Terms of service
Rose Beauty Holdings, Inc.
Terms of Use and Sale
These Terms of Use and Sale (the “Terms” or “Agreement”) are made and entered into by and between you (“User”, “you” or “your”) and Rose Beauty Holdings, Inc., a Florida corporation (referred to in these Terms as “Company”, “we”, “us” or “our”) for the use of the website https://studiorosefragrance.com/, any affiliated websites or subdomains that link to these Terms, any mobile features or applications we may make available, and any products, content, functionality, and services offered through the foregoing (collectively, the “Platform”).
PLEASE READ THESE TERMS CAREFULLY. THEY CONTAIN IMPORTANT INFORMATION ABOUT YOUR LEGAL RIGHTS, INCLUDING DISCLAIMERS OF WARRANTIES, LIMITATIONS OF LIABILITY, AND A REQUIREMENT TO RESOLVE MANY DISPUTES THROUGH INDIVIDUAL ARBITRATION RATHER THAN IN COURT.
BY ACCESSING OR USING THE PLATFORM, CREATING AN ACCOUNT, CLICKING TO ACCEPT THESE TERMS, OR PURCHASING ANY PRODUCT THROUGH THE PLATFORM, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS AND ALL POLICIES INCORPORATED HEREIN BY REFERENCE. IF YOU DO NOT AGREE, DO NOT ACCESS OR USE THE PLATFORM OR PURCHASE ANY PRODUCTS THROUGH IT.
Please read these Terms carefully and print them for future reference. By accessing, browsing, or otherwise using the Platform, or our products and services, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not accept the Terms, you shall not access, browse, or use the Platform. These Terms along with our Privacy Policy and Cookie Policy explain how we provide our products and services, collect, hold, and process your information, and govern your access to and use of our products and services, including any content, functionality and services offered on or through the Platform. If you do not want to agree to these Terms or the Privacy Policy, you (or your parent or legal guardian, as may be applicable) may not use our Platform, products, and services. If you are accessing our Platform via any other third-party application or site, you expressly agree to be bound by the notices, terms, and conditions posted thereon.
We may update these Terms from time to time in our sole discretion. If we make material changes, we will post the updated Terms on the Platform and update the “Last Updated” date below. Any changes will be effective upon posting, except to the extent applicable law requires additional notice. Your continued use of the Platform after the updated Terms become effective constitutes your acceptance of the revised Terms. If you do not agree to the revised Terms, you must stop using the Platform.
ARBITRATION NOTICE. Except as expressly provided in Section 16, you and the Company agree that most disputes, claims, or controversies arising out of or relating to these Terms, the Platform, or any Products will be resolved through binding individual arbitration and not in court. BY AGREEING TO THESE TERMS, YOU AND THE COMPANY WAIVE THE RIGHT TO A JURY TRIAL AND THE RIGHT TO PARTICIPATE IN A CLASS ACTION OR REPRESENTATIVE PROCEEDING. Please review Section 16 carefully.
1 Overview. The Platform allows users to access information about the Company and to browse and purchase consumer products offered by the Company, including fragrance and other branded merchandise (collectively, the “Products”).
2 Eligibility. By agreeing to these Terms, you represent and warrant to us that: (a) you are at least eighteen (18) years old; (b) you have not previously been suspended or removed from the Platform; and (c) your use of the Platform is in compliance with any and all applicable laws and regulations. If you are under the age of eighteen (18), you represent that you have your parent’s or legal guardian’s permission to use the Platform.
2.1 Parents and Legal Guardians. If you are a parent or legal guardian who allows your minor children to use the Platform, you accept these Terms on behalf of your child and are responsible for your child’s activity on the Platform.
3 Accounts and Registration.
As part of the Platform, you may create a user account (“Account”). Users will receive an email confirming the creation of their Account.
When you register for an Account, you will be required to provide us with some information about yourself, such as your name, email address, or other contact information. You agree that the information you provide to us is accurate and that you will keep it accurate and up to date, at all times. When you register, you may be asked to provide a password. You are solely responsible for maintaining the confidentiality of your Account and password, and you accept responsibility for all activities that occur under your Account. If you believe that your Account has been compromised or is no longer secure, then you must immediately notify us at support@studiorosefragrance.com.
Account Responsibility. You are responsible for all activity conducted through your Account, whether or not authorized by you, unless caused by our gross negligence or willful misconduct. You agree to notify us promptly of any unauthorized use of your Account or any other breach of security.
Account Access Methods. Users may create an Account by providing an email address or by using third-party authentication services, including Shopify login integrations. By using such third-party services, you agree to comply with their applicable terms and conditions.
General Payment Terms.
Although the Company may, in its discretion, make certain features and content of the Platform available free of charge to certain users, other features of the Platform may require you to pay fees in accordance with the terms below. Before you pay any fees, you will have an opportunity to review and accept the fees that you will be charged. All prices and fees are stated in U.S. Dollars unless otherwise expressly indicated. Except as expressly provided in these Terms or as required by applicable law, all amounts paid are non-refundable.
Products. Subject to your compliance with these Terms, you may purchase the Products made available on the Platform. When browsing our Platform, to purchase one or more Products, you must first select the Product and then add the item to your online shopping cart (the “Cart”). Once you have added all Products that you wish to purchase to your Cart, you then have an opportunity to review your order, including a description of the Products, the order subtotal, shipping costs, and taxes. Once you have confirmed or made any necessary modifications to your order, you then must enter in your billing and shipping details, as well as credit card payment information. We reserve the right to add or remove any Products made available for purchase through the Platform, as we determine in our sole discretion from time to time.
You agree to provide only true, accurate, current, and complete information in connection with any purchase of Products and further agree that by inputting such information you desire to purchase the Products on the terms and conditions set forth herein. By clicking “Pay now”, you confirm your agreement to purchase the applicable Products and agree that we may charge you for the total cost displayed to you at such time.
Prices. The Company reserves the right to determine pricing for the Products in its sole discretion and may change pricing at any time. It is your responsibility to confirm the total price displayed to you before you click “Checkout” or “Pay now”. We will make reasonable efforts to keep pricing information published on the Platform up to date. We will use reasonable efforts to notify you of any changes before they apply. We encourage you to check our Platform periodically for current pricing information. We may change the fees for any Product or feature of the Platform or the Subscription Service (defined below), at any time. We may also, in our sole discretion, make promotional offers with varying features and legal terms available to select Users. Promotional offers may be subject to additional terms and may be modified or discontinued at any time, unless otherwise required by applicable law
Product Information. Although we have made every effort to display our Products and their colors and appearance as accurately as possible, the displayed attributes of the Products depend upon the monitor of the User, and the Company cannot guarantee that the User’s monitor will accurately portray the actual attributes of the Products. Products displayed may be out of stock or discontinued, and prices are subject to change. We are not responsible for typographical errors regarding price, description, or any other matter. We do not warrant that Product descriptions, images, pricing, availability, or other content on the Platform are accurate, complete, current, or error-free. If a Product offered by us is not as described, your sole remedy is as expressly set forth in these Terms or as otherwise required by applicable law.
Pre-Orders. From time to time, the Company may offer certain Products for purchase on a pre-order basis (“Pre-Order”). By placing a Pre-Order, you acknowledge and agree that the applicable Product is not currently in inventory and may not yet be available for shipment. The Company does not represent, warrant, or guarantee that any Product offered on a Pre-Order basis will become available or be released by any particular date. Your payment method will be charged in full at the time you place your Pre-Order, and the Company will fulfill your order if and when the Product becomes available. Any estimated availability or release date is provided for informational purposes only and is subject to change without notice. If the Company determines, in its sole discretion, that a Product will not become available, the Company may cancel the applicable Pre-Order and refund the purchase price to the original payment method. Except as required by applicable law or expressly stated by the Company, all Pre-Order sales are final and subject to the refund policy set forth in these Terms.
Shipping. Ground shipping is free on orders over seventy-five dollars ($75.00) (before applicable taxes and shipping charges, if any). Orders are processed, shipped, and delivered only on business days, excluding weekends and recognized federal holidays. Any estimated processing, shipping, or delivery dates are provided for convenience only and are not guaranteed. The Company is not responsible for shipping or delivery delays caused by carriers, weather, supply chain disruptions, or other events beyond the Company’s reasonable control. Risk of loss and title to Products pass to you upon the Company's delivery of the Products to the applicable shipping carrier, unless otherwise required by applicable law.
Refund Policy; FINAL SALE. Except as otherwise required by applicable law, all sales are final. The Company does not accept returns or provide refunds for Products except where a Product arrives damaged or materially defective. To request review of a damaged or defective Product, you email: support@studiorosefragrance.com within seven (7) days after confirmed delivery, include your order number, and provide reasonable supporting documentation, which may include photographs of the packaging and Product. Failure to submit a request within that period, or failure to provide reasonably requested supporting documentation, may result in denial of the claim. If we determine, in our sole discretion, that a Product was damaged or materially defective upon delivery, we may elect to replace the Product, issue store credit, or issue a refund to the original payment method.
Subscription Service. On the Platform, we may provide a subscription-based membership to Users by which you authorize automatically recurring payments for periodic charges (“Subscription Service”). If you purchase a Subscription Service, you authorize us to periodically charge, on a going-forward basis and until cancellation of the recurring payments, all accrued sums on or before the payment due date. The “Subscription Billing Date” is the date on which you purchase your initial Subscription Service. UNLESS EXPRESSLY STATED OTHERWISE AT THE TIME YOU ACTIVATE THE SUBSCRIPTION SERVICE: (A) YOUR ACCOUNT WILL BE CHARGED AUTOMATICALLY ON EACH SUBSCRIPTION BILLING DATE FOR ALL APPLICABLE FEES AND TAXES FOR THE NEXT SUBSCRIPTION PERIOD, (B) YOUR SUBSCRIPTION WILL CONTINUE UNLESS AND UNTIL YOU CANCEL YOUR SUBSCRIPTION OR WE TERMINATE IT, AND (C) YOU MUST CANCEL YOUR SUBSCRIPTION SERVICE PRIOR TO THE NEXT RENEWAL DATE IN ORDER TO AVOID BILLING OF THE NEXT PERIODIC SUBSCRIPTION FEE TO YOUR ACCOUNT. We will bill the recurring subscription fee (“Subscription Fee”) to the payment method you provide to us during registration (or to a different payment method if you change your payment information), or as otherwise specified in your Account. You authorize us to charge your payment method for all applicable Subscription Fees, Taxes, and any other charges incurred in connection with your Subscription Service.
