TERMS & CONDITIONS FOR PURCHASE AND/OR USE OF ILLUMINO LASHES PRODUCTS AND SERVICES
By purchasing and/or using illumino Lashes™ products and services, you agree to the following Terms & Conditions for Purchase and/or Use of illumino Lashes™ Products and Services (“Agreement”). This Agreement is made between Cosmo Spa Lounge & Supply, Inc. d.b.a. illumino Lashes (“Illumino Lashes”) and any customer of Illumino Lashes™ products and services (“you”, “your”, or “Customer”).
This Agreement must be read, signed or electronically consented to by Customer in order for Customer to receive the Illumino Lashes™ products (the “Products”) purchased hereunder and/or prior to Customer’s participation in any Illumino Lashes™ training course(s) (“Course(s)”) and governs Customer’s: (1) Use of illumino Lashes™ Products; (2) Use of illumino Lashes™ Marketing Materials; (3) illumino Lashes™ Training and Certification; (4) Confidentiality; (5) Limitation of Liability; Indemnification; and Disclaimer of Warranties; and (6) General Terms.
Illumino Lashes reserves the right to modify this Agreement in its sole and absolute discretion at any time without notice.
(1) USE OF THE PRODUCTS:
FOR PROFESSIONAL USE ONLY. Customer acknowledges and agrees that the Product(s) are intended for professional use only in accordance with the laws of each applicable state: (1) by schools that hire Illumino Lashes™ to provide Courses at their schools, for purchase and use by students at the schools in a Illumino Lashes Course; (2) by any student for use in a Illumino Lashes Course to become certified by Illumino Lashes (as a “Certified Illumino Lashes Specialist”) in the Illumino Lashes eyelash extension technique (the “Technique”); and (3) by Certified Illumino Lashes Specialists in “Good Standing” (as defined below) in performing the Technique on members of the public (each an “Authorized Use”).
Customer represents, covenants and warrants that he/she shall comply with any laws and requirements concerning the application of any Products. Customer acknowledges and agrees that Illumino Lashes only sells the Products to licensed professionals in the beauty, medical or dental industry. Customer further acknowledges and agrees that if the state in which they reside does not require a license to practice certain beauty or body treatment techniques, Customer shall provide Illumino Lashes proof of formal certificate training or acceptable credentials within the beauty, medical or dental fields as a pre-requisite to any Illumino Lashes Course and/or certification. Customer represents, warrants and covenants that he/she is a licensed and/or certified professional within the beauty, medical or dental industries.
As an express condition of Customer’s purchase of any Product, Customer agrees to submit a copy of a professional license and/or certificate to Illumino Lashes at the time of Customer’s request for the purchase of the Product to firstname.lastname@example.org, and shall present such professional license and/or certificate and photo ID, as applicable, to the Illumino Lashes trainer at the scheduled training location.
It is understood and agreed that Illumino Lashes reserves the right to discontinue and substitute any Product(s) in its sole and absolute discretion without prior notification.
All items purchased from Illumino Lashes are made pursuant to a shipment contract and the risk of loss and title for such items pass to Customer upon delivery of such Product(s) to the carrier.
Illumino Lashes does not warrant that product descriptions or other content of any Illumino Lashes™ Product or Service is accurate, complete, reliable, current or error-free to the maximum extent permitted under the law.
Only unopened and sealed Product (excluding adhesives) returned with a within thirty (30) days of receipt by Customer shall be accepted for a refund of the price Customer paid less a twenty-five percent (25%) restocking and shipping fee.
Kit Purchases. Only unopened and sealed Kits will be considered for a return if all unopened and sealed items contained within such Kit are returned within thirty (30) days of receipt and prior to Customer’s scheduled Course. If a Kit is returned within thirty (30) days of purchase AND prior to Customer’s scheduled Course date, then the refund will be calculated by subtracting a restocking and shipping fee of twenty-five (25) percent of the total Kit price. Once received, please allow for up to fourteen (14) days for return processing.
Return shipments must be addressed to:
259 12th Street,
Oakland, CA 94607
As a condition of Customer’s acceptance of any Products, Customer agrees not to perform the Technique on any person (including removing any eyelash extensions already worn by any individual) without first having such person sign and date the Illumino Lashes’
Client In-Take/Consent Form whereby the client acknowledges the risks of the procedure, consents to the application procedure and the use of before and after photographs of his/her eyes.
