Stylist Agreement
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STYLIST AGREEMENT

IMPORTANT NOTICE: YOUR ACCEPTANCE OF THESE TERMS AND CONDITIONS CREATES A BINDING CONTRACT BETWEEN YOU AND TROVESTYLE, LLC.

As a party, entity, or person providing stylist services, or by continuing to use the Platform, you (“Stylist” or “you”) agree to be bound by the terms of this agreement (the “Agreement”), which sets forth and contains certain additional terms and conditions between you and Trove. You understand that Trove provides and facilitates a neutral technology and software platform providing users an online social marketplace in which designers, fashion stylists, fashion brands, and fashion boutiques can list and sell their fashion items and their fashion services in order for consumers to browse and purchase from or engage these parties. You further understand that users of the Platform include consumers of the foregoing services, including consumers of fashion stylist services (collectively, “Clients”).

You agree that by using the Platform as a Stylist you are at least 18 years of age and you are legally able and have the legal authority to enter into a contract.

By registering as a Stylist and agreeing to the terms and conditions of this Agreement, you also are agreeing to the terms of Trove’s Privacy Policy and Trove’s Terms of Service that are incorporated into this Agreement. You also agree that when you registered to use the Platform you became a user of Trove and therefore the provisions of Trove’s Terms of Service also apply and are incorporated into this Agreement. Terms not defined herein shall have the meaning attributed to them in the Trove’s Terms of Service.

Trove may amend the terms of this Agreement from time to time, in its sole discretion, with or without notice to Stylists of any such amendment. Unless otherwise specified by Trove, all modifications shall be effective upon posting. You are strongly encouraged to check the terms of this Agreement routinely. You agree that by using the Platform after any such changes or modifications become effective, you shall be bound by any such changes or modifications to the Agreement. If Stylist does not agree to the changes or modifications, Stylist and/or Trove may terminate access to the Platform.

Conditions
Stylists may be requested to provide further information in relation to your qualifications and professional experience as a Stylist (your "Credentials"). In doing so, you agree that you:

  1. are representing that you are not restricted from doing so and that you have obtained all necessary approvals (if any);
  2. any and all portfolio content, materials and images that you upload are true accurate and that you have all necessary rights to unload and share the same with the Platform;
  3. are not impersonating any person or entity;
  4. are not violating any applicable law regarding use of personal or identification information;
  5. will assure that at all times you accurately list and represent your skills, qualifications, and background;
  6. are authorized to create an account in your name and as a Stylist; and
  7. will provide, on demand from Trove, verification of your Credentials in such form as required by Trove.

For Stylists, we may, from time to time, use any of your Credentials to make our own inquiries (either by Trove or by a third party engaged by us) as to the completeness, accuracy or truthfulness of your Credentials. If we request evidence and you fail to provide it within the time requested, we may suspend or cancel your account (without prejudice to any other remedies we may have). Should we suspect or identify an individual to be inappropriately or unlawfully using any person or company’s identity or the Platform in a way that is unlawful or inappropriate, we may without notice to you, disclose that information to any relevant persons or authorities.

Stylist Code of Conduct
You agree to abide by the following code of conduct. In the event that Stylist fails to abide by this code of conduct, Trove shall be entitled to suspend or terminate Stylist’s account, in addition to pursuing any and all other legal remedies available to Trove. You hereby agree with the following in connection with the Platform:

