"JOE B2B MEMBERSHIP” TERMS & CONDITIONS
Effective Date: January, 2022
Welcome to the terms and conditions ("Terms") for Joe B2B Membership. These Terms are between you and the company or business that you are authorized to represent (“you” or “your”) and Joe & The Juice A/S and/or its affiliates ("Joe & The Juice" or "Us") and govern our respective rights and obligations. These Terms apply to memberships for “Joe B2B” (each a, “Joe B2B Membership”).
Please note that your use and the use by Membership Participants (defined below) of the Joe & The Juice website (the “Website”), the Joe & The Juice mobile application (the “App”) and Joe B2B Membership are also governed by the agreements listed and linked to below where relevant, as well as all other applicable terms, conditions, limitations, and requirements on the Website and the App, all of which (as changed over time) are incorporated into these Terms. If you sign up for a Joe B2B Membership you accept these terms, conditions, limitations and requirements.
By using your Joe B2B Membership you agree that you and all individuals using, participating in, or having access to your Joe B2B Membership account (“Membership Participants”) are bound by these terms and conditions. You represent and warrant that you have the legal authority to agree on behalf of all Membership Participants and that you will provide all Membership Participants with the applicable terms and agreements prior to their use of the Joe B2B Membership. If you don’t expressly accept these terms and conditions, you won’t be able to register for Joe B2B Membership.
You must be 18 years of age or older to register for Joe B2B Membership. You certify that you are 18 years of age or older.
PRIVACY
We process information about you and Membership Participants in accordance with our Privacy Policy which is incorporated into and is part of these Terms. By signing up for Joe B2B Membership you warrant that all data provided by you and any Membership Participants is accurate.
JOE B2B MEMBERSHIP BENEFITS
By joining Joe B2B Membership and paying the stated fee in the App on the terms noted below, you and all Membership Participants are entitled to a range of benefits as shown in the App or on the Website. Membership Participants will receive a fixed discount on products purchased through the App. Joe B2B Membership limits an account holder to receiving the stated discount on up to a fixed amount of products per day, and unlimited coffee products per day, as noted in your membership page.
Any products purchased on top of the discount allowance described above will be charged at the full advertised price without any discount offered by Joe B2B Membership.
OTHER LIMITATIONS
We reserve the right to accept or refuse membership in our absolute discretion.
We may send you and Membership Participants emails and other communications related to your Joe B2B Membership regarding all account matters regardless of any settings or preferences related to your Joe B2B Membership account.
You may not transfer or assign your Joe B2B Membership or any Joe & The Juice benefits, including promotion codes for Joe B2B Memberships or benefits, except to the extent that you are providing Membership Participants access to the benefits of the Joe B2B Membership.
Joe B2B Membership members and Membership Participants are not permitted to purchase products for the purpose of resale, rental, or to ship to their customers or potential customers using Joe B2B Membership.
From time to time, Joe & The Juice may choose in its absolute discretion to add or remove Joe B2B Membership benefits.
FEES AND AUTOMATIC RENEWALS
The membership fee for Joe B2B Membership is stated in the App under the “Wallet ”and “Memberships” sections (as applicable). From time to time, we may offer different membership terms, promotional deals and offers and the fees for such membership may vary. The Joe B2B Membership fee is non-refundable except as expressly set forth in these Terms. Taxes may apply on the Joe B2B Membership fee and will follow the tax regulations of the specific state, region or nation you are registered in; therefore, if your business location changes, you must update Joe & The Juice so the Joe B2B Membership fee destination address can reflect your current address.
Prior to registering for Joe B2B Membership you will expressly consent to all termsand conditions including the processes regarding fees and renewal.
If all eligible payment methods we have on file for Membership Participants are declined for payment of your membership fee, you must provide us a new eligible payment method promptly or your membership will be deactivated until an eligible payment method is provided. If you provide us with a new eligible payment method and are successfully charged, your new membership period will be based on the date of the successful charge.
We may change the Joe B2B Membership benefits and the price of Joe B2B Membership from time to time; however, any price changes or changes to your Joe B2B Membership will apply no earlier than 30 days following notice to you. You must cancel your Joe B2B Membership within this notice period if you do not want to continue your Joe B2B Membership with the changed benefits and / or pricing; otherwise, the new benefits and pricing will apply to your Joe B2B Membership until you cancel.
UNLESS YOU NOTIFY US BEFORE A CHARGE THAT YOU WANT TO CANCEL, YOU UNDERSTAND YOUR JOE B2B MEMBERSHIP WILL AUTOMATICALLY RENEW EACH MONTH BEGINNING ON THE DATE YOU REGISTER. YOU WILL BE CHARGED AUTOMATICALLY EVERY MONTH FOR YOUR MEMBERSHIP, AND YOU AUTHORIZE US (WITHOUT NOTICE TO YOU) TO COLLECT THE THEN-APPLICABLE MEMBERSHIP FEE AND ANY TAXES, USING ANY ELIGIBLE PAYMENT METHOD WE HAVE ON RECORD FOR YOU.
AGREEMENT CHANGES
We may in our absolute discretion change these Terms, Joejuice.com’s Terms of Use and Privacy Policy, or any aspect of Joe B2B Membership. YOUR CONTINUED MEMBERSHIP AFTER WE CHANGE THESE TERMS CONSTITUTES YOUR ACCEPTANCE OF THE CHANGES. IF YOU DO NOT AGREE TO ANY CHANGES, YOU MUST CANCEL YOUR MEMBERSHIP. To the extent that we are required by applicable law to notify you in advance of implementing these changes, we will provide sufficient advance notice.
MEMBERSHIP CANCELLATION
You may cancel your Joe B2B Membership for any reason and at any time by visiting Your Membership on the App
By joining and registering for Joe B2B Membership, you actively consent to the service of Joe B2B Membership being provided, in full, by Us at the time of registration.
TERMINATION BY US
We may terminate your Joe B2B Membership at our discretion without notice. If we do so, we will give you a prorated refund based on the number of full days remaining in your membership. However, we will not give any refund for termination related to conduct that we determine, in our absolute discretion, violates these Terms or any applicable law, involves fraud or misuse of the Joe B2B Membership, or is harmful to our interests or another user. Our failure to insist upon or enforce your strict compliance with these Terms will not constitute a waiver of any of our rights.
LIMITATIONOF LIABILITY
IN ADDITION TO OTHER LIMITATIONS AND EXCLUSIONS IN JOEJUICE.COM’s TERMS OF USE, OUR TOTAL LIABILITY, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, WILL NOT EXCEED THE LAST MEMBERSHIP FEE YOU PAID. THIS LIMITATION OF LIABILITY WILL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW AND WILL SURVIVE CANCELLATION OR TERMINATION OF YOUR JOE B2B MEMBERSHIP.
INDEMNIFICATION
You agree to indemnify, defend and hold harmless Joe & The Juice and its parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, internsand employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your or Membership Participants’ breach of these Terms, or your or Membership Participants’ violation of any law or the rights of a third-party.
SEVERABILITY
If any of these terms and conditions is found invalid, void, or for any reason unenforceable, that term or condition is severable and does not affect the validity and enforceability of any remaining terms and conditions.
DISPUTES
FOR U.S. JOE B2B MEMBERSHIP CUSTOMERS
Any dispute or claim relating in any way to these Terms or your use of Joe B2B Membership, or to any products or services sold or distributed by Joe & The Juice or through Joejuice.com will be resolved by binding arbitration, rather than in court.
To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to our registered agent Capitol Service Inc. The arbitration will be conducted by the American Arbitration Association (AAA)under its rules. Payment of all filing, administration and arbitrator fees will be governed by the AAA's rules. You may choose to have the arbitration conducted by telephone, based on written submissions, or in person.
We each agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. If for any reason a claim proceeds in court rather than in arbitration, we each waive any right to a jury trial. We also both agree that you or we may bringsuit in court to enjoin infringement or other misuse of intellectual property rights.
GOVERNING LAW; VENUE
If your principal place of business is in the U.S., (a) these Terms and any dispute of any sort that might arise between you and Us shall be governed by and construed in accordance with the Federal Arbitration Act, applicable federal law, and the laws of the State of New York, without regard to principles of conflicts of law, and (b) any dispute of any sort arising out of or relating to these Terms will be heard in New York County, New York. If your principal place of business is outside of the U.S., these Terms shall be governed by and construed in accordance with the laws of Denmark.