If Customer is a Certified Illumino Lashes Specialist, and remains in Good Standing (as described below), Customer will be able to: (1) use the Products for the Authorized Uses; and (2) use the Marketing Materials (as defined below). Customer acknowledges and agrees that if they are not a Certified Illumino Lashes Specialist, or cease at any time for any reason to be a Certified Illumino Lashes Specialist, or are a Certified Illumino Lashes Specialist but cease at any time for any reason to remain in Good Standing (as defined below), any use of the Product(s), the Marketing Materials shall be a material breach of this Agreement.
As a Certified Illumino Lashes Specialist, Customer shall be considered in “Good Standing” so long as in compliance with all of the terms and conditions of this Agreement and any other agreement you enter into with Illumino Lashes. Without limiting the generality of the foregoing, Customer shall not be considered in Good Standing if you at any time Customer:
a) provides substandard applications of the Products;
b) apply or remove any Products in an unsafe manner;
c) offer to perform the Technique at substantially lower prices than the fair market charges for the area (without limiting the generality of the foregoing, the fair market charges for the Techniques should be no less than $125 USD per hour);
d) violates and/or threatens to violate any duty of confidentiality owed to Illumino Lashes under any existing or future agreements;
e) attempts to train another individual on the Technique without being certified as a trainer by Illumino Lashes;
f) engages in any acts that would compromise client safety or the reputation of illumino Lashes™;
g) fails to comply with the requirements for using the “Marketing Materials” (defined below);
h) fails to use the Products and Technique exclusively together; or
i) fails to remain “Active” by not regularly purchasing Illumino Lashes™ adhesives and eyelash extensions every 90 days from the last order of such products.
Customer acknowledges and agrees that in order to appear on the “WHERE TO FIND ILLUMINO LASHES MAP” on www.illuminolashes.com, Customer must pass the training Course, receive a certificate and maintain Good Standing.
(2) USE OF MARKETING MATERIALS:
Only Certified illumino Lashes Specialists in Good Standing may use the illumino Lashes™ marketing materials in their original form as provided by illumino Lashes (“Marketing Materials”).
Customer may only use the Marketing Materials in advertisements (in whatever medium) when the content of such proposed advertisement has been approved by illumino Lashes in writing for the purpose of promoting the Products and/or Technique.
Customer acknowledges and agrees that prior to using, publishing, airing, or distributing any advertisement(s) containing any Marketing Materials (whether in part of in whole) shall: (1) provide illumino Lashes with a copy of any such proposed advertisement; (2) provide illumino Lashes with the stated purpose of such advertisement, and (3) receive illumino Lashes written permission to use such advertisement.
(3) TRAINING AND CERTIFICATION:
In order to protect the general public safety, and the reputation illumino Lashes brand, illumino Lashes does not guaranty certification and maintains the right to “decertify,” or no longer recognize a certificate as being valid, and prohibit use of its Products, brand, logo, Marketing Materials, images, training materials and Confidential Information (as defined below) by Customer that the illumino Lashes perceives in its sole and absolute discretion may cause harm to either individuals or the illumino Lashes brand. It is the sole responsibility of the student to meet any and all requirements to perform Technique safely and to gain and develop their own competence and skill. Attendance alone at an illumino Lashes Course does not guarantee certification.
Customer acknowledges and agrees that In order to earn a certification with Illumino Lashes, they must:
(a) Purchase an illumino Lashes Kit prior to receiving certification (or the equivalent of the cost of a Kit in retail value for Illumino Lashes adhesive, remover and lash extensions);
(b) provide adequate proof of professional license, formal training, or credentials within the beauty, medical or dental industry;
(c) provide his/her own model for the application portion of the any Course;
(d) be able to demonstrate to a certified illumino Lashes instructor that they can perform the Technique safely and safely remove such eyelash extensions while keeping a sanitary environment; and
(e) maintain the illumino Lashes standard and Good Standing requirements set forth herein.
If Customer is not able is not able to able to earn an illumino Lashes certification after the Course by failing to meet any of the above requirements, Customer may elect to redo the Course and pay a redo fee of fifty-percent (50%) of the initial Course fee.
Customer acknowledges and agrees that in order for illumino Lashes to provide the best training experience to its students advance planning and substantial expense are required. In order to secure a position in any Course, Customer shall provide illumino Lashes with a non-refundable deposit of fifty-percent (50%) of the total Course fees (the “Deposit”) no later than thirty (30) days from the scheduled start date of such Course. Customer shall also pay 100% of the Course no later than twenty-one (21) days prior to the scheduled start date of such Course. Customer further acknowledges and agrees to provide his/her own model for the application portion of the any Course.
Customer further acknowledges and agrees that if they choose to re-schedule a Course, the following terms shall apply:
If Customer provides at least: (1) fourteen (14) days or greater written notice, a non-refundable administration fee of $250 USD will be required to reschedule the Course; (2) within seven (7) to fourteen (14) days of the scheduled Course, a $350 non-refundable administrative fee applies; (3) Under seven (7) days of the scheduled class, there will be an administrative fee of $450 for the Certification Course and an additional $400 for the Advanced Course applied when you reschedule within six (6) months; and (4) If you fail to attend a scheduled class without notice, rescheduling your class would require full payment. If you are rescheduling due to illness, such as emergency surgery or hospitalization, or a death in your immediate family, only a $75 administration fee will apply when proper documentation to evidence such event is provided. If and only if you are rescheduling due to severe weather conditions in which local or state authorities declare roads to be unsafe for travel shall the administration fee shall be waived.
CUSTOMER ACKNOWLEDGES AND AGREES THAT ILLUMINO LASHES SHALL NOT PROVIDE ANY REIMBURSEMENT FOR COSTS INCURRED FROM A CANCELLATION, TRAVEL AND OTHERWISE.
Customer acknowledges and agrees that in the event that illumino Lashes must reschedule a Course (for any reason or no reason), Customer’s sole and exclusive remedy shall be to reschedule for the next available scheduled Course at no additional cost.
Customer acknowledges and agrees that in the event that they: (1) exhibit disruptive classroom behavior or (2) use recording devices, such as audio, video or still photos in any manner, illumino Lashes reserves the right to refuse training, to require Customer’s removal from such Course without the right to any refunds for Course fees, training, or the Products purchased; (3) All deposits, payments and/or product credits will be considered forfeited to the benefit of illumino Lashes if not redeemed within twelve (12) months of payment.
Customer shall have the option after attending a Course and purchasing an illumino Lashes Kit or (or its equivalent in retail value for illumino Lashes adhesive, remover and lash extensions) of attending one (1) additional scheduled hands-on workshop (“Workshop”) at no additional cost within six (6) months of the initial Course. This six (6) month period is effective exactly six months from the training Course, whether or not a class is offered in your specific geographic area. For the avoidance of doubt, lunch and training supplies are not included the Workshop.
To schedule a Workshop, please send your request to email@example.com along with the date and location you are requesting. You will receive a confirmation email of the Workshop reservation. You will be billed an administration fee of $50.00 upon confirmation of your attendance for the Workshop. Customer acknowledges and agrees to provide his/her own model for the application portion of any Workshop. illumino Lashes may be able to provide a model with adequate notice at a rate of $100 USD per Workshop.
If you are scheduled for a Workshop and/or redo and cancel within seven (7) business days, you may reschedule to an alternate month for an additional $50 administration fee. If you fail to appear to your Workshop and/or redo, or require additional training, the charges for additional training and any additional requirements shall be at the sole absolute discretion of illumino Lashes.
Customer hereby acknowledges and consents to the recording of his/her likeness and statements (photograph, film, tape or otherwise, known as “illumino Media”) and grants illumino Lashes a worldwide, perpetual and irrevocable license and right to copy, reproduce and use any and all illumino Media for any purpose whatsoever. The rights granted herein include the right to use, copy and modify Customer’s likeness and statements in any illumino Media contained in any marketing materials, publication, recording or other medium.
Customer represents, covenants and warrants they are not an owner, employee, independent contractor or educator of any other competitor to illumino Lashes that offers eyelash extension products and/or training.
(4) CONFIDENTIALITY AND NON USE:
a} Confidentiality and Nondisclosure.
Confidential Information. “Confidential Information” shall include all information of illumino Lashes disclosed to or learned by Customer pursuant to the terms of this Agreement which illumino Lashes identifies as confidential or which Customer should reasonably understand to be confidential. Without limitation of the foregoing, Confidential Information shall include but is not limited to certain proprietary information and knowledge relating to the Products and Technique; illumino Lashes client lists; price lists; rate structures; a; marketing strategies and information; training materials, chemical and formula information pertaining to the Products; and any other information of a technical, financial or business nature existing now or hereafter developed. Customer acknowledges and agrees that the Confidential Information is special and unique and constitutes valuable trade secrets of illumino Lashes to the maximum extent allowed under the law.
b) Nondisclosure and Non use of Confidential Information. Commencing on the Effective Date and thereafter, Customer shall keep Confidential Information in strict confidence at all times and shall. Customer shall have the right to disclose Confidential Information as strictly necessary for compliance with legal or regulatory requirements including subpoenas. Prior to any such disclosure, Customer shall provide prompt written notice to illumino Lashes, and shall cooperate with any effort by the illumino Lashes to petition the authority compelling such disclosure for an order that such disclosure not occur or that such disclosure occur pursuant to terms and conditions designed to ensure continued confidentiality. In the event that a protective order or other remedy is not obtained, Customer will: (a) furnish only that portion of the Confidential Information which is legally required to be disclosed, and (b) upon the illumino Lashes’ request, will use its best efforts to obtain assurances from the authority compelling disclosure that confidential treatment be accorded to such information. Any such compelled disclosure shall not relieve Customer of its obligation to continue to otherwise maintain the confidentiality of such information.
c) Limitations of Confidentiality. Customer’s obligations with respect to items of Confidential Information shall terminate when Customer can demonstrate that: (a) such Confidential Information has become generally available to the public or within the relevant industry through no fault on the part of Customer; (b) the Illumino Lashes has made such Confidential Information available to other parties without any obligation of confidentiality; (c) Customer rightfully had such Confidential Information in its possession, free of any obligation of confidentiality to the Illumino Lashes, prior to disclosure by the Illumino Lashes; (d) such Confidential Information was independently developed by the Customer independently of and without reference to any Confidential Information; or (e) the Customer rightfully obtained such Confidential Information from a third party with the right to transfer or disclose it without any obligation of confidentiality. Following Customer’s termination of employment with the Illumino Lashes for any reason, Customer shall not take or remove any Confidential Information in any form, whether as an original, a facsimile, a copy, or an extract or summary of any kind, and will return any and all Illumino Lashes property and materials containing or constituting Confidential Information.
(5) LIMITATION OF LIABILITY; INDEMNIFICATION; AND DISCLAIMER OF WARRANTIES:
CUSTOMER SHALL INDEMNIFY, DEFEND, AND HOLD HARMLESS ILLUMINO LASHES, ITS AFFILIATES, OFFICERS, DIRECTORS, AGENTS, INDEPENDENT CONTRACTORS, TRAINERS, EMPLOYEES, AND SUPPLIERS (THE “INDEMINIFIED PARTIES”) AGAINST ANY AND ALL COSTS, DEMANDS, LIABILITIES, EXPENSES, AND LOSSES, (INCLUDING REASONABLE ATTORNEYS’ FEES AND COSTS) INCURRED AS A RESULT OF CUSTOMER’S: (1) VIOLATION OF ANY TERM OF THIS AGREEMENT; AND/OR (2) USE OR APPLICATION OF THE PRODUCT OR TECHNIQUE ON ANY PERSON.
