Terms & Conditions
These terms and conditions (“Terms”) are a legal agreement between you ("you" or "your") and Creative Startups, LLC d/b/a “Guilty” ("Guilty”, “we” "us," or "our"), establishing the terms and conditions under which You will submit information to, order items ("Item(s)") from Guilty via Our Store (the “Store”) or Our website located at www.lookguilty.com (or online platform of similar nature, the "Website"), as applicable.
Guilty Website Terms of Use
Please read these Terms carefully. These Terms include a class action waiver and require binding arbitration on an individual basis to resolve disputes, rather than a trial, under the section titled “Dispute Resolution.” By creating an account, ordering Items, purchasing Items, or otherwise indicating your assent to these Terms, you agree to be bound by these Terms and you represent and warrant that: (1) you have read, understand, and agree to be bound by these Terms; (2) you are of legal age to form a binding contract with us, and (3) you have the authority to enter into the Terms (on behalf of yourself or the entity that you represent). If you do not wish to be bound by these Terms, you may not access or use the Website or order or purchase any Items.
These Terms are subject to occasional revision. We will notify you of any changes to our Terms by posting the new Terms at the Website. At our discretion, we may also notify you of certain changes by sending you an email to the email address associated with your account. You are responsible for providing us with your current email address, which you may do when you create an account, and you may update it by modifying the information when logged in to your Account. For existing users of the Website, any changes to these Terms will be effective thirty (30) calendar days following our posting of the changes on our Website. These changes will be effective immediately for new users of the Website. Continued use of the Website, including ordering and/or purchasing Items from us, following such changes, will indicate your acknowledgement of such changes and agreement to be bound by the Terms of such changes. Please regularly check the Website to view the then-current Terms.
Types of Users. You may simply browse the Website as a visitor or you may create an account (“Account”) to become a member (“Member”). You must be a Member to order and purchase Items.
Accounts. To become a Member, you must provide your name, email address, other registration information, and select a password (“Account Information”), which you should not share with any third parties. In becoming a Member, you represent and warrant that: (a) all required Account Information you submit is truthful and accurate, and (b) you will maintain the accuracy of such Account Information. We may also ask you for additional information about you, including your size, fit, and style preferences (“Style Profile”). Please also keep your Account Information confidential. If someone accesses the Website using your Account Information, we will rely on that Account Information and will assume that it is really you or someone you have authorized who is accessing the Website. You are solely responsible for any and all use of your Account Information and all activities (including orders placed and purchases made through the Website) that occur under or in connection with your Account. We reserve the right to take whatever action we deem necessary to preserve the security of the Website and your Account, including without limitation terminating your Account, changing your password, or requesting additional information to authorize transactions on your Account. You agree to be responsible for any act or omission of any users that access the Website under your Account. You may not use anyone else’s Account at any time without the permission of the Account holder. Please notify us immediately if you become aware that your Account Information is being used without authorization. You agree not to register for more than one Account, register for an Account on behalf of an individual other than yourself without such individual’s authorization. You must be at least 21 years old to be a Member.
Guilty Rentals Terms of Use
Guilty offers a service that allows for the rental of clothing from established and up-and-coming brands through a subscription or membership. The following Terms form a binding agreement between you and us, and govern your use of the Website and any rental orders that you place (collectively, the (“Rental Service(s)”). By renting Items, signing up for the Rental Service and putting in your credit card details, you are agreeing to be bound by, and are becoming a party to, this Agreement. If you do not agree to all of the terms of this Agreement, please do not order or rent any Items.
General; Rental Not Purchase.
You agree and acknowledge that you are renting the Items and that ownership of the Items remains with Guilty at all times, unless you purchase the Items for the Retail Price, as described below. The purchase of a subscription or membership provides you a maximum of Items that can be in your possession at any given time for an unlimited period of time so long as you continue to make RECURRING payments for your membership each month.
Rental Fees; Credit Card Authorizations; Cancellations.
The rental fee for the Items will be in the form of a monthly rental fee (“Rental Fee”). You hereby authorize us to charge your credit card for the monthly subscription fee on a RECURRING basis. Guilty will automatically charge you the amount of the Rental Fee to your credit card upon your selection of the payment option when you subscribe to Guilty. After that, Guilty will automatically charge you the Rental Fee to your credit card on a monthly basis until you cancel your membership. In addition, at the time of your order of an Item, you hereby authorize us to charge your credit card for the RETAIL VALUE of that Item as set forth, plus any applicable sales taxes (“Retail Value”); provided that we will only charge the Retail Value If you return an Item that is damaged beyond normal wear and tear. Rental Fees exclude all federal, state and Puerto Rico taxes, fees, customs, duties, levies and other governmental assessments, all of which shall be paid by you. You may cancel your membership at least THREE (3) BUSINESS DAYS prior to the renewal of your membership to avoid being charged for another month. Canceling account post renewal date or within 72 hours of the renewal will result in your account being charged for an entire month of Guilty membership. You understand that by purchasing Guilty’s membership based program, you authorize Us to continue your membership automatically, charged monthly to the payment method provided by you until you cancel.
Delivery.
Available delivery dates are determined at our discretion and may vary based on a variety of factors. We may refuse to deliver to any address for any reason including because it is outside the geographic area that we serve, or it is to an address that we determine may be associated with fraudulent purchases. All deliveries will be made as per Guilty's delivery schedules. We do NOT guarantee the delivery date of Items and you further agree that Items will be delivered as they become available. Sometimes the Items may appear slightly different in color and style than the photos displayed on our website and/or social media. Our liability to you for not meeting your satisfaction is limited to a refund of a maximum of one month’s Rental Fee as determined by us.
Guarantees.
If an Item does not fit, or is otherwise not suitable to you, you may inform us via email or phone within 24 hours of receiving your Delivery that you are returning the Item(s) in conformance with the return procedures (a “Sizing Return”).
Cleaning.
All Items will be professionally cleaned and delivered ready to wear. We tumble, wash and/or dry clean and inspect each Item with the utmost care, but use of the Item is at your own risk and Guilty shall not be held liable for any health-related complaints associated with a product rented from us.
Return Packaging.
With the delivery of the Items, we will provide you with a garment bag that will serve as the return package (“Garment Bag”). You are required to return the Garment Bag to Guilty when you return the Items.
Receipt and use of the Items.
Upon delivery, you bear responsibility for the Item(s). You agree to treat the Items with great care, and return them in the same condition as they were delivered to you. You are completely responsible for the loss, destruction or damage to the Items due to theft, disappearance, fire, stains or any other cause, other than normal wear and tear. Minor damages are included in your membership. Normal wear and tear includes minor stains, missing beads, stuck zippers or other minor damages covered by the Rental Fee. If you return an Item that is damaged beyond normal wear and tear, then you agree to pay the cost for repairing or replacing the Item, or the Retail Price for the Item as advertised on our site, OR explained to you, as determined in our discretion.
Removal.
We reserve the right to terminate your membership with Guilty at any time in the event of your breach of this Agreement, for no reason, or any other reason at our discretion.
Remedies/Limitation of Liability.
Your sole and exclusive remedy and Guilty’s sole and exclusive liability for a breach of Guilty’s of this Agreement, at Guilty’s option, is Guilty’s use of its commercially reasonable efforts to replace the non-conforming Item in a timely manner or a refund of your Rental Fee. Guilty’s (and its suppliers’ and licensors') aggregate liability arising out of items and services related thereto, whether based upon warranty, contract, tort, strict liability or otherwise, shall not exceed the applicable Rental Fees paid by you. You assume sole and exclusive responsibility and liability for any claims against you and/or damages arising from use of the Items during your rental period.
Miscellaneous.
