Welcome to PS DEPT. and PK DEPT., websites (collectively, the “Sites”) and mobile Applications (collectively, “Applications”) provided by Shopservices, Inc. (“Shopservices,” “we,” “us,” “our”). PS DEPT. and PK DEPT. allow you to transform the experience of personal shopping, by connecting with a sales associate or personal shopper (collectively, “Sales Associate”) directly through the Services (as defined below). The Services allow you to shop via our marketplace of participating retail stores offered through the Services (“Retail Store,” collectively, “Marketplace”), book individual appointments with a Sales Associate (collectively, “Appointments”), and purchase curated boxes of fashion items to try on in the convenience of your home (collectively, “Boxes”).
These Terms are subject to change by us at any time, effective upon posting through the Services; by accessing the Services after any such change, you accept the Terms as modified.
PLEASE READ THESE TERMS FULLY AND CAREFULLY BEFORE USING THE SERVICES, REGISTERING FOR THE SERVICES AND/OR DOWNLOADING THE APPLICATIONS. THE TERMS SET FORTH THE LEGALLY BINDING TERMS AND CONDITIONS FOR YOUR USE OF THE APPLICATIONS AND THE SERVICE. THE TERMS ARE SUBJECT TO CHANGE BY US AT ANY TIME, EFFECTIVE UPON POSTING THROUGH THE SERVICE. BY ACCESSING THE SERVICE AFTER ANY SUCH CHANGE, YOU ACCEPT THESE TERMS AS MODIFIED.
YOUR RIGHT TO USE THE SERVICES IS EXPRESSLY CONDITIONED ON ACCEPTANCE OF THESE TERMS. BY CLICKING ON THE “ACCEPT” BUTTON AND USING THE SERVICES, YOU ARE AGREEING TO BE BOUND BY THESE TERMS. IF YOU ARE ACCESSING THE SERVICES ON BEHALF OF YOUR EMPLOYER, YOU REPRESENT AND WARRANT THAT YOU HAVE THE AUTHORITY TO AGREE TO THESE TERMS ON ITS BEHALF. IF YOU DO NOT AGREE WITH ANY PROVISION OF THE TERMS, OR YOU DO NOT HAVE AUTHORITY TO BIND EMPLOYER, YOU MUST CLICK THE “CANCEL” BUTTON AND MAY NOT ACCESS OR USE THE SERVICES IN ANY MANNER FOR ANY PURPOSE.
Acceptance of Terms.
By registering for and/or using the Services in any manner, including but not limited to visiting or browsing the Sites, you agree to these Terms and all other operating rules, policies and procedures that may be published from time to time on the Sites by us, each of which is incorporated by reference and each of which may be updated from time to time without notice to you.
Certain of the Services may be subject to additional terms and conditions specified by us from time to time; your use of such Services is subject to those additional terms and conditions, which are incorporated into these Terms by this reference.
These Terms apply to all users of the Services, including, without limitation, users who are contributors of content, information, and other materials or services, registered or otherwise.
Eligibility. You represent and warrant that you are at least 13 years of age. If you are under age 13, you may not, under any circumstances or for any reason, use the Services. We may, in our sole discretion, refuse to offer the Services to any person or entity and change its eligibility criteria at any time. You are solely responsible for ensuring that these Terms are in compliance with all laws, rules and regulations applicable to you and the right to access the Services is revoked where these Terms or use of the Services is prohibited or to the extent offering, sale or provision of the Services conflicts with any applicable law, rule or regulation. Further, the Services are offered only for your use, and not for the use or benefit of any third party.
Registration. To sign up for the Services, you must register for an account on the Services (an “Account”). You must provide accurate and complete information and keep your Account information updated. You shall not: (i) select or use as a username a name of another person with the intent to impersonate that person; (ii) use as a username a name subject to any rights of a person other than you without appropriate authorization; or (iii) use, as a username, a name that is otherwise offensive, vulgar or obscene. You are solely responsible for the activity that occurs on your Account, and for keeping your Account password secure. You may never use another person’s user account or registration information for the Services without permission. You must notify us immediately of any change in your eligibility to use the Services (including any changes to or revocation of any licenses from state authorities), breach of security or unauthorized use of your Account. You should never publish, distribute or post login information for your Account. You shall have the ability to delete your Account, either directly or through a request made to one of our employees or affiliates.
Definition. For purposes of these Terms, the term “Content” includes, without limitation, information, data, text, photographs, videos, audio clips, written posts and comments, software, scripts, graphics, and interactive features generated, provided, or otherwise made accessible on or through the Services. For the purposes of this Agreement, “Content” also includes all User Content (as defined below).
User Content. All Content added, created, uploaded, submitted, distributed, or posted to the Services by users (collectively “User Content”), whether publicly posted or privately transmitted, is the sole responsibility of the person who originated such User Content. You represent that all User Content provided by you is accurate, complete, up-to-date, and in compliance with all applicable laws, rules and regulations. You acknowledge that all Content, including User 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.
Notices and Restrictions. The Services may contain Content specifically provided by us, our partners or our users and such Content is protected by copyrights, trademarks, service marks, patents, trade secrets or other proprietary rights and laws. You shall abide by and maintain all copyright notices, information, and restrictions contained in any Content accessed through the Services.
Use License. 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 other than purposes of using the Services is expressly prohibited without prior written permission from us. You shall not sell, license, rent, or otherwise use or exploit any Content for commercial use or in any way that violates any third party right.
License Grant. By submitting User Content through the Services, you hereby do and shall grant us a worldwide, non-exclusive, perpetual, royalty-free, fully paid, sublicensable and transferable license to use, edit, modify, truncate, aggregate, reproduce, distribute, prepare derivative works of, display, perform, and otherwise fully exploit the User Content in connection with the Sites, the Services and our (and our successors’ and assigns’) businesses, including without limitation for promoting and redistributing part or all of the Sites or the Services (and derivative works thereof) in any media formats and through any media channels (including, without limitation, third party websites and feeds), and including after your termination of your Account or the Services. You also hereby do and shall grant each user of the Sites and/or the Services a non-exclusive, perpetual license to access your User Content through the Sites and/or the Services, and to use, edit, modify, reproduce, distribute, prepare derivative works of, display and perform such User Content, including after your termination of your Account or the Services. For clarity, the foregoing license grants to us and our users does not affect your other ownership or license rights in your User Content, including the right to grant additional licenses to your User Content, unless otherwise agreed in writing. You represent and warrant that you have all rights to grant such licenses to us without infringement or violation of any third party rights, including without limitation, any privacy rights, publicity rights, copyrights, trademarks, contract rights, or any other intellectual property or proprietary rights.
Availability of Content. We do not guarantee that any Content will be made available on the Sites or through the Services. We reserve the right to, but do not have any obligation to, (i) remove, edit or modify any Content in our sole discretion, at any time, without notice to you and for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such Content or if we are concerned that you may have violated these Terms), or for no reason at all and (ii) to remove or block any Content from the Services.
Rules of Conduct.
Third Party Services. The Services may permit you to link to other websites, services or resources on the Internet, and other websites, services or resources may contain links to the Services. When you access third party resources on the Internet, you do so at your own risk. These other resources are not under our control, and you acknowledge that we are not responsible or liable for the content, functions, accuracy, legality, appropriateness or any other aspect of such websites or resources. The inclusion of any such link does not imply our endorsement or any association between us and their operators. You further acknowledge and agree that we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such websites or resource.
Apple Device and Application Terms. If you are accessing the Services via an Application on a device provided by Apple, Inc. (“Apple”) or an Application obtained through the Apple App Store, the following shall apply:
Payments Terms for the Client.