CUSTOMER ACKNOWLEDGES AND THAT ANY LIABILITY OF ILLUMINO LASHES CONCERNING THESE PRODUCTS, REGARDLESS OF THE THEORY UPON WHICH RELIEF MAY BE BASED (WHETHER CONTRACT, TORT OR OTHERWISE), SHALL BE LIMITED TO THE AMOUNT CUSTOMER HAS PAID TO ILLUMINO LASHES FOR THE SPECIFIC PRODUCT AT ISSUE. IN NO EVENT WILL ILLUMINO LASHES BE LIABLE FOR ANY CLAIMS, DEMANDS, DAMAGES, LIABILITIES, SUITS, ATTACHMENTS, JUDGMENTS, LOSSES, PENALTIES, FINES, SETTLEMENTS, EXPENSES, INCLUDING COURT COSTS AND REASONABLE ATTORNEYS’ FEES INCIDENT THERETO, INDIRECT, SPECIAL, INCIDENTAL, ECONOMIC, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES ARISING OUT OF THE USE OR MISUSE OF PRODUCTS OR SERVICES SOLD BY ILLUMINO LASHES. NOTWITHSTANDING ILLUMINO LASHES’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, CUSTOMER SHALL INDEMNIFY, DEFEND, AND HOLD HARMLESS THE INDEMNIFIED PARTIES FOR ALL SUCH CLAIMS AND ACTIONS IN EACH CASE.
TO THE MAXIMUM EXTENT ALLOWED BY LAW, ILLUMINO LASHES MAKES NO REPRESENTATIONS, GUARANTEES OR WARRANTIES (EXPRESS OR IMPLIED, WHETHER BY STATUTE, COMMON LAW, CUSTOM, USAGE OR OTHERWISE) REGARDING THE PRODUCTS, ANY SERVICES PROVIDED HEREIN, OR THE TECHNIQUE AS TO ANY MATTER INCLUDING PERFORMANCE, RESULTS, MERCHANTABILITY, SATISFACTORY QUALITY, AND FITNESS FOR A PARTICULAR PURPOSE.
(6) GENERAL PROVISIONS
a) Notice. Notices required pursuant to this Agreement shall be given by personal delivery, by commercial express courier or by certified or registered mail. Notices shall be sent to the respective addresses given below or such substitute address as wither party may give by providing notice in accordance with this provision. Notices shall be deemed given when received or, in any event, five (5) days after being deposited in the U.S. mails, properly addressed, certified or registered mail, postage prepaid. Addresses for notices are:
To illumino Lashes: To Customer:
Cosmos Spa Lounge & Supply, Inc. _____________________________
259 12th Street _____________________________
Oakland, CA 94607 _____________________________
Attention: Soo-Jin Yang _____________________________
b) Counterparts. This Agreement may be executed in separate counterparts each signed by a party and such counterparts deemed an executed whole. Signatures may be exchanged by facsimile or similar electronic means, and such signatures will be deemed original.
c) Waiver and Severability. No waiver by any party of any breach of this Agreement or failure of any party to enforce or assert any right or remedy hereunder shall be deemed a waiver of any prior, concurrent or subsequent breach. No waiver shall be effective unless it is made in writing. The invalidity or unenforceability of any provision of this Agreement shall not affect any of the other provisions of this Agreement, which shall remain in full force and effect.
d) Construction. This Agreement shall not be interpreted for or against either party on the premise that the party was or was not the drafter of the Agreement. The headings in this Agreement are for reference and shall not affect the meaning of any provision of this Agreement. All references to the singular include the plural and vice versa; all references to the masculine include the feminine and neuter; all references to the feminine include the masculine and the neuter; all references to the neuter include the masculine and the neuter.
e) Assignment. Illumino Lashes shall have the right to assign this Agreement without notice. No other assignment of this Agreement shall be effective without the prior written consent of the parties, which shall not be unreasonably withheld.
f) Complete Agreement. This Agreement is the complete and exclusive statement of agreement between the parties and supersedes all proposals and prior agreements, oral or written, and any other communications between the Parties relating to the subject matter of this Agreement.
g) Controlling Law. This Agreement shall be governed and construed in accordance with the laws of the State of California applicable to contracts entered between California residents to be entered into and performed entirely within the State of California without consideration of any principles of conflicts of laws. Any action or arbitration regarding enforcement of this Agreement shall be brought exclusively in the county of Alameda, California.
IN WITNESS WHEREOF, the parties hereto have caused their duly authorized representatives to execute this Agreement effective as of the date last written below or the date accepted electronically by Customer.
Cosmo Illumino Lashes Lounge
& Supply, Inc. d.b.a. illumino Lashes
Date Signed: Date Signed: