Terms of Conditions of Service and Sale
Last updated: July 23, 2025
IMPORTANT: THESE TERMS & CONDITIONS OF SERVICE AND SALE CONTAIN A MANDATORY ARBITRATION PROVISION THAT, AS FURTHER SET FORTH IN SECTION 19 BELOW, REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES. THIS MEANS THAT YOU AND LEMME ARE EACH GIVING UP THE RIGHT TO SUE EACH OTHER IN COURT OR IN CLASS ACTIONS OF ANY KIND, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 19 HEREIN. IN ARBITRATION, THERE IS NO JUDGE OR JURY AND THERE IS LESS DISCOVERY AND APPELLATE REVIEW THAN IN COURT.
Welcome to Lemme. Please read on to learn the rules and restrictions that govern your use of our website(s), services and applications (the “Services”), including, without limitation, any request to receive information about, or to purchase any of the products made available through our website(s) (each, a “Product”). Your purchase of any Products also will be governed by these Terms & Conditions of Service and Sale as well as any other terms made available by us to you during the sales process. If you have any questions, comments, or concerns regarding these Terms & Conditions of Service and Sale or the Services, please contact us at:
Email: support@lemmelive.com
Phone: 888-457-1505
Address: 174 West 4th Street, Suite 187 NY, NY 10014
These Terms & Conditions of Service and Sale (the “Terms”) are a binding contract between you and LEMME INC. (“Lemme,” “we” and “us”). Your use of the Services in any way, including without limitation to purchase Products, or registering for the Services, means that you agree to all of these Terms. These Terms include the provisions in this document as well as those in the Privacy Policy, and the Loyalty Rewards Terms if you sign up for our Loyalty Rewards Program. These Terms apply to all users of the Services and all purchasers and/or users of the Products, including, without limitation, registered and unregistered users. Your agreement to these Terms may also be subject to additional policies, rules and/or conditions, which may include updates and changes to the Terms (collectively, the “Additional Terms”), and which are hereby incorporated herein by reference, and you understand and agree that by agreeing to these Terms you are agreeing to be bound by the Additional Terms, subject to the terms and conditions as set forth below in the Terms. Please read these Terms carefully. They cover important information about Services and Products provided to you. These Terms include information about future changes to these Terms, limitations of liability, and a section governing resolution of disputes. PLEASE NOTE THAT YOUR USE OF, PURCHASE, AND/OR ACCESS TO OUR SERVICES AND PRODUCTS ARE SUBJECT TO THE FOLLOWING TERMS; IF YOU DO NOT AGREE TO ALL OF THE FOLLOWING, YOU MAY NOT USE, PURCHASE, OR ACCESS ANY OF THE SERVICES OR PRODUCTS IN ANY MANNER.
1. Will these Terms ever change?
We are constantly trying to improve our Products and Services and these Terms may change from time to time. We reserve the right to change the Terms at any time, but if we do, we will place a notice on our site located at www.lemmelive.com and/or notify you by some other means. If you don’t agree with the new Terms, you are free to reject them. If you do not notify us of your rejection of the new terms within thirty (30) days after you are notified of them or you use the Services in any way after a change to the Terms is effective, that means you agree to all of the changes. If you reject the new terms, you are no longer able to use the Services.
Except for changes by us as described here, no other amendment or modification of these Terms will be effective unless in writing and signed by both you and us.
2. What about my privacy?
Lemme takes the privacy of its users very seriously. For the current Lemme Privacy Policy, please click here.
Children’s Online Privacy Protection Act & General Data Protection Regulation
The Children’s Online Privacy Protection Act (“COPPA”) requires that online service providers obtain parental consent before they knowingly collect personally identifiable information online from children who are under 13 years of age. We do not knowingly collect or solicit personally identifiable information from children under 16 years of age; if you are a child under 16 years of age, please do not attempt to register for or otherwise use the Services or send us any personal information. If we learn we have collected personal information from a child under 16 years of age, we will delete that information as quickly as possible. If you believe that a child under 16 years of age may have provided us personal information, please contact us at hello@lemmelive.com.
3. What are the basics of using Lemme?
You may be required to sign up for an account, select a password and user name (“Lemme User ID”), and provide us with certain information or data, such as your contact information. You promise to provide us with accurate, complete, and updated registration information about yourself. You may not select as your Lemme User ID a name that you do not have the right to use, or another person’s name with the intent to impersonate that person. You may not transfer your account to anyone else without our prior written permission.
Additionally, you may be able to access certain parts or features of the Services by using your account credentials from other services (each, a “Third Party Account”), such as those offered by Google, Facebook and Apple. By using the Services through a Third Party Account, you permit us to access certain information from such account for use by the Services. You are ultimately in control of how much information is accessible to us and may exercise such control by adjusting your privacy settings on your Third Party Account.
You represent and warrant that you are an individual of legal age to form a binding contract (or if not, you’ve received your parent’s or guardian’s permission to use the Services and have gotten your parent or guardian to agree to these Terms on your behalf).
You will only use the Services and Products you obtain for your own internal, personal, non-commercial use, and not on behalf of or for the benefit of any third party, and only in a manner that complies with all laws that apply to you. If your use of the Services or Products is prohibited by applicable laws, then you aren’t authorized to use the Services or Products. We can’t and won’t be responsible for your use of the Services or Products in a way that breaks the law.
You will not share your Lemme User ID, account or password with anyone, and you must protect the security of your Lemme User ID, account, password and any other access tools or credentials. You’re responsible for any activity associated with your Lemme User ID and account.
No Medical Advice; Not for Emergencies
Lemme does not offer medical advice or diagnoses or advise or support self-management of health problems, nor does it endorse any particular type of medical treatment or engage in the practice of medicine. Our Services are not intended to be a substitute for professional medical advice, diagnosis, or treatment and are offered for informational and communicative purposes only. The Services are not intended to be, and must not be taken to be, the practice of medicine, nursing, pharmacy or other healthcare advice by Lemme.
The Services are not meant to diagnose or treat any conditions – only your medical professional can determine the right course of treatment for you and determine what is safe, appropriate and effective based on your needs. Reliance on any information provided by Lemme or in connection with the Services is solely at your own risk. You are solely responsible for any decisions or actions you take based on the information and materials available through the Services.
You acknowledge that although some Content (defined below) may be provided by individuals in the medical profession, the provision of such Content does not create a medical professional/patient relationship between you and Lemme or between you and any other individual or entity, and does not constitute an opinion, medical advice, or diagnosis or treatment. Healthcare providers and patients should always obtain applicable diagnostic information from appropriate trusted sources. Healthcare providers should never withhold professional medical advice or delay in providing it because of something they have read in connection with our Services.
THE SERVICES, PRODUCTS AND CONTENT SHOULD NEVER BE USED AS A SUBSTITUTE FOR EMERGENCY CARE. IF YOU HAVE A MEDICAL OR MENTAL HEALTH EMERGENCY, YOU SHOULD SEEK EMERGENCY TREATMENT AT THE NEAREST EMERGENCY ROOM OR DIAL 911.
You may contact us with general questions regarding our Products, but do not send us any specific medical, therapeutic or treatment questions.
4. What about messaging?
As part of the Services, you may receive communications through the Services, including messages that Lemme sends you (for example, via email or SMS). When signing up for the Services, you will receive a welcome message and instructions on how to opt out from receiving further messages. You understand and agree that the methods for opting out provided in such instructions are the only reasonable methods of opting out. Without limiting the scope of such communications, users that do not opt out can expect to receive messages concerning the marketing, promotion, payment, delivery and sale of digital and physical products, and services as well as checkout reminders. By signing up for the Services and providing us with your wireless number, you confirm that you want Lemme to send you information that we think may be of interest to you, which may include Lemme using automated dialing technology to text you at the wireless number you provided, and you agree to receive communications from Lemme, and you represent and warrant that each person you register for the Services or for whom you provide a wireless phone number has consented to receive communications from Lemme. You agree to indemnify and hold Lemme harmless from and against any and all claims, liabilities, damages (actual and consequential), losses and expenses (including attorneys’ fees) arising from or in any way related to your breach of the foregoing.
