Last Updated: [April 4, 2023]
These Terms of Service (“Terms”) are between Dandelion Center LLC (“Dandelion” “we” or “us”) and you (“User” or “you” or “your”) and sets forth the terms and conditions that govern your rights to access and use the Dandelion website and other online products and services offered by Dandelion or participate in our training cohorts (collectively, our “Services”).
PLEASE READ THESE TERMS CAREFULLY, INCLUDING THE MANDATORY ARBITRATION PROVISION AND CLASS ACTION WAIVER IN SECTION 12, WHICH REQUIRES THAT DISPUTES BE RESOLVED BY FINAL AND BINDING ARBITRATION AND A WAIVER OF RIGHTS TO PARTICIPATE IN A CLASS-ACTION LAWSUIT OR CLASS-WIDE ARBITRATION. BY ACCESSING OR USING OUR SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS AND ALL TERMS INCORPORATED BY REFERENCE. IF YOU DO NOT AGREE TO THESE TERMS IN THEIR ENTIRETY, DO NOT USE OUR SERVICES.
No one under 13 is allowed to use our Services. If you are under 18 (or the age of legal majority where you live), you may only use our Services with the prior consent of your parent or legal guardian who agrees to be bound by these Terms. Please be sure your parent or legal guardian has reviewed and discussed these Terms with you before you start using the Services. If you are a parent or legal guardian of a user under the age of 18 (or the age of legal majority), you agree to be fully responsible for the acts or omissions of such user in relation to our Services. If you use our Services on behalf of another person or entity, (a) all references to “you” throughout these Terms will include that person or entity, (b) you represent that you are authorized to accept these Terms on that person’s or entity’s behalf, and (c) in the event you or the person or entity violates these Terms, the person or entity agrees to be responsible to us.
2. Prohibited Conduct
You will not violate any applicable law, contract, intellectual property right or other third-party right or commit a tort, and you are solely responsible for your conduct while using our Services. You will not:
- Engage in any harassing, threatening, intimidating, predatory or stalking conduct;
- Impersonate or post on behalf of any person or entity or otherwise misrepresent your affiliation with a person or entity;
- Sell, resell or commercially use our Services;
- Copy, reproduce, distribute, publicly perform or publicly display all or portions of our Services, except as expressly permitted by us or our licensors;
- Modify our Services, remove any proprietary rights, notices or markings, or otherwise make any derivative works based upon our Services;
- Use our Services other than for their intended purpose and in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying our Services or that could damage, disable, overburden or impair the functioning of our Services in any manner;
- Reverse engineer any aspect of our Services or do anything that might discover source code or bypass or circumvent measures employed to prevent or limit access to any part of our Services;
- Use any data mining, robots or similar data gathering or extraction methods designed to scrape or extract data from our Services;
- Develop or use any applications that interact with our Services without our prior written consent;
- Send, distribute or post spam, unsolicited or bulk commercial electronic communications, chain letters or pyramid schemes;
- Bypass or ignore instructions contained in our robots.txt file; or
- Use our Services for any illegal or unauthorized purpose, or engage in, encourage or promote any activity that violates these Terms.
- Enforcement of this Section 2 is solely at Dandelion’s discretion, and failure to enforce this section in some instances does not constitute a waiver of our right to enforce it in other instances. In addition, this Section 2 does not create any private right of action on the part of any third party or any reasonable expectation that conduct that is prohibited by such rules will not occur through your use of or access to our Services.
3. Third-Party Services
Our Services may make available to you content from third-party providers or links to third-party websites, services or other resources on the Internet (“Third-Party Content”). These links and content are provided solely as a convenience to you and not as an endorsement, guarantee, warranty, or recommendation by us of such Third-Party Content. Our Services may also provide you with access to or require use of services enabled by software and other technology developed or provided by third parties, such as video conferencing (such technology collectively with Third-Party Content being “Third-Party Content”). You acknowledge that Dandelion does not own, create, or control the Third-Party Services and that the Third-Party Content delivered to you by or through the Services may include content that is objectionable to you. Without limiting the foregoing, we do not control, endorse, create an affiliation with, sponsor or take responsibility for any Third-Party Services made available on or linked to by our Services. Dandelion disclaims any responsibility or liability in connection with your use of or inability to use any Third-Party Services.
