Last Updated: July 26, 2021
These terms of service contain a binding arbitration provision and class action waiver. It affects your legal rights as detailed in the Arbitration and Class Action Waiver sections below. By accepting these terms of service, you agree to be bound by this arbitration provision and class action waiver. Please read it carefully.
This Service is operated by Olive Technologies, Inc. (“Olive”), a platform providing consolidated delivery, payment, and return services for a variety of retail products and affiliate retailers. These Terms of Service (“Terms” or “Terms of Service”) govern your use of our delivery services, website(s), products, services, mobile applications and our web browser extension tools (collectively, the "Services"). Throughout the site, the terms “we”, “us” and “our” refer to Olive.
By using, accessing, or making purchases on or through our Services, you agree to be bound by these Terms, including those additional terms and conditions and policies referenced herein and/or available by hyperlink. These Terms apply to all users of the Services, including without limitation users who are site visitors, vendors, customers and merchants, and including all users of delivery services, whether or not their use is on a trial or unpaid basis or as part of a paid account. If you do not agree to all the terms and conditions of these Terms, then you may not access the Services. If these Terms are considered an offer, acceptance is expressly limited to these Terms.
To use the Services you must be, and represent and warrant that you are, at least 13 years of age, a resident of the United States, competent to agree to these Terms, and that you are permitted to access or use the Services. If you are the age of 18, you represent and warrant that your parent or legal guardian has reviewed these terms with you and accepts them on your behalf: parents or legal guardians are responsible for their child’s activities while using the Services. You warrant and represent that you have all necessary rights, power, and authority to agree to these Terms and perform your obligations hereunder, and nothing contained in these Terms or in the performance of such obligations will place you in breach of any other contract or obligation.
You may be required to create an account to use some of the features of the Services. You must keep your password confidential and you are solely responsible for maintaining the confidentiality and security of your account. You agree you will be liable for all changes and updates submitted through your account, and all activities that occur in connection with your account. In creating an account, you represent to us that all information you provide in such process is true, accurate and correct, and that you will update your information as necessary to keep it accurate. You may not impersonate someone else, create or use an account for anyone other than yourself, provide an email address other than your own, create multiple accounts except as otherwise authorized by us, or provide or use false information. In the event of any unauthorized use of your account, you agree to notify us immediately by contacting us at the information provided below and you agree to change your password. You may not transfer your account to anyone else without our prior written permission.
We reserve the right to refuse any delivery you place through our delivery services. We may, in our sole discretion, restrict your ability to order using the Services, including deliveries placed by or under the same customer account, the same credit card, and/or deliveries that use the same billing and/or shipping address. In the event that we make a change to or cancel a delivery, we may attempt to notify you by contacting the e-mail and/or billing address/phone number provided in connection with the delivery. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers or distributors.
You agree to provide current, complete and accurate information as requested for all deliveries placed through the Services. You agree to promptly update your account and other information, including your email address and credit card numbers and expiration dates (if applicable), so that we can complete your transactions and contact you as needed.
You may elect to use the Services to make payments to third-party retailers (“Olive Payments”). If you use Olive Payments, you expressly authorize us or our third-party payment gateway and processor (“Payment Processors”) to charge you for each transaction. Our Payment Processors may ask you to supply additional information relevant to your transaction, including your credit card number, the expiration date of your credit card, and your email and postal addresses for billing and notification (such information, “Payment Information”). You will provide all Payment Information directly to our Payment Processors. You represent and warrant that you have the legal right to use all payment method(s) represented by any such Payment Information. When you initiate a transaction through Olive Payments, you authorize our Payment Processors to complete your transaction, and to charge your payment method for the transaction (plus any applicable taxes and other charges). You may need to provide additional information to verify your identity before completing your transaction (such information is included within the definition of Payment Information). By initiating a transaction, you agree to the pricing, payment and billing policies applicable to such fees and charges, as posted or otherwise communicated to you. All fees and applicable taxes, if any, are payable in United States dollars.
