assets Control. User shall not — directly or indirectly — sell, export, re-export, transfer, divert, or otherwise dispose of any software or service to any end-user in violation of applicable law. User also warrant that it is not prohibited from receiving US origin products, including services or software.

h) Suspension. Provider may restrict, suspend or terminate the account of any User who abuses or misuses the Services. Misuse of the Services includes accessing the Platform or using the Services in a manner not authorized under this Agreement; creating multiple or false accounts; using the Services commercially without Provider’s authorization, infringing any intellectual property rights, or any other behavior that Provider, in its sole discretion, deems contrary to its purpose.

2. Content and Data; Feedback.

a) User Data; Service Data; Anonymized Data. Except as expressly set forth in this Agreement, as between Provider and User, User retains all right, title, and interest in and to all data, other than Provider Data and Anonymized Data, uploaded, made accessible, or otherwise provided to the Platform by User (collectively, “User Data”). As between User and Provider, User Data also includes Referral Clients’ information regarding services received or scheduled, products purchased and product subscriptions at User’s in-store retail locations and in its ecommerce store (“Service Data”). User hereby grants Provider a non-exclusive, fully paid, royalty-free, irrevocable, perpetual, transferrable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to reproduce, prepare derivative works of, and distribute User Data: (i) for the purpose of providing the Services to User and otherwise performing its obligations and exercising its rights under this Agreement; (ii) with respect to Service Data, to the extent expressly permitted by the Client Terms; (iii) to operate Provider’s business, including to develop, enhance, modify, inform and improve Provider’s products and services and any future products and services; (iv) for internal research purposes, for benchmarking purposes to create (in aggregated form) statistical comparisons among users of the Services, and to improve its products, improve the quality of its analytics and improve (“train”) any artificial intelligence algorithms and machine learning models associated with the Services; (v) in any format not reasonably identifiable as having originated from or relating to User (or User’s Referral Clients, as applicable), for example, aggregated and anonymized data (“Anonymized Data”); and (vi) for all other lawful purposes.For the avoidance of doubt, Provider may modify any User Data to be Anonymized Data and may use such Anonymized Data for any legal purpose, including for the purposes of providing the Services to Provider and/or User’s Referral Clients, as applicable, enhancing the Platform, developing and enhancing new products and product features, benchmarking, data analysis, and marketing.  For example, Provider may use User Data to generate Anonymized Data indicating that customers in retail locations and ecommerce stores purchase a particular product or type of with a particular frequency or at particular times, provided that no individual purchasers are identified or identifiable.  User represents and warrants that it has all necessary rights, grants, authorizations and approvals to grant to Provider the licenses set forth in this section.  Subject the foregoing license, Provider acknowledges that it does not acquire any rights in or to any User Data not expressly granted by this Agreement.  
‍
b) Provider Data. As between Provider and User, Provider or its licensors retain all right, title, and interest in and to all content, data, and other information (i) owned or licensed by Provider; (ii) collected or collectable by the Platform and that is not User Data; or (iii) collected by Provider outside the scope of the Services (collectively “Provider Data”). Provider Data includes, specifically, but without limitation: (1) certain content concerning professional hair care and beauty industry products licensed by Provider (“Marketing Content”), and (2) all data collected or collectable by the Platform in connection with the offer or sale of products, including, without limitation, salon, spa, and wellness products (collectively, “Store Products”) to any customer or potential customer of such Store Products (a “eCommerce Shopper”) via any ecommerce website or store managed by Provider (“eCommerce Storefront”), whether or not managed on behalf of any Referral Client (collectively, such Provider Data being “eCommerce Data”), including, without limitation, such eCommerce Shopper’s name, phone number, address, and any device information specific to such eCommerce Shopper. User acknowledges that Provider facilitates sales of Store Products via eCommerce Storefronts, but is not the seller or distributor of such Store Products (the “Distributor”).

c) Privacy and Data Protection. User and Provider agree to the Data Processing Addendum available at https://www.saloninteractive.com/privacy-policy and incorporated herein by reference.

d) Feedback. User acknowledges and agrees that any and all User, Referral Client, or eCommerce Shopper suggestions regarding new features, functionality, or performance for the Platform, including suggestions submitted through the Platform (collectively, “Feedback”) may be used by Provider for any lawful purpose, including, without limitation the development or improvement of features or functionality for the Platform; provided that any Confidential Information is not disclosed to any third party in violation of Section 6.

3. Fees and Payments.

a) Service Fees.  User shall pay Provider the fees, if any, set forth in each Order (“Service Fees”).  Provider will invoice User for Service Fees in accordance with each Order, and User will pay all Service Fees hereunder within 30 days after receipt of the applicable invoice.  In the event any Service Fees are more than 30 days overdue, Provider may (in addition to any other rights or remedies Provider may have, including any rights set forth in any Order) suspend the Services and User’s access and use of the Platform on 10 days prior written notice and User’s failure to pay all outstanding Service Fees, until such amounts are paid in full.  All payments must be made in U.S. dollars and are non-refundable, except as expressly set forth herein.  Outstanding balances shall accrue interest at a rate equal to the lesser of one and one-half percent (1.5%) per month and the maximum rate permitted by applicable law, from the due date until paid, plus Provider’ reasonable costs of collection.  All Service Fees due hereunder are exclusive of, and User shall pay, all sales, use and other taxes, export and import fees, customs duties, and similar charges applicable to the transactions contemplated by this Agreement, except for taxes based upon Provider’ net income.
‍
b) User Payments. To the extent that User participates in a Provider program, service offering or collaboration agreement with Provider which sets forth compensation payable to User, such further terms shall be set forth in the applicable Order.

4. Warranties; Disclaimer.

a) Performance. Provider will undertake commercially reasonable measures to provide the Services in accordance with this Agreement and each applicable Order and to provide the Platform with functionality in accordance with the Documentation. The foregoing is expressly contingent upon User’s use of the Platform in strict accordance with all material terms of this Agreement. Provider does not warrant that the Services or User’s use of the Platform will be error-free, uninterrupted, or available at all times. Provider, at its expense and as its sole obligation and User’s sole and exclusive remedy for any breach of the foregoing warranty, will use commercially reasonable efforts to reperform any defective Services and, if applicable, use commercially reasonable efforts to correct any reproducible material error in the Platform’s operation reported to Provider by User in writing during the Term.
‍
b) Disclaimers.
‍

  • i) THE WARRANTIES SET FORTH IN THIS SECTION 4 ARE IN LIEU OF AND PROVIDER HEREBY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, REGARDING THE SERVICES, THE PLATFORM, AND PROVIDER’S PERFORMANCE UNDER THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES RELATING TO MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, LOSS OR CORRUPTION OF CONTENT OR DATA, ACCURACY OR QUALITY OF CONTENT OR DATA, ANY PERSON’S ABILITY TO USE OR ACCESS THE SERVICES OR THE PLATFORM, THE ACTS OF ANY PERSON (INCLUDING ANY REFERRER, SHOPPER, DISTRIBUTOR, OR OTHER THIRD PARTY) AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE. EXCEPT FOR THE EXPRESS WARRANTIES SET FORTH IN THIS SECTION 4, THE SERVICES AND ACCESS TO THE PLATFORM IS PROVIDED “AS IS.”
  • ii) PROVIDER DOES NOT MANUFACTURE, DISTRIBUTE OR SELL ANY STORE PRODUCT AND IS NOT A PARTICIPANT IN ANY TRANSACTION BETWEEN OR AMONG ANY USER, REFERRAL CLIENT, SHOPPER, OR DISTRIBUTOR. PROVIDER DOES NOT WARRANT OR GUARANTEE THE SAFETY OR EFFICACY OF ANY STORE PRODUCT, OR THAT ANY STORE PRODUCT’S PACKAGING OR RELATED SI DATA AND/OR INFORMATION AVAILABLE ON THE PLATFORM IS ACCURATE OR COMPLETE OR IN COMPLIANCE WITH ANY LAW, RULE OR REGULATION. USER SHALL NOT MAKE ANY REPRESENTATIONS, WARRANTIES, OR GUARANTEES RELATING TO PROVIDER OR ANY STORE PRODUCTS. USER ACKNOWLEDGES AND AGREES THAT PROVIDER HAS NOT MADE AND DOES NOT MAKES ANY REPRESENTATION, WARRANTY, OR GUARANTEE REGARDING (A) THE LEVEL, VOLUME, OR AMOUNT OF TRANSACTIONS BY ANY SHOPPER OR OTHER THIRD PARTY; OR (B) ANY AMOUNT OF ANY REFERRAL FEES OR OTHER POTENTIAL PAYMENTS TO USER AS SET FORTH IN ANY APPLICABLE ORDER. USER UNDERSTANDS AND AGREES THAT IF A DISPUTE ARISES BETWEEN OR AMONG ANY USER, REFERRAL CLIENT, SHOPPER, OR DISTRIBUTOR, USER SHALL HAVE NO RECOURSE TO PROVIDER AND HEREBY RELEASES PROVIDER, ITS AFFILIATES, EMPLOYEES, AGENTS AND REPRESENTATIVES, FROM ANY AND ALL CLAIMS AND DAMAGES, KNOWN OR UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTE.