4. Ownership; Limited License
The Services, including the text, graphics, images, photographs, videos, illustrations and other content contained therein, are owned by Dandelion or our licensors and are protected under both United States and foreign laws. Except as explicitly stated in these Terms, all rights in and to the Services are reserved by us or our licensors. Subject to your compliance with these Terms, you are hereby granted a limited, nonexclusive, nontransferable, non-sublicensable, revocable license to access and use our Services for your own personal, noncommercial use. Any use of the Services other than as specifically authorized herein, without our prior written permission, is strictly prohibited, will terminate the license granted herein, and violates our intellectual property rights.
Our name, Dandelion Center LLC, our logos, our product or service names, our slogans and the look and feel of the Services are trademarks of Dandelion and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names and company names or logos mentioned on the Services are the property of their respective owners. Reference to any products, services, processes or other information by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation by us.
If you submit or otherwise communicate to us any questions, comments, suggestions, ideas, original or creative materials or other information about Dandelion or our Services (collectively, “Feedback”), you understand that we may treat such Feedback as nonconfidential and that we may use such Feedback for any purpose without acknowledgment or compensation to you, including to develop, copy, publish, or improve the Feedback in Dandelion’s sole discretion.
To the fullest extent permitted by applicable law, you will indemnify, defend and hold harmless Dandelion and our current and future parents, subsidiaries and affiliates and other companies under common control and ownership, and each of our respective officers, directors, agents, partners and employees (individually and collectively, the “Dandelion Parties”) from and against any losses, liabilities, claims, demands, damages, expenses or costs (“Claims”) arising out of or related to (a) your access to or use of the Services; (b) your Feedback; (c) your violation of these Terms; (d) your violation, misappropriation or infringement of any rights of another (including intellectual property rights or privacy rights); or (e) your conduct in connection with the Services. You agree to promptly notify Dandelion Parties of any third-party Claims, cooperate with Dandelion Parties in defending such Claims and pay all fees, costs and expenses associated with defending such Claims (including attorneys’ fees). You also agree that the Dandelion Parties will have control of the defense or settlement, at the Dandelion Parties’ sole option, of any third-party Claims. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and Dandelion or the other Dandelion Parties.
Your use of our Services is at your sole risk. Except as otherwise provided in writing by us, our Services and any content therein are provided “as is” and “as available” without warranties of any kind, either express or implied, including implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. In addition, Dandelion does not represent or warrant that our Services are accurate, complete, reliable, current or error-free. While Dandelion attempts to make your use of our Services and any content therein safe, we cannot and do not represent or warrant that our Services or servers are free of viruses or other harmful components. You assume the entire risk as to the quality and performance of the Services.
9. Limitation of Liability
- To the fullest extent permitted by applicable law, Dandelion and the other Dandelion Parties will not be liable to you under any theory of liability—whether based in contract, tort, negligence, warranty, or otherwise—for any indirect, consequential, incidental, or special damages or lost profits, even if Dandelion or the other Dandelion Parties have been advised of the possibility of such damages.
- The total liability of Dandelion and the other Dandelion Parties for any claim arising out of or relating to these Terms or our Services, regardless of the form of the action, is limited to $100 USD.
- The limitations set forth in this Section 9 will not limit or exclude liability for personal injury, death or property damage caused by the Services or for the gross negligence, fraud or intentional, willful, malicious or reckless misconduct of Dandelion or the other Dandelion Parties or for any other matters in which liability cannot be excluded or limited under applicable law. Additionally, some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations or exclusions may not apply to you.