Purchases. When the Client is ready to purchase an item through the Services from the Marketplace or an Appointment, the Client will hit the “RING ME UP” button in the Applications, which will pre-authorize the Client’s Payment Method (as defined below) for the price of the item plus an estimated amount for tax and shipping, which shall be 20% of the item’s price. When the Client is ready to purchase an item through the Services from a Box, the Client will notify Shopservices by either hitting the “RING ME UP” button in the Applications as described above or not returning an item to Shopservices within the stated return window, which will pre-authorize the Client’s Payment Method (as defined below) for the price of the item plus an estimated amount for tax and shipping, which shall be 20% of the item’s price. After such pre-authorization, the Client’s purchase request will be sent to the relevant Sales Associate, who shall confirm availability of the item and shall charge us on a PS DEPT. Virtual Debit Card the exact amount of the item plus tax and shipping. Once our PS DEPT. Virtual Debit Card is charged, we will charge the Client’s Payment Method the exact same amount through the Applications.
OUR SCHEDULING OF A BOX SHIPMENT IS AN OFFER TO PURCHASE THE PRODUCTS IN THE SHIPMENT, WHICH A CLIENT MAY RETRACT BY RETURNING THE PRODUCTS CLIENT DOES NOT WANT. WE MAY ACCEPT CLIENT’S REQUEST FOR A SHIPMENT BY PROCESSING CLIENT’S PAYMENT OF THE UPFRONT BOX FEE AND SHIPPING YOU THE SHIPMENT. All Products will be deemed accepted by Client upon shipment, and title to and risk of loss passes to Client when we provide the Products to a common carrier.
All items not sent back to Shopservices within five (5) days shall be deemed to be a purchase, and the Client’s Payment Method shall be charged for the price of the item plus an estimated amount for tax and shipping, which shall be 20% of the item’s price. All other payment terms shall remain the same for Marketplace, Appointment, and Box purchases.
The Client will not be charged any fees for our and the Retail Stores’ use of the PS DEPT. Virtual Debit Card. Note that we will NEVER charge the Client’s Payment Method more than the Client pre-authorized us to do so. In the situation where the exact amount of the item plus tax and shipping is higher than the pre-authorized amount, we will seek subsequent authorization from the Client before ANY charge of the Client’s Payment Method occurs. The Client acknowledges and agrees that the Client’s purchases through the Applications are transactions between the Client and the Retail Store, and not with us or any of our affiliates. We are not a party to the Client’s payment transaction for such purchases and we are not a buyer or a seller in connection with such transactions. The Client may only submit orders through the Services for items at the relevant Retail Stores through a legitimate and bona fide sale of such items. The Client may not use the Services to transfer money between the Client, the Retail Store, and/or Sales Associate that is not related to a purchase of an item through the Applications, including to facilitate an illegal transaction. We do not represent and shall not be responsible for any performance or conduct of the Sales Associate.
Billing. We use a third-party payment processor (the “Payment Processor”) to bill the Client through a payment account linked to the Client’s Account on the Services (your “Billing Account”) for purchases made through the Services. The processing of payments will be subject to the terms, conditions and privacy policies of the Payment Processor in addition to this Agreement. We are not responsible for error by the Retail Store or the Payment Processor. By choosing to purchase items through the Services, the Client agrees to pay us, through the Payment Processor, all charges at the prices then in effect for any such purchases in accordance with the applicable payment terms and the Client authorizes us, through the Payment Processor, to charge the Client’s chosen payment provider (your “Payment Method”). The Client agrees 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. Even though we facilitate the purchase transaction, the Retail Store from which the Client purchases the item is the seller of record for the purchase. Note that the Retail Store will never see the Client’s full Payment Method information.
Payment Method. The terms of the Client’s payment will be based on the Client’s Payment Method and may be determined by agreements between the Client and the financial institution, credit card issuer or other provider of the Client’s chosen Payment Method. If we, through the Payment Processor, do not receive payment from the Client, the Client agrees to pay all amounts due on the Client’s Billing Account upon demand.
Current Information Required. THE CLIENT MUST PROVIDE CURRENT, COMPLETE AND ACCURATE INFORMATION FOR THE CLIENT’S BILLING ACCOUNT. THE CLIENT MUST PROMPTLY UPDATE ALL INFORMATION TO KEEP THE CLIENT’S BILLING ACCOUNT CURRENT, COMPLETE AND ACCURATE (SUCH AS A CHANGE IN BILLING ADDRESS, CREDIT CARD NUMBER, OR CREDIT CARD EXPIRATION DATE), AND THE CLIENT MUST PROMPTLY NOTIFY US OR OUR PAYMENT PROCESSOR IF THE CLIENT’S PAYMENT METHOD IS CANCELED (E.G., FOR LOSS OR THEFT) OR IF THE CLIENT BECOMES AWARE OF A POTENTIAL BREACH OF SECURITY, SUCH AS THE UNAUTHORIZED DISCLOSURE OR USE OF THE CLIENT’S USER NAME OR PASSWORD. CHANGES TO SUCH INFORMATION CAN BE MADE BY EMAILING SUPPORT@PSDEPT.COM..
Payments Terms for the Sales Associate.
Purchases. Once the Client has sent the Sales Associate an order via the Applications, the Sales Associate shall confirm availability of the item and then ring up the items on the Sales Associate’s register and enter the exact in-store sub-total and in-store tax of the purchase in the Applications. Note that if the total amount is higher than the amount pre-authorized by the Client, then the Sales Associate cannot proceed with the purchase until the Client has authorized such higher amount. After receiving all necessary Client authorization, we shall transmit to the Sales Associate the number of the PS DEPT. Virtual Debit Card through the Applications, which the Sales Associate shall enter into the Sales Associate’s in-store register in order to charge us. After the Sales Associate has charged us, we shall charge the Client through the Applications for the exact same amount. Once the Sales Associate has fulfilled the order, the Sales Associate shall pack up the order (including a return label, if the Sales Associate’s Retail Store currently includes return labels in the Retail Store’s outgoing shipments) and ship to the relevant address displayed through the Applications. The Sales Associate shall also enter into the Applications a tracking number for the shipment. The Sales Associate may only process orders through the Services for items purchased from the Client through a legitimate and bona fide sale of such items. The Sales Associate may not use the Services to transfer money between the Sales Associate, the applicable Retail Store, and/or the Client that is not related to a purchase of an item through the Applications, including to facilitate an illegal transaction. We do not represent and shall not be responsible for any performance or conduct of the Client.
Pricing. The Sales Associate and Retail Store shall be responsible for entering the correct price, including shipping and tax charges, into the Applications. The Sales Associate and Retail Store shall be responsible for upholding the price entered into the Applications to the Client, even if such price is an error. The Retail Store acknowledges and agrees that we shall have no liability for any errors, omissions or inaccuracies related to the Sales Associates’ entry of the price of an item offered or sold through the Services.
Refunds of purchased items. The Client shall be able to return any purchased items through the Marketplace Services within 30 days from purchase for a full refund, in compliance with our return policy. In order to exchange a purchased item, the Client must return the original item for a refund and then purchase the item again through the Services. Once the Retail Store has processed the Client’s return, we will refund the Client by crediting the Client’s Payment Method through the Services, provided that the return is in compliance with our return policy. The Client acknowledges that refunds may take additional time to process, depending on the Client’s Payment Method. All refunds shall exclude shipping costs. Notwithstanding the above, the Client shall be able to return any unwanted items from a Box shipment within 5 days of receiving the shipment. Please see our returns page [psdept.com/returns] for our current returns policy.
Termination. We may terminate your access to all or any part of the Services at any time, with or without cause, with or without notice, effective immediately, which may result in the forfeiture and destruction of all information associated with your membership. If you wish to terminate your Account, you may do so by following the instructions on the Sites or through the Services. Any fees paid hereunder are non-refundable. All provisions of these Terms which by their nature should survive termination shall survive termination, including, without limitation, licenses of User Content, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
We have no special relationship with or fiduciary duty to you. You acknowledge that We have no duty to take any action regarding:
You release us from all liability for you having acquired or not acquired Content through the Services. We make no representations concerning any Content contained in or accessed through the Services, and we will not be responsible or liable for the accuracy, copyright compliance, or legality of material or Content contained in or accessed through the Services.
THE SERVICES AND CONTENT ARE PROVIDED “AS IS”, “AS AVAILABLE” AND WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. WE, AND OUR DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, PARTNERS AND CONTENT PROVIDERS DO NOT WARRANT THAT: (I) THE SERVICES WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (II) ANY DEFECTS OR ERRORS WILL BE CORRECTED; (III) ANY CONTENT OR SOFTWARE AVAILABLE AT OR THROUGH THE SERVICES IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR (IV) THE RESULTS OF USING THE SERVICES WILL MEET YOUR REQUIREMENTS. YOUR USE OF THE SERVICES IS SOLELY AT YOUR OWN RISK.
Indemnification. You shall defend, indemnify, and hold harmless us, our affiliates and each of our and their respective employees, contractors, directors, suppliers and representatives from all liabilities, claims, and expenses, including reasonable attorneys’ fees, that arise from or relate to your use or misuse of, or access to, the Services, Content, or otherwise from your User Content, violation of these Terms, or infringement by you, or any third party using your Account or identity in the Services, of any intellectual property or other right of any person or entity. 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.
Limitation of Liability. IN NO EVENT SHALL WE, NOR OUR DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, SUPPLIERS OR CONTENT PROVIDERS, BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE SERVICES (I) FOR ANY LOST PROFITS, DATA LOSS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, COMPENSATORY OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, SUBSTITUTE GOODS OR SERVICES (HOWEVER ARISING), (II) FOR ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION), OR (III) FOR ANY DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE) OF the greater of (A) fees paid to us for the particular Services during the immediately previous three (3) month period or (B) $500.00.
Governing Law and Jurisdiction. These Terms shall be governed by and construed in accordance with the laws of the State of New York, including its conflicts of law rules, and the United States of America. You agree that any dispute arising from or relating to the subject matter of these Terms shall be governed by the exclusive jurisdiction and venue of the state and Federal courts of New York County, New York.
Modification. We reserve the right, in our sole discretion, to modify or replace any of these Terms, or change, suspend, or discontinue the Services (including without limitation, the availability of any feature, database, or content) at any time by posting a notice on the Sites or by sending you notice through the Services, via e-mail or by another appropriate means of electronic communication. We may also impose limits on certain features and services or restrict your access to parts or all of the Services without notice or liability. While we will timely provide notice of modifications, it is also your responsibility to check these Terms periodically for changes. Your continued use of the Services following notification of any changes to these Terms constitutes acceptance of those changes.
Entire Agreement and Severability. These Terms are the entire agreement between you and us with respect to the Services, including use of the Sites, and supersede all prior or contemporaneous communications and proposals (whether oral, written or electronic) between you and us with respect to the Services. If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that these Terms will otherwise remain in full force and effect and enforceable. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder
Force Majeure. We shall not be liable for any failure to perform our obligations hereunder where such failure results from any cause beyond our reasonable control, including, without limitation, mechanical, electronic or communications failure or degradation.
Assignment. These Terms are personal to you, and are not assignable, transferable or sublicensable by you except with our prior written consent. We may assign, transfer or delegate any of our rights and obligations hereunder without consent.
Agency. No agency, partnership, joint venture, or employment relationship is created as a result of these Terms and neither party has any authority of any kind to bind the other in any respect.
Notices. Unless otherwise specified in these Term of Service, all notices under these Terms will be in writing and will be deemed to have been duly given when received, if personally delivered or sent by certified or registered mail, return receipt requested; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; or the day after it is sent, if sent for next day delivery by recognized overnight delivery service. Electronic notices should be sent to firstname.lastname@example.org.
No Waiver. Our failure to enforce any part of these Terms shall not constitute a waiver of our right to later enforce that or any other part of these Terms. Waiver of compliance in any particular instance does not mean that we will waive compliance in the future. In order for any waiver of compliance with these Terms to be binding, we must provide you with written notice of such waiver through one of our authorized representatives.
Headings. The section and paragraph headings in these Terms are for convenience only and shall not affect their interpretation.
Contact. You may contact us at the following address: 9 Great Jones Street #3, New York, NY 10002
Effective Date of Terms: [12/5/2016]