5. Limitation of Liability and Indemnification.

a) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, IN NO EVENT WILL PROVIDER BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, EXEMPLARY, SPECIAL, OR INCIDENTAL DAMAGES, INCLUDING ANY LOST DATA AND LOST PROFITS, ARISING FROM OR RELATING TO THIS AGREEMENT, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. PROVIDER’S TOTAL CUMULATIVE LIABILITY IN CONNECTION WITH THIS AGREEMENT, THE SERVICES, AND THE PLATFORM, WHETHER IN CONTRACT, TORT, OR OTHERWISE, WILL NOT EXCEED $100.
‍
b) User agrees to indemnify and hold harmless Provider and its affiliates and its and their officers, directors, employees, consultants, suppliers, licensors, contactors and agents from and against all damages, losses and costs (including, but not limited to, reasonable attorneys’ fees and costs) related to all third party claims, charges, and investigations, caused by (i) User’s use of the Platform, (ii) User’s failure to comply with this Agreement, including, without limitation, Service Data that violates third party rights or applicable laws and (ii) any content you submit to the Platform or through Services.‍

6. Confidentiality.

a) Confidential Information. Each party (the “Recipient”) acknowledges that it will have access to and will be exposed to Confidential Information of the other party (the “Disclosing Party”) in connection with this Agreement and the parties’ relationship hereunder. As used in this Agreement, “Confidential Information” means any and all data, documents, materials, and other information, whether in tangible or intangible form, that relates to the business of Discloser or any of Discloser’s affiliates or representatives and is identified or referred to as “confidential” or “proprietary” (or any equivalent term) or that Recipient otherwise knows or would reasonably be expected to know (due to the nature of the subject matter or the circumstances surrounding such information’s disclosure) that Discloser or any of Discloser’s affiliates or representatives considers to be proprietary or confidential; including, without limitation: (i) the specific terms of this Agreement (but not its existence and scope); (ii) all notes, analyses, compilations, reports, forecasts, studies, samples, data, statistics, summaries, interpretations and other materials prepared by or for Recipient or its affiliates or representatives that contain, are based on, or otherwise reflect or are derived from any Confidential Information, in whole or in part.  Confidential Information of Provider includes the Platform, and as between Provider and User, all Provider Data. Confidential Information of User includes all User Data. Each party shall retain exclusive ownership of its Confidential Information.
‍
b) Exclusions. “Confidential Information” does not include information that Recipient can demonstrate by clear and convincing documented evidence: (i) was publicly available at the time it was communicated to Recipient; (ii) becomes publicly available after it was communicated to Recipient through no breach of this Agreement by Recipient (or of any other agreement between Discloser and Recipient); (iii) was in Recipient’s possession without any restrictions on use or disclosure prior to Recipient’s receipt of such information directly or indirectly from or on behalf of Discloser or its affiliates or representatives; (iv) was previously, or is subsequently, independently developed by Recipient or Recipient’s employees or independent contractors without access or reference to, or use of, any Confidential Information; or (v) is subsequently received by Recipient from a third party that was not, at the time, under any obligation to Discloser or its affiliates or representatives, to maintain the confidentiality of such information. For avoidance of doubt Anonymized Data shall not be regarded as Confidential Information hereunder.

c) Nondisclosure; Restricted Use; Duty of Care. Recipient will, at all times and notwithstanding any termination or expiration of this Agreement: (i) not disclose or communicate, to any person or entity any of Discloser’s Confidential Information without Discloser’s prior written consent; except to those Recipient employees, agents, or representatives with a need to know and which have signed written confidentiality agreements containing, or are otherwise bound by, confidentiality obligations at least as restrictive as those contained herein; (ii) not use Discloser’s Confidential Information, except to the extent necessary to exercise Recipient’s rights and to perform its obligations under this Agreement or as otherwise expressly authorized under this Agreement; (iii) protect and prevent the unauthorized disclosure or misuse of the Confidential Information by measures at least as protective as those it uses to protect its own Confidential Information, but with no less than a reasonable standard of care; and (iv) promptly notify Discloser upon discovery of any loss or unauthorized access to or disclosure of Discloser’s Confidential Information.

d) Permitted Disclosures. Notwithstanding the foregoing, Recipient may disclose Confidential Information without Discloser’s prior written consent to the extent: (a) necessary for Recipient to enforce its rights hereunder in any legal proceeding; or (b) required by applicable law or regulation or pursuant to a valid order of a court of competent jurisdiction or an authorized government agency; provided, that such disclosure does not exceed the minimum scope of disclosure required by such law, regulation, or order; and provided further, that Recipient provides at least five business days’ prior written notice of any such required disclosure to Discloser stating nature and scope of the required disclosure, the reasons that such disclosure is required by law, and the time and place that such disclosure will be made, and in any event with sufficient prior notice to permit Discloser to contest the order or seek confidentiality protections, as determined in Discloser’s sole discretion.

e) Reverse Engineering.  Recipient will not attempt to reverse engineer, decrypt, or otherwise derive the design, internal logic, structure, or inner workings (including algorithms and source code) of any software, product, model, prototype, or other item provided by Discloser that uses, embodies, or contains Confidential Information, including, without limitation the Platform, and any other Provider Intellectual Property.

f) Injunctive and Equitable Relief. The parties acknowledge the unique and trade secret nature of Discloser’s Confidential Information and Discloser’s valuable Intellectual Property Rights and other proprietary interest therein. The parties understand and agree that monetary damages, and Discloser’s other remedies at law, will be inadequate, and that Discloser shall accordingly be entitled to injunctive and other equitable relief in any courts of competent jurisdiction to restrain the breach or threatened breach of, or otherwise to specifically enforce, any of the terms of this section, without the requirement of posting bond, and in addition to all other remedies available to Discloser at law, in equity, or hereunder.

g) Removal; Return. Upon any termination or expiration of this Agreement, or upon Discloser’s earlier request, Recipient will promptly (i) return to Discloser or, if so directed by Discloser, destroy all tangible embodiments of the Confidential Information (in every form and medium); (ii) permanently erase all electronic files containing or summarizing any Confidential Information; and (iii) certify to Discloser in writing that Recipient has fully complied with the foregoing obligations.

7. Term and  Termination.

a) Term. Unless otherwise set forth in an applicable Order, the term of this Agreement shall commence on the date of registration by User for access to the Platform and will continue until terminated as set forth herein (such period, the “Term”).
‍
b) Termination. Except for (i) Orders in effect and (ii) such other agreements by and between the parties which incorporate this Agreement by reference, which shall in each case continue to be governed by this Agreement, either party may terminate this Agreement upon written notice to the other party. Unless otherwise set forth in an applicable Order, outstanding Orders may be terminated upon 90 days’ written notice to the other party. For avoidance of doubt, the foregoing termination rights shall not affect Provider’s rights under Section 1(h).

c) Effects of Termination. Upon termination or expiration of this Agreement for any reason, any amounts owed to Provider under this Agreement and/or applicable Order before such termination or expiration will be immediately due and payable. User must immediately discontinue all access and use of the Services and Platform and return to Provider or destroy all copies of Provider’s Confidential Information in User’s possession or control. Except for those rights that survive termination hereof, including Provider’s right to use Service Data, Feedback and Anonymized Data as set forth herein , all other rights granted by Provider to User under this Agreement will immediately terminate .All provisions that by their specific terms or very nature would survive any expiration or termination of this Agreement shall so survive.

8. General.

a) Non-Exclusive. This Agreement shall not be construed to limit or prohibit Provider in any manner or fashion in providing products and/or services of any type of nature including those identical to the services provided hereunder to any other customer in its sole discretion.
‍
b) Force Majeure. Except with respect to payment obligations, neither party shall be considered in breach of this Agreement for any delay or failure of performance resulting from any cause beyond such party’s reasonable control, including but not limited to the weather, civil disturbances, acts of civil or military authorities, pandemics, or acts of God (“Force Majeure Event”). Any party claiming relief under this section shall promptly notify the other party in writing of any Force Majeure Event that has result in, or is reasonably likely to result in, a breach of this Agreement and shall promptly take all reasonable steps to remedy any delay or failure in performance upon the cessation of such Force Majeure Event. During the period that the performance by one of the parties of its obligations under this Agreement has been suspended by reason of a Force Majeure Event, the other party may likewise suspend the performance of any or all of its obligations hereunder to the extent that such suspension is commercially reasonable.

c) Governing Law; Venue; Waiver of Jury Trial. This Agreement and any claim (whether in contract, tort or otherwise) or other matter arising out of or relating to this Agreement shall be governed by and construed in accordance with the laws of the State of Illinois, without giving effect to any choice or conflict of law principle or rule (whether of the State of Illinois or any other jurisdiction). Any legal suit, action, or proceeding arising out of or relating to this Agreement, including, without limitation, to interpret or enforce any provision hereof (collectively, a “Proceeding”) may be instituted in the state and federal courts of Chicago, Illinois, and each party irrevocably submits to the exclusive jurisdiction of such courts in any such Proceeding. Each party irrevocably and unconditionally waives, to the fullest extent permitted by applicable law, any objection to the laying of venue of any Proceeding in such courts and agrees not to plead or claim that any such Proceeding brought in any such court has been brought in an inconvenient forum. Each party acknowledges and agrees that any controversy that may arise under this Agreement is likely to involve complicated and difficult issues and, therefore, each such party irrevocably and unconditionally waives any right it may have to a trial by jury in respect of any Proceeding.

d) Severability. If any term or provision of this Agreement is held by a court of competent jurisdiction to be invalid, illegal, or otherwise unenforceable (“Invalid”) in any jurisdiction, then such term or provision will be changed and interpreted to accomplish the objectives of such term or provision to the greatest extent possible under applicable law; provided that the Invalid term or provision shall not affect any other term or provision of this Agreement or cause the term or provision to be Invalid in any other jurisdiction.

e) Notices.  All notices required or permitted hereunder shall be in writing and shall be deemed effectively given: (i) upon personal delivery to the recipient; (ii) when sent by confirmed facsimile or electronic mail during normal business hours of the recipient, and if not sent during normal business hours of the recipient, then on the next business day; (iii) five calendar days after having been sent by registered or certified mail, return receipt requested, postage prepaid; or (iv) one business day after deposit with a nationally recognized overnight courier, specifying next day delivery, with written verification of receipt.  All communications shall be sent to the recipient at the following addresses, or to such other address or to such other address or to the attention of such other person as the recipient has specified by 10 days’ prior written notice to the sender:

if to Provider, to SALON INTERACTIVE, INC. at Leadership@saloninteractive.com; and 
‍
if to User, to the address set forth in the registration information entered through the signup portal athttps://app.saloninteractive.com/salon_signup.

f) Amendment and Modification; Waiver. With notice to User, Provider may modify the terms of this Agreement at any time; provided that, in respect of the application of this Agreement to active Orders, no amendment to, or modification or rescission of, this Agreement is effective unless it is in writing and signed by each party. No waiver of any provision of this Agreement is effective unless it is in writing, identified as a waiver to this Agreement, and is signed by the party waiving its right; and no failure to exercise, or delay in exercising, any right, remedy, power, or privilege arising from this Agreement shall operate or be construed as a waiver thereof; nor shall any single or partial waiver or exercise of any right, remedy, power, or privilege hereunder preclude or limit any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.

g) Assignment; Successors and Assigns. User shall not assign or transfer any rights under this Agreement, whether voluntarily or involuntarily, including by merger (whether or not User is the surviving corporation), operation of law, or otherwise, without the prior written consent of Provider, which consent shall not be unreasonably conditioned, delayed, or withheld. No assignment shall relieve the assigning party of any of its obligations hereunder. Except as otherwise expressly provided herein, this Agreement shall insure to the benefit of and be binding upon the parties’ respective permitted successors and permitted assigns. Any attempted assignment in violation of this provision shall be void and without effect.