To the fullest extent permitted by applicable law, you release Dandelion and the other Dandelion Parties from responsibility, liability, claims, demands and/or damages (actual and consequential) of every kind and nature, known and unknown (including claims of negligence), arising out of or related to disputes between users and the acts or omissions of third parties. If you are a consumer who resides in California, you hereby waive your rights under California Civil Code § 1542, which provides: “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.”
11. Transfer and Processing Data
In order for us to provide our Services, you agree that we may process, transfer and store information about you in the United States and other countries, where you may not have the same rights and protections as you do under local law.
12. Dispute Resolution; Binding Arbitration
Please read the following section carefully because it requires you to arbitrate certain disputes and claims with Dandelion and limits the manner in which you can seek relief from us, unless you opt out of arbitration by following the instructions set forth below. No class or representative actions or arbitrations are allowed under this arbitration provision. In addition, arbitration precludes you from suing in court or having a jury trial.
- No Representative Actions. You and Dandelion agree that any dispute arising out of or related to these Terms or our Services is personal to you and Dandelion and that any dispute will be resolved solely through individual action, and will not be brought as a class arbitration, class action or any other type of representative proceeding.
- Arbitration of Disputes. Except for small claims disputes in which you or Dandelion seeks to bring an individual action in small claims court located in the county of your billing address or disputes in which you or Dandelion seeks injunctive or other equitable relief for the alleged infringement or misappropriation of intellectual property, you and Dandelion waive your rights to a jury trial and to have any other dispute arising out of or related to these Terms or our Services, including claims related to privacy and data security, (collectively, “Disputes”) resolved in court. Instead, for any Dispute that you have against Dandelion you agree to first contact Dandelion and attempt to resolve the claim informally by sending a written notice of your claim (“Notice”) to Dandelion by email or by certified mail addressed to Dandelion Center LLC, 3000 31st Street, Santa Monica, CA 90405. The Notice must (a) include your name, residence address, email address, and telephone number; (b) describe the nature and basis of the Dispute; and (c) set forth the specific relief sought. Our notice to you will be similar in form to that described above. If you and Dandelion cannot reach an agreement to resolve the Dispute within thirty (30) days after such Notice is received, then either party may submit the Dispute to binding arbitration administered by ADR Services, Inc. (“ADR Services”) (https://www.adrservices.com/) or, under the limited circumstances set forth above, in court. All Disputes submitted to ADR Services will be resolved through confidential, binding arbitration before one arbitrator. Arbitration proceedings will be held in the County of Los Angeles, California unless you are a consumer, in which case you may elect to hold the arbitration in your county of residence. For purposes of this Section 12, a “consumer” means a person using the Services for personal, family or household purposes. You and Dandelion agree that Disputes will be held in accordance with the ADR Services Arbitration Rules (“ADR Rules”). The most recent version of the ADR Rules are available on the ADR website and are hereby incorporated by reference. You either acknowledge and agree that you have read and understand the ADR Rules or waive your opportunity to read the ADR Rules and waive any claim that the ADR Rules are unfair or should not apply for any reason.
- You and Dandelion agree that these Terms affect interstate commerce and that the enforceability of this Section 12 will be substantively and procedurally governed by the Federal Arbitration Act, 9 U.S.C. § 1, et seq. (the “FAA”), to the maximum extent permitted by applicable law. As limited by the FAA, these Terms and the ADR Rules, the arbitrator will have exclusive authority to make all procedural and substantive decisions regarding any Dispute and to grant any remedy that would otherwise be available in court, including the power to determine the question of arbitrability. The arbitrator may conduct only an individual arbitration and may not consolidate more than one individual’s claims, preside over any type of class or representative proceeding or preside over any proceeding involving more than one individual.
- The arbitration will allow for the discovery or exchange of non-privileged information relevant to the Dispute. The arbitrator, Dandelion, and you will maintain the confidentiality of any arbitration proceedings, judgments and awards, including information gathered, prepared and presented for purposes of the arbitration or related to the Dispute(s) therein. The arbitrator will have the authority to make appropriate rulings to safeguard confidentiality, unless the law provides to the contrary. The duty of confidentiality does not apply to the extent that disclosure is necessary to prepare for or conduct the arbitration hearing on the merits, in connection with a court application for a preliminary remedy or in connection with a judicial challenge to an arbitration award or its enforcement, or to the extent that disclosure is otherwise required by law or judicial decision.
- You and Dandelion agree that for any arbitration you initiate, you will pay the filing fee (up to a maximum of $250 if you are a consumer), and Dandelion will pay the remaining ADR Services fees and costs. For any arbitration initiated by Dandelion, Dandelion will pay all ADR Services fees and costs. You and Dandelion agree that the state or federal courts of the State of California and the United States sitting in the County of Los Angeles, California have exclusive jurisdiction over any appeals and the enforcement of an arbitration award.
- Any Dispute must be filed within one year after the relevant claim arose; otherwise, the Dispute is permanently barred, which means that you and Dandelion will not have the right to assert the claim.
- You have the right to opt out of binding arbitration within 30 days of the date you first accepted the terms of this Section 12 by contacting us In order to be effective, the opt-out notice must include your full name and address and clearly indicate your intent to opt out of binding arbitration. By opting out of binding arbitration, you are agreeing to resolve Disputes in accordance with this Section 12.
- If any portion of this Section 12 is found to be unenforceable or unlawful for any reason, (a) the unenforceable or unlawful provision shall be severed from these Terms; (b) severance of the unenforceable or unlawful provision shall have no impact whatsoever on the remainder of this Section 12 or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant to this Section 12; and (c) to the extent that any claims must therefore proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction and not in arbitration, and the parties agree that litigation of those claims shall be stayed pending the outcome of any individual claims in arbitration. Further, if any part of this Section 12 is found to prohibit an individual claim seeking public injunctive relief, that provision will have no effect to the extent such relief is allowed to be sought out of arbitration, and the remainder of this Section 12 will be enforceable.
13. Governing Law and Venue
Any dispute arising from these Terms and your use of the Services will be governed by and construed and enforced in accordance with the laws of California, except to the extent preempted by U.S. federal law, without regard to conflict of law rules or principles (whether of California or any other jurisdiction) that would cause the application of the laws of any other jurisdiction. Any dispute between the parties that is not subject to arbitration or cannot be heard in small claims court will be resolved in the United States District Court for the Central District of California. If, however, that court would lack original jurisdiction over the litigation, then all such claims and disputes will be litigated exclusively in the Superior Court of California, County of Los Angeles. You and Dandelion consent to the personal jurisdiction of both courts.
Modifying and Terminating our Services
We reserve the right to modify our Services or to suspend or stop providing all or portions of our Services at any time. You also have the right to stop using our Services at any time. We are not responsible for any loss or harm related to your inability to access or use our Services.
We may make changes to these Terms from time to time. If we make changes, we will provide you with notice of such changes, such as by sending an email, providing a notice through our Services or updating the date at the top of these Terms. Unless we say otherwise in our notice, the amended Terms will be effective immediately, and your continued use of our Services after we provide such notice will confirm your acceptance of the changes. If you do not agree to the amended Terms, you must stop using our Services.
If any provision or part of a provision of these Terms is unlawful, void or unenforceable, that provision or part of the provision is deemed severable from these Terms and does not affect the validity and enforceability of any remaining provisions.
- These Terms constitute the entire agreement between you and Dandelion relating to your access to and use of our Services. The failure of Dandelion to exercise or enforce any right or provision of these Terms will not operate as a waiver of such right or provision. The section titles in these Terms are for convenience only and have no legal or contractual effect. Use of the word “including” will be interpreted to mean “including without limitation.” Except as otherwise provided herein, these Terms are intended solely for the benefit of the parties and are not intended to confer third-party beneficiary rights upon any other person or entity. You agree that communications and transactions between us may be conducted electronically.
- Under California Civil Code Section 1789.3, California consumers are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 N. Market Blvd., Suite N-112, Sacramento, California 95834, or by telephone at 1 (800) 952-5210.