  • Fashion Stylist Industry Custom and Practice Guidelines. Stylist hereby agrees to perform his or her duties in accordance with all applicable best practices, fashion industry custom, and fashion industry norms.
  • Relationship with Client. This Agreement shall not be construed to create a Stylist-Client relationship between Company and Client. It is hereby understood by Stylist that at all times: 1) there will solely be an Stylist-Client relationship between Stylist and Client; and 2) Stylist will exercise his/her/its independent professional judgment on the behalf of and for the benefit of the Client and make all final decisions regarding Client’s fashion and styling related matters and that Company shall not bear responsibility for any such decisions including any and all clothing, cosmetics, accessories or other items and/or materials shared or furnished to the Client, and information associated therewith. Stylist hereby affirms, agrees, represents and warrants that he/she/it by servicing any Client he/she/it solely has and enjoys a Stylist-Client relationship with that Client and Company is not a party to such relationship and Company shall not be responsible nor liable for the rights, duties, and obligations of that relationship.
  • No Interference. You will not engage in any conduct or take any actions that may manipulate, undermine, and/or interfere with any ratings of any Stylist on the Platform. Trove’s reserves the right to exclude without explanation any rating that we think may compromise the integrity of the Stylists feedback system.
  • No False Information. You will not provide false information or misleading information in connection with your Stylist profile and you will affirmatively undertake the obligation to regularly maintain your profile and assure that it is accurate and up-to-date. You will not knowingly engage in any conduct designed to defraud, mislead, or otherwise deceive any Client or any user of the Platform. You will not engage in conduct that is unethical, offensive, or harmful.
  • Manner of Performance. The nature manner of performance of stylist services and duties shall be determined solely by the Stylist in consultation with the Client, pursuant and subject to the Stylist-Client relationship established solely between Stylist and Client.
  • Conflicts of Interest. Stylist warrants he/she/it is under no contractual or other legal obligations that prohibit he/she/it from performing duties as a Stylist for the Client.
  • Not an Employer or Staffing Agency. Stylist hereby affirms and agrees that Trove is not a fashion or goods provider, boutique, retailer, staffing agency, nor employer and is not acting as a legal intermediary, agent, nor representative and that the Stylist-Client relationship is solely established between the Stylist and the Client.
  • Supervision. The nature and manner of performance of counsel and legal representation duties shall be determined solely by the Stylist in consultation with the Client, pursuant and subject to the Stylist Client relationship established solely between Stylist and Client.
  • Conflicts of Interest. Stylist warrants he is under no contractual or other legal obligations that prohibit him from performing duties as a counsel for the Client and Stylist has previously represented the same to the Client.
  • One Account. You will not register multiple accounts as a Stylist and shall at all times have at most one active Stylist account.

Use of Platform Tools
It is understood that the Platform will provide certain tools and functionalities to facilitate interactions between the Stylist and Clients through various “sessions”. These tools and functionalities include video conferencing, visual “mood boards” and access to the Platform’s database of products, clothing, or other fashion goods and items that are provided by Sellers on the Platform. Accordingly, it is expected that a Stylist will not be linking nor referencing third party websites, apps, platforms, marketplaces, or other resources in connection with showcasing or displaying any looks, styles, products, clothing, or other fashion goods and items in any “session” for any Client.

Relationship between You, a Client, and Trove, Release of Trove

  • You understand that as a Stylist, you will bear sole responsibility for conducting or managing your relationship with any Client including any and all counsel, materials, and information contained within or associated therewith.
  • You acknowledge and understand that as a Stylist you will be solely responsible and liable for any damages and/or claims suffered by or asserted by a Client in connection with services that you provided.
  • IN THE EVENT OF YOU ARE INVOLVED IN A DISPUTE REGARDING ANY ENGAGEMENT BY OR FOR A CLIENT OR YOUR USE OF THE SITE AND SERVICES GENERALLY, YOU HEREBY RELEASE Trove AND ITS AFFILIATES, AND THEIR RESPECTIVE DIRECTORS, SHAREHOLDERS, EMPLOYEES, REPRESENTATIVES AND AGENTS FROM ALL MANNER OF ACTIONS, CLAIMS OR DEMANDS AND FROM ANY AND ALL LOSSES (DIRECT, INDIRECT, INCIDENTAL OR CONSEQUENTIAL), DAMAGES, COSTS OR EXPENSES, INCLUDING, WITHOUT LIMITATION, COURT COSTS AND STYLIST’S FEES. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES, IN PART: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.” YOU FURTHER UNDERSTAND THE FOREGOING RELEASE IS CUMULATIVE WITH ANY RELEASES YOU HAVE PROVIDED IN Trove’s FAVOR BY AND THROUGH Trove’s TERMS OF SERVICE.

Disclaimer of Warranty and Limitation of Liability
THE SITE AND SERVICES ARE PROVIDED FOR INFORMATIONAL PURPOSES ONLY. IN ADDITION TO ALL OTHER LIMITATIONS AND DISCLAIMERS IN THIS AGREEMENT, Trove DISCLAIMS ANY LIABILITY OR LOSS IN CONNECTION WITH THE SITE AND/OR SERVICES.