You may only cancel a transaction pursuant the policies as communicated to you by us or by our Payment Processors. We may institute a chargeback policy as we deem appropriate in the event that you or your bank does not honor a payment obligation or if our Payment Processors question our ability to collect funds from you. As part of such chargeback policy, we may in our sole discretion suspend, terminate, or otherwise limit your ability to use the Services or otherwise take any action we or our Payment Processors deem necessary.
Olive may offer trial, free or fee-based access to the Services. To the extent there is a fee, you agree to pay Olive this fee to access the Services (the “Platform Fees”). Such Platform Fees do not include the costs of goods imposed by from third-party retailers, and other associated third-party fees. You authorize and direct the payment to Olive of such Platform Fees in accordance with this section. Such Platform Fees may include, in Olive’s sole discretion and as communicated to you in advance of any transaction, costs associated with delivery or your use of our Services. If there is a problem charging your selected payment method, we may charge any other valid payment method associated with your account. Olive reserves the right to request additional information from you related to your payment method to verify your identity and use of the Services in compliance with these Terms.
Under no circumstance is Olive responsible for any refunds for any Platform Fees. Except as provided in the sales agreements or when required by law, all transactions processed by Olive are subject to the return and refund terms of the third-party retailer.
Olive, at its sole discretion, may make promotional offers with different features and different rates to any User. These promotional offers are subject to the terms of this Agreement and may be valid only for certain Users as indicated in the offer. You agree that promotional offers: (i) may only be used by the intended audience, for the intended purpose, and in a lawful manner; (ii) may not be duplicated, sold or transferred in any manner, or made available to the general public, unless expressly permitted by Olive; (iii) are subject to the specific terms that Olive establishes for such promotional offer; (iv) cannot be redeemed for cash or cash equivalent; and (v) are not valid for use after the date indicated in the offer or in Olive’s Terms and Conditions for Promotional Offers and Credits. Olive reserves the right to withhold or deduct credits or benefits obtained through a promotion in the event that Olive determines or believes that the redemption of the promotion or receipt of the credit or benefit was in error, fraudulent, illegal, or in violation of the applicable promotion terms or this Agreement. Olive reserves the right to modify or cancel an offer at any time. Olive’s Terms and Conditions for Promotional Offers and Credits apply to all promotional offers. You agree that we may change our Terms and Conditions for Promotional Offers and Credits at any time. Any credit issued by Olive is valid for any time period that Olive sets to the extent prohibited under applicable law and may not be redeemed for cash or cash equivalent. Upon expiration, credits will be removed from your account. Expired credits are no longer redeemable and cannot be used towards any purchase.
Olive does not control, and is not liable for, the price, condition, or quality of products ordered from third-party retailers delivered through the Services. Please contact the retailer from which you ordered the item should you have any questions or complaints about the product.
You acknowledge and agree that Olive may remove items from retailer packaging where reasonably required to deliver the products to you (for example, where third-party retailer packaging is too large to be shipped using our standard protocols).
This site may contain certain historical information. Historical information, necessarily, is not current and is provided for your reference only. We reserve the right to modify the contents of this site at any time, but we have no obligation to update any information on our site. You agree that it is your responsibility to monitor changes to our site.
We reserve the right at any time to modify or discontinue the Services (or any part or content thereof) without notice at any time. Pricing errors may occur on the Services. Olive reserves the right to cancel any purchases of Services containing pricing errors with no further obligations to you, even after your receipt of an order confirmation or shipping notice from Olive. We reserve the right, as permitted under applicable law, to impose fees for new or existing aspects of the Services, and to modify existing fees. To the fullest extent permitted by law, we shall not be liable to you or to any third party for any modification, price change, suspension or discontinuance of the Services.
All content on the Services (including, for example, text, designs, graphics, logos, icons, images, audio clips, downloads, interfaces, information, code and software, and the selection and manner of compilation and presentation) (the “Content”), is owned by Olive, our content providers, or their licensors, and may be protected by copyright, trademark, and other applicable laws.
Your access to and use of the Services does not grant you any license or right to use any trademark, logo, or service mark displayed on the Services. Olive, our content providers, or their licensors retain full and complete title to and reserve all rights in the material on the Services, including all associated intellectual property rights. Olive neither warrants nor represents that your use of materials on the Services will not infringe rights of third parties.
You may access the Services only for your personal and non-commercial use, and you may not modify or delete any copyright, trademark or other proprietary notice relating to the material you access.
All software used on the Services is the property of Olive or our licensors and protected by United States and international copyright laws. Subject to these Terms, Olive hereby grants you a limited, non-exclusive, non-sublicensable, non-assignable license to use the Services for your personal, noncommercial use only. This license does not include any: (i) resale or commercial use of the Services; (ii) any derivative use of the Services; (iii) any downloading or copying of account information for the benefit of a third-party business; or (iv) any use of data mining, robots, or similar data gathering and extraction tools. You may not attempt to discover any source code, modify, publish, adapt, transmit, participate in the transfer or sale of, exhibit, distribute, display, reverse engineer, decompile, dissemble, perform, reproduce, create derivative works from, or in any way exploit any of the Services, in whole or in part. Downloading or copying the Services (including the Content) for other than personal use is expressly prohibited without the prior written permission of Olive or any other copyright owner. You acknowledge that you do not acquire any ownership rights by accessing, downloading, or copying any of the Services (which includes the Content), nor may you frame or utilize framing techniques to enclose any trademark, logo, or copyrighted material from the Services or use any meta tags or any other hidden text utilizing our names or trademarks, without the express written consent of Olive.
You agree not to display or use in any manner the Olive marks without Olive's advance written permission. You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Services, use of the Services, or access to the Services or any contact on the website through which the Services is provided, without express written permission by us.
All rights not expressly granted herein are reserved by Olive and its licensors. You agree to abide by all additional restrictions displayed on the Services as they may be updated from time to time.
When accessing or using the Services, you agree to:
abide by all laws, rules, regulations, these Terms, and all Olive policies;
only purchase the Services (to the extent we charge a fee) if you are legally able to in your jurisdiction;
comply with the instructions in any robots.txt file present on the Services.
When accessing or using the Services, you agree not to:
use the Services for any unlawful or unauthorized purpose;
solicit others to perform or participate in any unlawful acts;
violate any international, federal, provincial or state regulations, rules, laws, or local ordinances;
infringe upon or violate our intellectual property rights or the intellectual property rights of others;
harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability;
submit false or misleading information;
submit objectionable content, including profanity, obscenity, lasciviousness, violence;
upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Services or of any related website, other websites, or the Internet;
collect or track the personal information of others;
alter the way that an aspect of the Services is displayed or delivered to other users;
use the Services for any obscene or immoral purpose; or
attempt to probe, scan, or test the vulnerability of the Services or interfere with or circumvent the security features of the Services or any related website, other websites, or the Internet;
use the Services for any obscene or immoral purpose; or
attempt to probe, scan, or test the vulnerability of the Services or interfere with or circumvent the security features of the Services or any related website, other websites, or the Internet;
access the Services if we have requested that you refrain from such access;
attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services;
Impersonate or misrepresent your affiliation with any person or entity;
Violate any applicable law or regulation; or
Encourage or enable any other individual to do any of the foregoing.
We reserve the right to terminate your use of the Services or any related website or service if we determine in our sole discretion you have committed any of the violations listed above, or have otherwise violated these Terms or any applicable law or regulation.
The products available for delivery via our delivery service are from third parties. In addition, third-party links on this website may direct you to third-party websites that are not affiliated with us. We are not responsible for examining or evaluating the content or accuracy, and we do not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third parties.
We are not liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party materials or websites. Please review carefully the third party's policies and practices and make sure you understand them before you engage in any transaction.
In the event that you have a dispute with one or more third-party retailer, you agree to address such dispute directly with such third-party retailer and you release us and our affiliates, officers, directors, agents, investors, subsidiaries and employees from any and all claims, demands or damages (actual or consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such dispute. If a dispute arises between a you and a third-party retailer, we may, in our sole discretion, facilitate communications between you and the third-party retailer in connection with such dispute as provided in this Section 11. If such a dispute is unable to be resolved between you and the third-party retailer, we may or may not, in our sole discretion, intervene in such dispute and take any actions we deem appropriate.
By sending us any feedback, comments, questions, or suggestions concerning Olive or any of our Services whether online, by email, by postal mail, or otherwise (collectively, “Feedback”), you represent and warrant (a) that you have the right to disclose the Feedback, (b) that the Feedback does not violate the rights of any other person or entity, and (c) that your Feedback does not contain the confidential or proprietary information of any third party or parties. By sending us any Feedback, you further (i) agree that we are under no obligation of confidentiality, express or implied, with respect to the Feedback, (ii) acknowledge that we may have something similar to the Feedback already under consideration or in development, and (iii) grant us an irrevocable, non-exclusive, royalty-free, perpetual, worldwide license to use, modify, prepare derivative works, publish, distribute and sublicense the Feedback, without any credit or compensation to you. This Feedback section shall survive any termination of your account or any aspect of the Service.
Olive may communicate with you using email, phone calls, chatbots and text messages, including autodialed or prerecorded calls and text messages, at any email address or telephone number that you provide us, to: (i) notify you regarding your account; (ii) provide customer support; (iii) troubleshoot problems with your account; (iv) resolve a dispute; (v) collect a debt; (vi) poll your opinions through surveys or questionnaires; or (vii) as otherwise necessary to service your account or enforce these Terms, our policies, applicable law, or any other agreement we may have with you.
If you would like to receive marketing via mobile texts and alerts, you may sign up to do so. By signing up, you provide your consent to receive recurring autodialed marketing texts or other mobile messages from or on behalf of us at the mobile number you've provided. You understand that consent is not a condition of purchase. Message and data rates may apply. If you would like to be removed from the Olive marketing text list, you must reply STOP to any mobile message. If at any time you intend to stop using the mobile telephone number that has been used to subscribe to text messaging, including canceling your service plan or selling or transferring the phone number to another party, you agree that you will complete the user opt out process set forth above prior to ending your use of the mobile telephone number. You understand and agree that your agreement to do so is a material part of these Terms. You further agree that, if you discontinue the use of your mobile telephone number without notifying us of such change, you agree that you will be responsible for all costs (including attorneys' fees) and liabilities incurred by us, or any party that assists in the delivery of the mobile messages, as a result of claims brought by individual(s) who are later assigned that mobile telephone number. This duty and agreement shall survive any cancellation or termination of your account or these Terms.
YOU AGREE THAT YOU SHALL INDEMNIFY, DEFEND, AND HOLD US HARMLESS FROM ANY CLAIM OR LIABILITY RESULTING FROM YOUR FAILURE TO NOTIFY US OF A CHANGE IN THE INFORMATION YOU HAVE PROVIDED, INCLUDING ANY CLAIM OR LIABILITY UNDER THE TELEPHONE CONSUMER PROTECTION ACT, 47 U.S.C. § 227, et seq., OR SIMILAR STATE AND FEDERAL LAWS, AND ANY REGULATIONS PROMULGATED THEREUNDER RESULTING FROM US ATTEMPTING TO CONTACT YOU AT THE MOBILE TELEPHONE NUMBER YOU PROVIDED.
Olive may route phone and text communications through a third-party service provider, and we or the service provider may record telephone conversations or chatbot exchanges you have with Olive or its agents for quality control and training purposes, or for our own protection.
Occasionally there may be information in the Services that contains typographical errors, inaccuracies or omissions that may relate to product descriptions, pricing, promotions, offers, product shipping charges, transit times and availability. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information if any information in the Services or on any related website is inaccurate at any time without prior notice (including after you have made a purchase of the Service, to the extent we charge a fee).
We undertake no obligation to update, amend or clarify information in the Services or on any related website, including without limitation, pricing information, except as required by law. No specified update or refresh date applied in the Services or on any related website, should be taken to indicate that all information in the Services or on any related website has been modified or updated.
THIS DISCLAIMER SECTION IS AN ESSENTIAL PART OF THESE TERMS.
WE DO NOT GUARANTEE, REPRESENT OR WARRANT THAT YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE.
WE DO NOT WARRANT THAT THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE.
YOU AGREE THAT FROM TIME TO TIME WE MAY REMOVE THE SERVICES FOR INDEFINITE PERIODS OF TIME OR CANCEL THE SERVICES AT ANY TIME, WITHOUT NOTICE TO YOU.
WE DO NOT WARRANT THAT THE QUALITY OF ANY PRODUCTS (INCLUDING BUT NOT LIMITED TO THE BROWSER EXTENSION), SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICES WILL MEET YOUR EXPECTATIONS, OR THAT ANY ERRORS IN THE SERVICES WILL BE CORRECTED.
WE DO NOT WARRANT THAT ANY SANITATION OF THE PRODUCTS, INCLUDING ANY UV SANITATION, THAT WE MAY PERFORM WILL BE EFFECTIVE OR THAT ANY PRODUCTS PURCHASED THROUGH THE SERVICES WILL BE FREE OF VIRUSES, BACTERIA OR GERMS. YOU EXPRESSLY AGREE THAT YOUR USE OF, OR INABILITY TO USE, THE SERVICES IS AT YOUR SOLE RISK. TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, THE SERVICES AND ALL PRODUCTS AND SERVICES DELIVERED TO YOU THROUGH THE SERVICES ARE (EXCEPT AS EXPRESSLY STATED BY US) PROVIDED 'AS IS' AND 'AS AVAILABLE' FOR YOUR USE, WITHOUT ANY REPRESENTATION, WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, DURABILITY, TITLE, AND NON-INFRINGEMENT.
IF YOU RELY ON ANY DATA OR INFORMATION OBTAINED THROUGH THE SERVICES, YOU DO SO AT YOUR OWN RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE OR LOSS THAT RESULTS FROM YOUR USE OF SUCH DATA OR INFORMATION.
CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE FOREGOING DISCLAIMERS, EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, IN NO CASE SHALL OLIVE, OUR DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, CONTRACTORS, INTERNS, SUPPLIERS, SERVICE PROVIDERS OR LICENSORS BE LIABLE FOR ANY INJURY, LOSS, CLAIM, OR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION LOST PROFITS, LOST REVENUE, LOST SAVINGS, LOSS OF DATA, REPLACEMENT COSTS, OR ANY SIMILAR DAMAGES, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, ARISING FROM YOUR USE O PRODUCTS PROCURED USING THE SERVICES, OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO YOUR USE OF THE SERVICES OR ANY PRODUCT, INCLUDING, BUT NOT LIMITED TO, ANY ERRORS OR OMISSIONS IN ANY CONTENT, OR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF THE SERVICES OR ANY CONTENT (OR PRODUCT) POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICES, EVEN IF ADVISED OF THEIR POSSIBILITY.
THIS DISCLAIMER APPLIES, WITHOUT LIMITATION, TO ANY DAMAGES OR PERSONAL INJURY ARISING FROM ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECTS, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUSES, FILE CORRUPTION, COMMUNICATION-LINE FAILURE, NETWORK OR SYSTEM OUTAGE, YOUR LOSS OF PROFITS, ANY THEFT, DESTRUCTION, UNAUTHORIZED ACCESS TO, ALTERATION OF, LOSS OR USE OF, ANY RECORD OR DATA, AND ANY OTHER TANGIBLE OR INTANGIBLE LOSS.
UNDER NO CIRCUMSTANCES WILL THE TOTAL AGGREGATE AMOUNT THAT OLIVE IS LIABLE TO YOU EXCEED THE GREATER OF (I) $100.00 OR (II) THE AMOUNTS PAID BY YOU TO OLIVE IN CONNECTION WITH THE SERVICES IN THE TWELVE (12) MONTH PERIOD PRECEDING THE EVENT ON WHICH YOUR CLAIM IS BASED. THE FOREGOING CAP ON LIABILITY SHALL NOT APPLY TO LIABILITY OF OLIVE FOR (1) DEATH, TANGIBLE PROPERTY DAMAGE, OR PERSONAL INJURY CAUSED BY OLIVE'S GROSS NEGLIGENCE OR FOR (2) ANY INJURY CAUSED BY OLIVE'S FRAUD OR FRAUDULENT MISREPRESENTATION.
THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN OLIVE AND YOU.
BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, OUR LIABILITY SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
To the fullest extent allowed by applicable law, you agree to indemnify, defend and hold harmless Olive and our parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third-party due to or arising out of your breach of these Terms or the documents they incorporate by reference, or your violation of any law or the rights of a third-party. In the event of such a claim, suit, or action ("Claim"), we will attempt to provide notice of the Claim to the contact information we have for your account (provided that failure to deliver such notice shall not eliminate or reduce your indemnification obligations hereunder).
Olive reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Olive in asserting any available defenses. This provision does not require you to indemnify Olive for any unconscionable commercial practice by Olive or for Olive's negligence, fraud, deception, false promise, misrepresentation or concealment, suppression or omission of any material fact. You agree that the provisions in this section will survive any termination of your account, these Terms or your access to the Services, including the purchase or use of any benefits through the Services.
These Terms are effective unless and until terminated by either you or us. You may terminate these Terms at any time by notifying us that you no longer wish to use our Services, or when you cease using our Services. We are also free to terminate (or suspend access to) your use of the Services or your account, for any reason in our discretion, including your breach of these Terms. We have the sole right to decide whether you are in violation of any of the restrictions set forth in these Terms.
Even after your right to use the Service is terminated, these Terms will remain enforceable against you and unpaid amounts you owe to Olive for the Services will remain due.
Provisions that, by their nature, should survive termination of these Terms shall survive termination. By way of example, all of the following will survive termination: any obligation you have to pay us or indemnify us, any limitations on our liability, any terms regarding ownership or intellectual property rights, and terms regarding arbitration and class action waiver.
We each agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Services (collectively, “Disputes”) will be resolved solely by binding, individual arbitration and not in a class, representative or consolidated action or proceeding. You and Olive agree that the U.S. Federal Arbitration Act governs the interpretation and enforcement of these Terms, and that you and Olive are each waiving the right to a trial by jury or to participate in a class action. This arbitration provision shall survive termination of these Terms.
As limited exceptions to Section 20.1 above: (i) we both may seek to resolve a Dispute in small claims court if it qualifies; and (ii) we each retain the right to seek injunctive or other equitable relief from a court to prevent (or enjoin) the infringement or misappropriation of our intellectual property rights.
The arbitration will be conducted by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (the “AAA Rules”) then in effect, except as modified by these Terms. The AAA Rules are available at www.adr.org or by calling 1-800-778-7879. A party who wishes to start arbitration must submit a written Demand for Arbitration to AAA and give notice to the other party as specified in the AAA Rules. The AAA provides a form Demand for Arbitration at www.adr.org.
Any arbitration hearings will take place in the county (or parish) where you live, unless we both agree to a different location. The parties agree that the arbitrator shall have exclusive authority to decide all issues relating to the interpretation, applicability, enforceability and scope of this arbitration agreement.
Payment of all filing, administration and arbitrator fees will be governed by the AAA Rules, and we won’t seek to recover the administration and arbitrator fees we are responsible for paying, unless the arbitrator finds your Dispute frivolous. If we prevail in arbitration, we’ll pay all of our attorneys’ fees and costs and won’t seek to recover them from you. If you prevail in arbitration you will be entitled to an award of attorneys’ fees and expenses to the extent provided under applicable law.