This Agreement constitutes the entire agreement between you and Guilty with respect to the subject matter hereof and is the final, complete, and exclusive statement of the terms of the Agreement, superseding all prior written and oral agreements, understandings and undertakings with respect to the subject matter hereof. Modifications may be made only by Guilty. We reserve the right to terminate or amend this Agreement at any time for any or no reason and without notice to you of such termination or amendment. The waiver of any term or condition or any breach thereof shall not affect any other term of condition of this Agreement. The Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Puerto Rico, excluding its conflicts of laws principles. You shall not assign this Agreement without Guilty’s prior written consent. Sections 1, 2, 3, 5, 7 and 9 shall survive the termination of this Agreement according to their terms. If any provision of this Agreement shall be held illegal, unenforceable, or in conflict with any law of any authority having jurisdiction over this Agreement, the validity of the remaining portions or provisions hereof shall remain in full force and effect. Guilty shall not be liable for the failure to perform any of its obligations hereunder by reasons beyond its reasonable control, including, without limitation, hurricanes, floods, fire, earthquake, lockdowns, interruptions in supply, any other natural disaster, war embargo, riots, acts of terrorism and/or any other event of similar nature. WE RESERVE THE RIGHT TO CHANGE THE TERMS OF THIS AGREEMENT IN THE FUTURE AND ANY CHANGES WILL APPLY TO THE RENTAL OF ANY ITEMS AFTER THE DATE OF SUCH CHANGE.
Guilty Shopping Terms of Use
Guilty offers a service that gives access to brand new and secondhand clothing from established and up-and-coming brands. The following Terms form a binding agreement between you and us, and govern your use of the Website, and any orders that you place (collectively, the “Shopping Services”).
Order Shipments/Deliveries.
Available shipping/delivery dates are determined at our discretion and may vary based on a variety of factors. We may refuse to ship/deliver to any address for any reason including because it is outside the geographic area that we serve or it is to an address that we determine may be associated with fraudulent purchases. We do NOT guarantee the shipping/delivery date of Items and you further agree that Items will be shipped/delivered as they become available. Sometimes the Items may appear slightly different in color and style than the photos displayed on our website and/or social media. Our liability to you for not meeting your satisfaction is limited to a refund of the Items.
Returns.
If you want to return any Items you’ve previously purchased, please consult our returns policy with our Customer Service Team by sending an email to hi@lookguilty.com.
Exchanges.
If you want to exchange any of the Items in your order (e.g., for a different size), you can request an exchange by sending an email to our Customer Service Team. If an exchange is available for a particular Item, you will be given the choice to exchange. An exchange may not be available in all cases. Unfortunately, we cannot guarantee that you will be able to exchange or replace any Item. If this is the case, we will look into the availability of a new Item.
Legal Details.
Your scheduling of an order is an offer to purchase the Items. We may accept your offer by shipping you the order. For any reason, we may decline to accept your request for an order. If we decline to accept your request for an order, we may attempt to notify you at the email address you provided. All Items will be deemed accepted by you upon delivery/shipment, and title to and risk of loss passes to you when we provide the Items to a common carrier. Excluding any User Content, we strive to ensure that the information on the Website is complete and reliable. Certain information may contain pricing errors, typographical errors and other errors or inaccuracies, which we may correct without liability. Items displayed may be out of stock or discontinued, and prices are subject to change. We reserve the right to limit quantities purchased by Members. We do not guarantee that all Items described on our Website will be available. In an effort to enhance your shopping experience and give as many Members as possible the opportunity to purchase Items, we may place limits on purchases and we do not authorize the purchase of commercial quantities of our Items. We further reserve the right to cease doing business with Members who violate this policy.
Pricing and Products. You are responsible for paying for all Items in your order, whether they conform to your Style Profile or not, unless you return the Items in accordance with our policies. You are responsible for the payment of any fees, and state and local sales taxes that apply to your order where we elect or are required to collect and remit such taxes. If we don’t collect the applicable sales tax, you are responsible for payment of the applicable use taxes. We may provide certain promotions or credits to customers. The application of the promotion or credit will be reflected on your receipt.
General Terms
Gift Cards. You may purchase Gift Cards (“Gift Cards”) from time to time. Gift Cards can be redeemed solely through our Website. Gift Cards cannot be redeemed for cash except where required by law. We are not responsible for lost or stolen Gift Cards, or for use without your or the recipient’s permission. We reserve the right to close accounts or request alternative forms of payment if a Gift Card is fraudulently obtained or used.
Referral Credits. As a Members, by referring other Members to us, you may participate in our Referral Program (the “Program”). You will receive a referral credit toward future purchases (a “Referral Credit”) when you make a Qualifying Referral. In order to receive a Referral Credit, each of the following requirements must be met (collectively, a “Qualifying Referral”): (i) you must share a referral link that is unique to you with your contact who has not previously used the Website; (ii) you must disclose your relationship with us (e.g., “if you place an order, I’ll get a credit”); (iii) the referred person must register at the Website after directly clicking the unique link, (iv) the referred person must, within a reasonable period of time, sign in at the Website and (v) you must be a Member of the Website. Purchases using Gift Cards are not Qualifying Referrals. Referral Credits will be reflected in your Account in a commercially reasonable amount of time after the Qualifying Referral has been completed. We reserve the right to remove Referral Credits from an Account at any time. Unless extended at our discretion, Referral Credits will automatically expire ninety (90) days from issuance. We reserve the right to modify, suspend or terminate the Program and to void any Referral Credits without notice to you. All Referral Credits are voided immediately upon termination of this agreement or the closing of your Account.
Ownership of Intellectual Property. You understand and acknowledge that the software, code, and proprietary methods and systems used at the Website (“Our Technology”), and the materials, information, and content made available or displayed by us through the Website (collectively, “Our Content”) are: (a) copyrighted by us or our licensors under United States and international copyright laws; (b) subject to other intellectual property and proprietary rights and laws; and (c) owned by us or our licensors. Neither Our Content nor Our Technology may be copied, modified, reproduced, republished, posted, transmitted, sold, offered for sale, or redistributed in any way without our prior written permission and the prior written permission of our applicable licensors. Subject to these Terms, we grant you a non-transferable, non-exclusive, revocable, limited license to use and access, solely for your own personal, noncommercial use the Website on any compatible device that you own or control. You must abide by all copyright notices, information, or restrictions contained in or attached to any of Our Content or Our Technology and you may not remove or alter any such notice, information, or restriction. Nothing in these Terms grants you any right to receive delivery of a copy of Our Technology or to obtain access to Our Technology except as generally and ordinarily permitted through the Website according to these Terms. Furthermore, except for the limited license above, nothing in these Terms will be deemed to grant, by implication, estoppel or otherwise, a license to Our Technology or Our Content. The names, logos, and other materials displayed on Items or in the Website constitute trademarks, trade names, service marks or logos (“Marks”) of Guilty or other entities. Ownership of all such Marks and the goodwill associated with such Marks remains with us or those other entities. You are not authorized to copy, modify, or otherwise use our Marks. Any use of third party software provided in connection with the Website will be governed by such third parties’ licenses and not by these Terms.
Content Guidelines. Please use good taste in any and all content, including text, links, images, and videos, you post (“Your Content”) to our Website, in reviews, comments, or on any other page or website related to us. We reserve the right, but do not undertake an obligation, to review Your Content, and to investigate and/or take appropriate action against you or Your Content in our sole discretion if you violate the guidelines below or any other provision of these Terms or otherwise create liability for us or any other person. Such action may include removing or modifying Your Content, terminating your Account, and/or reporting you to law enforcement authorities. You are solely responsible for Your Content. You assume all risks associated with use of Your Content. You understand that we do not guarantee any confidentiality with respect to Your Content. You may not represent or imply to others that Your Content is in any way provided, sponsored or endorsed by us. We are not obligated to back up Your Content, and Your Content may be deleted at any time without prior notice. We reserve the right in our sole discretion to pre-screen, refuse, or remove Your Content at any time for any reason. Please make sure that you only provide information to the Website that you are allowed to share without violating any obligations you may have to a third party. We do not claim any ownership of Your Content. By making available Your Content on or in the Website, you represent that you own or have all rights necessary to make available Your Content to us. You hereby grant, and you represent and warrant that you have the right to grant, to us a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable license to license, reproduce, distribute, modify, adapt, publicly display and perform, prepare derivative works of, incorporate into other works, and otherwise use Your Content (in whole or in part) for the purposes of including Your Content in the Website and operating, providing and promoting the Website. You agree to irrevocably waive (and cause to be waived) any claims and assertions of moral rights or attribution with respect to Your Content.
General Rules of Member Conduct. You agree not to (i) take any action or (ii) make available any content on or through the Website that: (A) violates any third-party right, including any intellectual property or proprietary right; (B) is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, offensive, or profane; constitutes unauthorized or unsolicited advertising, junk or bulk e-mail; (D) involves commercial activities and/or sales without our prior written consent; (E) impersonates any person or entity; (F) interferes with or attempts to interfere with the proper functioning of Our Technology in any way not expressly permitted by the Terms; or (G) attempts to engage in or engage in, any potentially harmful acts that are directed against Our Technology.
Right to Suspend. We reserve the right, in our discretion, to suspend your Account, your use of the Website or the sending of Items and/or orders at any time at our discretion including, as necessary to protect the security or operation of the Website.
Feedback. In the event that you provide us any ideas, thoughts, criticisms, suggested improvements or other feedback related to the Website (collectively “Feedback”), you agree we may use the Feedback to: (a) improve the Website and (b) promote the Website and Items, and that you will not be due any compensation for your Feedback that is used in these ways. This is true whether you provide the Feedback on the Website or through any other method of communication with us, unless we have entered into a separate agreement with you that provides otherwise.
Modifications to the Website. We reserve the right to modify or discontinue the Website with or without notice to you. We will not be liable to you or any third party should we exercise our right to modify or discontinue the Website. If you object to any such changes, your sole recourse will be to cease access to the Website. Continued access to the Website following notice of any such changes will indicate your acknowledgement of such changes and satisfaction with the Website as so modified. You agree that we, in our sole discretion, may immediately terminate your access to the Website at any time, for any reason, in our sole discretion. You agree that we will not be liable to you or any other party for any termination of your access to the Website.
Third Party Content. Content from other users, suppliers, advertisers, and other third parties may be made available to you through the Website. We are not responsible for any such content and we do not make any guarantees about the accuracy, currency, suitability, or quality of the information in such content, and we assume no responsibility for unintended, objectionable, inaccurate, misleading, or unlawful content made available by other Members, advertisers, and other third parties or violation of any third party rights related to such content. The Website may, from time to time, contain links to websites not operated by us, including without limitation the websites of the brands we include in the Website. We are not responsible for the content, products, materials, or practices (including privacy practices) of such websites. We provide these links for your convenience only and we do not control such websites. Our inclusion of links to such websites does not imply any endorsement of the materials on such third party websites or any association with their operators. The Website may also contain links to websites that are operated by us but which operate under different terms of use. It is your responsibility to review the privacy policies and terms of use of any other website you visit. You agree that in no event will we be liable to you in connection with any websites, content, products, materials, or practices of any third party.