To the extent you voluntarily opt to have SMS notifications sent directly to your wireless phone number, the following terms apply:
1. your mobile provider's standard messaging rates apply to our confirmation SMS and all subsequent SMS correspondence. You may choose to receive our mobile alerts by signing up. Message and data rates may apply, according to your individual rate plan provided by your wireless carrier. Please consult your mobile service carrier's pricing plan to determine the charges for browsing data and sending and receiving text messages. Under no circumstances will we be responsible for any text messaging or wireless charges incurred by you or by a person that has access to your wireless device or telephone number. If your carrier does not permit text alerts, you may not receive our text alerts. Pre-paid phones or calling plans may not be supported. You may receive a bounce back message for every message you send to us.
2. We will not be liable for any delays in the receipt of any SMS messages, as delivery is subject to effective transmission from your network operator. SMS message services are provided on an AS IS basis, and may not be available in all areas at all times and may not continue to work in the event of product, software, coverage or other changes made by your wireless carrier. You may receive SMS TMs (terminating messages) if your mobile device does not support MMS messaging.
3. Data obtained from you in connection with this SMS service may include your cell phone number, your provider's name, and the date, time, and content of your messages. We may use this information to contact you and to provide the Services you request from us. We will never share this information with a third party, except as expressly provided in our Privacy Policy.
5. Are there restrictions in how I can use the Services?
You represent, warrant, and agree that you will not provide or contribute anything, including any Content or User Submission (as those terms are defined below), to the Services, or otherwise use or interact with the Services, in a manner that
a. infringes or violates the intellectual property rights or any other rights of anyone else (including Lemme);
b. violates any law or regulation, including, without limitation, any applicable export control laws or privacy laws;
c. is obscene, threatens other persons, or harasses, stalks, defames, or otherwise violates the rights of other persons, including others’ privacy rights;
d. jeopardizes the security of your Lemme User ID, account or anyone else’s (such as allowing someone else to log into the Services as you);
e. attempts, in any manner, to obtain the password, account, or other security information from any other user;
f. violates the security of any computer network, or cracks any passwords or security encryption codes;
g. runs Maillist, Listserv, any form of auto-responder or “spam” on the Services, or any processes that run or are activated while you are not logged into the Services, or that otherwise interfere with the proper working of the Services (including by placing an unreasonable load on the Services’ infrastructure);
h. "crawls,” “scrapes,” or “spiders” any page, data, or portion of or relating to the Services or Content (through use of manual or automated means);
i. copies or stores any significant portion of the Content; or
j. decompiles, reverse engineers, or otherwise attempts to obtain the source code or underlying ideas or information of or relating to the Products or Services.
In addition, you represent, warrant, and agree that you will not access or use the Services for the purpose of creating or developing, or improving, any services or products that compete with or will compete with any of the Services or Products.
A violation of any of the foregoing is grounds for termination of your right to use or access the Services.
6. What are my rights in the Services?
The materials displayed or performed or available on or through the Services, including, but not limited to, text, graphics, data, articles, photos, images, illustrations, User Submissions (as defined below) and so forth provided, or otherwise made accessible on or through the Services (all of the foregoing, the “Content”) are protected by copyright and/or other intellectual property laws. You promise to abide by all copyright notices, trademark rules, information, and restrictions contained in any Content you access through the Services, and you won’t use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell, commercialize or otherwise exploit for any purpose any Content not owned by you, (i) without the prior consent of the owner of that Content or (ii) in a way that violates someone else’s (including Lemme's) rights.
Subject to these Terms, we grant each user of the Services a worldwide, non-exclusive, non-sublicensable and non-transferable license to use (i.e., to download and display locally) Content solely for purposes of using the Services. Use, reproduction, modification, distribution or storage of any Content for any purpose other than using the Services is expressly prohibited without prior written permission from us. You understand and agree that Lemme owns the Services and all intellectual property rights in the Products. You won’t modify, publish, transmit, participate in the transfer or sale of, reproduce (except as expressly provided in this Section), create derivative works based on, or otherwise exploit any of the Services. The Services may allow you to copy or download certain Content, but please remember that even where these functionalities exist, all the restrictions in this section still apply. You acknowledge that all Content accessed by you using the Services is at your own risk and you will be solely responsible for any damage or loss to you or any other party resulting therefrom. We do not guarantee that any Content you access on or through the Services is or will continue to be accurate.
7. What about anything I contribute to the Services – do I have to grant any licenses to Lemme or to other users?
User Submissions
Anything you post, upload, share, store, or otherwise provide or make available through the Services is your “User Submission”. Some User Submissions may be viewable by other users. You are solely responsible for all User Submissions you contribute to the Services. You represent that all User Submissions submitted by you are accurate, complete, up-to-date, and in compliance with all applicable laws, rules and regulations.
You agree that you will not post, upload, share, store, or otherwise provide through the Services any User Submissions that: (i) infringe any third party's copyrights or other rights (e.g., trademark, privacy rights, etc.); (ii) contain sexually explicit content or pornography; (iii) contain defamatory or discriminatory content or incite hatred against any individual or group; (iv) exploit minors; (v) depict unlawful acts or extreme violence; (vi) depict animal cruelty or extreme violence towards animals; (vii) promote fraudulent schemes, multi-level marketing (MLM) schemes, get rich quick schemes, online gaming and gambling, cash gifting, work from home businesses, or any other dubious money-making ventures; or (viii) that violate any law. You also agree that you will not imply that you and Lemme are affiliated in any way or that Lemme approves of your comments without prior written consent from Lemme.
Licenses
In order to display your User Submissions on the Services, and to allow other users to enjoy them (where applicable), you grant us certain rights in those User Submissions (see below for more information). Please note that all of the following licenses are subject to our Privacy Policy to the extent they relate to User Submissions that are also your personally-identifiable information.
For all User Submissions, you hereby grant Lemme a license to translate, modify (for technical purposes, for example, making sure your content is viewable on a mobile device as well as a computer) and reproduce and otherwise act with respect to such User Submissions, in each case to enable us to operate the Services, as described in more detail below. This is a license only – your ownership in User Submissions is not affected.
If you share a User Submission publicly on the Services, or if you provide us (in a direct email or otherwise) with any feedback, suggestions, improvements, enhancements, and/or feature requests relating to the Services (each of the foregoing, a “Public User Submission”), then you grant Lemme the licenses above, as well as a license to display, perform, and distribute your Public User Submission for the purpose of making that Public User Submission accessible to all Lemme users and providing the Services necessary to do so, as well as all other rights necessary to use and exercise all rights in that Public User Submission in connection with the Services and/or otherwise in connection with Lemme's business. Also, you grant all other users of the Services a license to access that Public User Submission, and to use and exercise all rights in it, as permitted by the functionality of the Services.
You agree that the licenses you grant are royalty-free, perpetual, sublicensable, irrevocable, and worldwide, provided that when you delete your Lemme account, we may stop displaying your User Submissions (other than Public User Submissions, which may remain fully available) to other users (if applicable), but you understand and agree that it may not be possible to completely delete that content from Lemme's records, and that your User Submissions may remain viewable elsewhere to the extent that they were copied or stored by other users.
Finally, you understand and agree that Lemme, in performing the required technical steps to provide the Services to our users (including you), may need to make changes to your User Submissions to conform and adapt those User Submissions to the technical requirements of connection networks, devices, services, or media, and the foregoing licenses include the rights to do so.
