TERMS AND CONDITIONS

SERVICES

  1. Service Details​: As a valued client of SWB, you will receive the service purchased as part of your service package reflected in the Key Details table (the rendering of the below benefits by SWB referred to as “​service​”). Below are some details and limitations relating to your service benefits:
    1. ​Your Personal Stylist​: You will be assigned a personal stylist (“​Stylist​”) who will help you take advantage of your service benefits. The Stylist is identified in the Key Details table and will be your main point of contact with SWB. While we expect that you and your Stylist will develop a deep understanding of your wardrobe needs and preferences, we understand that compatibility issues may arise in any relationship. For that reason, we allow you to request a new Stylist once during your service term by sending a request to ​memberships@breejacoby.com,​ and upon understanding your compatibility issues, we will do our best to reassign a different Stylist that will better meet your needs as expeditiously as possible. You will not harass, intimidate or threaten your Stylist or other SWB employees in any way, and you understand that this Agreement may be terminated by SWB without notice and immediately upon receipt of a report of such harassment, annoyance, intimidation or threats.
    2. ​Appointments​: The number of Sessions you receive is based on the service tier noted in the Key Details table. A “​Appointment” ​is a​ 90-minute period, in person or via Facetime or other video chat app, that the Stylist will spend with you to render the service and may include in-person closet edit, shopping appointment, digital wardrobing, or helping you with your Consignment Box items. The Sessions are set in accordance with your and your Stylist’s schedules. Scheduled Sessions may be rescheduled by you at no cost if you provide at least 48 hours’ notice to your Stylist. Cancellation or rescheduling by you within the 48 hour period before your Session will be subject to a $150 cancellation charge. Sessions that are not scheduled within the 12-month period of a service do NOT carry over to the following renewal term(s), so please work with your Stylist to assure you take advantage of all allotted Sessions in your service tier.
    3. Consignment Boxes: A “​Consignment Box​” is a box of up to 25 wardrobe items especially procured by your Stylist for your review and potential purchase. Unless you have a Virtual service SWB may send you Consignment Boxes from time to time, based on the discretion of your Stylist and/or your preference. Please note that you are responsible for returning those items that you do not wish to purchase within 5 days of your receipt of the items (via drop-off at your nearest UPS or FedEx facility using the provided return label), as failure to return items as noted will be deemed to be a purchase. Consignment Box items that you wish to purchase will be charged separately and are not part of the service fee paid.
  2. Changes to Your service​:
    1. ​Limited Cancellation Right​: As a courtesy, we provide a one-time cancellation right which may be exercised within 48 hours after the date and time of your signature on this Agreement. ​EXCEPT AS SET FORTH HEREIN, service ARE NON-CANCELLABLE AND NON-REFUNDABLE.
    2. Stylist Departure​: Should your assigned Stylist leave for any reason, SWB will assign a new Stylist to support you. We will take into consideration your input as to the new Stylist, but SWB has the ultimate discretion in selecting such Stylist. Should the reassignment take longer than 10 working days (or 5 working days for Consignment Box service), SWB will extend your service term by one month.
  3. ​Fees​:
    1. Service Fee​: The fee for the different service tiers are set forth in the service Tiers attachment to this Agreement. The service fee does not include wardrobe purchases, which are subject to separate payment by you.
    2. Payment​: Unless otherwise agreed in writing, SWB only accepts payment by select credit cards. Service fees are due in full. Credit card fees are applied at an additional 3% of your total as well as processing fees are applied at 10% of your total for a grand total of 13%. ACH is accepted as a form of payment, once bank verification is confirmed. All ACH transactions are final sale.
    3. Unpaid Balances: Any unpaid balance for service dues or fees, goods or service past 30 days will result in automatic suspension of service privileges or cancelation of service. client agrees to pay all costs of collection, including but not limited to collection agency fees, court costs, administrative costs, disbursements and attorneys fees which may be paid or incurred by SWB.
    4. Dishonored check, bank draft or credit card: If any check, bank draft or credit card charge payable to SWB is not honored, SWB will assess a $25 charge for each occurrence, and collect the current and past-due balance in any subsequent month.
    5. Wardrobe Purchases​: You will pay for your selected wardrobe items separately. Any custom wardrobe purchases are final sale and non-refundable. Non-custom wardrobe may be exchanged or returned for refund within 14 days of purchase. Wardrobe paid using ACH is considered final sale. You are solely responsible for any damages to wardrobe items that may prevent their return or exchange. Wardrobe outside of retail partners may be subject to a minimum of 20% mark-up fee.
    6. ​Flights​: If you require your Stylist or any other SWB employee to travel in order to render the service or other reason(s), you will be responsible for payment of $1,250 per day rate plus reimbursement of airfare and transportation costs.
  4. ​Photographs for Marketing​: We may take photos of your closet or wardrobe for display in any and all media to demonstrate the nature of SWB’s service (e.g. to show “before/after” improvement). SWB will neither tag the photo with your name or identifying information, nor use your name or image, without your express written consent.
  5. Complaints​: It is very important that you have a great experience by being a valued client. If any aspect of your experience is not satisfactory, please let us know by contacting ​b@breejacoby.com and we will do our best to address any concerns.
  6. ​Limitation of Liability​: TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, IN NO EVENT WILL SWB, ITS AFFILIATES, BUSINESS PARTNERS, OFFICERS, EMPLOYEES, STYLISTS, LICENSORS OR SERVICE PROVIDERS (THE “SWB PARTIES”) BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL, RELIANCE, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL OR PUNITIVE DAMAGES, EVEN IF THE SWB PARTIES HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, SWB PARTIES’ LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT OF THE service FEE PAID BY client TO SWB FOR IN THE 12-MONTH PERIOD THE CAUSE AROSE.
  7. ​Disclaimer​: TO THE MAXIMUM EXTENT ALLOWED BY APPLICABLE LAW, SWB PROVIDES THE service ON AN “AS IS” and “AS AVAILABLE” BASIS AND GRANTS NO WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE WITH RESPECT TO THE service, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF SATISFACTORY QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT.
  8. Indemnification​: You will indemnify, defend and hold harmless SWB, its affiliates and its and their officers, directors, employees, Stylists, agents, service providers and partners, for any losses, claims, costs, demands, liabilities or expenses (including reasonable attorneys’ fees) relating to or arising out of (a) Your use of the service, (b) Your failure to comply with this Agreement, or (c) Your violation of or failure to comply with any relevant laws.
  9. Binding Arbitration​:
    1. General​: BINDING ARBITRATION WILL BE THE EXCLUSIVE MEANS OF RESOLVING DISPUTES HEREUNDER, AND EACH PARTY UNDERSTANDS THAT IT IS GIVING UP THE RIGHT TO BRING CLAIMS IN A COURT OF LAW. IN ADDITION, EACH PARTY IS GIVING UP ITS RIGHT TO PARTICIPATE IN A CLASS ACTION OR OTHER CLASS PROCEEDINGS. Any dispute or claim arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation or validity thereof, will be determined by arbitration in the federal judicial district that includes your residential address before one arbitrator. The arbitrator will be chosen by the parties based on a list of available arbitrators to be provided and/or recommended by JAMS. The arbitration will be administered by JAMS pursuant to its Comprehensive Arbitration Rules and Procedures and in accordance with the Expedited Procedures as well as Recommended Arbitration Discovery Protocols for Domestic Commercial Cases in those Rules. Judgment on the award may be entered in any court having jurisdiction. This clause will not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction.
    2. Prior Negotiation​: The parties will attempt in good faith to resolve any dispute relating to this Agreement promptly by negotiation between their authorized representatives. Any party may give the other party written notice of any dispute not resolved in the normal course of business. Within 15 days after delivery of the notice, the receiving party will submit to the other a written response. The notice and response will include with reasonable particularity a statement of each party’s position and a summary of arguments supporting that position. Within 30 days after delivery of the notice, the parties will meet at a mutually acceptable time and place. All offers,promises, conduct and statements, whether oral or written, made in the course of the negotiation by any of the parties are confidential, privileged and inadmissible for any purpose in arbitration or other proceeding involving the parties, provided that evidence that is otherwise admissible or discoverable will not be rendered inadmissible or non-discoverable as a result of its use in the negotiation. If the parties fail to come to a mutual resolution after their meeting, either party may commence arbitration procedures.
    3. ​Fee Awards​: ​In any arbitration related to this Agreement, the arbitrator will award to the prevailing party, if any, the costs and attorneys’ fees reasonably incurred by the prevailing party in connection with the arbitration, or a portion thereof in the event the prevailing part does not win in all of the claims and counterclaims. In any arbitration arising out of or related to this Agreement, the arbitrator may not award any incidental, indirect or consequential damages, including damages for lost profits.
    4. Confidentiality​: ​The parties will maintain the confidential nature of the arbitration proceeding and the award, except as may be necessary to prepare for or conduct the arbitration hearing on the merits, or except as may be necessary in connection with a court application for a preliminary remedy, a judicial challenge to an award or its enforcement, or unless otherwise required by law or judicial decision.
    5. ​Governing Law​: ​This Agreement, and any dispute between you and SWB will be governed by, and construed and enforced in accordance with the laws of the State of California, without regard to any conflict of laws provisions, provided that this arbitration agreement will be governed by the Federal Arbitration Act. In the event that this arbitration agreement is for any reason held to be unenforceable, any litigation against SWB may be commenced only in the federal and state courts located in Los Angeles County, California. Each party waives any right to trial by jury on any action or proceeding to enforce or defend any rights under this Agreement.
  10. Miscellaneous:​ This Agreement may not be modified unless in writing and signed by both parties. Failure by either party to enforce any provision of this Agreement will not be deemed a waiver of future enforcement of that or any other provision. SWB may assign this Agreement in connection with a merger, sale, or acquisition of all or substantially all of its assets. The rights of the parties hereunder will be governed by the laws of the State of California without giving effect to principles of conflicts of laws. If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, the remaining provisions of this Agreement will remain in full force and effect. All notices must be in writing (email to suffice). Notice will be deemed given: (a) upon receipt if delivered in person; (b) upon delivery if by an internationally recognized mail service to either party at their respective addresses or to such other address as may be designated by written notice of either party; or (c) on the date transmitted if by email. This Agreement does not establish any agency, partnership, or joint venture between the parties. Nonperformance of either party will be excused to the extent that non-performance is caused by an event or occurrence beyond the reasonable control of the non-performing party. This Agreement constitutes the entire understanding and agreement of the parties, and any and all prior or contemporaneous agreements, understandings, or representations, whether written or oral, are of no further force or effect.