Except as provided in Section 20.2 above, the arbitrator shall determine all issues of liability on the merits of any claim asserted by either party and may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim. To the extent that you or we prevail on a claim and seek public injunctive relief (that is, injunctive relief that has the primary purpose and effect of prohibiting unlawful acts that threaten future injury to the public), the entitlement to and extent of such relief must be litigated in a civil court of competent jurisdiction and not in arbitration. The parties agree that litigation of any issues of public injunctive relief shall be stayed pending the outcome of the merits of any individual claims in arbitration.
YOU AND OLIVE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, if the parties’ Dispute is resolved through arbitration, the arbitrator may not consolidate another person’s claims with your claims, and may not otherwise preside over any form of a representative or class proceeding. If this specific provision is found to be unenforceable, then the entirety of this Dispute Resolution section shall be null and void.
With the exception of any of the provisions in Section 20.6 of these Terms (“Class Action Waiver”), if an arbitrator or court of competent jurisdiction decides that any part of these Terms is invalid or unenforceable, the other parts of these Terms will still apply.
You agree to receive communications from Olive electronically, such as emails, texts, mobile push notices, or notices and message on the Services, and to retain copies of these communications for your records. You agree that all terms and conditions, agreements, notices, disclosures, and other communications and documents that Olive provides to you electronically will have the same legal effect that such communications or documents would have if they were set forth in "writing."
You may not assign, delegate or transfer these Terms or your rights or obligations hereunder, or your account, in any way (by operation of law or otherwise) without Olive's prior written consent. We may transfer, assign, or delegate these Terms and our rights and obligations without consent.
These Terms are not enforceable by or for the benefit of any third party.
Olive shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.
These Terms and any dispute of any sort that might arise between you and Olive will be interpreted in accordance with the law of the State of Delaware and the United States of America, consistent with the Federal Arbitration Act, without regard to any conflict-of-law or other principles that provide for the application of the law of another jurisdiction.
Any claim or dispute that between you and Olive that arises out of or is related to the Services and is not subject to arbitration or eligible for small claims action, shall be decided exclusively by a court of competent jurisdiction located in Delaware, and you hereby consent to, and waive all defense of lack of personal jurisdiction and forum non conveniens with respect to venue and jurisdiction in the state and federal courts of New Jersey.
Where Olive requires that you provide an email address, you are responsible for providing Olive with your most current email address. In the event that the last e-mail address you provided to Olive is not valid, or for any reason is not capable of delivering to you any notices required/ permitted by these Terms, Olive's dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to Olive at the following address: Olive, PO Box 729 Summit, NJ 07902. Such notice shall be deemed given when received by Olive by letter delivered by nationally recognized overnight delivery service or first-class postage prepaid mail at the above address.
In accordance with California Civil Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.
These Terms and any policies or operating rules posted by us through the Services constitute the entire agreement and understanding between you and us and govern your use of the Services, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms of Service). These Terms shall not be modified by any of: (i) course of performance between the parties; (ii) course of conduct or dealing between the parties; or (iii) applicable trade practice.
The failure of us to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.
Subject to Section 20 (Arbitration), in the event that any provision of these Terms is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms, such determination shall not affect the validity and enforceability of any other remaining provisions.
Any ambiguities in the interpretation of these Terms shall not be construed against the drafting party.
The headings used in the Terms are included for convenience only and will not limit or otherwise affect these Terms.
We reserve the right, at our sole discretion, to update, change or replace any part of these Terms. The most current version of the Terms will be posted on the Services and it is your responsibility to check our website periodically for changes. If the changes include material changes that affect your rights or obligations, we will notify you of the changes by reasonable means, which could include notification through the Services or via email. Your continued use of the Services following the effective date of any changes to these Terms constitutes acceptance of those changes, provided that the foregoing does not apply to the Arbitration or Waiver of Class or Consolidated Actions provisions. If you do not agree to the new Terms, you may not use the Service.
If you have any questions or concerns with respect to these Terms or the Service, or to report any violations of these Terms, please contact us at [email protected].