8. What if I see something on the Services that infringes my copyright?
In accordance with the DMCA, we’ve adopted the following policy toward copyright infringement. We reserve the right to (a) block access to or remove material that we believe in good faith to be copyrighted material that has been illegally copied and distributed by any of our advertisers, affiliates, content providers, members or users and (b) remove and discontinue service to repeat offenders.
A. Procedure for Reporting Copyright Infringements. If you believe that material or content residing on or accessible through the Services infringes your copyright (or the copyright of someone whom you are authorized to act on behalf of), please send a notice of copyright infringement containing the following information to Lemme's Designated Agent to Receive Notification of Claimed Infringement (our “Designated Agent,” whose contact details are listed below):
a) A physical or electronic signature of a person authorized to act on behalf of the owner of the copyright that has been allegedly infringed;
b) Identification of works or materials being infringed;
c) Identification of the material that is claimed to be infringing including information regarding the location of the infringing materials that the copyright owner seeks to have removed, with sufficient detail so that Company is capable of finding and verifying its existence;
d) Contact information about the notifier including address, telephone number and, if available, email address;
e) A statement that the notifier has a good faith belief that the material identified in (1)(c) is not authorized by the copyright owner, its agent, or the law; and
f) A statement made under penalty of perjury that the information provided is accurate and the notifying party is authorized to make the complaint on behalf of the copyright owner.
B. Once Proper Bona Fide Infringement Notification is Received by the Designated Agent. Upon receipt of a proper notice of copyright infringement, we reserve the right to:
a) remove or disable access to the infringing material;
b) notify the content provider who is accused of infringement that we have removed or disabled access to the applicable material; and
c) terminate such content provider's access to the Services if he or she is a repeat offender.
C. Procedure to Supply a Counter-Notice to the Designated Agent. If the content provider believes that the material that was removed (or to which access was disabled) is not infringing, or the content provider believes that it has the right to post and use such material from the copyright owner, the copyright owner's agent, or, pursuant to the law, the content provider may send us a counter-notice containing the following information to the Designated Agent:
a) A physical or electronic signature of the content provider;
b) Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or disabled;
c) A statement that the content provider has a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material; and
d) Content provider's name, address, telephone number, and, if available, email address, and a statement that such person or entity consents to the jurisdiction of the Federal Court for the judicial district in which the content provider’s address is located, or, if the content provider's address is located outside the United States, for any judicial district in which Company is located, and that such person or entity will accept service of process from the person who provided notification of the alleged infringement.
If a counter-notice is received by the Designated Agent, Company may, in its discretion, send a copy of the counter-notice to the original complaining party informing that person that Company may replace the removed material or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider accused of committing infringement, the removed material may be replaced or access to it restored in 10 to 14 business days or more after receipt of the counter-notice, at Company's discretion.
Please contact Lemme's Designated Agent at the following address:
Lemme Inc.
Attn: DMCA Designated Agent
174 West 4th Street, Suite 187 NY, NY 10014
9. Who is responsible for what I see and do on the Services?
Any information or Content publicly posted or privately transmitted through the Services is the sole responsibility of the person from whom such Content originated, and you access all such information and Content at your own risk, and we aren’t liable for any errors or omissions in that information or Content or for any damages or loss you might suffer in connection with it. We cannot control and have no duty to take any action regarding how you may interpret and use the Content or what actions you may take as a result of having been exposed to the Content, and you hereby release us from all liability for you having acquired or not acquired Content through the Services. We can’t guarantee the identity of any users with whom you interact in using the Services and are not responsible for which users gain access to the Services.
You are responsible for all Content you contribute, in any manner, to the Services, and you represent and warrant you have all rights necessary to do so, in the manner in which you contribute it.
The Services may contain links or connections to third-party websites or services that are not owned or controlled by Lemme. When you access third-party websites or use third-party services, you accept that there are risks in doing so, and that Lemme is not responsible for such risks.
Lemme has no control over, and assumes no responsibility for, the content, accuracy, privacy policies, or practices of or opinions expressed in any third-party websites or for any third party that you interact with through the Services. In addition, Lemme will not and cannot monitor, verify, censor or edit the content of any third-party site or service. We encourage you to be aware when you leave the Services and to read the terms and conditions and privacy policy of each third-party website or service that you visit or utilize. By using the Services, you release and hold us harmless from any and all liability arising from your use of any third-party website or service.
Your interactions with organizations and/or individuals found on or through the Services, including payment and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such organizations and/or individuals. You should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any of these third parties. You agree that Lemme shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings.
If there is a dispute between participants on this site or Services, or between users and any third party, you agree that Lemme is under no obligation to become involved. In the event that you have a dispute with one or more other users, you release Lemme, its directors, officers, employees, agents, and successors from claims, demands, and damages of every kind or nature, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes and/or our Services. You shall and hereby do waive California Civil Code Section 1542 or any similar law of any jurisdiction, which says in substance: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.”
10. Will Lemme ever change the Services?
We’re always trying to improve our Products and Services, so they may change over time. We may suspend or discontinue any Products and any part of the Services, or we may introduce new features or impose limits on certain features or restrict access to parts or all of the Services. We reserve the right to remove any Content from the Services at any time, for any reason (including, but not limited to, if someone alleges you contributed that Content in violation of these Terms), in our sole discretion, and without notice.
11. What are the payment terms for Products?
Products through the website. By purchasing, you acknowledge and agree that Lemme’s products have not been evaluated by the Food and Drug Administration, and are not intended to diagnose, treat, cure, or prevent any disease. Lemme may limit or cancel quantities of Products purchased, and it reserves the right to refuse any order. Lemme also reserves the right, at our sole discretion, to prohibit sales to dealers or resellers. For purposes of these Terms, “reselling” will be defined as purchasing or intending to purchase any Product(s) from Lemme for the purpose of engaging in a commercial sale of the same Product(s) to a third party. We strive to provide you with high-quality Products, and given the perishable nature of certain Products and market conditions beyond our control, items may go on back order when not available or may be discontinued. In the event Lemme needs to make a change to an order, it will attempt to notify you by contacting the email address, billing address, and/or phone number provided at the time the order was made. The prices displayed are quoted in U.S. currency and are valid only in the United States. Lemme cannot confirm the price or availability of an item until after your order is placed. Pricing or availability errors may occur. The receipt of an order confirmation does not constitute our acceptance of an order or our confirmation of an offer to sell a Product. Lemme reserves the right to cancel any orders containing pricing or availability errors, with no further obligations to you, even after your receipt of an order confirmation or shipping notice from Lemme. Lemme may, at its discretion, either contact you for instructions or cancel your order and notify you of such cancellation. Any payment terms presented to you in the process of purchasing Products are deemed part of these Terms.
Taxes. Sales tax will be determined by the shipping address of the order and will automatically be added to the order, if any, and are additional the prices displayed or quoted. Lemme is required by law to apply sales tax to orders to certain states, territories, or jurisdictions. You agree that the amount of taxes shown at checkout may be adjusted. Several factors may cause this, such as variances between processor programs and changes in tax rates.
Shipping and Handling. Purchased Products will be shipped to the shipping address of the order. You agree to pay any shipping and handling charges shown at the time you make a purchase. We reserve the right to increase, decrease, add or eliminate shipping and handling charges from time to time, but we will provide notice of the charges applicable to you before you make your purchase. Generally, shipping is handled by a third-party courier. When you purchase a Product from Lemme Inc., any shipping times shown on the Site are estimates only. Actual delivery dates may vary. You agree that you will not obtain, or direct shipment of, a Product for export. Title to and the risk of loss of Products purchased from us passes to you upon our delivery of the Product to the third-party courier.
You are responsible for inspecting all Products you receive from us for any damage or other issues upon delivery. From the time of delivery, the condition and consumption of the Products are solely at your risk, and you are solely responsible for the proper and safe handling, preparation, storage, use and consumption of the Products following delivery.
Delivery of Products purchased from Lemme to addresses outside the United States is limited. Some Products also have restricted delivery within the United States. It is your responsibility to ascertain and comply with all applicable local, state, federal, and international laws regarding the receipt, possession, use, and sale of any Products. Estimated delivery times are determined based on the method of shipping chosen when Products are purchased and the destination of the Products
In the case of inclement weather or other events beyond our control that interfere with our ability to deliver your Order, we will attempt to deliver your Order as soon as reasonably possible.
Returns. Information about our return policy can all be found on our Frequently Asked Questions page.
Products purchased by you must be for personal use or purchased as a gift. In order to make purchases on the website, you will be required to provide information about yourself that is true, accurate, current and complete in all respects, including your name, address and e-mail address and other requested information as indicated. Furthermore, you will be required to provide payment details that you represent and warrant are both valid and correct and confirm that you are the person referred to in the “Billing” information provided. If you purchase Products through the website, you will receive a receipt from Lemme via email. Lemme is not obligated to provide you with, nor will it provide, an invoice for Products purchased through the website or any other source for any purpose.
Note that if you elect to receive text messages through the Services, data and message rates may apply. Any and all such charges, fees or costs are your sole responsibility. You should consult with your wireless carrier to determine what rates, charges, fees or costs may apply to your use of the Services.
Billing. We use a third-party payment processor (the “Payment Processor”) to bill you through a payment account linked to your account on the Services (your “Billing Account”). The processing of payments will be subject to the terms, conditions and privacy policies of the Payment Processor in addition to these Terms. Currently, we use Stripe, Inc. as our Payment Processor. You can access Stripe’s Terms of Service at https://stripe.com/us/checkout/legal and their Privacy Policy at https://stripe.com/us/privacy. We are not responsible for any error by, or other acts or omissions of, the Payment Processor. By choosing to purchase Products, you agree to pay us, through the Payment Processor, all charges at the prices then in effect for any such Products in accordance with the applicable payment terms, and you authorize us, through the Payment Processor, to charge your chosen payment provider (your “Payment Method”). You agree to make payment using that selected Payment Method. We reserve the right to correct any errors or mistakes that the Payment Processor makes even if it has already requested or received payment.
Payment Method. The terms of your payment will be based on your Payment Method and may be determined by agreements between you and the financial institution, credit card issuer or other provider of your chosen Payment Method. If we, through the Payment Processor, do not receive payment from you, you agree to pay all amounts due on your billing account upon demand.
Recurring Billing. Some of the Products may be sold as a subscription, consisting of an initial period for which there is a one-time charge, followed by recurring period charges for additional Products as agreed to by you (“Paid Subscription”). By choosing a Paid Subscription, you acknowledge that such Services have an initial and recurring payment feature and you accept responsibility for all recurring charges prior to cancellation. We may, in our sole discretion, terminate your subscriptions at any time without notice. If we do so, you will only be charged for orders that have been shipped to you. WE MAY SUBMIT PERIODIC CHARGES (E.G., MONTHLY) WITHOUT FURTHER AUTHORIZATION FROM YOU, UNTIL YOU PROVIDE PRIOR NOTICE (RECEIPT OF WHICH IS CONFIRMED BY US) THAT YOU HAVE TERMINATED THIS AUTHORIZATION OR WISH TO CHANGE YOUR PAYMENT METHOD. SUCH NOTICE WILL NOT AFFECT CHARGES SUBMITTED BEFORE WE REASONABLY COULD ACT. TO TERMINATE YOUR AUTHORIZATION OR CHANGE YOUR PAYMENT METHOD, GO TO ACCOUNT SETTINGS.
Current Information Required. YOU MUST PROVIDE CURRENT, COMPLETE AND ACCURATE INFORMATION FOR YOUR BILLING ACCOUNT. YOU MUST PROMPTLY UPDATE ALL INFORMATION TO KEEP YOUR BILLING ACCOUNT CURRENT, COMPLETE AND ACCURATE (SUCH AS A CHANGE IN BILLING ADDRESS, CREDIT CARD NUMBER, OR CREDIT CARD EXPIRATION DATE), AND YOU MUST PROMPTLY NOTIFY US OR OUR PAYMENT PROCESSOR IF YOUR PAYMENT METHOD IS CANCELED (E.G., FOR LOSS OR THEFT) OR IF YOU BECOME AWARE OF A POTENTIAL BREACH OF SECURITY, SUCH AS THE UNAUTHORIZED DISCLOSURE OR USE OF YOUR USER NAME OR PASSWORD. CHANGES TO SUCH INFORMATION CAN BE MADE AT ACCOUNT SETTINGS. IF YOU FAIL TO PROVIDE ANY OF THE FOREGOING INFORMATION, YOU AGREE THAT WE MAY CONTINUE CHARGING YOU FOR ANY USE OF PAID SUBSCRIPTIONS UNDER YOUR BILLING ACCOUNT UNLESS YOU HAVE TERMINATED YOUR PAID SUBSCRIPTIONS AS SET FORTH ABOVE.
Change in Amount Authorized. If the amount to be charged to your billing account varies from the amount you preauthorized (other than due to the imposition or change in the amount of state sales taxes), you have the right to receive, and we shall provide, notice of the amount to be charged and the date of the charge before the scheduled date of the transaction. Any agreement you have with your payment provider will govern your use of your Payment Method. You agree that we may accumulate charges incurred and submit them as one or more aggregate charges, including during or at the end of each billing cycle.
Auto-Renewal for Paid Subscriptions. Unless you opt out of auto-renewal, which can be done through your account settings, any Paid Subscription(s) you have signed up for will be automatically extended for successive renewal periods of the same duration as the subscription term originally selected, at the then-current non-promotional rate. To change or resign your Paid Subscription(s) at any time, go to account settings. If you terminate a Paid Subscription, you may use your subscription until the end of your then-current term, and your subscription will not be renewed after your then-current term expires. However, you will not be eligible for a prorated refund of any portion of the subscription fee paid for the then-current subscription period. IF YOU DO NOT WANT TO CONTINUE TO BE CHARGED ON A RECURRING MONTHLY BASIS, YOU MUST CANCEL THE APPLICABLE PAID SUBSCRIPTION THROUGH YOUR ACCOUNT SETTINGS.
Reaffirmation of Authorization. Your non-termination or continued use of a Paid Subscription reaffirms that we are authorized to charge your Payment Method for that Paid Subscription. We may submit those charges for payment and you will be responsible for such charges. This does not waive our right to seek payment directly from you. Your charges may be payable in advance, in arrears, per usage, or as otherwise described when you initially selected to use the Paid Subscription.
Free Trials and Other Promotions. Any free trial or other promotion that provides access to free Products or free Paid Subscriptions must be used within the specified time of the trial. You must stop using a Paid Subscription before the end of the trial period in order to avoid being charged for that Paid Subscription. If you cancel prior to the end of the trial period and are inadvertently charged for a Paid Subscription, please contact us at support@lemmelive.com.
Pricing and Availability
All prices are shown in U.S. dollars and applicable taxes and other charges, if any, are additional. We reserve the right to adjust prices of the Products, and to adjust any discounts or promotions that may be offered, as we may determine in our sole discretion, at any time and without notice.
All of our Products are subject to availability, and we reserve the right to impose quantity limits on any Order, to reject all or part of an Order, to discontinue offering certain Products and to substitute Products without prior notice. We strive to provide you with high-quality Products, and given the perishable nature of certain Products and market conditions beyond our control, items may go on back order when not available or may be discontinued.