The Subscription Fee is not contingent on the delivery, development, or availability of any future products or features, and is not dependent on any oral or written public comments made by the Company regarding future products or features. You are responsible for any fees charged by your bank or payment provider. Subscription Fees do not include any taxes, levies, duties or similar governmental assessments of any nature, including, for example, value-added, sales, use or withholding taxes, assessable by any jurisdiction whatsoever (collectively, “Taxes”). You are responsible for paying all Taxes associated with your purchases hereunder.
ALL SALES ARE FINAL. EXCEPT AS REQUIRED BY APPLICABLE LAW, ALL SUBSCRIPTION FEES ARE NON-REFUNDABLE, AND WE DO NOT PROVIDE FULL OR PARTIAL REFUNDS OR CREDITS FOR ANY UNUSED PORTION OF A SUBSCRIPTION PERIOD.
You may cancel your Subscription Service at any time by contacting us at support@studiorosefragrance.com. Unless otherwise expressly stated at the time of purchase, any cancellation will become effective at the end of your then-current subscription period.
We reserve the right to modify, suspend, or discontinue any Subscription Service at any time in our sole discretion, including pricing, billing frequency, shipment frequency, product assortment, product availability, or eligibility requirements, at any time in our sole discretion. If we materially change or discontinue a Subscription Service you have purchased, we will use commercially reasonable efforts to provide notice
Authorization. You authorize the Company to charge all amounts applicable for paid features that you choose to utilize and any Product you select as described in these Terms or published by the Company, from time to time, including all applicable taxes, to the payment method you provide and/or specified in your Account. If you pay any fees with a credit, debit, or other payment card, we may seek pre-authorization or verification of your credit card account prior to your purchase to prevent fraud and/or verify that the payment card is valid and has the necessary funds or credit available to cover your purchase. You hereby authorize the Company to pre-authorize your payment card for the costs and fees incurred with the Platform, Products, or Subscription Service, including any other fees that may be due hereunder.
No Resale of Products. Unless expressly authorized in writing by the Company, Products purchased through the Platform are for personal use only and not for resale, redistribution, export, or commercial exploitation. We reserve the right to reject, limit, or cancel any order that we believe, in our sole discretion, is intended for unauthorized resale or distribution.
Complimentary Services. We may make complimentary services available to you (“Complimentary Services”), from time to time. Your use of Complimentary Services is subject to the terms and conditions of this Agreement. In the event of a conflict between this Section and any other portion of this Agreement, this Section shall control. Complimentary Services are provided to you without charge up to certain limits set forth by us and subject to change without notice. You agree that the Company, in its sole discretion and for any or no reason, may terminate access to the Complimentary Services or any part thereof. You agree that any termination of access to the Complimentary Services may be without prior notice, and you agree that the Company will not be liable to you or any third party for such termination.
NOTWITHSTANDING ANYTHING ELSE CONTAINED HEREIN, ANY COMPLIMENTARY SERVICES ARE PROVIDED “AS-IS” WITHOUT ANY WARRANTY AND WE SHALL HAVE NO INDEMNIFICATION OBLIGATIONS NOR LIABILITY OF ANY TYPE WITH RESPECT TO THE COMPLIMENTARY SERVICES UNLESS SUCH EXCLUSION OF LIABILITY IS NOT ENFORCEABLE UNDER APPLICABLE LAW IN WHICH CASE OUR LIABILITY WITH RESPECT TO THE COMPLIMENTARY SERVICES SHALL NOT EXCEED TEN ($10.00) DOLLARS. WITHOUT LIMITING THE FOREGOING, WE AND OUR AFFILIATES AND LICENSORS DO NOT REPRESENT OR WARRANT TO YOU THAT: (A) YOUR USE OF THE COMPLIMENTARY SERVICES WILL MEET YOUR REQUIREMENTS, (B) YOUR USE OF THE COMPLIMENTARY SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR, AND (C) USAGE DATA PROVIDED THROUGH THE COMPLIMENTARY SERVICES WILL BE ACCURATE.
Payment Processing. When you make a purchase through the Platform, you authorize Company and its third-party payment processors, including Shopify Payments (powered by Stripe®) to charge the credit card identified by you for the total cost of your purchase including, shipping and taxes. You further represent and warrant that you are (1) providing true, accurate, current, and complete information, and (2) authorized to use such credit card for the purpose of making such purchase. You acknowledge and agree to abide by any applicable terms and conditions of Shopify Payments and Stripe®, which can be accessed here: https://www.shopify.com/legal/terms-payments/us and https://stripe.com/legal/ssa.
Delinquent Accounts. We may suspend or terminate your access to the Platform, including fee-based portions of the Subscription Service, if you owe any amount to us which remains unpaid for a period of thirty (30) days or more. In addition to the amount due we may charge you fees and costs that are incidental to any chargeback or collection of any unpaid amount, including legal fees and costs.
Third Party Services.
Linked Websites. The Platform may contain links to third-party websites, including but not limited to Instagram®, Facebook®, and TikTok® (“Third-Party Sites”). These links are provided solely as a convenience to you and not as an endorsement by us of the content on such Third-Party Sites. The content of such Third-Party Sites is developed and provided by others, not by the Company, and we have no control over any comments, posts, content or legal terms contained in any Third-Party Sites. By visiting any Third-Party Sites, you agree to expressly be bound by any posted terms and conditions including but not limited to Instagram’s Terms of Use, Facebook’s Terms of Service, and TikTok Terms of Service. You should contact the site administrator for those Third-Party Sites if you have any concerns regarding such links or any content located on such Third-Party Sites. Company is not responsible for the content of any linked Third-Party Sites and does not make any representations regarding the content or accuracy of any materials on such Third-Party Sites. You should take precautions when downloading files from all websites to protect your computer from viruses and other destructive programs. If you decide to access any Third-Party Sites, you do so at your own risk. To the fullest extent permitted under applicable law, you agree to indemnify us and hold us harmless for your access and use of any Third-Party Sites.
Third-Party Service Providers. The Company does not warrant, endorse, guarantee, or assume any responsibility or liability for any product or service advertised or offered by a third-party (“Third-Party Service Provider”) through our Platform. If you use any product or service offered by a third-party in conjunction with the Platform, you acknowledge and agree that (i) you are responsible for understanding the terms and conditions of your use of the third-party product or service; (ii) we do not control the Third-Party Service Provider or its product or service; (iii) your use of their product or service is at your own risk; and (iv) we are not responsible and may not be held liable for the product or service, or the actions or omissions, of the Third-Party Service Provider. Subject to these disclaimers, we may use certain Third-Party Service Providers to gather data and authenticate information regarding you, your device, and your Account. In some instances, this may require you to accept third-party software tools and products through the Platform. You further agree we may place cookies and other identifiers on the mobile devices you use to access our Products and Platform. For more information, please visit our Cookie Policy and Targeted Ads Preferences to which you expressly agree.
Our Content.
Our Platform contains our proprietary material or material that has been licensed to us, including but not limited to software, text, graphics, and images (collectively, our “Content”). We may own the Content or portions of the Content may be made available to us through arrangements that we have with third parties. The Content is the intellectual property of Company or our licensors and constitute trademarks, patents, copyrights, and other intellectual property rights of Company or its licensors. Unauthorized use of our Content may result in violation of copyright, trademark, and other laws. You have no rights in or to the Content, and you will not use, copy, or display the Content except as permitted under these Terms. No other use is permitted without our prior written consent. You must retain all copyright and other proprietary notices contained in the original Content on any copy you make of the Content. Failure to do so may result in violations of state and federal laws. You may not sell, transfer, assign, license, sublicense, or modify the Content or reproduce, display, publicly perform, make a derivative version of, distribute, or otherwise use the Content in any way for any public or commercial purpose. The use or posting of any of the Content on any other website, digital or printed materials, or in a networked computer environment for any purpose is expressly prohibited. If you violate any part of these Terms, your right to access and/or use the Content and Platform shall automatically terminate, and you must immediately destroy any copies you have made of the Content.
The trademarks, service marks, and logos of the Company (collectively, the “Company Trademarks”) used and displayed on this Platform are registered and unregistered trademarks or service marks of the Company. Other company, product, and service names located on the Platform may be trademarks or service marks owned by third parties (the “Third-Party Trademarks”, and, collectively with the Company Trademarks, the “Trademarks”). Nothing on this Platform or in these Terms should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Trademarks displayed on this Platform without the prior written consent of Company specific for each such use. The Trademarks may not be used to disparage the Company or the applicable third-party, the Company or third-party’s products or services, or in any manner (using commercially reasonable judgment) that may damage any goodwill in the Trademarks. Use of any Trademarks as part of a link to or from any website is prohibited without the Company’s prior written consent. All goodwill generated from the use of any Company Trademarks shall inure to the Company’s benefit. Certain elements of the Platform are protected by trade dress, trademark, unfair competition, and other state and federal laws and may not be copied or imitated in whole or in part, by any means, including but not limited to, the use of framing or mirrors, except as otherwise expressly permitted by us. None of the Content for this Platform may be retransmitted without the express written consent from the Company for each and every instance.
Ownership; Proprietary Rights. The Platform is owned and operated by Company. The Content, visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), Products, software, services, and all other elements of the Platform and Products (“Materials”) provided by the Company are protected by intellectual property and other laws. All Materials included in the Platform and Products are the property of the Company or its third-party licensors. Except as expressly authorized by us, you may not make use of the Materials except in connection with your use of the Platform or any Product. We reserve all rights to the Materials not granted expressly in these Terms.
- Feedback. If you submit any suggestions, ideas, feedback, or other input regarding the Platform, Products, or our business operations (“Feedback”), you grant the Company a perpetual, irrevocable, worldwide, non-exclusive, transferable, sublicensable, fully paid-up, royalty-free right and license to use, reproduce, modify, adapt, publish, translate, distribute, perform, display, and otherwise exploit such Feedback for any lawful purpose without compensation or attribution to you.
- Informational Content. Blog posts, newsletter content, frequently asked questions (FAQ), or other informational content (collectively, “Informational Content”) that may be made available on or through the Platform is provided for informational and educational purposes only. Such content is not intended to be, and should not be interpreted as, professional advice. You acknowledge and agree that Company is not liable for any actions taken or decisions made based on the Informational Content. By merely providing access to the Platform, we do not warrant or represent that: (i) any Informational Content provided from or on the Platform is accurate or complete; (ii) the Informational Content is up-to-date or current; or (iii) we have any obligation to update any Informational Content. Your reliance on any Informational Content is at your own risk.
Digital Millennium Copyright Act.
DMCA Notification. If you have an intellectual property rights-related complaint about material posted on the Platform, you may contact us at the following address:
Rose Beauty Holdings, Inc.
99 Wall Street #1483
New York, NY 10005
Email: support@studiorosefragrance.com
Any notice alleging that materials hosted by or distributed through the Platform infringe intellectual property rights must contain the following information:
an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other right being infringed;
a description of the copyrighted work or other intellectual property that you claim has been infringed;
a description of the material that you claim is infringing and where it is located on the Platform;
your address, telephone number, and email address;
a statement by you that you have a good faith belief that the use of the materials on the Platform of which you are complaining is not authorized by the copyright owner, its agent, or the law; and
a statement by you that the above information in your notice is accurate and that, under penalty of perjury, you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.
IMPORTANT NOTICE: MISREPRESENTATIONS MADE IN A NOTICE CLAIMING THAT CONTENT OR ACTIVITY IS INFRINGING VIOLATES THE DIGITAL MILLENNIUM COPYRIGHT ACT AND MAY EXPOSE YOU TO LIABILITY FOR DAMAGES (INCLUDING COSTS AND ATTORNEYS' FEES). COURTS HAVE FOUND THAT YOU MUST CONSIDER COPYRIGHT DEFENSES, LIMITATIONS OR EXCEPTIONS BEFORE SENDING A NOTICE. ACCORDINGLY, IF YOU ARE NOT SURE WHETHER CONTENT RESIDING ON OUR PLATFORM OR SUBSCRIPTION SERVICE INFRINGES YOUR COPYRIGHT, WE SUGGEST THAT YOU FIRST CONTACT AN ATTORNEY. IN ADDITION, PLEASE DETERMINE WHETHER THE CONTENT YOU ARE SENDING A NOTICE ABOUT IS ACTUALLY RESIDING ON OUR PLATFORM OR SUBSCRIPTION SERVICE BEFORE SENDING THE NOTICE.
Repeat Infringers. The Company will promptly terminate the Accounts of any User that is determined by the Company to be a repeat infringer.
- Modification of these Terms. We may modify these Terms at any time, in our sole discretion. Any modifications will apply prospectively only, and any dispute arising under these Terms will be governed by the version of the Terms in effect at the time the dispute arose. Unless otherwise stated, updated Terms become effective upon posting to the Platform. If you do not agree to the updated Terms, you must stop using the Platform, Products, and any Subscription Services. No waiver, modification, or amendment of these Terms will be effective unless made by the Company in writing, including by posting revised Terms on the Platform.
Term, Termination, and Modification of the Platform and Subscription Service.
Term. These Terms are effective beginning when you accept the Terms or first install, access, or use the Platform, and ending when terminated as described in Section 11.2.
Termination. If you violate any provision of these Terms, your authorization to access the Platform and these Terms automatically terminate. In addition, Company may, at its sole discretion, terminate these Terms or your Account on the Platform, or suspend or terminate your access to the Platform, at any time for any reason or no reason, with or without notice. You may stop using the Platform at any time. If you wish to close your Account, you may do so through your Account settings, if available, or by contacting us at support@studiorosefragrance.com.
Effect of Termination. Upon termination of these Terms: (a) your rights to use the Platform will terminate and you must immediately cease all use thereof; (b) you will no longer be authorized to access your Account or the Platform; (c) you must pay the Company any unpaid amount that was due prior to termination, including costs and fees that arise due to your use of the Platform and/or any breach of these Terms; and (d) all payment obligations will survive the termination hereof. You also understand and agree that all terms and conditions hereof that require continued performance, compliance, or effect beyond the termination date of these Terms shall survive such termination date and shall be enforceable in the event of a failure to perform or comply.
Modification of the Platform. We reserve the right to modify or discontinue the Platform at any time (including by limiting or discontinuing certain features of the Platform), temporarily or permanently, without notice to you. Company will have no liability for any change to the Platform, Products, or Subscription Services or any suspension or termination of your access to or use of the Platform, Products, or Subscription Services. The availability of Content may change from time to time, and from geographic territory to territory. As a result, we do not guarantee that any Content will be available or remain available on the Platform.
Updates.
We may automatically update any mobile application or software component of the Platform at our sole discretion, including to improve performance, enhance functionality, reflect changes to operating systems, or address security issues
If you choose not to install such updates or if you opt out of automatic updates (if applicable) you may not be able to continue using the Platform.
Indemnification. To the fullest extent permitted by law, you are responsible for your use of the Platform, and you will defend and indemnify Company and its officers, directors, employees, consultants, affiliates, subsidiaries, and agents (together, the “Company Entities”) from and against every claim brought by a third party, and any related liability, damage, loss, and expense, including reasonable attorneys’ fees and costs, arising out of or connected with: (a) your unauthorized use of, or misuse of, the Platform; (b) your violation of any portion of these Terms, any representation, warranty, or agreement referenced in these Terms, or any applicable law or regulation; (c) your violation of any third party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right; or (d) any dispute or issue between you and any third party. This indemnity includes, without limitation, any claims arising from or relating to (i) your reliance on information provided through the Platform, (ii) your participation in any activities outside the Platform (in connection with any information, or Products obtained through the Platform), and (iii) any dispute or issue in connection with any published Platform information. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of those claims. This indemnification obligation shall not apply to the extent a claim arises from the Company’s gross negligence, willful misconduct, or knowing violation of law.
DISCLAIMERS; NO WARRANTIES.
THE PLATFORM AND ALL MATERIALS, CONTENT, AND PRODUCTS AVAILABLE THROUGH THE PLATFORM ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, COMPANY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY RELATING TO THE PLATFORM AND ALL MATERIALS, CONTENT, AND PRODUCTS AVAILABLE THROUGH THE PLATFORM, INCLUDING, WITHOUT LIMITATION: (A) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (B) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE.
THE COMPANY DOES NOT WARRANT THAT THE PLATFORM OR ANY PORTION THEREOF, OR ANY MATERIALS OR CONTENT THROUGH THE PLATFORM AND/OR ANY SERVICE, WILL BE UNINTERRUPTED, TIMELY, SECURE, ACCURATE, COMPLETE, OR FREE OF ERRORS, DEFECTS, VIRUSES, OR OTHER HARMFUL COMPONENTS, OR THAT ANY SUCH ISSUES WILL BE CORRECTED. YOU ACKNOWLEDGE AND AGREE THAT TEMPORARY PLATFORM DOWNTIME, SERVICE INTERRUPTIONS, MALFUNCTIONS, BUGS, MAINTENANCE EVENTS, THIRD-PARTY FAILURES, OR OTHER TECHNICAL ISSUES MAY OCCUR FROM TIME TO TIME, AND THAT, IN SUCH EVENTS, FEATURES, SERVICES, OR PRODUCTS PROVIDED THROUGH THE PLATFORM MAY BE DELAYED, MODIFIED, OR UNAVAILABLE.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE PLATFORM, PRODUCTS, OR COMPANY ENTITIES OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE PLATFORM WILL CREATE ANY WARRANTY REGARDING ANY OF THE COMPANY ENTITIES OR THE PLATFORM OR PRODUCTS THAT IS NOT EXPRESSLY STATED IN THESE TERMS. YOU UNDERSTAND AND AGREE THAT YOU USE ANY PORTION OF THE PLATFORM AT YOUR OWN DISCRETION AND RISK, AND THAT WE ARE NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE PLATFORM) OR ANY LOSS OF DATA.
THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN THIS SECTION APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. COMPANY DOES NOT DISCLAIM ANY WARRANTY OR OTHER RIGHT THAT COMPANY IS PROHIBITED FROM DISCLAIMING UNDER APPLICABLE LAW.
LIMITATION OF LIABILITY.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY ENTITIES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE PLATFORM, PRODUCTS, OR ANY MATERIALS OR CONTENT MADE AVAILABLE THROUGH THE PLATFORM, OR ANY THIRD-PARTY PLATFORM, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY COMPANY ENTITY HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE AGGREGATE LIABILITY OF THE COMPANY ENTITIES TO YOU FOR ALL CLAIMS, DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THE PLATFORM, PRODUCTS, ANY THIRD-PARTY PLATFORM OR INTEGRATION, OR OTHERWISE UNDER THESE TERMS (INCLUDING ANY INABILITY TO USE THE FOREGOING), WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, SHALL NOT EXCEED, IN THE AGGREGATE, THE GREATER OF: (A) THE TOTAL AMOUNTS ACTUALLY PAID BY YOU TO COMPANY FOR THE APPLICABLE PRODUCTS OR SERVICES GIVING RISE TO THE CLAIM DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (B) ONE HUNDRED U.S. DOLLARS (US $100.00). FOR CLARITY, MULTIPLE CLAIMS SHALL NOT EXPAND THIS LIMITATION, AND ALL CLAIMS ARISING FROM THE SAME OR RELATED FACTS, EVENTS, OR TRANSACTIONS SHALL BE TREATED AS A SINGLE CLAIM. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 15 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
Dispute Resolution and Arbitration.
Generally. In the interest of resolving disputes between you and the Company in the most expedient and cost-effective manner, and except as described in Section 16.2 and 16.3, you and the Company agree that every dispute arising in connection with these Terms will be resolved by binding arbitration. Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate disputes includes all claims arising out of or relating to any aspect of these Terms, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these Terms. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND THE COMPANY ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
Exceptions. Despite the provisions of Section 16.1, nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either party to: (a) bring an individual action in small claims court, if the dispute qualifies; (b) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (c) seek injunctive relief in a court of law in aid of arbitration; or (d) to file suit in a court of law to address an intellectual property infringement claim.
Opt-Out. If you do not wish to resolve disputes by binding arbitration, you may opt out of the provisions of this Section 16 within thirty (30) days after the date that you agree to these Terms by sending a letter to Rose Beauty Holdings, Inc., at 99 Wall Street #1483, New York, NY 10005, that specifies: your full legal name, the email address associated with your Account on the Platform, and a statement that you wish to opt out of arbitration (“Opt-Out Notice”). Once the Company receives your Opt-Out Notice, this Section 16 will be void and any action arising out of these Terms will be resolved as set forth in Section 17.3. The remaining provisions of these Terms will not be affected by your Opt-Out Notice.
Arbitrator. Any arbitration between you and the Company will be settled under the Federal Arbitration Act and administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (collectively, “AAA Rules”) as modified by these Terms. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by contacting the Company. The arbitrator has exclusive authority to resolve any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement.
Notice of Arbitration; Process. A party who intends to seek arbitration must first send a written notice of the dispute to the other party by certified U.S. Mail or by Federal Express (signature required) or, only if that other party has not provided a current physical address, then by electronic mail (“Notice of Arbitration”). The Company’s address for Notice is: Rose Beauty Holdings, Inc., at 99 Wall Street #1483, New York, NY 10005. The Notice of Arbitration must: (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought (“Demand”). The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within thirty (30) days after the Notice of Arbitration is received, you or the Company may commence an arbitration proceeding. All arbitration proceedings between the parties will be confidential unless otherwise agreed by the parties in writing. During the arbitration, the amount of any settlement offer made by you or the Company must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. If the arbitrator awards you an amount higher than the last written settlement amount offered by Company in settlement of the dispute prior to the award, we will pay to you the higher of: (i) the amount awarded by the arbitrator; or (ii) Ten Thousand ($10,000.00) Dollars.
Fees. If you commence arbitration in accordance with these Terms, we will reimburse you for your payment of the filing fee, unless your claim is for more than Ten Thousand ($10,000.00) Dollars, in which case the payment of any fees will be decided by the AAA Rules. Any arbitration hearing will take place at a location to be agreed upon in Miami-Dade County, Florida but if the claim is for Ten Thousand ($10,000.00) Dollars or less, you may choose whether the arbitration will be conducted: (a) solely on the basis of documents submitted to the arbitrator; (b) through a non-appearance based telephone hearing; or (c) by an in-person hearing as established by the AAA Rules in the county (or parish) of your billing address. If the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules. In that case, you agree to reimburse the Company for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.
No Class Actions. YOU AND THE COMPANY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and the Company agree otherwise, the arbitrator may not consolidate more than one person’s claims and may not otherwise preside over any form of a representative or class proceeding.
Modifications to this Arbitration Provision. If we make any future change to this Section 16, other than a change to the Company’s address for Notice of Arbitration, you may reject the change by sending us written notice within thirty (30) days after the change is posted on the Platform. If you do so, the version of this Section 16 in effect immediately before your rejection notice will continue to govern disputes between you and the Company.
Enforceability. If Section 16.7 or the entirety of this Section 16 is found to be unenforceable, or if the Company receives an Opt-Out Notice from you, then the entirety of this Section 16 will be null and void and, in that case, the exclusive jurisdiction and venue described in Section 17.3 will govern any action arising out of or related to these Terms.
Miscellaneous.
Privacy Policy. Your submission of personal information through the Platform is governed by our Privacy Policy, which is incorporated into these Terms by reference. By using the Platform, you acknowledge that you have reviewed our Privacy Policy.
General Terms. These Terms, together with our Privacy Policy and any other agreements expressly incorporated by reference into these Terms, are the entire and exclusive understanding and agreement between you and the Company regarding your use of the Platform. You may not assign or transfer these Terms or your rights under these Terms, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign these Terms at any time without notice or consent. The failure to require performance of any provision will not affect our right to require performance at any other time after that, nor will a waiver by us of any breach or default of these Terms, or any provision of these Terms, be a waiver of any subsequent breach or default or a waiver of the provision itself. Use of section headers in these Terms is for convenience only and will not have any impact on the interpretation of any provision. Throughout these Terms the use of the word “including” means “including but not limited to”. If any part of these Terms is held to be invalid or unenforceable, the unenforceable part will be given effect to the greatest extent possible, and the remaining parts will remain in full force and effect.
- Governing Law. These Terms are governed by the laws of the State of Florida, without regard to its conflict of laws principles. To the extent any lawsuit or court proceeding is permitted under these Terms, you and the Company consent to the exclusive jurisdiction and venue of the state and federal courts located in Miami-Dade County, Florida. The Platform is controlled and operated from the United States and is intended for use only in jurisdictions where such use is lawful. We make no representation that the Platform, or any content, Products, or services made available through it, is appropriate or available in any particular jurisdiction. Any person who accesses the Platform does so at their own initiative and is solely responsible for compliance with all applicable laws, rules, and regulations. We reserve the right to limit or restrict availability of the Platform, in whole or in part, to any person, geographic area, or jurisdiction at any time in our sole discretion.
Statute of Limitations. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Platform or these Terms must be filed within one (1) year after such claim or cause of action arose or will be forever barred.
Additional Privacy and Cookie Disclosures. Your use of the Platform may also be subject to any cookie notice, state privacy notice, or other privacy disclosure posted on the Platform from time to time, each of which is incorporated herein by reference to the extent applicable.
Additional Terms. Your use of the Platform is subject to all additional terms, policies, rules, or guidelines applicable to the Platform or certain features of the Platform that we may post on or link to from the Platform, Products, or Subscription Services (the "Additional Terms"). All Additional Terms are incorporated by this reference into, and made a part of, these Terms.
Security Protocols. You understand that the Platform and software embodied within the Platform may include security components that permit digital materials to be protected, and that use of these materials is subject to usage rules set by us and/or content providers who provide content to the Platform. You may not attempt to override or circumvent any of the usage rules embedded into the Platform. Any unauthorized reproduction, publication, further distribution, or public exhibition of the materials provided on the Platform, in whole or in part, is strictly prohibited.
Consent to Electronic Communications. By using the Platform, creating an Account, or purchasing Products, you consent to receive Communications from the Company electronically. You agree that any notices, disclosures, agreements, acknowledgments, consents, policies, records, receipts, or other communications relating to your Account, the Platform, your orders, your Subscription Service, or these Terms (collectively, "Communications") may be provided electronically, including through email, the Platform, text message (where applicable), or other electronic means permitted by law. Company may use Third-Party Service Providers, messaging platforms, or marketing automation systems to send Communications on its behalf. These providers may transmit messages from their systems rather than directly from Company. You agree that we may use any email address or telephone number you provide as set forth here, now or in the future, including mobile phone numbers. You also agree that we may monitor and record calls regarding your Account to ensure the quality of our service or for other reasons.
Marketing Communications. If you choose to opt in to receive promotional or marketing communications from us, you agree that we may send you such communications in accordance with your preferences and applicable law. Marketing communications may include emails and, where you separately provide the required consent, marketing text messages or telephone communications. Your consent to receive marketing communications is not a condition of purchasing any Products. You may unsubscribe from promotional emails by using the unsubscribe link contained in the applicable email and may revoke consent for marketing text messages or telephone communications as described in Section 17.10. Even if you opt out of marketing communications, we may continue to send you transactional, relationship, or legally required communications regarding your Account, orders, subscriptions, customer support, security, service updates, or other non-promotional matters, to the extent permitted by law.
Calls, Text Messages, and Telephone Communications. By providing a telephone number to the Company, you represent and warrant that you are the subscriber or customary user of that number, or that you are otherwise authorized to provide any consent required for the Company to contact you at that number. You agree that the Company, and its Third-Party Service Providers acting on the Company's behalf, may contact you at that number for transactional, account-related, or relationship purposes, including regarding your Account, orders, subscriptions, shipping, delivery, customer support, fraud prevention, security matters, product recalls, payment issues, and other operational Communications. Such Communications may be made using written, electronic, or verbal means, including manual dialing, emails where appropriate, in-app messaging, calls, or text messages, and, to the extent permitted by applicable law, using automated technology, an automatic telephone dialing system, and/or artificial or prerecorded voice technology, including if your telephone number is listed on any federal or state Do-Not-Call registry.
If you separately opt in through a clear and conspicuous disclosure presented at the point your number is collected, you expressly consent to receive recurring marketing or promotional calls and text messages from Rose Beauty Holdings, Inc., and from service providers acting on its behalf, at the telephone number you provided, including through automated technology, an automatic telephone dialing system, and/or artificial or prerecorded voice technology, to the extent permitted by law. Your consent to receive marketing or promotional calls or text messages is not a condition of purchasing any Products. Message frequency may vary. Message and data rates may apply.
You may revoke your consent to receive marketing or other consent-based calls or text messages at any time by replying STOP, OPT OUT, CANCEL, or UNSUBSCRIBE to any text message, by using any opt-out mechanism we make available, or by any other reasonable means that clearly expresses your desire not to receive further calls or text messages. We will honor revocation requests within a reasonable time not to exceed ten (10) business days after receipt. After receipt of a revocation request, the Company may send one non-promotional confirmation text confirming the opt-out request or seeking clarification as permitted by applicable law. Even if you opt out of marketing communications, you may still receive transactional or service-related communications to the extent permitted by law.
The Company may monitor or record calls with you for quality assurance, training, security, or operational purposes, subject to applicable law. Delivery of calls and text messages is subject to effective transmission by your wireless carrier and our service providers, and wireless carriers are not liable for delayed or undelivered messages.
Contact Information. The Platform is offered by Rose Beauty Holdings, Inc., located at 99 Wall Street #1483, New York, NY 10005. You may contact us by sending correspondence to that address or by emailing us at support@studiorosefragrance.com.
Notice to California Residents. If you are a California resident, under California Civil Code Section 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at (800) 952-5210 in order to resolve a complaint regarding the Platform or to receive further information regarding use of the Platform. For more information, please also read our Notice to California Residents.
No Support. We are under no obligation to provide support for the Platform. In instances where we may offer support, the support will be subject to published policies.
Force Majeure. The Company shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, natural disasters, fire, flood, pandemic, epidemic, government action, labor disputes, internet or hosting failures, cyberattacks, power outages, supply chain disruptions, or failures of Third-Party Service Providers.
Independent Effect. Each disclaimer and limitation of liability set forth in these Terms is intended to operate independently, and if any provision is found unenforceable, the remaining disclaimers and limitations shall remain in full force and effect.
International Use. The Platform is hosted from the United States of America and is intended for Users located within the United States. We make no representation that the Platform is appropriate or available for use outside of the United States. Access to the Platform from countries or territories or by individuals where such access is illegal is prohibited.
Last Updated: July 14, 2026