h) Relationship of Parties. The parties’ relationship under this Agreement is that of independent contractors. Nothing in this Agreement is intended, nor should be construed, to create any Usership, joint venture, employer-employee, or agency relationship between the parties or any of the parties’ employees or agents. Neither party is the agent of the other party, and neither party is authorized, and must not represent to any third party that it is authorized, to make any commitment or otherwise act on behalf of the other party.

i) Publicity. In addition to such other rights and licenses granted herein, User hereby grants Provider the limited right to use User’s name and marks in marketing and publicity materials listing User as a customer of Provider.

j) Cumulative Remedies. Except as expressly provided herein, the rights and remedies under this Agreement are cumulative and are in addition to, and not in substitution for, any other rights and remedies available at law or in equity or otherwise.

k) Entire Agreement. This Agreement; the exhibits, schedules, and attachments hereto; and the agreements expressly referenced herein; each of which is incorporated herein, collectively constitutes the entire agreement between the parties with respect to the subject matter hereof, and supersedes and merges all prior and contemporaneous agreements, understandings, or representations, whether written or oral. No terms or conditions proposed by either party shall be binding on the other party unless expressly accepted in writing by both parties, and each party hereby objects to and rejects all terms and conditions not so expressly accepted. To the extent of any conflict between the provisions of this Agreement and the provisions of any Order, the provisions of the Order shall govern, except with respect to Section 5, which shall govern this Agreement and all Orders, in the aggregate.

l) Interpretation. The headings used in this Agreement are for informational purposes and convenience only and in no way define, limit, construe, or describe the scope of the sections. Unless the context otherwise requires, (i) each term stated in either the singular or the plural shall include the singular and the plural, (ii) the words “herein,” “hereof,” or any variation thereof refer to this Agreement as a whole and not merely to any subdivision hereof, and (iii) the word “including” or any variation thereof means “including, without limitation” and shall not be construed to limit any preceding general statement. The parties have participated jointly in the negotiation and drafting of this Agreement, and in the event an ambiguity or question of intent or interpretation arise, no presumption or burden of proof will arise favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement.

THIS AGREEMENT (“AGREEMENT”) IS BETWEEN YOU (“YOU”, “YOUR”) AND SALON INTERACTIVE, INC (“SALON INTERACTIVE”, “WE”, “OUR”, “US”) AND GOVERNS YOUR USE OF SALONINTERACTIVE.COM, A MARKETPLACE FOR PROFESSIONAL BEAUTY PRODUCTS, GOODS OR SERVICES (COLLECTIVELY, “PRODUCTS”) DISTRIBUTED BY THIRD PARTY ENTITIES (“DISTRIBUTOR”). YOUR USE OF SALONINTERACTIVE.COM INCLUDES, BUT IS NOT LIMITED TO, ANY PURCHASE OF PRODUCTS; SUCH PURCHASE IS ALSO GOVERNED BY THE TERMS OF THIS AGREEMENT.

THIS AGREEMENT INCLUDES OUR PRIVACY POLICY, LOCATED BELOW, INCLUDING A DESCRIPTION OF YOUR CALIFORNIA PRIVACY RIGHTS.

BY ACCEPTING THIS AGREEMENT, EITHER BY CLICKING A BOX INDICATING YOUR ACCEPTANCE OR BY USING SALONINTERACTIVE.COM FOR ANY PURPOSE, INCLUDING TO PURCHASE ANY PRODUCTS, YOU AGREE TO THE TERMS OF THIS AGREEMENT.

IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY AND ITS AFFILIATES TO THESE TERMS AND CONDITIONS, IN WHICH CASE THE TERMS “YOU” OR “YOUR” SHALL REFER TO SUCH ENTITY AND ITS AFFILIATES. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU MUST NOT ACCEPT THIS AGREEMENT AND MAY NOT USE SALONINTERACTIVE.COM.

You may not access SalonInteractive.com or purchase any Products on SalonInteractive.com if You are Our direct competitor, except with Our prior written consent. In addition, You may not access SalonInteractive.com for purposes of monitoring its availability, performance or functionality, or for any other benchmarking or competitive purposes.

This Agreement was last updated on August 08, 2022. It is effective between You and Us as of the date of You first access SalonInteractive.com. This Agreement may be updated without notice; such updates are effective upon posting; We recommend that You check back often to ensure You know the most current terms of this Agreement. Your continued use of SalonInteractive.com after any update shall be deemed to be Your acceptance of such update.

  1. PURCHASES

In order to offer You the finest professional beauty products at the lowest possible cost, We limit purchases only to those individuals who have received a valid code from their beauty professional (the “Code”).

To purchase any Products, You must be eighteen (18) years of age and must not be purchasing the Products for resale. We will collect certain Information from You in order to process Your order; “Information” includes Your name, address, email address and valid credit card information. Your credit card will be authorized for the entire amount immediately when You place Your order and will be charged immediately upon shipment. You represent that all such information that you provide about Yourself is accurate and complete, and You agree to update Your account information, as necessary, including providing Salon Interactive with your current email address, so that you may receive notifications and communications related to Your purchase and/or account. Your privacy is important to Us and Your information will be handled in accordance with Our Privacy Policy, located below.

Salon Interactive is not the manufacturer or distributor of any Products; instead, it operates SalonInteractive.com, an online marketplace facilitating transactions between You and the Distributor. The Distributor is independent of Salon Interactive. You agree that Salon Interactive is not an agent for You or the Distributor. Salon Interactive does not guarantee or warrant any Product; such guarantees or warranties may be provided by the Distributor. Similarly, Salon Interactive is not responsible for the acts or omissions of any Distributor.

Products are shipped by the Distributor and not Salon Interactive. You understand that Salon Interactive cannot and does not ship any Products. You agree that Salon Interactive may provide Your Information, including Your name and shipping address, to the applicable Distributor to enable it to ship the Product. Unless otherwise indicated at the time of Your purchase, You are responsible for all taxes, shipping, handling and other similar charges that may be applicable to Your purchase.

Since Products are shipped by the Distributor, they may be subject to such Distributor’s individual shipping, return and refund policies. In the absence of such Distributor policies, Our policies will apply:

  • Orders are processed in a commercially reasonable and timely manner
  • Products are shipped as promptly as reasonably possible
  • Returns and refunds will be handled directly with the Distributor and/or your beauty professional, as described on Your packing slip. Salon Interactive cannot accept returned Products. In addition, Salon Interactive cannot issue any refunds unless authorized by the Distributor but if, after reasonable efforts, You are unable to effect a return or refund, You may contact us and We will try to resolve the issue.
  1. TAXES; SHIPPING; OTHER FEES

Your purchase may be subject to sales, use or other taxes collected in accordance with applicable law, and to shipping charges and/or other fees. Distributor (and not Salon Interactive) determines the amount of all such shipping and other fees charged.

  1. DISPLAY OF PRODUCTS

We use commercially reasonable efforts to ensure that the colors, design and details of the Products displayed on SalonInteractive.com are accurate. However, We cannot and do not guarantee that the colors, design, and/or detail, as displayed by Your monitor, will be accurate and We assume no responsibility whatsoever for such difference in color, design and details.

Salon Interactive reserves the right at any time and without notice to change the Products that are described on SalonInteractive.com.

  1. PROPRIETARY RIGHTS

SalonInteractive.com is owned by Salon Interactive. You acknowledge that SalonInteractive.com contains information, communications, software, photos, text, video, graphics, music, sounds, images and other material, content and services (collectively "Salon Interactive Content"), which is generally provided by Salon Interactive, Distributors or other third parties, or by licensors of any of the foregoing. Notwithstanding the foregoing, You understand and agree that content related to Products including, without limitation, all Product-related information, data, images, and other information with respect to a Product (all of the foregoing, “Product-related Content” and, together

with Salon Interactive Content, the “Content”) is provided solely by Distributor (and not Salon Interactive) and, therefore, You understand and agree that Salon Interactive has no responsibility or liability with respect to the Product-related Content including, without limitation, the accuracy and completeness of such Product-related Content. No rights in or to the Product-related Content are provided to You by Salon Interactive, other than the limited right to use and download a reasonable number of copies of the Product-related Content solely for Your personal use in connection with Your purchase of the applicable Product.

Notwithstanding the fact that Salon Interactive permits access to the Content, You acknowledge and agree that the Content, its use and/or the use of SalonInteractive.com is protected by copyrights, trademarks, and other proprietary and intellectual property rights, that these rights are valid and protected in all media now existing or later developed, and that Your use of the Content shall be governed and constrained by applicable copyright, trademark and other intellectual property laws. Modification or use of SalonInteractive.com and/or the Content or any portion thereof for any commercial purpose is a violation of copyright, trademark and other proprietary and intellectual property rights owned by Salon Interactive and/or Distributor and/or third parties. Without limiting any of the foregoing, You understand and agree that if You copy any Content or portion thereof for any purpose not expressly permitted in this Agreement, whether or not such copying or use is for Your commercial gain, You are violating the rights of Salon Interactive and/or Distributors and/or licensors of either, and that You may be subject to criminal and/or civil prosecution.

In addition to Salon Interactive’s and its licensors' rights in individual elements of the Salon Interactive Content, Salon Interactive owns a copyright in the selection, coordination, arrangement and enhancement of the Salon Interactive Content. SalonInteractive.com may permit You to download and/or print certain Salon Interactive Content and You may do so, and You may make a limited, reasonable number of copies of such downloaded and/or printed Salon Interactive Content solely for Your personal purposes in connection with Your purchase of Product(s) and no other purpose whatsoever, provided that all such copies are a complete and accurate copy of the downloaded and/or printed Salon Interactive Content and further provided that all such copies include any proprietary notices of Salon Interactive or the applicable owner; all such copies (whether printed or electronic) are considered Content hereunder, and subject to the terms of this Agreement. Except for the limited right to download, print and/or copy as described in this section, and notwithstanding anything else herein to the contrary, You understand that You may not otherwise copy, modify, publish, transmit, participate in the transfer or sale of, reproduce, create derivative works from, distribute, perform, display, incorporate into another website or printed materials, or in any other way exploit SalonInteractive.com and/or any of the Content (in whole or in part) and/or to incorporate it in other works in any form, media, or technology now known or later developed (collectively, “Use”), even if You attribute such Content or Use to Salon Interactive, Distributor and/or the applicable licensors.

Except as otherwise provided herein, You shall not: (i) permit any third party to access SalonInteractive.com using Your login credentials or to otherwise use Your account; (ii) create derivate works based on SalonInteractive.com; (iii) copy, frame or mirror any part or content of SalonInteractive.com; (iv) reverse engineer SalonInteractive.com; or (v) access SalonInteractive.com in order to: (a) build a competitive product or service, or (b) copy any features, functions or graphics of SalonInteractive.com.

As between Us and You, You exclusively own all rights, title and interest in and to all of Your Information. However, We may share Your Information with the Distributors and other third

parties, as necessary to fulfill Your order or otherwise for Our business purposes, in accordance with Our Privacy Policy, located below.

If You contact Salon Interactive with information including, without limitation, feedback data (e.g., questions, comments, suggestions or the like) regarding SalonInteractive.com, the Content or any Product or other item on SalonInteractive.com (collectively, "Suggestions"), the Suggestion shall be deemed to be non-confidential and Salon Interactive shall have no obligation to You or any other party of any kind with respect to the Suggestion. In addition, You agree and acknowledge that Salon Interactive shall be free to use and distribute the Suggestions to others without limitation, and to authorize others to do the same. Further, Salon Interactive shall be free to use any ideas, concepts, know-how or techniques contained in the Suggestion for any purpose whatsoever, including, without limitation, developing, manufacturing and marketing products and other items incorporating the Suggestion. Salon Interactive shall not be liable or owe any compensation for the use or disclosure of the Suggestion.

Notwithstanding anything herein to the contrary, Salon Interactive reserves the right to change, add or delete Content, Products and the like that are described on SalonInteractive.com at any time without notice.

  1. YOUR USE OF SALONINTERACTIVE.COM

You agree to use SalonInteractive.com only for lawful purposes. You are expressly prohibited from transmitting through SalonInteractive.com any unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, sexually explicit, profane, hateful, racially, ethnically or otherwise objectionable material of any kind, including without limitation, any material that encourages conduct that would constitute a criminal offense, give rise to civil liability, or otherwise violate any applicable local, state, national or international law (collectively, "Prohibited Conduct"). You agree and acknowledge that Salon Interactive is not responsible or liable to You or any other party for any Prohibited Conduct by any user of SalonInteractive.com at any time.

Notwithstanding anything in this Agreement to the contrary, Salon Interactive is in no way obligated to monitor any user's use of or to monitor, retain, review and/or edit any information provided by any user and transmitted through SalonInteractive.com. However, Salon Interactive does reserve the right, at any time, to monitor, review, retain, edit and/or disclose any information (including Your Information, in accordance with the Privacy Policy) as Salon Interactive determines necessary, in its sole discretion, to: (i) satisfy any applicable law, regulation, legal process or governmental request; (ii) protect and defend Salon Interactive’s rights and property;

(iii) enforce this Agreement; (iv) protect against misuse or unauthorized use of SalonInteractive.com; and (v) protect the interests of Salon Interactive.com’s users or the public.

You are expressly prohibited from using a false e-mail address or other identifying information and from using SalonInteractive.com in any way to send unsolicited emails or other messages to people or other entities.

Salon Interactive does not solicit the use of SalonInteractive.com by minors. In addition, We do not knowingly collect personal information from children under the age of 13. However, Salon Interactive cannot prevent minors from visiting SalonInteractive.com. Salon Interactive requires that purchases be made only by individuals 18 years old or older. EACH TIME YOU USE SALONINTERACTIVE.COM OR PURCHASE A PRODUCT FROM SALONINTERACITVE.COM, YOU ARE REPRESENTING THAT YOU ARE 18 YEARS OF AGE OR OLDER.

  1. LINKED SITES

SalonInteractive.com may contain links to other websites solely for Your convenience. Salon Interactive does not endorse nor make any warranties or representations about any website You may access through a link from SalonInteractive.com. You agree and acknowledge that You (and not Salon Interactive) assume all risk for any dealings or transactions of any nature, including without limitation, the purchase of any products or services from, or the reliance upon any information or materials contained in, such linked sites. Please note that such other websites may have terms of use and/or privacy policies different from Salon Interactive’s and any use of such other websites and/or ay information You provide to or through such other websites will be subject to the terms or use and privacy policies of those other websites and not Salon Interactive’s. Salon Interactive shall have no responsibility or liability for acts or omissions of any party (including You) with respect to such other websites.

  1. WARRANTIES AND DISCLAIMERS

SalonInteractive.com, and all content, data, materials and other information on SalonInteractive.com is provided solely on an “as is” basis with no warranties whatsoever.

Without limiting the foregoing, You understand and agree that Salon Interactive does not provide any representations, warranties or guarantees with respect to any Product, or the use or inability to use or the results of use any Product; any representations, warranties or guarantees, if any, with respect to a Product and/or its use, inability to use or results of use come solely from the applicable Distributor.

WITHOUT LIMITING THE FOREGOING, SALONINTERACTIVE.COM, THE CONTENT AND ANY OTHER MATERIALS THEREIN ARE PROVIDED " WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, FROM SALON INTERACTIVE. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, SALON INTERACTIVE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, INDEMNIFICATION AND FITNESS FOR A PARTICULAR PURPOSE. SALON INTERACTIVE DOES NOT WARRANT THAT SALONINTERACTIVE.COM OR YOUR USE OF SALONINTERACTIVE.COM WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN SALONINTERACTIVE.COM OR ANY CONTENT OR OTHER MATERIALS CONTAINED IN SALONINTERACTIVE.COM, WILL BE CORRECTED, OR THAT SALONINTERACTIVE.COM OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. SALON INTERACTIVE DOES NOT WARRANT OR MAKE ANY REPRESENTATION REGARDING THE USE, INABILITY TO USE OR THE RESULTS OF THE USE OF ANY PRODUCT, OR OF THE CONTENT AND/OR OTHER MATERIALS ON SALONINTERACTIVE.COM REGARDING THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. YOU (AND NOT SALON INTERACTIVE) ASSUME ALL RISK FOR YOUR USE OF SALONINTERACTIVE.COM OR ANY PRODUCT, INCLUDING ANY CONTENT AND/OR OTHER MATERIALS CONTAINED ON SALONINTERACTIVE.COM.

  1. INDEMNIFICATION

You shall indemnify, defend and hold Us, our affiliates, employees, agents and representatives harmless from and against any claim, demand, suit, or proceeding (”Claim”) made or brought against Us, our affiliates, employees, agents and representatives by a third party alleging that Your Information, or Your use of SalonInteractive.com in violation of this Agreement, infringes or

misappropriates the intellectual property rights of a third party or violates applicable law, and shall indemnify Us, our affiliates, employees, agents and representatives for any damages finally awarded against, and for reasonable attorney’s fees incurred by, Us, our affiliates, employees, agents and representatives in connection with any such Claim; provided, that We (a) promptly give You written notice of the Claim; (b) give You sole control of the defense and settlement of the Claim (provided that You may not settle any Claim unless the settlement unconditionally release Us, our affiliates, employees, agents and representatives, of all liability); and (c) provide to You all reasonable assistance, at Your expense.

  1. LIMITATION OF LIABILITY

Our liability to You, including but not limited to, any claims of arising out of or related to SalonInteractive.com, for any losses, injury or damages to persons or properties, and for any other claim arising out of or in connection with this Agreement shall be limited to Our refund of amount of the payment received by Us from You for the particular Product or transaction giving rise to the claim, but in no event will our aggregate liability under all claims exceed $100. Our obligations under this Section are further limited below.

NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, WE SHALL NOT BE LIABLE FOR ANY SPECIAL, INDIRECT, CONSEQUENTIAL, LOST PROFITS, LOST DATA OR PUNITIVE DAMAGES SUSTAINED OR INCURRED IN CONNECTION WITH THIS AGREEMENT OR SALONINTERACTIVE.COM, HOWEVER CAUSED, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, AND WHETHER OR NOT SUCH DAMAGES ARE FORESEEABLE. THE FOREGOING DISCLAIMER SHALL NOT APPLY TO EXTENT PROHIBITED BY APPLICABLE LAW.

Notwithstanding anything in this Agreement or any other agreement between You and Us, in no event shall Salon Interactive have any liability (including tort liability) or responsibility to You or any third party with respect to any Product or the use, inability to use or results of use a Product.

  1. TERM AND TERMINATION

This Agreement commences on the date You first access SalonInteractive.com and continues until terminated by You in writing or by Us, either in writing or by email or other online communication, including posting the termination of this Agreement on SalonInteractive.com.

In no event shall any termination relieve You of the obligation to pay any fees payable or incurred prior to the effective date of termination. In addition, the following sections shall survive the termination or expiration of this Agreement for any reason: Section 2, Section 4, Section 6, Section 7, Section 8, Section 9 and Section 10.

Except as expressly provided otherwise herein, Salon Interactive may provide notices to You electronically, either via email to the address provided by You, or if such notice is applicable to all users generally, Salon Interactive may post such notice on SalonInteractive.com. Except when this Agreement indicates that You may provide notice to Us via email, any notices provided by You to Salon Interactive shall be provided in a writing sent via US mail or overnight next-business day delivery and shall be deemed to have been given upon confirmed receipt by Salon Interactive. You should direct such notices under this Agreement to:

SalonInteractive, INC

#1103 1449 S Michigan Ave

Chicago, IL 60605

This Agreement and all transactions hereunder shall be governed by the laws of the State of Illinois, without regard to its conflict of laws provisions. Each party agrees to the exclusive jurisdiction of the applicable courts of the County of DuPage, State of Illinois. Each party hereby waives any right to jury trial in connection with any action or litigation in any way arising out of or related to this Agreement.

Each party shall comply with the export laws and regulations of the United States and other applicable jurisdictions in providing and using SalonInteractive.com. Without limiting the foregoing, (i) each party represents that it is not named on any U.S. government list of persons or entities prohibited from receiving exports, and (ii) You shall not permit any party to use Your account to access or use SalonInteractive.com in violation of any U.S. export embargo, prohibition or restriction.

The parties hereto are independent contractors. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship between the parties.

There are no third-party beneficiaries to this Agreement.

No failure or delay by either party in exercising any right under this Agreement shall constitute a waiver of that right. Other than as expressly stated herein, the remedies provided herein are in addition to, and not exclusive of, any other remedies of a party at law or in equity. If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, the provision shall be modified by the court and interpreted so as best to accomplish the objectives of the original provision to the fullest extent permitted by law, and the remaining provisions of this Agreement shall remain in effect.

You shall pay on demand all of Our reasonable attorney fees and other costs incurred by Us to collect any fees or charges due Us under this Agreement following Your breach of any of Your obligations hereunder.

You may not assign any of Your rights or obligations hereunder, whether by operation of law or otherwise, without Salon Interactive’s prior written consent, not to be unreasonably withheld.

If you believe that Your copyrighted work has been copied in a way that constitutes copyright infringement, please provide our Copyright Agent with the following information:

  • an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
  • a description of the copyrighted work that you claim has been infringed;
  • a description of where the material that you claim is infringing is located on the site;
  • your address, telephone number, and email address;
  • a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
  • a statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.

Please contact our Copyright Agent for Notice of claims of copyright infringement at:

Copyright Agent SalonInteractive, INC

#1103 1449 S Michigan Ave

Chicago, IL 60605

support@saloninteractive.com

Salon Interactive may not respond to notices that do not include the above items.

This Agreement, including all exhibits and addenda hereto and all orders, constitutes the entire agreement between the parties and supersedes all prior and contemporaneous agreements, proposals or representations, written or oral, concerning its subject matter. Except as otherwise provided herein, no modification, amendment, or waiver of any provision of this Agreement shall be effective unless in writing and either signed or accepted electronically by the party against whom the modification, amendment or waiver is to be asserted. However, to the extent of any conflict or inconsistency between the provisions in the body of this Agreement and any exhibit or addendum hereto or any order, the terms of such exhibit, addendum or order shall prevail.

Notwithstanding any language to the contrary therein, no terms or conditions stated in Your purchase order or other order documentation (excluding orders) shall be incorporated into or form any part of this Agreement, and all such terms or conditions shall be null and void.

[#privacy-policy-and-your-private-rights]PRIVACY POLICY AND YOUR PRIVACY RIGHTS[#privacy-policy-and-your-private-rights]

Salon Interactive and all affiliated companies are committed to maintaining the privacy, integrity and security of any personal information about Our users. This Privacy Policy ("Privacy Policy") explains how Salon Interactive and all affiliated companies protect personal information We collect in connection with Your use of SalonInteractive.com and how We use and in some cases disclose that information. "Personal information" for purposes of this Privacy Policy means your name, address, phone number, email address, credit card number and any other personally identifiable information that We request You provide via SalonInteractive.com. This Privacy Policy is subject to the provisions of the Agreement regarding the use of SalonInteractive.com, which is incorporated by reference; capitalized terms not defined in this Privacy Policy are defined in the Agreement.

We are committed to ensuring that Your Personal Information is secure. While We have put in place reasonable physical, electronic and managerial procedures to safeguard and secure the information We collect online, including Your Personal Information, from unauthorized access or disclosure, We cannot guarantee that such information, including Your Personal Information, is completely secure. You understand that no storage, processing or transfer of Your Personal Information or other information can be guaranteed to be completely secure.

We do not knowingly collect any Personal Information from children under the age of 13.

[#how-we-use-personal-information]How We Use Your Personal Information:[#how-we-use-personal-information]

We use and share your Personal Information:

  • To process or fulfill any transactions You make on SalonInteractive.com, such as purchases of Products, including sharing Your Personal Information with the Distributors and other third parties who fulfill those transactions;
  • With third parties who perform services on Our behalf, or give them access to collect the Personal Information; services such as information processing, order fulfillment, product delivery, customer data management, customer research and the like;
  • To provide You with information regarding third party products or services We believe will be of interest to You;
  • To respond to Your questions or requests;
  • To contact You regarding SalonInteractive.com;
  • To provide You with information related to surveys and/or offers; and
  • With respect to any other purposes disclosed at the time You provide the Personal Information.

We will not share Your Personal Information with third parties for those third parties’ own direct marketing purposes without Your consent; however, We may share Your Personal Information with Our affiliated companies and Distributors. You may not opt out of any use or sharing of Your Personal Information that is necessary to fulfill Your transaction on SalonInteractive.com, including without limitation, any purchase You make.

We may also disclose Personal Information if We determine that disclosure is reasonably necessary to enforce Our terms and conditions or protect Our operations or users or if We are required to do so by any applicable law, rule, regulation, subpoena or other legal process. We also reserve the right to report to law enforcement agencies any activities that We reasonably believe to be unlawful.

Additionally, in connection with a reorganization, merger, sale or all or some of Our assets, or other corporate change, including for transaction due diligence, We may transfer any and all Personal Information to relevant third part(ies). If any such corporate change occurs, Your Personal Information will transfer to the applicable third party.

We may share aggregated, non-identifiable data with third parties for their and Our business and marketing purposes and to maintain and improve Your experience with SalonInteractive.com.

Such non-identifiable information is not considered Personal Information for the purposes of this Privacy Policy.

[#updating-your-personal-information]Updating Your Personal Information:[#updating-your-personal-information]

You may be able to update Your Personal Information directly on SalonInteractive.com. If not, You may update Your Personal Information by emailing Us at support@saloninteractive.com. We will use reasonable efforts to update Your Personal Information as soon as possible, but You understand that it may not be possible to completely delete information from Our systems, including any backup systems. We delete records in accordance with our general record retention policies and do not have any obligation or liability to You or any party with respect to any information, including Personal Information, that is so deleted.

[#consent-to-transfer]Consent to Transfer:[#consent-to-transfer]

SalonInteractive.com is maintained in the United States, and Your Personal Information will be processed and shared in the United States, where the laws and protections regarding data and information may be different from those of other countries. If You are a resident of a country other than the United States, please be aware that Your Personal Information will be transferred to the United States and by providing such information, You consent to such transfer.

[#california-residents-your-california-privacy-rights]California Residents - Your California Privacy Rights:[#california-residents-your-california-privacy-rights]

We may share certain of Your Personal Information with Our affiliates and Distributors for their own direct marketing purposes. However, We will not share Your Personal Information with third parties other than Our affiliates and Distributors without your consent. California Civil Code Section 1798.83 permits California residents who have supplied to us personal information, as defined in the statute, under certain circumstances, to request and obtain certain information regarding Our disclosure, if any, of personal information to third parties for their direct marketing purposes. If this applies, You may obtain the categories of personal information shared and the names and addresses of all third parties that received personal information for their direct marketing purposes during the immediately prior calendar year (e.g. requests made in 2018 will receive information about 2017 sharing activities). To make such a request, please provide sufficient information for us to determine if this applies to you, attest to the fact that you are a California resident and provide a current California address for Our response. You may make this request via email to support@saloninteractive.com or in writing mailed to SalonInteractive,

INC, #1103 1449 S Michigan Ave

Chicago, IL 60605

“California Privacy Rights Request” in the subject line of the email or in the first line of Your mailed letter and include your name, street address, city, state, and ZIP code. Please note that We are only required to respond to one request per customer each year, and We are not required to respond to requests made by means other than through this email address or mail address.

[#cookies-and-other-technologies]Cookies and Other Technologies:[#cookies-and-other-technologies]

SalonInteractive.com may use "cookies" and other technologies, such as pixel tags and web beacons. Please find below a short description of some of these technologies; the list below is not intended to be comprehensive, as We continually update Our systems to provide You with the best possible experience.

Cookies are alphanumeric identifies in the form of text files that are inserted and stored by your web browser on Your computer's hard drive. These technologies tell us which parts of SalonInteractive.com You have visited, limit the number of times you see certain information or offers or help Us better determine what You may like to see, or to alert You to software compatibility issues. They are also used to analyze and improve the design and functionality of SalonInteractive.com. If You choose to delete cookies from Your device or block them from being stored on Your device, please note that the full functionality of SalonInteractive.com may not be available to You.

Web beacons are images embedded in a web page or email for the purpose of measuring and analyzing website usage and activity. We, or third party service providers acting on Our behalf, may use web beacons to help us analyze SalonInteractive.com usage and improve Your online experience. We may use third party service providers to help Us analyze certain online activities and improve SalonInteractive.com and any product or service offerings available on SalonInteractive.com. We may permit these service providers to use cookies and other technologies to perform these services for Us. We do not share any Personal Information with these third party service providers, and these service providers do not collect such information on Our behalf.

We may use search and display advertising so You can find opportunities to purchase certain products or services, and retargeting cookies to present You with Our advertising on other sites based on Your interaction with SalonInteractive.com.

We may use social media widgets and plugins so You can use social networking to share items from SalonInteractive.com with Your Facebook and Twitter accounts. If these interactive miniprograms are made available to You, they run on SalonInteractive.com and collect Your IP address, which page You are visiting on SalonInteractive.com, and set a cookie to enable the widget to function properly. Your interactions with these widgets are governed by the privacy policy of the company providing them, not by this Privacy Policy.

[#changes-to-this-privacy-policy]Changes to this Privacy Policy:[#changes-to-this-privacy-policy]

We reserve the right to change or modify this Privacy Policy from time-to-time. Such changes will be effective as of their posting on SalonInteractive.com and Your use of SalonInteractive.com after such time shall be deemed Your consent to the change. We recommend that You review this Privacy Policy each time You use SalonInteractive.com. If You do not consent to a change, Your sole remedy is to stop using SalonInteractive.com.

[#questions]Questions:[#questions]

Please direct any questions You may have about this Privacy Policy to

support@saloninteractive.com.

This Referral Agreement (the “Agreement”) is entered into as of the date registered with Salon Interactive. (the “Effective Date”) by and between Salon Interactive, INC, an Illinois corporation (“Salon Interactive”) and registered user of Salon Interactive

(“Referrer”).

WHEREAS, Salon Interactive provides a platform (the “SI Platform”) whereby clients referred by beauty industry professionals (“Clients”) may purchase professional hair care and beauty industry products (“Products”), shipped directly from the distributor or manufacturer:

(a) with which Referrer has a valid business relationship; and (b) which has entered into an agreement with Salon Interactive similar to this Agreement (“Distributor”); and

WHEREAS, Referrer is a beauty industry professional and wishes to refer certain of its Clients to the SI Platform to enable such Clients to purchase Products, all upon the terms and conditions provided herein.

NOW THEREFORE, Salon Interactive and Referrer agree as follows:

  1. PARTIES’ OBLIGATIONS.
  1. General. Referrer shall, in its reasonable discretion, refer Clients to the SI Platform (“Referrals”), using the unique code, link or other method, as provided by Salon Interactive for this purpose (“Code”). Referrer shall ensure that its business and the Referrals are done with good business ethics and without damage to the reputation of Salon Interactive and/or the SI Platform. The use of the Code is required in order to permit the Client to purchase

Products via the SI Platform. Salon Interactive reserves the right to reject the use of any Code. Referrer understands and agrees that a Code may only be used by Client if Distributor and Referrer have a valid business relationship at the time the Client’s order is placed.

Referrer agrees to promptly notify Salon Interactive if Referrer ceases to have a valid business relationship with a Distributor(s). Referrer agrees that it shall not offer or imply any obligation on the part of Salon Interactive to any Client, Distributor or other third party, or make any representation, warranty, or guarantee to such Client, Distributor or other third party that is inconsistent with or in addition to those made herein.

  1. Purchases; Returns. The SI Platform enables Clients to purchase Products shipped directly from Distributors. Salon Interactive shall use commercially reasonable efforts to process such purchase transactions made by Clients via the SI Platform in a timely fashion. If a Client returns a Product, Referrer shall accept the return, if applicable, to the Client; the policies in effect as part of Distributor and Referrer’s business

relationship shall govern such return and refund; Referrer understands and agrees that Salon Interactive is not part of that relationship. Referrer agrees to provide such assistance, if any, as reasonably requested by

Salon Interactive to permit Salon Interactive to provide the foregoing. Clients make

purchases and remit payment in accordance with the terms of use and privacy policy between Client and Salon Interactive, as described on the SI Platform (together, the “Terms of Use”); Referrer is not a party to the Terms of Use pursuant to this Agreement. Salon Interactive facilitates such purchases and payments through the SI Platform; Referrer understands that Salon Interactive carries no inventory and does not distribute or guarantee any Products.

  1. No Exclusivity. Nothing in this Agreement shall be construed as requiring, prohibiting or restricting either party from entering into agreements with any entity and/or otherwise operating its business, in its sole discretion.
  2. Age Limitations. The “Referrer” herein agrees that they are at least 18 years old.
  1. COMPENSATION.
  1. Commission. As full and sufficient consideration for the Referral, Salon Interactive agrees to pay Referrer the commission determined solely by the Distributor based on the price actually paid by a Client using the Code and in accordance with the Terms of Use (“Commission”). Purchase prices are set by the Distributor, in its sole discretion. No other amounts shall be due from Salon Interactive to Referrer hereunder. Referrer understands and agrees that a Commission is due and payable only if the appropriate Code is used by the Client and only if payment is actually received from the Client. Commission is based on the sales price of the Product(s) actually paid and is net of any taxes imposed, shipping or other fees charged, discounts or promotions applied or refunds provided. Notwithstanding anything herein to the contrary, Salon Interactive shall not owe Referrer any amount with respect to any sale that does not utilize the Code or if the business relationship between Distributor and Referrer is not in effect at the time the order is placed, or with respect to any aspect of the SI Platform, such as advertisements.
  2. Payment Terms, Salon Interactive shall track purchases on a weekly basis beginning on the Effective Date (“Tracking Week”) and within seven (7) days after the end of each Tracking Week, Salon Interactive shall pay Referrer the appropriate Commission, as indicated by reasonably sufficient supporting information. Salon Interactive reserves the right to offset any payments due by the amount of any refunds or other adjustments. Referrer expressly authorizes Salon Interactive’s service provider, Dwolla, Inc. to originate credit transfers to its financial institution account. Referrer authorizes Salon Interactive to collect and share with Dwolla its personal information including full name,

email address and financial information, and Referrer is responsible for the accuracy and completeness of that data. Dwolla’s Privacy Policy is available here.

  1. TERM AND TERMINATION. This Agreement will commence on the Effective Date and continue until terminated by either party, upon thirty (30) days prior written notice to the other party (the “Term”). Because a Code is only valid for as long as Referrer and the applicable Distributor have a valid business relationship, in the event such relationship terminates or expires for any reason, Salon Interactive may suggest an alternative Distributor. Termination or expiration of this Agreement for any reason shall not affect

either party’s obligations that may have accrued prior to such termination or expiration, including Salon Interactive’s obligation to pay Commissions accrued during the Term. The following Sections shall survive the expiration or termination of this Agreement for any reason, in accordance with their terms: Sections 2, 3, 4, 5, 6 and 7.

  1. LIMITATION OF LIABILITY. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS AGREEMENT: (A) NEITHER PARTY SHALL BE LIABLE TO THE OTHER OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOST REVENUES, LOST DATA AND/OR LOST SAVINGS, EVEN IF SUCH PARTY WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; AND (B) IN NO EVENT SHALL SALON INTERACTIVE’S AGGREGATE LIABILITY UNDER THIS AGREEMENT, WHETHER TO

REFERRER, ANY DISTRIBUTOR OR ANY CLIENT FOR ALL DAMAGES, COSTS AND EXPENSES,

EXCEED $100. Without limiting any of the foregoing, Referrer understands and agrees that Salon Interactive shall not be liable for any breach of this Agreement or for any claim of damages by Referrer, any Client or any third party caused by any failure of any communication devices and/or systems of any party’s (including without limitation, Referrer’s, Distributor’s, Client’s or any third party’s) ability to use or inability to use any of the foregoing for any reason, including without limitation, the disruption of communication

facilities, sabotage by third parties or unavailability of energy sources. SALON INTERACTIVE DOES NOT MANUFACTURE, DISTRIBUTE OR SELL ANY PRODUCT AND IS NOT A PARTICIPANT IN THE TRANSACTION BETWEEN REFERRER AND CLIENT OR DISTRIBUTOR. THEREFORE, IF A DISPUTE ARISES BETWEEN REFERRER, CLIENT AND/OR DISTRIBUTOR, REFERRER HEREBY RELEASES SALON INTERACTIVE, ITS AFFILIATES, EMPLOYEES, AGENTS AND REPRESENTATIVES, FROM ANY AND ALL CLAIMS AND DAMAGES, KNOWN OR UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES.

‍

  1. NO WARRANTIES. The SI Platform and Salon Interactive’s services hereunder are provided on an “as is” basis. Except as expressly provided otherwise herein, Salon Interactive makes no warranties whatsoever to Referrer hereunder. Without limiting the foregoing, Salon Interactive expressly disclaims any warranty or representation, express or implied, regarding any warranty of merchantability, non-infringement, fitness for a particular

purpose, non-interference, loss or corruption of data, the accuracy or quality of data, the performance or suitability of any Product, and/or Referrer’s, Client’s, Distributor’s or third party’s use, inability to use or results of any use of the SI Platform and/or any Product, and/or the acts or omissions of Referrer or any Client, Distributor or other third party.

Referrer understands and agrees that Salon Interactive does not warrant that the SI Platform or any Product will meet any party’s requirements, be error-free, available at all times, available without interruption or that all errors or defects will be corrected or capable of correction. Salon Interactive does not warrant or guarantee the safety or efficacy of any Product, or that any Product’s packaging or related SI Platform content are accurate or complete or in compliance with any law, rule or regulation. Referrer shall not indicate to any Client or other third party that Salon Interactive or any Distributor will provide any of the foregoing representations or warranties. Referrer acknowledges and agrees that Salon Interactive has not made and does not makes any representation, warranty or guarantee regarding the level, volume or amount, actual or likely: (a) of transactions commenced or consummated by any user, including any Client; or (c) of any amount of Commissions or potential Commissions payable hereunder.

  1. PROPRIETARY RIGHTS.
  1. License; Ownership. During the Term, subject to the terms and conditions of this Agreement, Salon Interactive grants Referrer a limited, non-exclusive, non-transferable license to use and access the SI Platform, solely for the purpose contemplated herein and solely as described in this Agreement. Referrer hereby grants Salon Interactive a license to use and display Referrer’s name, trademark, logo or similar identifier on the SI Platform and otherwise for the purposes of this Agreement. Referrer understands and agrees that the SI Platform may interface with Referrer’s support/technology providers or otherwise transmit information between the SI Platform and Referrer’s support/technology providers. The parties’ obligations and rights with respect to Referrer’s support/technology providers are as described in a separate agreement between the parties and this Agreement shall not affect those rights and obligations, except to the extent expressly provided in this sentence. This Agreement does not grant Referrer any rights in or to the SI Platform or in any use thereof, except as expressly provided otherwise herein. Any use of the SI Platform by Referrer shall be governed by the Terms of Use as between Referrer and Salon Interactive. All right, title and interest in and to the SI Platform, Code, Salon Interactive’s copyrights, trademarks, trade secrets, and any derivative works created from any of the foregoing, and all intellectual property rights related to any of the foregoing (collectively, “Salon Interactive Materials”) shall inure to the sole and exclusive benefit of Salon Interactive. Salon Interactive Materials includes all User Information; for the purposes of this Agreement, “User Information” means any and all information generated and/or aggregated by the SI Platform with respect to users and customers including, without limitation, Clients. Referrer shall acquire no interest whatsoever in the User Information, but

Salon Interactive may share with Referrer any such User Information in accordance with Salon Interactive’s privacy and other policies. All rights in and to the Salon Interactive Materials not expressly granted to Referrer herein are hereby reserved to Salon Interactive.

  1. Confidentiality. Each party agrees to keep any confidential and proprietary information of the other party (“Confidential Information”) in the strictest confidence, using the same degree of care it uses to protect its own similar information, but in no event less than a reasonable degree of care, and shall not disclose the other party’s Confidential Information to any third party, except as expressly provided otherwise herein. Confidential Information does not include information that: (i) is or becomes publicly known or available without breach of this Agreement; (ii) is received by the recipient from a third party without breach of any obligation of confidentiality; (iii) was previously known by recipient as shown by its written records; or (iv) is required to be disclosed pursuant to a court order or other governmental authority, but then only to the extent so required and only after notifying the disclosing party of such requirement and reasonably cooperating (at discloser’s expense) with discloser’s attempt to contest or limit such disclosure. Confidential Information of Salon Interactive’s includes the SI Platform and other Salon Interactive Materials and, as between Salon Interactive and Referrer, information provided by Client via the SI Platform. Each party shall retain exclusive ownership of its Confidential Information.
  2. The provisions of this Section 6 shall survive any termination or expiration of this Agreement.
  1. MISCELLANEOUS.
  1. Disputes; Equitable Relief. If a dispute, controversy or claim arises out of or relates to this Agreement, the parties shall first endeavor to resolve such dispute through good faith negotiations prior to initiating any litigation. Notwithstanding the foregoing or anything contained in this Agreement to the contrary, the parties shall be entitled to seek equitable relief in any court of competent jurisdiction whenever the facts or circumstances would permit a party to seek such equitable relief.
  2. Governing Law; Venue. This Agreement will be governed by the laws of the State of Illinois without regard to its conflicts of law provisions. The parties hereby consent to venue and jurisdiction exclusively in the state and federal courts located in the State of Illinois.
  3. Independent Contractors. The parties agree and acknowledge that the relationship between them is that of independent contractors. This Agreement shall not be deemed to create a partnership or joint venture between the parties and neither party is the other’s partner, employee, agent, or representative. Neither party, nor any of its employees or agents, shall have any authority whatsoever to bind the other party by contract or otherwise.
  4. No Third Party Beneficiaries. Notwithstanding anything herein to the contrary, this Agreement shall benefit and bind only Referrer and Salon Interactive, and their successors or permitted assigns. There are no third party beneficiaries of this Agreement or any portion thereof including, without limitation, Distributors or Clients.
  5. Electronic Signatures; Counterparts. The parties agree that signatures exchanged by facsimile or computer imaging shall be binding as originals. This Agreement may be executed in two counterparts, each of which shall be deemed an original, but both of which together shall constitute but one and the same instrument.
  6. Assignment. Referrer may not assign this Agreement, either in whole or in part, without Salon Interactive’s prior written consent, which shall not be unreasonably withheld or delayed.
  7. Notices. Any notice required by this Agreement shall be provided in writing to support@saloninteractive.com (“Salon Interactive”) , or such other addresses as may be given from time to time under the terms of this notice provision. Any notice to “Referrer”required by this Agreement shall be in writing using the email address on record for their Salon Interactive account.
  8. Publicity. Referrer hereby consents to being referenced or included by name and/or logo, as further described in Section 6(a) on the SI Platform and in other marketing materials and efforts of Salon Interactive for the purposes contemplated herein.
  9. Force Majeure. Neither party shall be responsible for any delay or failure in performance caused by flood, riot, insurrection, fire, earthquake, strike, communication line failure, power line failure, explosion, acts of terrorism, act of God, or any other force or cause beyond its reasonable control.
  10. Cooperation. The parties agree to reasonably cooperate with each other and to execute and delivery any necessary documents, in order to consummate the transactions described herein.
  11. No Hire. During the Term and for one (1) year thereafter, Referrer agrees that it shall not hire an employee or consultant of Salon Interactive, without Salon Interactive’s prior written consent.
  12. Section Headings. The division of this Agreement into Sections, and the insertion of captions and headings, are for convenience of reference only and shall not affect the construction or interpretation of this Agreement.
  13. Severability; Waiver. Failure of either party to enforce a right under this Agreement shall not act as a waiver of any rights or a waiver of that right or the ability to later assert that right relative to the particular situation involved. If any provision of this Agreement is alleged to be invalid or unenforceable, the provision shall be construed to have the

broadest interpretation that would make it valid and enforceable. Invalidity or unenforceability of one provision shall not affect any other provision of this Agreement.

  1. Entire Agreement. This Agreement consists of: (i) all of the pages of this instrument; and

(ii) all of the pages of the exhibits and other attachments, if any; and (iii) the Terms of Use and Privacy Policy set forth on the SI Platform, as applicable. This Agreement sets forth the entire, final and exclusive agreement between the parties as to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, negotiations and discussions, whether oral or written, between the parties. The Terms of Use and other similar provisions of this Agreement may be updated or revised by Salon Interactive as posted on the SI Platform; except as provided in the foregoing, this Agreement may be amended only upon mutual written agreement of the parties.

‍

Last updated: April 19th, 2023

This Privacy Policy (“Privacy Policy”) describes how Salon Interactive, Inc. and its affiliates and subsidiaries (collectively, “Salon Interactive,” “us,” “we,” or “our”) collect, use, and share your personal information in connection with the websites we own and operate that link to this Privacy Policy (collectively, the “Site”) and our services, digital products, events, social media pages, and email and other electronic communications (collectively, and together with the Site, the “Platform”), and the choices you have with respect to your personal information. 

We may update this Privacy Policy from time to time.  We will notify you of changes by posting the new Privacy Policy on this page and changing the “Last Updated” date at the top of this page.  In some cases, such as where required by law, we may notify about any updates by sending you an email, posting a notice on the Platform about the update, or using other reasonable means to contact you.  In all cases, your continued use of the Platform following posting of any changes constitutes your acceptance of such changes.  We encourage you to review this Privacy Policy periodically for any updates.

We may obtain personal information about you from a variety of sources, including the following sources.

[#personal-information-that-you-provide]Personal Information that You Provide.[#personal-information-that-you-provide]  We collect the personal information that you provide to us, such as when you fill in forms on the Site, use the Platform, register for an account, subscribe to our emails, post product reviews and other content, request further products and services, communicate with us, participate in our surveys, or complete transactions through the Platform.

Personal Information Collected Automatically.  We, our service providers, and our advertising partners may automatically log information about you, your computer, or mobile device, and your activity over time on our Platform and on other sites and online services, such as the online identifiers, online activity information, and device information described in the table above.  Like many online services, we use cookies and similar technologies to facilitate some of the automatic data collection described above, such as:

  • Cookies, which are text files that websites store on a visitor‘s device to uniquely identify the visitor’s browser or to store information or settings in the browser for the purpose of helping you navigate between pages efficiently, remembering your preferences, remembering the items you place in your shopping cart, enabling functionality, helping us understand user activity and patterns, and facilitating online advertising. 
  • Web beacons, also known as pixel tags or clear GIFs, which are typically used to demonstrate that a webpage or email was accessed or opened, or that certain content was viewed or clicked, typically to compile statistics about usage of websites and the success of marketing campaigns.

Personal Information from Third Parties.  We may also collect personal information about you from third parties, such as our salon and retail partners, distributors, industry professionals, service providers, social media platforms, POS system providers, advertising partners, publicly available sources, our affiliates and related companies, and companies that provide us with personal information to supplement what we already know about our customers and clients or to help us identify new customers or clients.  We may merge or combine such personal information with the other types of personal information we collect about you, including to supplement or update our records, improve the quality or personalization of our communications to you, help prevent or detect fraud, and for the other purposes described in this Privacy Policy.  

In addition, you may have the opportunity to link or otherwise connect to a third party service through the Platform, such as when creating an account or purchasing a product on the Site.  If you choose to connect with a third party service, they will provide us with certain personal information about you, such as to facilitate the registration and maintenance of your account or process your order.

Referrals.  Users of the Platform may have the opportunity to refer colleagues, friends, or other contacts to us and share their contact information with us.  Please do not refer someone to us or share their contact information with us unless you have their permission to do so.

USE OF PERSONAL INFORMATION

We may use personal information for the purposes set forth below and as otherwise described in this Privacy Policy or at the time of collection.

To Provide the Platform and Our Products and Services.  We may use your personal information to provide the Platform and our products and services, such as to:

  • provide and operate the Platform and our business;
  • create, manage, monitor, and maintain your account on the Platform;
  • provide you with the products and services you request;
  • monitor and improve your experience on the Platform;
  • review and respond to your inquiries and requests;
  • send you updates about your order and store your information for future orders;
  • contact you by phone, email, or other form of communication; and
  • process your transactions, send you receipts, and monitor your orders.

Research and Development.  We may use your information for research and development purposes, including to study and improve the Platform and our business, understand and analyze the usage trends and preferences of our users, and develop new features, functionality, products, and services.  As part of these activities, we may create aggregated, de-identified, or other anonymous data from personal information we collect.  We make personal information into anonymous data by removing information that makes the data personally identifiable to you.  We may use this anonymous data and share it with third parties for our lawful business purposes.

Direct Marketing.  We may send you Salon Interactive-related or other direct marketing communications as permitted by law.  You may opt-out of our marketing communications as described in the “Your Choices” section below. 

Interest-Based Advertising.  We work with third-party advertising companies and social media companies to help us advertise our business and to display ads for our products and services.  These companies may use cookies and similar technologies to collect information about you (including the online activity information and device information described above in the section called “Personal Information Collected Automatically”) over time across our Platform and other sites and services or your interaction with our emails, and use that information to serve ads that they think will interest you.  In addition, some of these companies may use hashed customer lists that we share with them to deliver ads to you and to similar users on their platforms.  You can learn more about your choices for limiting interest-based advertising in the “Your Choices” section below. 

To Comply with Laws and Regulations.  We will use your personal information as we believe necessary or appropriate to comply with applicable laws, lawful requests, and legal process, such as to respond to subpoenas or requests from government authorities.

For Compliance, Fraud Prevention, and Safety.  We may use your personal information and disclose it to law enforcement, government authorities, and private parties as we believe necessary or appropriate to: (a) maintain the safety, security, and integrity of our Platform, products and services, business, databases and other technology assets; (b) protect our, your, or others’ rights, privacy, safety or property (including by making and defending legal claims); (c) audit our internal processes for compliance with legal and contractual requirements and internal policies; (d) enforce the terms and conditions that govern the Platform; and (e) prevent, identify, investigate and deter fraudulent, harmful, unauthorized, unethical or illegal activity, including cyberattacks and identity theft.

With Your Consent.  In some cases we may specifically ask you for your consent to collect, use, or share your personal information, such as when required by law. 

SHARING OF PERSONAL INFORMATION

We may share your personal information with the entities and individuals listed below or as otherwise described in this Privacy Policy or at the point of collection.

Related Companies.  We may share personal information with our affiliates, subsidiaries, and other related companies.  For example, we may share your personal information with our related companies to provide our products and services to you, where other companies within our group perform components of the full service offering.

Service Providers.  We share personal information with third parties and individuals who perform functions on our behalf and help us run our business. For example, we work with service providers that help us perform website hosting, maintenance, database management, cloud storage, web analytics, billing, email services, payment processing, marketing, advertising, and other purposes. 

Beauty, Retail, and Technology Partners.  We may share your personal information with our beauty, retail, and technology partners, such as when we send information to a retail partner to fulfill your order, offer a co-sponsored event or offering, or participate in any joint marketing efforts. 

Advertising Partners.  We may also share personal information collected about you with third parties who we partner with for advertising campaigns or that collect information about your activity on the Platform for the purposes described in the “Interest-Based Advertising” section above.

Law Enforcement, Authorities, and Others.  Under certain circumstances, Salon Interactive may be required to disclose your personal information to law enforcement, government authorities, and other parties if required to do so by law or in response to valid requests by public authorities (e.g. a court or a government agency) . Salon Interactive may also disclose your personal information in the good faith belief that such action is necessary to comply with a legal obligation or for the purposes described above in the section titled “Compliance, Fraud Prevention, and Safety.”

Professional Advisors.  We may share your personal information with persons, companies, or professional firms providing Salon Interactive with advice and consulting in accounting, administrative, legal, tax, financial, debt collection, and other matters. 

Business Transaction Participants.  Salon Interactive may disclose your personal information to third parties in connection with any business transaction (or potential transaction) involving a merger, acquisition, sale of shares or assets, financing, acquisition, consolidation, reorganization, divestiture, or dissolution of all or a portion of our business (including in connection with a bankruptcy or similar proceedings).

TRANSFER OF PERSONAL INFORMATION

Salon Interactive is headquartered in the United States and we have service providers in the United States and other countries. Your personal information may be collected, used, and stored in these countries or other locations outside of your home country. Privacy laws in the locations where we handle your personal information may not be as protective as the privacy laws in your home country. By providing your personal information, where applicable law permits, you hereby specifically and expressly consent to such transfer and processing and the collection, use, and disclosure set forth herein or in any applicable terms of service.

SECURITY

The security of your personal information is important to us, but remember that no method of transmission over the Internet, or method of electronic storage is 100% secure. While we strive to use commercially acceptable means to protect your information, we cannot guarantee its absolute security.

YOUR CHOICES

In this section, we describe the rights and choices available to our customers. 

Access, Correct, or Delete Your Account Information. You may access, modify, or remove certain information saved in your account by logging into your account and updating or correcting your profile information. You may also submit a request by emailing us at support@saloninteractive.com.

Opt-Out of Promotional Email Communications.  You may opt out of marketing-related emails by following the opt-out or unsubscribe instructions at the bottom of the email, or by contacting us as at support@saloninteractive.com.  You may continue to receive service-related and other non-marketing emails. 

Opt-Out of Text Messages.  We may offer communications via SMS texts or similar technology sent by Salon Interactive or our service providers, such as when we send you text messages for customer service, account-related, or marketing purposes.  Message and data rates may apply for these services.  You can opt-out of texts by following the instructions for the applicable texting program you enroll in or by emailing us your request and mobile telephone number to support@saloninteractive.com.

Third Party Services.  If you choose to create an account with or otherwise connect the Platform with a third party service, you may have the ability to limit the information that we obtain from the third party at the time you create your account.  You may also be able to control our access to your personal information through your account settings with the third party service.  Please note, if you withdraw our ability to access certain information from a third party service, that choice will not apply to information that we have already received from that third party.

Cookies.  Most browsers let you remove and/or stop accepting cookies from the websites you visit. To do this, follow the instructions in your browser’s settings.  Many browsers accept cookies by default until you change your settings.  If you do not accept cookies, however, you may not be able to use all functionality of the Platform and our Site may not work properly.  For more information about cookies, including how to see what cookies have been set on your browser and how to manage and delete them, visit www.allaboutcookies.org. 

Analytics.  The Site uses Google Analytics to help us analyze how the Site is being accessed and used. You can learn more about Google Analytics cookies by clicking here and about how Google protects your data by clicking here. To opt-out of Google Analytics, you can download and install the Google Analytics Opt-out Browser Add-on, available here. 

The Site also uses FullStory DXI platform to create better user experiences. To learn more about FullStory click here.  To out-out of FullStory DXI, you can click the link here. 

Advertising Choices.  You can limit the use of your information for interest-based advertising by blocking third-party cookies in your browser settings, using browser plug-ins/extensions, and/or using your mobile device settings to limit the use of the advertising ID associated with your mobile device.  You can also opt out of interest-based ads from companies participating in the following industry opt-out programs by visiting the linked websites: the Network Advertising Initiative (http://www.networkadvertising.org/managing/opt_out.asp) and the Digital Advertising Alliance (optout.aboutads.info).  Some of the companies we work with may offer their own opt-out mechanisms, such as Facebook and Google.  You can learn more about how Google uses cookies for advertising purposes by clicking here and opt-out of ad personalization by Google by clicking here.  You can learn more about Facebook’s privacy practices and manage your Facebook ad preferences by clicking here.

Many of the opt-out preferences described in this section must be set on each device and/or browser for which you want them to apply.  Please note that some of the advertising companies we work with may not participate in the opt-out mechanisms described above, so even after opting-out, you may still receive interest-based ads from other companies.  If you opt-out of interest-based advertisements, you will still see advertisements online but they may be less relevant to you.

Do Not Track.  Some browsers may be configured to send “Do Not Track” signals to the online services that you visit. We currently do not respond to “Do Not Track” or similar signals.  To find out more about “Do Not Track,” please visit http://www.allaboutdnt.com.

Declining to Provide Information.  We need to collect personal information to provide certain services. If you do not provide the information requested, we may not be able to provide those services.

CHILDREN

The Platform is not intended for use by anyone under the age of 16, and we do not knowingly collect personal information from children.  If you are a parent or guardian and you are aware that your child has provided us with personal information online, please contact us.  If we become aware that we have collected personal information from children without verification of parental consent as required by law, we take steps to remove that information from our servers.

LINKS TO OTHER WEBSITES AND SERVICES

The Platform may contain links to other websites and online services that are not operated by us.  These links are not an endorsement of, or representation that we are affiliated with, any third party.  If you click on a third party link, you will be directed to that third party's site or service.  In addition, our content may be included on web pages or online services that are not associated with us.  We have no control over and assume no responsibility for the content, privacy policies or practices of any third party sites or services.  Other websites and services follow different rules regarding the collection, use and sharing of your personal information.  We encourage you to review the privacy policies of other websites and other online services that you visit or use.

YOUR CALIFORNIA PRIVACY RIGHTS

This section applies only to California residents. It describes how we collect, use, and share personal information of California residents when we act as a “business” as defined under California privacy laws, and their rights with respect to their personal information. For purposes of this section, “personal information” has the meaning given under California privacy laws but does not include information exempted from the scope of such laws. In some cases we may provide a different privacy notice to certain categories of California residents, in which case that notice will apply instead of this section.

Personal Information That We Collect, Use, and Disclose.  We describe:

  • the categories of personal information we may have collected about you in the preceding 12 months, and the categories of sources from which we collect such personal information, in the section above called “Collection of Personal Information”;
  • the business and commercial purposes for which we collect this information in the section above called “Use of Personal Information”; and
  • the categories of third parties to whom we disclose this information in the section above called “Sharing of Personal Information”.

Personal Information Disclosed for a “Business Purpose” or “Valuable Consideration.” Salon Interactive must also disclose whether the following categories of personal information are disclosed for a “business purpose” or “valuable consideration” as those terms are defined under California privacy law. This latter category is also called a “sale” of personal information. 

Salon Interactive has disclosed all of the categories listed in the section above titled “Collection of Personal Information.” 

At this time, Salon Interactive does not “sell” your personal information as defined under California privacy law.  

Your Rights as a California Resident. California privacy law provides California residents with the rights listed below. Please note, these rights are not absolute and in some cases we may not be able to respond to your request, such as when a legal exemption applies or if we are not able to verify your identity.

  • Right to Access. You have the right to request that Salon Interactive disclose certain information to you about our collection and use of your personal information over the past 12 months, including:
  • The categories of personal information we collected about you.
  • The categories of sources of the personal information we collected about you.
  • Our business or commercial purpose for collecting or selling that personal information.
  • The categories of third parties with whom we share that personal information.
  • The specific pieces of personal information we collected about you.
  • Right to Erase/Delete. You have the right to request that Salon Interactive delete any of your personal information that we collected from you and retained, subject to certain exceptions.
  • Right to Opt-Out of Sales. At this time, Salon Interactive does not “sell” any personal information. If we “sell” your personal information in the future, you will be able to opt-out.  
  • Right to Nondiscrimination. You are entitled to exercise the rights described above free from discrimination in the form or legally prohibited increases in the price or decreases in the quality of our products and services.  

How to Exercise Your California Privacy Rights. To submit a request to exercise the access and deletion rights described above, please submit a request to us by: 

  • Emailing us at support@saloninteractive.com, or
  • Mailing us at SalonInteractive Inc., 1013 N. Hooker Street Chicago, IL 60642.

When exercising your rights or otherwise assisting you, we may need to request specific information from you to help us confirm your identity. This is a security measure to ensure we do not disclose personal information to any person who is not entitled to receive it. We may also contact you to ask you for further information in relation to your request to speed up our response.  

You may also designate an authorized agent to make a request on your behalf. If you do so, we may require the requester’s proof of identification, the authorized agent’s proof of identification, and any other information that we may request in order to verify your request, including evidence of valid permission for the authorized agent to act on your behalf.

You will not have to pay a fee to access your personal information (or to exercise any of the other rights). However, we may charge a reasonable fee or decline to comply with your request if your request is clearly unfounded, repetitive, or excessive.

We try to respond to all legitimate requests within 45 days of your request. Occasionally it may take us longer than 45 days to respond, for instance if your request is particularly complex or you have made a number of requests. In this case, we will notify you of the delay, and may continue to update you regarding the progress of our response.

“Shine the Light” Requests.  Under California Civil Code sections 1798.83-1798.83, California residents are entitled to ask us, once per year, for a notice identifying the categories of information which we share with our affiliates or third parties for marketing purposes, if any, and providing contact information for such affiliates or third parties.  Requests will apply to information provided during the previous calendar year. If you are a California resident and would like a copy of this notice, please submit a written request with the subject “California Shine the Light Request” using the contact information below. 

CONTACT US

If you have any questions, comments, or concerns about this Privacy Policy or our privacy practices, please contact us at support@saloninteractive.com or write to us at the address below:

Salon Interactive, Inc. Attn: Privacy Policy 1013 N. Hooker Street Chicago, IL 60642

Sign up for our newsletter

Be the first to know about releases and industry news and insights.

Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.
Like us, love us, share us!

Features

Online StoreOn Behalf MarketingProduct RecommendationsClient Connect

Partners

Beauty professionalsDistributorsBrandsIndustry softwareCharity

Resources

FAQsHelp centerBlogAcademy

Company

AboutCareersAcademyContact Us

Legal

We’re hiring!
Salon agreementClient agreementTerms and conditionsPrivacy policy
© 2024 SalonInteractive. All rights reserved.