Disclaimer of Warranties. The Website and all content, products and services included on or otherwise made available to you through the Website are provided by Guilty “with all faults” and on an “as is” and “as available” basis, unless otherwise specified in writing. Guilty makes no representations or warranties of any kind, whether express or implied, as to the operation of the Website or any content, products or services included on, or otherwise made available to you through, the Website, unless otherwise specified in writing, including without limitation any warranties of merchantability, fitness for a particular use or purpose, non-infringement, quiet enjoyment, and accuracy. You expressly agree that your use of the Website and products purchased through the Website is at your sole risk. We make no warranty that the Items or Website will meet your requirements, or that the Website will be uninterrupted, timely, secure, or error free; nor do we make any warranty as to the results that may be obtained from the use of the Items, or Website, or that defects in the Items, or Website will be corrected. We specifically disclaim any liability associated with the use of the Items (e.g., rashes that may develop from wearing the Items or dyes that bleed from the Items onto other items) and you agree that you will not sue Guilty for any claim related to any Items purchased through the Website. To the extent that we may not, as a matter of applicable law, disclaim any implied warranty, the scope and duration of such warranty will be the maximum permitted under such applicable law.
Limitation of Liability. You acknowledge and agree that we are only willing to collect payment, facilitate the fulfillment of orders, and provide access to the Website if you agree to certain limitations of our liability to you and to third parties. You understand that to the extent permitted under applicable law, in no event will we or our officers, employees, directors, parent company, subsidiaries, affiliates, agents, or licensors be liable for any indirect, incidental, special, consequential or exemplary damages, including without limitation damages for loss of revenues, profits, goodwill, use, data, lost opportunities, or business interruptions or other intangible losses (even if such parties were advised of, knew of or should have known of the possibility of such damages, and notwithstanding the failure of essential purpose of any limited remedy), arising out of or related to your use of or access to, or the inability to use or to access, the Website, regardless of whether such damages are based on contract, tort (including negligence and strict liability), warranty, statute, or otherwise. We will not be liable for any damages arising from the Items or for any information appearing on any other site linked to our Website. If you are dissatisfied with any portion of the Website, your sole and exclusive remedy is to discontinue use of the Website. Our total liability to you for all claims arising from or related to the Website is limited, in aggregate, to the greater of (i) the total amount of your current order, or (ii) one hundred dollars (U.S. $100.00). To the extent that we may not, as a matter of applicable law, disclaim any implied warranty or limit liabilities, the scope and duration of such warranty and the extent of our liability will be the minimum permitted under such applicable law. Without limiting the foregoing, under no circumstances will we or our licensors be held liable for any delay or failure in performance resulting directly or indirectly from acts of nature, forces, or causes beyond our reasonable control, including without limitation internet failures, computer equipment failures, telecommunication equipment failures, other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, fires, floods, earthquakes, storms, accidents, strikes, explosions, pandemia, lockdowns, acts of god, war, terrorism, embargos, governmental actions, orders of domestic or foreign courts or tribunals, shortages of transportation facilities, fuel, energy, labor or materials, or non-performance of third parties.
Indemnification. You agree to indemnify, defend and hold harmless Guilty, our parent company, subsidiaries, affiliates, officers, directors, co-branders and other partners, employees, consultants and agents, from and against any and all third party claims, liabilities, damages, losses, costs, expenses, fees (including reasonable attorneys’ fees and court costs) that such parties may incur as a result of or arising from: (i) your use of the Items or Website (except to the extent prohibited by law); (ii) your violation of these Terms; (iii) your violation of any rights of any other person or entity; (iv) any content, information or materials you upload to the Website; or (v) any viruses, Trojan horses, worms, time bombs, spyware, malware, cancelbots or other similar harmful or deleterious programming routines input by you into the Website.
Dispute Resolution. Please read this Section carefully. It is part of your contract with us and affects your rights. It contains procedures for mandatory binding arbitration and a class action waiver. Application of Dispute Resolution Process. All claims and disputes (excluding claims for injunctive or other equitable relief as set forth below) in connection with the Terms or the use of the Website that cannot be resolved informally or in small claims court will be resolved by binding arbitration on an individual basis according to the process described herein. Unless otherwise agreed to, all arbitration proceedings will be held in English. This dispute resolution process, including binding arbitration, applies to you and us, and to any subsidiaries, affiliates, agents, employees, predecessors in interest, successors, assigns, suppliers and licensors as well as all authorized or unauthorized users or beneficiaries of the Website.
Waiver of Trial. The parties hereby waive their constitutional and statutory rights to go to court and have a trial in front of a judge or jury, instead electing that all claims and disputes will be resolved by arbitration under this Dispute Resolution section. Arbitration procedures are typically subject only to very limited review by a court. In the event any litigation should arise between the parties in any state or federal court in a suit to vacate or enforce an arbitration award or otherwise, the parties waive all rights to a jury trial, instead electing that the dispute be resolved by a judge.
Waiver of Class or Consolidated Actions. All claims and disputes within the scope of this Dispute Resolution section must be arbitrated or litigated on an individual basis and not on a class basis, and claims of more than one customer or Members cannot be arbitrated or litigated jointly or consolidated with those of any other customer or user.
Confidentiality. All aspects of the arbitration proceeding, including without limitation the award of the arbitrator and compliance therewith, will be strictly confidential. The parties agree to maintain confidentiality unless otherwise required by law. This paragraph will not prevent a party from submitting to a court of law any information necessary to enforce this Dispute Resolution section, to enforce an arbitration award, or to seek injunctive or equitable relief.
Severability. If any part or parts of this Dispute Resolution section are found under the law to be invalid or unenforceable by a court of competent jurisdiction, then such specific part or parts will be of no force and effect and will be severed and the remainder of this Dispute Resolution section will continue in full force and effect.
Right to Waive. Any or all of the rights and limitations set forth in this Dispute Resolution section may be waived by the party against whom the claim is asserted. Such waiver will not waive or affect any other portion of this Dispute Resolution section.
Survival. This Dispute Resolution section will survive the termination of your relationship with Guilty.
Emergency Equitable Relief. Notwithstanding the foregoing, either party may seek emergency equitable relief before a state or federal court in order to maintain the status quo pending arbitration. A request for interim measures will not be deemed a waiver of any other rights or obligations under this Dispute Resolution section.
Claims Not Subject to Arbitration. For any claim that by law is not subject to arbitration, we and you agree to submit and consent to the personal and exclusive jurisdiction in, and the exclusive venue of, the state or federal courts located in the Commonwealth of Puerto Rico.
General Terms. These Terms and any action related thereto will be governed and interpreted by and under the laws of the Commonwealth of Puerto Rico, without giving effect to any principles that provide for the application of the law of another jurisdiction. These Terms are personal to you, and you may not transfer, assign or delegate your right and/or duties under these Terms to anyone else and any attempted assignment or delegation is void. You acknowledge that we have the right hereunder to seek an injunction, if necessary, to stop or prevent a breach of your obligations hereunder. The paragraph headings in these Terms, are included only to help make these Terms easier to read and have no binding effect. Any delay or failure by us to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision. No waiver by us will have effect unless such waiver is set forth in writing, signed by us; nor will any such waiver of any breach or default constitute a waiver of any subsequent breach or default. These Terms constitute the complete and exclusive agreement between you and us with respect to the subject matter hereof, and supersede all prior oral or written understandings, communications or agreements. If for any reason a court of competent jurisdiction finds any provision of these Terms, or portion thereof, to be unenforceable, that provision of the Terms will be enforced to the maximum extent permissible so as to effect the intent of the parties, and the remainder of these Terms will continue in full force and effect. We will not be liable for any delay or failure to perform resulting from acts of nature, forces, or causes beyond our reasonable control, including without limitation internet failures, computer equipment failures, telecommunication equipment failures, other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, fires, floods, earthquakes, storms, accidents, strikes, explosions, pandemia, lockdowns, acts of god, war, terrorism, embargos, governmental actions, orders of domestic or foreign courts or tribunals, shortages of transportation facilities, fuel, energy, labor or materials, or non-performance of third parties.
Survival. Even after your rights under these Terms are terminated, all provisions of these Terms which by their nature should survive, will survive, including without limitation ownership provisions, warranty disclaimers, indemnification obligations, and limitations of liability.