Coupons and Promotional Codes. Coupon codes have no cash value and cannot be redeemable for cash, and cannot be combined with any other offers. Limit one coupon code per order. Coupon codes generally expire and are no longer valid for redemption 90 days after their date of generation, but certain coupon codes may have their own redemption period as specified in connection with the coupon code itself. The unauthorized reproduction, resale, modification, or trade of coupon codes is prohibited. Coupon codes are void where prohibited, taxed or restricted. Lemme reserves the right to change or limit coupon codes in its sole discretion. Coupons and promotional codes provided to you are for your individual use only. You may not transfer, reproduce, trade, offer for sale, publish or otherwise share coupons and promotional codes unless the terms of the coupon or promotional code expressly allow you to do so. We reserve the right to cancel orders when we have reason to believe that any coupon or promotional code is being used by someone other than the intended recipient, or in the case of suspected abuse, misuse or fraud. We reserve the right to terminate a coupon or promotional code offering at any time and/or set expiration dates for such offers at any time and in our sole discretion. Coupon codes and promotional codes are not valid on prior purchases.
12. What if I want to stop using the Services?
You’re free to do that at any time by contacting us at support@lemmelive.com; please refer to our Privacy Policy, as well as the licenses above, to understand how we treat information you provide to us after you have stopped using our Services.
Lemme is 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. Lemme has the sole right to decide whether you are in violation of any of the restrictions set forth in these Terms.
Account termination may result in destruction of any Content associated with your account, so keep that in mind before you decide to terminate your account. We will try to provide advance notice to you prior to our terminating your account so that you are able to retrieve any important User Submissions you may have stored in your account (to the extent allowed by law and these Terms), but we may not do so if we determine it would be impractical, illegal, not in the interest of someone’s safety or security, or otherwise harmful to the rights or property of Lemme.
If you have deleted your account by mistake, contact us immediately at support@lemmelive.com – we will try to help, but unfortunately, we can’t promise that we can recover or restore anything.
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 indemnify us, any limitations on our liability, any terms regarding ownership or intellectual property rights, and terms regarding disputes between you and us.
13. Can I refer other users?
From time to time Lemme may offer rewards or incentives for referring others to the Services. The referring user (“Referrer”) may refer individuals or entities who are neither current customers of Lemme nor registered users of the Services (“Referee”). A registered user is a person or entity that already has an existing account with Lemme. There is no limit to the number of referrals that Referrer can make, nor the cumulative rewards or incentives that the Referrer may receive through such special offer, unless otherwise indicated. Referrer will receive the stated reward or incentive for each Referee sent by the Referrer that completes the required action described in that specific offer (such as signing up for an account or making a purchase). All Referees must be first-time recipients of the offer, and multiple referrals to the same individual or entity will be disregarded. Lemme reserves the right to modify or terminate any special offers at any time and to revoke from Referrer and Referee the special offer at Lemme's discretion for any reason or for no reason whatsoever. If Lemme determines that Referrer or Referee is attempting to obtain unfair advantage or otherwise violate the terms or spirit of such special offer, Lemme reserves the right to (a) revoke any rewards or incentives issued to either Referrer or Referee and/or (b) charge the Referrer or Referee for any rewards or incentives (1) used by Referrer or Referee prior to such revocation or (2) issued by Lemme to any ineligible Referrer or Referee. All special offers are subject to any other terms, conditions and restrictions set forth on the Services or presented in connection with the special offer.
14. Warranty Disclaimer.
LEMME AND ITS LICENSORS, SUPPLIERS, PARTNERS, PARENT, SUBSIDIARIES OR AFFILIATED ENTITIES, AND EACH OF THEIR RESPECTIVE OFFICERS, DIRECTORS, MEMBERS, EMPLOYEES, CONSULTANTS, CONTRACT EMPLOYEES, REPRESENTATIVES AND AGENTS, AND EACH OF THEIR RESPECTIVE SUCCESSORS AND ASSIGNS (LEMME AND ALL SUCH PARTIES TOGETHER, THE “LEMME PARTIES”) MAKE NO REPRESENTATIONS OR WARRANTIES CONCERNING THE SERVICES, INCLUDING WITHOUT LIMITATION REGARDING ANY CONTENT CONTAINED IN OR ACCESSED THROUGH THE SERVICES, OR ANY PRODUCTS, AND THE LEMME PARTIES WILL NOT BE RESPONSIBLE OR LIABLE FOR THE ACCURACY, COPYRIGHT COMPLIANCE, LEGALITY, OR DECENCY OF MATERIAL CONTAINED IN OR ACCESSED THROUGH THE SERVICES OR ANY CLAIMS, ACTIONS, SUITS PROCEDURES, COSTS, EXPENSES, DAMAGES OR LIABILITIES ARISING OUT OF USE OF, OR IN ANY WAY RELATED TO YOUR PARTICIPATION IN, THE SERVICES. THE LEMME PARTIES MAKE NO REPRESENTATIONS OR WARRANTIES REGARDING SUGGESTIONS OR RECOMMENDATIONS OF SERVICES OR PRODUCTS OFFERED OR PURCHASED THROUGH OR IN CONNECTION WITH THE SERVICES INCLUDING, WITHOUT LIMITATION, ANY PRODUCTS. PRODUCTS AND SERVICES PURCHASED OR OFFERED (WHETHER OR NOT FOLLOWING SUCH RECOMMENDATIONS AND SUGGESTIONS) THROUGH THE SERVICES ARE PROVIDED “AS-IS” AND WITHOUT ANY WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT USE OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, FROM THE LEMME PARTIES OR OTHERS. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
15. Limitation of Liability.
EXCEPT WHERE PROHIBITED BY LAW, AND TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE AND UNDERSTAND THAT IN NO EVENT WILL THE LEMME PARTIES BE LIABLE TO YOU FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL, EXEMPLARY, INCIDENTAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFITS, LOST REVENUES, OR LOST BUSINESS OPPORTUNITIES, EVEN IF LEMME OR ANY OF THE LEMME PARTIES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IF, NOTWITHSTANDING THE OTHER PROVISIONS OF THESE TERMS, LEMME OR ANY OF THE LEMME PARTIES IS FOUND TO BE LIABLE TO YOU FOR ANY DAMAGE OR LOSS WHICH ARISES OUT OF OR IS IN ANY WAY CONNECTED WITH YOUR USE OF THE SERVICES, INCLUDING WITHOUT LIMITATION YOUR PURCHASE OF ANY PRODUCT OR PRODUCTS, OR USE OF THE SERVICES TO PURCHASE ANY PRODUCT OR PRODUCTS, IN NO EVENT SHALL THE LIABILITY OF LEMME OR THE LEMME PARTIES EXCEED THE GREATER OF (1) ONE-HUNDRED ($100) DOLLARS IN THE AGGREGATE OR (2) THE AMOUNT YOU PAID TO LEMME FOR THE SERVICES OR PRODUCTS. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS OF LIABILITY, SO THE FOREGOING LIMITATION MAY NOT APPLY TO YOU.
16. Indemnity.
To the fullest extent allowed by applicable law, you agree to indemnify and hold the Lemme Parties harmless from and against any and all claims, liabilities, damages (actual and consequential), losses and expenses (including attorneys’ fees) arising from or in any way related to any claims relating to (a) your use of the Services (including any actions taken by a third party using your account) and any Products, and (b) your violation of these Terms. We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will assist and cooperate with us in asserting any available defenses.
17. Assignment.
You may not assign, delegate or transfer these Terms or your rights or obligations hereunder, or your Services account, in any way (by operation of law or otherwise) without Lemme's prior written consent. We may transfer, assign, or delegate these Terms and our rights and obligations without consent.
18. Choice of Law.
Except to the extent otherwise expressly stated in the Terms, these Terms are governed by, and contractual claims arising out of these Terms will be construed under, the laws of the State of New York, without regard to the conflict of laws provisions of the State of New York; provided, however, that extra-contractual claims (including, for example, tort claims or statutory claims) will be subject to the conflict of laws provisions of the State of New York.
19. DISPUTE RESOLUTION – ARBITRATION AGREEMENT.
PLEASE READ THIS DISPUTE RESOLUTION – ARBITRATION AGREEMENT SECTION CAREFULLY. IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.
a. Binding Arbitration Agreement and Jury Waiver. YOU AGREE THAT, EXCEPT AS EXPRESSLY PROVIDED IN THIS SECTION 19, ALL DISPUTES OR CLAIMS BETWEEN YOU AND LEMME OR ITS AGENTS THAT IN ANY WAY ARISE OUT OF OR RELATE TO THESE TERMS OR ANY ASPECT OF THE RELATIONSHIP BETWEEN YOU AND LEMME, INCLUDING ANY PRODUCTS OR SERVICES OFFERED OR SOLD BY LEMME OR YOUR PURCHASE OF ANY SUCH PRODUCT(S) (“DISPUTE(S)”), WHETHER BASED IN CONTRACT, TORT, STATUTE, FRAUD, MISREPRESENTATION, OR ANY OTHER LEGAL THEORY, WILL BE RESOLVED THROUGH CONFIDENTIAL, FINAL AND BINDING ARBITRATION ON AN INDIVIDUAL BASIS BEFORE A SINGLE NEUTRAL ARBITRATOR INSTEAD OF IN A COURT BY A JUDGE OR JURY. THE FEDERAL ARBITRATION ACT APPLIES TO THIS ARBITRATION AGREEMENT.
b. Class Action Waiver. EXCEPT AS EXPRESSLY PROVIDED IN THIS SECTION 19, YOU AND LEMME AGREE THAT EACH IS WAIVING THE RIGHT TO SUE IN COURT AND THAT EACH IS GIVING UP THE RIGHT TO PROCEED WITH ANY CLASS ACTION OR OTHER REPRESENTATIVE ACTION AND THAT YOU AND WE EACH WAIVE THE RIGHT TO HAVE ANY DISPUTE(S) BROUGHT, HEARD, ADMINISTERED, RESOLVED, OR ARBITRATED AS A CLASS ARBIRATION, CLASS ACTION, MASS ACTION, OR COLLECTIVE ACTION. This subsection may be referred to herein as the “Class Action Waiver.”
c. Nothing in these Terms precludes you from bringing issues to the attention of federal, state, or local government agencies and, if the applicable law allows, such agencies may seek relief against Lemme for you.
d. Small Claims Court; Infringement. You or Lemme may assert claims, if they qualify, in small claims court in New York, New York or in small claims court in any United States county where you live or work. Furthermore, each party shall have the right to pursue injunctive or other equitable relief at any time, from any court of competent jurisdiction, to prevent the actual or threatened infringement, misappropriation or violation of a party's copyrights, trademarks, trade secrets, patents or other intellectual property rights.
e. Informal Dispute Resolution. If either you or we intend to arbitrate any Dispute(s), the party seeking arbitration must first notify the other party of the Dispute(s) in writing at least 60 days in advance of initiating the confidential arbitration. Notice to Lemme must be sent by first-class mail, FedEx, or UPS to: [174 West 4th Street, Suite 187 NY, NY 10014. Notice to you will be to your email address(es) and street address(es), if any, that we have in our records at the time the notice is sent. A notice is only valid if it pertains to, and is on behalf of, a single individual. A notice provided or brought on behalf of multiple individuals is invalid as to all. The notice must include (i) the name, telephone number, mailing address, and email address of the person or entity seeking arbitration; (ii) a statement of the legal claims asserted and the factual basis for those claims; (iii) a description of the remedy sought and an accurate, good-faith calculation of the amount in controversy; (iv) the original personal signature of the party seeking arbitration; and (v) the original personal signature of any legal counsel or other representative purporting to represent the party seeking arbitration. For purposes of this paragraph, “original personal signature” does not include any digital, scanned, electronic, copied, or facsimile signature. An original personal signature on the notice certifies the following: (i) the notice is not being presented for any improper purpose, such as to harass, cause unnecessary delay, or needlessly increase the cost of litigation; (ii) the claims and other legal contentions are warranted by existing law or by a non-frivolous argument for extending, modifying, or reversing existing law or for establishing new law; and (iii) the factual contentions have evidentiary support or, if specifically so identified, will likely have evidentiary support after a reasonable opportunity for further investigation or discovery. The original personal signature by the party seeking arbitration shall verify under penalty of perjury that the factual statements contained in the notice are true and correct. Compliance with this paragraph tolls any applicable statute of limitations as to any Dispute(s) stated in the notice that are subject to arbitration pursuant to this Section 19. After receipt of the notice, you and Lemme agree to personally meet and confer, via telephone or videoconference, to attempt to resolve the Dispute(s). If you are represented by counsel, your counsel may participate in the conference, but you shall also personally attend the conference, unless Lemme states in writing that you are not required to personally attend. If you and Lemme are unable to resolve the Dispute(s) within 60 days, either party may then proceed to file a claim for arbitration in accordance with the Dispute Resolution provisions below.
The aforementioned Informal Dispute Resolution process, including the written description and your personal participation in the meet and confer, is a prerequisite and condition precedent to commencing any formal dispute resolution proceeding (except as provided in Section 19.d of these Terms). You and Lemme agree that any relevant limitation periods and filing fees or other deadlines will be tolled while the parties engage in this Informal Dispute Resolution process. You further agree that whether a complaining party has satisfied these Informal Dispute Resolution procedures, including whether the written description contained all required information, is an issue that can be decided by a court as a prerequisite for arbitration.
f. Dispute Resolution.
i. The Federal Arbitration Act applies to these Terms. A party seeking arbitration of any dispute or claim subject to this Section 19 shall submit a demand for arbitration to the American Arbitration Association (“AAA”). The confidential arbitration will be administered by the AAA pursuant to the current AAA Consumer Arbitration Rules, except to the extent modified by these Terms and excluding any rules or procedures governing or permitting class or representative actions. The AAA rules and instructions are available on the AAA website at www.adr.org/consumer.
ii. The arbitrator shall conduct any calls, conferences, or hearings by teleconference or videoconference, unless the arbitrator determines that an in-person hearing is appropriate. Any in-person hearing will be held at a location that is reasonably convenient. You and an employee of Lemme shall attend all arbitrator calls, conferences, and hearings.
iii. If the arbitrator finds that a party’s claim, counterclaim, or appeal was frivolous, asserted in bad faith, or pursued for purposes of harassment, the arbitrator shall award the opposing party its attorneys’ fees, costs, and expenses and all amounts charged by AAA for the arbitration.
iv. The arbitrator will follow these Terms and the law. The arbitrator shall not have the authority to commit errors of law or legal reasoning. The arbitrator may award relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that individual party’s claim. The arbitrator may not award relief for or against anyone who is not a party, though the individual relief awarded by the arbitrator may incidentally affect non-parties.
v. If the amount in controversy does not exceed $10,000 and neither party seeks injunctive or declaratory relief, then the arbitration will be conducted solely on the basis of documents you and Lemme submit to the arbitrator, unless the arbitrator determines that a hearing is necessary or the parties agree otherwise. If the amount in controversy exceeds $10,000 or seeks declaratory or injunctive relief, either party may request (or the arbitrator may determine) to hold a hearing.
vi. You or Lemme may file such dispositive motions with the arbitrator as would be permitted by the Federal Rules of Civil Procedure without obtaining permission from the arbitrator. Upon the filing of any dispositive motion, the arbitrator may stay all further action and deadlines in the arbitration until deciding such motion.
vii. Process for Arbitration of Bellwether Demands. If more than twenty-five (25) demands for arbitration of a dispute or claim are initiated (i) that involve questions of law or fact common with your Dispute(s) and (ii) where the initiating parties are represented by the same law firm(s) or organization(s) or the demands are presented by or with the assistance or coordination of the same law firm(s) or organization(s), then such demands, including yours, shall be coordinated pursuant to this paragraph. The group of claimants and group of respondents shall each select five (5) demands, for a total of ten (10), to be filed with AAA (collectively the “Bellwether Demands”). Each of the Bellwether Demands shall be assigned to a different arbitrator chosen from its national roster. While the Bellwether Demands are adjudicated, no other demand for arbitration that is subject to this section may be filed, administrated, or adjudicated, and no filing or other administrative costs for such a demand for arbitration shall be due from either party to the arbitration provider. If, contrary to this provision, a party prematurely files non-Bellwether Demand(s) with the arbitration provider, the parties agree that the arbitration provider shall hold those demands in abeyance.
You agree to cooperate in good faith with Lemme and AAA to implement the Bellwether Demands approach, including the payment of combined reduced fees, set by AAA in its discretion. Any party may request that AAA appoint a sole standing administrative arbitrator (“Administrative Arbitrator”) to determine threshold questions such as whether the Bellwether Demands process is applicable or enforceable. In an effort to expedite resolution of any such dispute by the Administrative Arbitrator, the parties agree that the Administrative Arbitrator may set forth such procedures as are necessary to resolve any disputes promptly. The Administrative Arbitrator’s costs shall be paid by Lemme, unless the Administrative Arbitrator determines that the party seeking a decision by the Administrative Arbitrator did so by raising issues that were frivolous, asserted in bad faith, or pursued for purposes of harassment, in which case the losing party shall pay all costs associated with the Administrative Arbitrator’s decision.
The results of the Bellwether Demands will be given to a mediator from AAA selected from an initially proposed group of 5 mediators, with Lemme and the non-Bellwether Demands claimants’ counsel being able to strike one mediator each and then rank the remaining mediators and the highest collectively ranked mediator being selected. The selected mediator will try to facilitate a resolution of the remaining demands. After the results are provided to the mediator, Lemme, the mediator and the remaining claimants will have 60 days (the “Mediation Period”) to agree on a resolution.
If the Mediation Period expires without a resolution or other agreement to the substantive methodology for resolving the outstanding demands (or if the Bellwether Demands process is determined by the arbitrator or court of competent jurisdiction to be void or unenforceable), either Lemme or any remaining claimant may opt out of the arbitration process and have the demand(s) proceed in court. Notice of the opt-out will be provided in writing within 60 days of the close of the Mediation Period (or within 60 days of a determination the Bellwether Demands process is void or unenforceable). If neither Lemme nor the remaining claimants opt out, the arbitrations may proceed as individual arbitrations.
viii. No arbitration award or decision shall have any preclusive effect in other arbitrations or other litigation, except to preclude the same or similar claims from being re-litigated between the same parties.
ix. If you are able to demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, we will pay the portion of any AAA filing fees, administrative fees, and arbitrator fees in excess of $250 that the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive compared to the costs of litigation, unless the arbitrator determines that your claim(s) were frivolous or asserted in bad faith or for purposes of harassment, in which case such filing fees, administrative fees, and arbitrator fees may be imposed upon you consistent with the applicable AAA rules. Unless otherwise expressly stated in this Section 17 or otherwise provided by the arbitration rules and/or applicable law, each party is responsible for its own attorney’s fees.
x. Severability. If any part of this Section 19 is found by a court of competent jurisdiction to be unenforceable or invalid, the court will reform the agreement to the extent necessary to cure the unenforceable part(s), and the parties will arbitrate their Dispute(s) without reference to or reliance upon the unenforceable part(s), unless this Section 19 otherwise expressly permits the Dispute(s) to be brought in court. However, if for any reason (i) any Dispute(s) subject to Section 19 of these Terms are filed or submitted as a class arbitration, class action, collective action, or representative action and (ii) if the Class Action Waiver is held invalid or unenforceable as to such Dispute(s) or portion thereof, then the agreement to arbitrate contained in Section 19 of these Terms does not apply to the Dispute(s) or portion thereof and such Dispute(s) or portion thereof must be brought in a federal or state court located in, respectively, New York, New York, or the federal district in which that county falls, but the remainder of the agreement to arbitrate will be binding and enforceable.
xi. 30-Day Right to Opt Out. You have the right to opt out and not be bound by Section 19 of these Terms by sending written notice of your decision to opt out to optout@lemmelive.com with the subject line, “ARBITRATION OPT-OUT” from the email address associated with your individual Lemme account. An opt-out notice that purports to opt out multiple parties will be invalid as to all such parties. The notice must be sent on an individual basis within thirty (30) days of (a) July 23, 2025 or (b) your first use of the Service, whichever is later. Otherwise, you shall be bound to arbitrate disputes in accordance with Section 19 of these Terms. If you opt out, you may exercise your right to a trial by jury or judge, as permitted by applicable law, but any prior existing agreement to arbitrate disputes under a prior version of the Arbitration Agreement will not apply to claims not yet filed. If you opt out, Lemme also will not be bound by Section 19 of these Terms.
20. Miscellaneous.
You will be responsible for paying, withholding, filing, and reporting all taxes, duties, and other governmental assessments associated with your activity in connection with the Services, provided that Lemme may, in its sole discretion, do any of the foregoing on your behalf or for itself as it sees fit. The failure of either you or us to exercise, in any way, any right herein shall not be deemed a waiver of any further rights hereunder. If any provision of these Terms are found to be unenforceable or invalid, that provision will be limited or eliminated, to the minimum extent necessary, so that these Terms shall otherwise remain in full force and effect and enforceable (except as otherwise stated in the Terms). You and Lemme agree that these Terms are the complete and exclusive statement of the mutual understanding between you and Lemme, and that these Terms supersede and cancel all previous written and oral agreements, communications and other understandings relating to the subject matter of these Terms. You hereby acknowledge and agree that you are not an employee, agent, partner, or joint venture of Lemme, and you do not have any authority of any kind to bind Lemme in any respect whatsoever.
You and Lemme agree there are no third-party beneficiaries intended under these Terms unless expressly stated herein.
Schedule 1. Additional Terms and Conditions related only to Sales of Product(s) by Passport
1. You are shopping on a merchant’s website (the “Merchant”).
2. If you place a Qualifying Customer Order that requires shipment of the Product(s) as described in the “Qualifying Customer Order” definition in Section 9.8 below, the Product(s) that you are purchasing will be sold first by the Merchant to Passport Global Inc (“Passport”), and then by Passport to you under these Additional Terms and Conditions in this Schedule 1 (the “Additional Terms and Conditions”). Your payment information, shipping address, and any additional information required or requested to complete your order will be shared directly with Passport and its nominated agents and contractors, in order to enable Passport to complete your Qualifying Customer Order.
3. Your Qualifying Customer Order is subject to: (1) these Additional Terms and Conditions; and (2) any relevant terms and conditions imposed by the Merchant (i.e., the Terms above). By completing your purchase, you confirm that you have read and agree to be bound by all of these. In the event of any conflict between these Additional Terms and Conditions and the Terms, the Terms shall control in relation to any matter between you and the Merchant and the Additional Terms and Conditions shall control in relation to any matter between you and Passport. By placing a Qualifying Customer Order on the Merchant’s website, you understand and agree that:
3.1 You are dealing with and providing your information to Passport. Passport may contact you about your order.
3.2 If there is an error in the price listed for a Product on the Merchant’s website, or in the price applied to the product during the sale of and processing of your order for the Product, Passport and its nominated agents are entitled to contact you, correct the price, and/or cancel your order.
3.3 The Merchant remains responsible for handling payment for your order.
3.4 Once your payment is processed, ownership in the items will shift from Passport, to you.
3.5 Certain addresses will be ineligible for shipment, such as PO box addresses.
3.6 Passport may refuse service, refuse to process or complete Qualifying Customer Orders, remove or edit content, or cancel such orders for any reason or for no reason, in its sole discretion.
3.7 If you are under the age of majority in the jurisdiction in which you reside, approval of your parent or guardian is required to complete your purchase.
3.8 You authorise Passport and its nominated agents and contractors to perform any of the following activities in connection with the delivery of any Products: (i) to act as your agent to make and file customs declarations and all related actions as your direct representative, which expressly includes completing any documents, amending product or Harmonised System codes, and paying any duties, taxes or penalties required under applicable laws and regulations; (ii) to act as forwarding agent for customs import and export control purposes solely for the purpose of designating a customs broker to perform customs clearance and entry; and (iii) to redirect an order to your customs broker or other address upon request by any person whom Passport’s nominated agents and contractors believe in its reasonable opinion to be authorised.
4. Currency. You may select your preferred payment method and currency from a list of options available at the time of checkout. Please note that the relative value of currencies may vary, and as a result, the actual purchase price for items in your order may vary based on the currency selected.
5. Billing. If you use a payment card or other electronic form of payment as your payment type, the charges to your account for your order will be subject to the Merchant’s terms and conditions.
6. Shipping. Items in your order may be shipped via a single shipment, or via multiple shipments. If items in your Qualifying Customer Order are shipped via multiple shipments, or if your order is only partially filled and shipped, you will only be charged for those items that are actually shipped to you.
7. Chargebacks, Fraud Prevention and Void Transactions. For your protection, Passport may use various fraud prevention protocols and policies, and industry-standard verification systems, to reduce fraud and minimize chargeback risks. You must comply with such protocols and policies, including card authentication, and “ship to” and “bill to” address verification. Once an order is placed, you may not change any authenticated payment information or any verified “ship to”/“bill to” address. If there is a systemic error which results in the processing or acceptance of a transaction for which authorisation has been declined, that transaction will be void.
8. Customer Service and Returns. Questions or complaints about your order should be directed to the Merchant in the first instance. Passport may work with the Merchant as necessary to resolve your issue. The Merchant is authorised to allow for returns or refunds on orders in accordance with the Merchant’s policy, including to reimburse you for the original sales prices of Products returned to the Merchant’s nominated address. Passport may however refuse any return requested if a restriction applies to the item for which the return is requested. You accept that your sole remedies are against the Merchant. Where a return by the Customer is authorised by Passport or the Merchant, Passport shall also have the right to return the item to Merchant and accordingly the Merchant shall issue a credit note to Passport and Passport shall provide a credit note to the Customer, and Passport’s direction, ownership and risk in the Products for return shall pass directly to the Merchant. Where a return is authorised by Passport or the Merchant, the Merchant shall, at Passport’s direction and acting in its name, provide a credit note to the Customer to the extent of the value of the Product(s) authorised to be returned directly to the Merchant. In relation to any return of Products to the Merchant, you authorise Passport and its nominated agents to act on your behalf, and to recover for its own account, any import duties and taxes. If required, you will sign any such document that is reasonably required to facilitate the return of the Products and the recovery of any import duties and taxes.
9. General Terms. The following general terms apply whenever you place a Qualifying Customer Order through the Merchant’s website:
9.1 Compliance with Applicable Laws. You certify that any Products purchased through a Qualifying Customer Order will not be imported, exported, sold, or transferred in violation of any applicable laws, including without limitation the United States Export Administration Regulations or applicable United States sanctions and embargoes administered by the United States Treasury Department, and equivalent statutes, regulations and codes of England and Wales or the EU. It is your responsibility to know the laws of the country into which you are importing any Products that you order from the Merchant’s website. By placing a Qualifying Customer Order you certify that the import of the Products you have ordered to the country of the shipping address you have provided does not violate any laws or regulations of that country.
9.2 Privacy. To complete your Qualifying Customer Order you will be providing personal information to the Merchant and Passport and you consent to your personal information being collected, used, processed, disclosed and/or stored by the Merchant and Passport and our service providers as may be required in order to process and complete your order and otherwise provide the services you have requested, in accordance with the Merchant’s and Passport’s Privacy Policy. Passport accepts no liability or responsibility for the collection, use, processing, disclosure or storage of your personal information by the Merchant or any service provider engaged by the Merchant. The collection, use, processing, disclosure and/or storage of your personal information by the Merchant or its service providers is governed by the Merchant’s privacy policy. The Merchant and Passport may analyse transactional data for the purpose of identifying trends, statistics and measurements that could contribute to the enhancement of the Merchant’s Customer experience and/or the services provided by Passport. Any transactional data analysed for these purposes will be aggregated and de-identified, meaning that any personally identifiable information will be removed.
9.3 Electronic Communications. When you place a Qualifying Customer Order through the Merchant’s website, you are communicating with Passport electronically, and you consent to entering into this agreement by electronic means, and to receive communications from Passport electronically/via email.
9.4 Modifications. You acknowledge that Passport may make changes to its system, policies, and these Additional Terms and Conditions at any time. Passport will ensure that the current version of these Additional Terms and Conditions is presented every time you make a Qualifying Customer Order on the Merchant’s website. You are responsible for reviewing these Additional Terms and Conditions each time you make a Qualifying Customer Order. If you do not agree to any change in the Additional Terms and Conditions, you must not complete your order. Any order placed after the effective date of a change will constitute your agreement to the change and to the current Additional Terms and Conditions.
9.5 Severability. If any or any portion of these Additional Terms and Conditions is found to be invalid, void, or for any reason unenforceable, that term or portion of terms will be severed, and will not affect the validity and enforceability of the remaining terms.
9.6 Proceedings. Any action or proceeding arising out of or relating to these Additional Terms and Conditions must be brought in the courts of California, United States, and you hereby irrevocably agree to the jurisdiction of the courts of California, United States for all such purposes.
9.7 Language. The parties have agreed and expressly requested that this agreement and all documents related to it be drawn up in English.
9.8 Definitions. “Member State”, “third country” and “third territories” as defined in Article 5 of Council Directive 2006/12/EEC. “Products” means those goods offered for sale via the Merchant’s website which are not of a class or description subject to any duty of excise whether or not those goods are in fact chargeable with that duty, and whether or not that duty has been paid on those goods, or prohibited or restricted goods were they to be imported into the UK, and which are not subject to any restrictions on export, sale, or transfer in violation of any Applicable Laws. “Product Prices” means the prices including VAT at the appropriate rate of the Products as held out for sale to Customer by the Merchant and accordingly, by Passport to Customer; and “Product Price” means the price of an individual Product. “Qualifying Customer Order” meets all of the following conditions:
(A) It is an order for Product or Products placed via the Merchant’s website which are to be transported from:
a third country or territory, excluding Northern Ireland (“NI”), to an address in a Member State of the EU (e.g. USA to France);
a third country or territory, excluding the UK, or from a Member State of the EU to an address in Great Britain (e.g. Germany to England); or
a third country or territory, excluding NI, to an address in NI (e.g. USA to NI); and
(B) In relation to the transport of a Product or Products to an address:
in Great Britain or NI, the total intrinsic value of the Product or Products comprising that order does not exceed £135 (one hundred and thirty five) British Pounds Sterling, or where Products comprising an order exceed that sum but are sent in separate consignments, the intrinsic value of each consignment of which the Product or Products form part does not exceed £135 (one hundred and thirty five) British Pounds Sterling; and in a Member State of the EU, the total intrinsic value of the Product or Products comprising that order does not exceed €150 (one hundred and fifty) Euros, or where Products comprising an order exceed that sum but are sent in separate consignments, the intrinsic value of each consignment of which the Product or Products form part does not exceed €150 (one hundred and fifty) Euros.