TROVE DOES NOT GUARANTEE THE COMPLETENESS, AVAILABILITY, OR ACCURACY OF THE SITE AND/OR THE SERVICES. TO THE MAXIMUM EXTENT ALLOWED BY APPLICABLE LAW, TROVE DISCLAIMS ANY LIABILITY WHATSOEVER FOR ANY FINANCIAL OR OTHER LOSS, DAMAGE, COST, OR EXPENSE SUFFERED OR INCURRED BY ANY STYLIST, ANY USER, ANY CLIENT, OR ANY THIRD PARTY IN CONNECTION WITH THE SITE AND/OR THE SERVICES OR OTHERWISE RELATED TO THIS AGREEMENT, OR BE LIABLE TO ANY STYLIST, ANY USER, ANY CLIENT, OR ANY THIRD PARTY FOR DAMAGES RESULTING, OR ALLEGED TO HAVE RESULTED, FROM ANY ERROR OR OMISSION IN THE SITE OR SERVICES OR ANY ACTION TAKEN OR NOT TAKEN BASED THEREON, OR INFORMATION DERIVED THEREFROM, AND/OR ANY INFORMATION PROVIDED BY ANY STYLIST; AND IN NO EVENT SHALL TROVE BE LIABLE TO ANY STYLIST, ANY USER, ANY CLIENT, OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOSS OF BUSINESS, LOST SAVINGS OR OTHER CONSEQUENTIAL, SPECIAL, PUNITIVE, INCIDENTAL, INDIRECT, OR EXEMPLARY DAMAGES.
YOU ACKNOWLEDGE THAT IF NO FEES ARE PAID TO US FOR ANY SITE AND/OR SERVICES, YOU SHALL BE LIMITED TO INJUNCTIVE RELIEF ONLY, UNLESS OTHERWISE PERMITTED BY LAW, AND SHALL NOT BE ENTITLED TO DAMAGES OF ANY KIND FROM US, REGARDLESS OF THE CAUSE OF ACTION. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES, IN PART: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR".
YOU FURTHER UNDERSTAND THE FOREGOING RELEASE IS CUMULATIVE WITH ANY RELEASES YOU HAVE PROVIDED IN Trove’s FAVOR BY AND THROUGH TROVE’S TERMS OF SERVICE.

Indemnification
Stylist shall indemnify, defend and hold harmless Trove, and its employees, managers, directors, officers, representatives, independent contractors, agents (the “Indemnified Parties”) and affiliates against any and all losses, damages, suits, judgments, costs and expenses (including litigation costs and reasonable attorneys’ fees) arising out of or in connection with any claim, suit, action, or other proceeding brought against any of the Indemnified Parties for any claim, suit, action or other proceeding based on or otherwise arising from: (a) any breach of any representation, warranty, covenant or agreement to be performed by Stylist according to this Agreement and the Terms of Service; (b) Stylist’s rendering of services to any Trove user, Client, or any third party; or (c) any materials that Stylist has posted to the Platform and/or any content or materials otherwise provided by Stylist to a Client or Trove users generally by the Internet or other means.

Client Privacy and Communications
All information disclosed to Stylist by Clients in connection with your services as a stylist should be treated as private and confidential information. Stylist may not share or post such information, including but not limited to portions or excerpts from Client communications, conversations or messages, to any group, publication, forum, or website. Stylist also acknowledges that it will at all times comply with all ethical rules and prevailing industry custom governing the use, storage, and handling of Client confidential information.

You acknowledge that you are liable for the compliance with the rules outlined above. failure to comply with these rules may expose you to monetary fines or other penalties by governmental authorities, as well as termination of your Trove account. You also understand that while Trove strives to maintain the integrity and security of the tools and functionalities provided to you such as video conferencing, visual “mood boards” and access to the Platform’s database of products, clothing, or other fashion goods and items that are provided by Sellers on the Platform, that it cannot guarantee the security of the foregoing nor that any or all of the foregoing will always be free from breach.

General and Miscellaneous
a) This Agreement combined with Trove’s Terms of Service constitutes the entire and only agreement between Trove and you, and supersedes all prior or contemporaneous agreements, representations, warranties and understandings with respect to the Platform, and the subject matter of this Agreement. Any modification to this Agreement by you must be agreed to by the parties in a signed writing. You may not assign any of the rights or obligations granted hereunder, except with the express written consent of Trove, and any attempted assignment in violation of this paragraph is void. Trove may assign its rights under this Agreement without condition. This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns.
b) You agree that, except for claims for injunctive or equitable relief or claims regarding intellectual property rights (which may be brought in any competent court without the posting of a bond), any dispute arising under this Agreement shall be governed by the Terms of Service.
c) This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns. The headings of the paragraphs of this Agreement are inserted for convenience only and shall not be deemed to constitute part of this Agreement or to affect the construction thereof.
d) You understand that nothing contained in this Agreement shall create or imply any partnership, employment relationship, agency, or joint venture.

CLASS ACTION/JURY TRIAL WAIVER- WITH RESPECT TO ALL PERSONS AND ENTITIES, REGARDLESS OF WHETHER THEY HAVE OBTAINED OR USED THE SERVICES FOR PERSONAL, COMMERCIAL OR OTHER PURPOSES, ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE STYLIST GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND TROVE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE STYLIST GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND.