Terms and Conditions
Get in Touch
We offer retail merchandising consultations
Returns
Accepted within 24 hours of delivery
Ships Worldwide
We ship all over the world
Shipping
How long is shipping and processing?
Typically within 5-10 business days UNLESS otherwise stated on a PRE-ORDER option.
All pre-order options are clearly labeled in each listing.
Pre-ordering means, we have production happening, but not an exact date of delivery, just an estimate.
When do you ship?
As a small team of two, we schedule our shipments every Thursday each week. UPS collects the packages in the evening, and any remaining orders are dispatched on Friday, depending on the season's demand.
However, during the peak holiday season, which runs from the end of October through November 20th, we ship orders every business day. For pre-order items, all products in the order will be shipped together.
If you require separate shipments for different items in a pre-order, we can accommodate this for an additional packaging fee of $25 to cover the extra shipping costs.
Please reach out to heyhey@verticalledge.com if you need an item packaged and express shipped- we are more than happy to help in last-minute occassions.
Where do you ship?
We ship globally.
Within Mainland USA, we offer free shipping over $750.
Shipping is calculated at checkout for quotes proceed to sheckout to see estimated shipping fees and options.
Can I cancel my order?
You have the option to cancel your order within 48 hours of placing it. Beyond this 48-hour window, the order is considered confirmed with our shop, and resources have already been allocated towards fulfilling it.
Consequently, cancellations are not possible after this period as it involves both time and cost commitments from Vertical Ledge.
Do you accept returns?
Vertical Ledge has updated its return policy as follows:
- Return Refunds: Vertical Ledge offers refunds for unused stands returned in perfect condition, provided that the return is requested within the specified 72-hour period after delivery. The request must be approved by Vertical Ledge.
- Partial or Full Store Credit: Partial or Full store credit for returned items is no longer offered.
- Restocking Fee: A 25% restocking fee per item is applied for approved returns. Customers are responsible for the return using their own packaging and labels.
- Customer Responsibility: Vertical Ledge is not liable for providing return labels, arranging pick-ups with carriers, or any related services. Customers must handle the shipping of returns independently.
- Return Request Process: All return requests must be submitted through the customer portal, with a clear explanation and proper reasoning for the return.
- No Exchanges for Different Colors or Patches: Vertical Ledge does not accept exchanges for stands of different colors or for those with football patches on the wood.
Please note that the return policy requires strict adherence to these guidelines to ensure a smooth and fair process for both the customer and Vertical Ledge.
Damaged Item Claims
Due to the nature of these custom stands, shipping insurance requires the following for our damaged item claims:
1. A claim must be filed within 45 days of shipping label purchase (not delivery date).
2. A claim must be made aware to VERTICAL LEDGE within 72 hours of a package being DELIVERIED to the customers house. THERE ARE 0 Exceptions. Do not wait weeks to open your custom package. This is absoutltey critical and non-negitiable.
3.Photos of damaged item AND internal and external packaging (Emailed or mailed, only.) Meaning, if the box is damaged upon arrival and you open it, you will void the claim to damages.
4.Photos must be of the entire unit, not jsut damaged areas so we can access damages.
5. Within 3 business days of the claim being made, the customer must verify the claim with our 3rd party insurance company or be charged for the replacement costs.
Customs/Duties International
Customs clearing charges will be applied to packages shipped to Canada and Australia as items are made in Shenzhen, China.
Customer is responasible for all customs fees/duties/charges and will be contacted prior to delivery via the carrier to clear. If the carrier does not contact you before hand, you can review your customs charges before accepting delivery.
About Our Products
What are the circles in the product?
You’ll find several football, oval, or irregular shaped patches in either side of Baltic birch. Even the highest grade of Baltic birch allows for patches. While at first glance they might seem unsightly, they’re indeed correcting a worse problem that you wouldn’t like any better – such as knots or discoloration. Fortunately, patches are color matched, so they blend as best as they can to the surrounding areas.
Does my stand come with pegs and shelves?
Yes, each stand comes with a certain amount of adjustable shelves and 5x pegs. You can buy more shelves and pegs.
Can I put different stands together?
YES! We encourage our clients to create a cohesive look by putting multiple displays together for a seamless look. Each stand is cut from a similar variety of baltic birch. Please know that there are patches in some of the stands that are out of our control. We use the highest quality birch on the market and even then there are no perfect pieces of wood as it is a natural material.
Can I paint or stain the shelves?
Staining the stands is perfectly fine- check out YouTube videos on how to stain Baltic-Birch Plywood and you have everything you need to know. We do not advise our customers to stain the stands.
We do not encourage our clients to paint the stands as the tolerances might be ruined deeming the stands too tight a fit to easily be assembled and disassemble. That being said, we have not personally tried painting the stands and if we do- we will upload a video on how to do so effectively.
What should repeat customers expect?
Each batch of wood is slightly different in warmth, meaning there are differences in the tonality of the wood. This causes some stands to be much WHITER in tone or much WARMER in tone. We cannot guarantee that the wood will be a perfect match from month to month. If you are interested in seeing what tone your stand is in please email heyhey@verticalledge.com.
Outdoor Precautions
For wood Protection and care:
This is ideal for the front and back- be warned that it will make the RAW edges darker or more rich in color
For windy areas:
For areas that you need to secure from wind
Usually required at outdoor markets anyways
Can we secured with string to the bottom of the board through peg holes
Again, peg boards are not recommended for windy areas
Help break the wind with side walls
Not guaranteed to help prevent falling over
Was recommended by other artisans with our stands
For rainy areas:
Plastic heavy duty bummers- best recommended by VL team
Screw in very very gently to not split the wood layers-
Expert in wood option (would not recommend for someone who is not handy in wood crafts)
About Vertical Ledge
Does Vertical Ledge help with store design?
Yes! Learn more here.
Do you wholesale?
This all depends on the size of your project. We do offer wholesale pricing to certain brands and companies that are willing to put in the MOQ per stand of 20+ of one individual SKU.
Do you have a showroom?
YES, we do! It’s located in the Industrial District of Woodinville, 30 minutes NE of Seattle. Please email if you’d like to drop by.
Can I put in a custom request?
This all depends on the size of your project- are you looking to buy one shelf for customization or are you doing a custom bulk order for a retail location? We do not do small batch custom orders due to the amount of time and effort that goes into the designing and testing. Please inquire.
Furniture Dealer?
Please inquire on the contact form.
Terms and Conditions
Renturn Policy
Vertical Ledge has updated its return policy as follows:
- Return Refunds: Vertical Ledge offers refunds for unused stands returned in perfect condition, provided that the return is requested within the specified 72-hour period after delivery. The request must be approved by Vertical Ledge.
- Partial or Full Store Credit: Partial or Full store credit for returned items is no longer offered.
- Restocking Fee: A 25% restocking fee per item is applied for approved returns. Customers are responsible for the return using their own packaging and labels.
- Customer Responsibility: Vertical Ledge is not liable for providing return labels, arranging pick-ups with carriers, or any related services. Customers must handle the shipping of returns independently.
- Return Request Process: All return requests must be submitted through the customer portal, with a clear explanation and proper reasoning for the return.
- No Exchanges for Different Colors or Patches: Vertical Ledge does not accept exchanges for stands of different colors or for those with football patches on the wood.
Please note that the return policy requires strict adherence to these guidelines to ensure a smooth and fair process for both the customer and Vertical Ledge.
About Rentals
Accepting these Terms
Welcome to Vertical Ledge LLC! This Terms of Service agreement (“Terms”) is between you (“you” or “your”) and Vertical Ledge LLC, Inc. (“we,” “our,” “us,” or “Vertical Ledge LLC”), and governs your access to and use of our website located at www.verticalledge.com (and any successor site thereto) (the “Site”), our mobile application (the “App”) and related services, including Vertical Ledge LLC’s product rental and sale services (together with the Site, the App, and the Content (as defined below), the “Services”). These Terms also apply to in-person rentals and sales, which are part of the Services.
Please review these Terms carefully; by accessing or using any of the Services, including by creating an Account (as defined below), you acknowledge that you have read, understood, and agreed to be bound by these Terms.
These Terms are a legally binding contract between you and Vertical Ledge LLC. By accepting these Terms, you represent that you are an individual of legal age to form a binding contract or, if you are not, that you have obtained parental or guardian consent to enter into these Terms. Under no circumstances may you access or use the Services if you are under thirteen (13) years old. Your access to and use of the Services in any way also means that you agree to all of these Terms, and these Terms will remain in effect while you access or use the Services. These Terms incorporate by reference any additional terms and conditions posted by Vertical Ledge LLC through the Site and/or the App, or otherwise made available to you by Vertical Ledge LLC (the “Additional Terms”), and you understand and agree that by accessing or using any of our Services, you agree to also comply with all Additional Terms.
EXCEPT FOR LIMITED CIRCUMSTANCES DESCRIBED IN SUBCLAUSE (c) OF THE ARBITRATION AGREEMENT BELOW, YOU AGREE THAT DISPUTES BETWEEN YOU AND US WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION, OR TO A TRIAL BY JURY.
The Services are controlled or operated (or both) from the United States, and are not intended to subject Vertical Ledge LLC to any non-U.S. jurisdiction or law. You may not use the Services to rent or purchase Products outside of the United States. Any use of the Site is at your own risk, and you must comply with all applicable laws, rules, and regulations in doing so. We may limit the Service’s availability at any time, in whole or in part, to any person, geographic area or jurisdiction that we choose.
Changes
We may, at any time and without liability, suspend, modify, or discontinue all or part of the Services (including access to the Site via any third-party links). We encourage you to check our Site periodically for the most current Service offerings. Similarly, we may update the Content, including descriptions and specifications about Products or Services, and we reserve the right to remove any Content (as described below) at any time, for any reason (including, but not limited to, if someone alleges you contributed Content in violation of these Terms), in our sole discretion, and without notice. Vertical Ledge LLC will have no liability for any change in the Services, or any suspension or termination of your access to Services.
We also reserve the right to change these Terms at any time by notifying you of such changes by any reasonable means, including by posting the revised Terms on the Site. The “Last Updated” legend above indicates when these Terms were last changed. At our discretion, we may also notify you of certain changes by sending you an email to the email address associated with your Account. You are responsible for providing us with your current email address when you create an Account, and, if your email address changes, for updating your Account information to reflect your new email address. Your continued use of the Services, including by renting or purchasing Products (as defined below) from us, following any changes to these Terms will indicate your acknowledgement of such changes and agreement to be bound by the revised Terms. Any changes to the Terms will not apply to any dispute between you and us that arises prior to the date on which we posted the revised Terms incorporating such changes, or otherwise notified you of such changes. If you don’t agree with the new Terms, you may no longer access or use the Services.
Privacy
Your submission of information through the Services is governed by Vertical Ledge LLC’s Privacy Policy. To review the current Vertical Ledge LLC Privacy Policy, please click here.
Frequently Asked Questions
Please also refer to our online FAQ section for general information regarding our Services.
ABOUT OUR SERVICES
How to Access Vertical Ledge LLC Services
As noted above, you must be 13 years or older to access or use the Services. To use the Services, you may be required to sign up for an account (your “Account”), select a password and username (your “Vertical Ledge LLC User ID”), and provide us with certain information or data, such as your contact information. You promise to provide us with accurate, complete, and up-to-date information, and to maintain and update such information. You may not select as your Vertical Ledge LLC User ID a name that you don’t have the right to use, or another person’s name with the intent to impersonate that person. We may reject, or require that you change, any Vertical Ledge LLC User ID, password or other information that you provide to us in registering for an Account. You may not transfer your Account to anyone else without our prior written permission. You may only register one Account per Paid Service (as defined below).
Additionally, you may be able to access certain parts or features of the Services by using your account credentials from other services operated by third parties (each, a “Third Party Account”), such as those offered by Google and Facebook. By using the Services through a Third Party Account, you authorize us to access information from such Third Party Account for use in connection with the Services.
You may only use the Services and Products made available to you for your own personal, non-commercial use, and not on behalf of or for the benefit of any third party, and only in a manner that complies with all laws that apply to you. If your use of the Services or Products is prohibited by these Terms or any Additional Terms or applicable laws, then you are not authorized to use the Services or Products. You are solely responsible for any use by you of any Services or Products in violation of these Terms, any Additional Terms, or applicable law.
You may not share your Account (including your Vertical Ledge LLC User ID or password) with anyone, and you must protect the security of your Account (including your Vertical Ledge LLC User ID and password) and any other access tools or credentials. You’re solely responsible for any activity associated with your Account, including all charges incurred from use of the Services with your Account.
We may, for any reason, limit or restrict your access to or use of the Services, including, but not limited to, refusing to fulfill any order that you place with us or restricting orders placed under a single customer Account, payment card, or billing or shipping address. We reserve the right to limit, cancel, or prohibit any use of the Services for any reason in our sole discretion, including but not limited to availability and geographic concerns, or if we determine or suspect that you are using the Services for fraudulent or commercial purposes or for any other purposes in violation of these Terms or any Additional Terms.
Cost of the Services
We may charge you to access and use certain parts of the Services (the “Paid Services”). We reserve the right to modify or waive fees required to use certain parts of the Services. You are solely responsible for: (i) the fee for any Paid Services that you order and that are not cancelled in accordance with our cancellation policy, (ii) the price of any Products that are not returned in accordance with our policies, and (iii) any late fees accrued by you due to late or lost items.
For more information about our Services, including pricing and fees and cancellation policies, please see our FAQ Section. Please note that any pricing, fees, and payment terms presented to you in the process of using or signing up for a Paid Service are deemed part of these Terms.
Reserve
If you rent a Product through our Reserve Service, the rental fee (“Rental Fee”) will include rental coverage charges and shipping and delivery charges (as applicable) listed on the Reserve Service for your rental of the applicable Product, and you authorize us (or our third-party payment processor) to charge your Payment Method (as defined below) the Rental Fee. Vertical Ledge LLC reserves the right to alter the Rental Fee or availability of any particular item at its discretion and without notice.
Sales
If you purchase a Product through the Services, the purchase price for such Product (“Purchase Price”) will be equal to the purchase fee, applicable taxes and shipping and delivery charges listed on the Service for the applicable Product at the time of purchase. Vertical Ledge LLC, at its discretion and without notice, reserves the right to alter the price of a Product, the amount or availability of any discount, or the availability of any particular item. You authorize us (or our third-party payment processor) to charge your Payment Method (as defined below) for the Purchase Price when you purchase Products and we will charge your Payment Method the amount of the Purchase Price. We do not make, and expressly disclaim, any warranties of any kind with respect to any Product that you purchase, and such Product is provided on an “AS IS” basis.
Late Fees
If you do not return one or more Products (other than Products that you purchase) by the Product Return Date (see the “Returns and Lost Items” section below), you hereby authorize us (or our third-party payment processor) to charge your Payment Method non-refundable late fees for the days that we do not receive every Product that comprises such order, up to the full Original Retail or Comparable Value of the Products (the “Maximum Late Fee” unless otherwise specified in the corresponding FAQ Section(s)) not returned to us plus applicable sales tax. Please see our FAQ Section for the applicable Product Return Dates and the current late fees charged for each day that a Product is not returned.
If you are charged by Vertical Ledge LLC, and pay the Maximum Late Fee for a Product pursuant to this “Late Fees” section and as described in the corresponding FAQ Section(s), you are permitted to retain the Product; however, we do not make, and expressly disclaim, any warranties of any kind with respect to the Product, and the Product is provided to you on an “AS IS” basis. For the avoidance of doubt, this “Late Fees” section shall not apply to the Rental Fee, or fees paid or payable by you for the non-return of Return Packaging (as defined below), each of which will be charged separately from, and in addition to, any late fees. Additionally, late fees will not apply to any Products ordered using the Membership Services, unless you Cancel or Pause your Membership Services. Payment of any late fees does not excuse your breach of these Terms.
Vertical Ledge LLC Packaging
With the delivery of a Product, Vertical Ledge LLC will provide you with pre-paid, pre-addressed packaging that you can use to return the Product (“Return Packaging”), as well as instructions for returning the Product to Vertical Ledge LLC. You may not keep, sell, or transfer (other than to us) any Vertical Ledge LLC-branded garment bags, accessory bags, and accessory boxes (“Vertical Ledge LLC Packaging”) that we provide to you. If the Vertical Ledge LLC Packaging is not returned prior to the earlier of (i) sixty (60) days after the return of the associated Product or (ii) the termination, cancellation, or expiration of your Account or Paid Services, you hereby authorize us (or our third-party payment processor) to charge your Payment Method a non-refundable non-return fee for each garment bag, accessory bag, and/or accessory box that is not returned to us. After we charge your Payment Method for the Vertical Ledge LLC Packaging that you did not return, you are permitted to retain such Vertical Ledge LLC Packaging; however, we do not make, and expressly disclaim, any warranties of any kind with respect to such Vertical Ledge LLC Packaging, and the Vertical Ledge LLC Packaging is provided to you on an “AS IS” basis. Please see our FAQ Section for the current amount we charge for non-return fees (including for garment bags, accessory bags, and accessory boxes).
Other Terms Related to Products and Services
Use of the Products
You agree to treat the Products with great care. The rental coverage provided by us covers normal wear and tear, but you are responsible for any loss, destruction, or damage to the Products for any reason, including due to theft, loss, mysterious disappearance, fire, major stains, or any other cause. “Normal wear and tear” means minor stains, rips, missing beads, stuck zippers, or other minor damage that is covered by the rental coverage. If you return a Product that is damaged beyond normal wear and tear, then you hereby authorize us (or our third-party payment processor) to charge your Payment Method for the price for repairing or replacing the Product, as determined in our discretion, up to the Original Retail or Comparable Value price for the Product.
Product and Service Descriptions
We may, in our sole discretion, provide listings, descriptions, or images of Products that are available on the Services, as well as references and links to Products, but we do not warrant that the Product listings, descriptions, or images are accurate, complete, reliable, current, or error-free, or that any Products will be available, even if noted as so on our Services. Such information and the availability of any Product are subject to change at any time without notice. Certain weights, measures, and similar descriptions are approximate and are for convenience only. We make reasonable efforts to accurately display the attributes of Products, including the applicable colors, however the actual colors you see will depend on your computer system, and we cannot guarantee that your computer (including a smart phone or similar device) will accurately display such colors. The prices displayed for Products and Services are quoted in U.S. dollars, unless otherwise indicated. Prices and availability for Products on our Reserve Service are not confirmed until the applicable Products are shipped; if the actual price of such a Product is higher than our stated price, or if the Product is no longer available, we will contact you for instructions before shipping or cancel your order and notify you of such cancellation. The availability through the Services of any listing, description, or image of a Product does not imply our endorsement of such Product or affiliation with the provider of such Product.
Price Comparisons
For most Products, Vertical Ledge LLC will list a higher reference price in conjunction with the lower price at which customers can rent or purchase the Product. We use these pricing terms online and in our app:
“Original Retail” for brand-name items: Brand-name items are typically in excellent condition but have been worn by other RTR members. The “Original Retail” price shown next to any brand-name item is the price at which the manufacturer suggested that retailers in the marketplace, including at department stores and specialty retailers, sell the item in new condition. Pricing is not a science, and unlike traditional retailers, items tend to stay on our site for multiple seasons. We therefore cannot guarantee that this price reflects the item’s prevailing market price at any given time in any given geographic region. If this price is an important factor in your purchasing or renting decisions, we encourage you to conduct your own research and comparison shopping.
“Comparable Value” for exclusive items: Exclusive items are typically in excellent condition but have been worn by other RTR members. Items listed with “Comparable Value” pricing are part of exclusive clothing lines created just for RTR, but may also be sold by other retailers. The Comparable Value price is based on an evaluation of prices for new comparable merchandise sold elsewhere in the marketplace. While pricing is not a science, our Comparable Value comparison prices are based on input from our manufacturer and, in some cases, the product designers, and are reviewed by our experienced team of buyers. Unlike traditional retailers, items tend to stay on our site for multiple seasons. We therefore cannot guarantee that this price reflects the prevailing market price at any given time in any given geographic region for similar items. If this price is an important factor in your purchasing or renting decisions, we encourage you to conduct your own research and comparison shopping.
RTR Purchase Price: The purchase price we offer (aka the “to buy” price) is dynamic and based on sophisticated algorithms that consider a broad range of factors, including item-specific rental history, customer trends, the impact of removing an item from rental circulation, and members’ past shopping and purchase history. Generally, any single factor cannot be used to explain the direction or magnitude of a price change.
This information may also be located in our FAQs.
Delivery
You must provide us with accurate shipping information, so that we can timely deliver Products to you. You are responsible for providing us with accurate shipping information for deliveries and for keeping the shipping information for your Account up-to-date. If you provide us with a shipping address that is invalid or where you cannot securely accept Products upon delivery, or if you do not keep your shipping information up-to-date, you are solely responsible for any resulting loss, theft, or damage to the Products. Following delivery to the designated address, as between you and us, you will be solely responsible for the condition of each Product until you return such Product (including while they are in transit). We reserve the right to reject, cancel, or prohibit any rentals or sales of Products for any reason. Please see our FAQ Section for more information regarding deliveries.
Returns and Lost Items
Returning Purchased Products: Certain purchased Products may be eligible for return, subject to a restocking fee, as will be indicated on our Site and App prior to purchase. To return eligible Products, please see our Return Policy, which is incorporated by reference herein. Such Products must be returned within 7 days of delivery in the same condition in which they arrived to be eligible for a refund. Purchases of Products are intended for personal use by our customers. If we notice an unusual pattern of returns activity, we may terminate or suspend your Account, charge your Payment Method the Original Retail or Comparable Value price of the Product, and/or take other legal action. Purchased Products marked as Final Sale are not eligible for return.
Returning Rented Products: You agree to return each Product (other than Products that you purchase) to Vertical Ledge LLC by the return date for such Product identified in your online account, immediately when you “mark” an item as returning, and/or the applicable invoice for your order or as otherwise set forth in these Terms (the “Product Return Date”). We may, but are not required to, permit you to extend your rental period for a Product (including by contacting us), subject to prepayment of any additional fees applicable to that Product for the period of time of the extension. Products ordered using the Membership Services do not have to be returned until you mark your Products as “returning” or you Cancel or Pause your Membership Services (see our FAQs for “About Our Plans"”, “How do I cancel my membership?” and “How to Pause a Membership Service” sections for more information). Failure to timely return a Product is a violation of our Terms, and we may terminate your Account, charge your Payment Method for Late Fees up to the Maximum Late Fee, and/or take other legal action.
Lost Items: We are not responsible for any personal or other items left in the Products or which are returned to Vertical Ledge LLC in the Return Packaging. If you believe you have accidentally or otherwise sent any such items to us, please contact customer service as soon as possible at mailto:help@renttherunway.com. We may, but are not required to, assist you in attempting to locate such items at your request, and we assume no responsibility or liability if we attempt to locate such items. Failure to timely return a Product is a violation of our Terms, and we may terminate your Account, charge your Payment Method for Late Fees up to the Maximum Late Fee, and/or take other legal action.
Drop-Off Locations: If you are returning a Product using a return scanner at a RTR Drop-Off Location, once a Product has been scanned into a kiosk return scanner, you have marked the Product as “returning,” and you must immediately deposit the Product in the return bin provided. Failure to immediately deposit a Product in the return bin at the self-service kiosk at the time that it is scanned into the kiosk is a violation of our Terms, and we may terminate your Account, charge your Payment Method for Late Fees up to the Maximum Late Fee, and/or take other legal action.
Returning by Mail: If you use the Return Packaging that we provide, you must use the shipping carrier specified on the pre-paid shipping label included with the Return Packaging. Vertical Ledge LLC will not be responsible for loss, theft, or damage to Products that are shipped back to us using any carrier other than the carrier that is specified on our Return Packaging and/or the return label provided for the return of a purchased product (“Return Label”), or for any fees or expenses that you incur due to delays in Vertical Ledge LLC receiving the Product. Vertical Ledge LLC does not ship Products outside of the United States, and you may not return Products to us from outside of the United States without our prior written permission.
In the event that you lose or damage the Return Packaging that we provide, you will be responsible for returning the Product to us in your own packaging, at your own expense. Furthermore, you acknowledge that using any packaging or shipping carriers other than our Return Packaging and the carrier specified thereon may result in delivery delays and additional delivery fees for which Vertical Ledge LLC will not be liable. You will be solely liable for all such delays, Late Fees, additional delivery fees, and any damage to Products.
Vertical Ledge LLC Partners
We may, from time to time, permit you to have rental Products shipped to our third-party partners. If you choose to have rental Products shipped to such third-party partners, notwithstanding anything to the contrary in these Terms, you must return such rental Products, using the Return Packaging, to our third-party partners, unless we expressly permit you to otherwise return the rental Products in accordance with these Terms.
Billing and Payments
How Payments Work
When you place a rental order for a Product, you hereby authorize Vertical Ledge LLC to charge your payment card or other payment instrument (“Payment Method”) for the Rental Fee. You must ensure that at all times your Payment Method is valid and up-to-date. You are responsible for providing complete and accurate billing and contact information to Vertical Ledge LLC and notifying Vertical Ledge LLC of any changes to such information. Vertical Ledge LLC will charge your Payment Method the amount of the Rental Fee immediately upon your rental order. A reservation of a Product through the Services is an order for the rental of that Product, regardless of how far in advance that Product is reserved. In addition, at the time of your rental order for a Product, you hereby authorize Vertical Ledge LLC to charge your Payment Method for an amount up to the Original Retail or Comparable Value price of the Product set forth on the applicable Service plus applicable sales taxes; provided that Vertical Ledge LLC will only charge your Payment Method for an amount that is greater than the Rental Fee as described in these Terms. Rental Fees exclude all federal, state, and local taxes, goods and service tax, fees, customs, duties, levies, and other governmental assessments, all of which shall be paid by you directly or, if paid by Vertical Ledge LLC, shall be paid by you to Vertical Ledge LLC in connection with your rental order.
We use a third-party payment processor (the “Payment Processor”) to bill you for any Paid Services through a payment account linked to your account (your “Billing Account”). By choosing to use Paid Services, you agree to pay us, through the Payment Processor, all charges at the prices then in effect for any use of such Paid Services in accordance with the applicable payment terms, and you authorize us, through the Payment Processor, to charge your chosen Payment Method. You agree to make payment using that selected Payment Method, but if the Payment Processor is not able to charge your preferred Payment Method, you authorize us to use any Payment Method stored on record for your Billing Account. We reserve the right to suspend or cancel a rental order or terminate your access to the Services in the event that we are unable to successfully charge the provided Payment Method. We are not responsible for errors by the Payment Processor, and we reserve the right to correct any errors or mistakes that we or the Payment Processor make(s) even if we have or our Payment Processor has already requested or received payment. If we, through the Payment Processor, do not receive payment from you, you agree to pay all amounts due on your Billing Account upon demand.
Information Provided by Customers
You must provide current, complete, and accurate information for your Billing Account. You must promptly update all information to keep your Billing Account current, complete, and accurate (such as a change in billing address, credit card number, or credit card expiration date). If your Payment Method is canceled for any reason (e.g., for loss or theft) or if you become aware of a potential breach of security, such as the unauthorized disclosure or use of your User ID or password, you must promptly notify us and update your Payment Method. Changes to such information can be made in your account settings. IF YOU FAIL TO PROVIDE ANY OF THE REQUIRED INFORMATION OR KEEP SUCH INFORMATION UP-TO-DATE, YOU AGREE AND ACKNOWLEDGE THAT WE MAY CONTINUE CHARGING YOU USING ANY PAYMENT METHOD YOU HAVE ON RECORD, FOR ANY USE OF PAID SERVICES UNDER YOUR BILLING ACCOUNT, UNLESS YOU HAVE CANCELLED OR PAUSED YOUR PAID SERVICES OR TERMINATED YOUR ACCOUNT IN ACCORDANCE WITH THESE TERMS.
Payment Authorization
If the amount to be charged to your Billing Account varies from the amount you preauthorized (other than due to the imposition or change in the amount of state taxes), we shall provide notice of the amount to be charged and the date of the charge before the scheduled date of the transaction. Any agreement you have with your payment provider will govern your use of your Payment Method. You agree that we may accumulate charges incurred and submit them as one or more aggregate charges during or at the end of each Billing Period.
Your non-termination or continued use of a Membership Service reaffirms that we (and/or our Payment Processor) are authorized to charge your Payment Method for that Membership Service. We may submit those charges for payment and you will be responsible for such charges. This does not waive our right to seek payment directly from you. Your charges may be payable in advance, in arrears, per usage, or as otherwise described when you initially selected to use the Membership Service.
Free Trials and Promotions
Any free trial or other promotion that provides access to a Paid Service must be used within the specified time of the trial. At the end of your free trial or promotion, you will be signed up to use the applicable Paid Service and charged in accordance with these Terms, unless you Cancel the Paid Service in accordance with these Terms. Please note that any payment terms presented to you in the process of using or signing up for a free trial or other promotion are deemed part of these Terms.
Any sweepstakes, contests, raffles, surveys, games, or similar promotions (collectively, “Promotions”) made available through the Services may be governed by rules that are separate from this Agreement. If you participate in any Promotions, please review the applicable rules, as well as our Privacy Policy. If the rules for a Promotion conflict with this Agreement, the Promotion rules will govern.
Gift Cards
General Conditions
The following additional terms and conditions apply to the sale, use, and redemption of Vertical Ledge LLC physical gift cards and electronic-only “digital” gift cards and gift credits (collectively, “Gift Cards”). Purchase and use of a Gift Card constitutes acceptance of these terms. In addition to the terms in this Section, the purchase, use, and redemption of Gift Cards is considered part of the Services subject to these Terms generally.
Redemption and Use
Gift Cards may be purchased online. Gift Cards are redeemable only for eligible Services and merchandise through our Services. Limits may apply to Gift Card redemption and use at Vertical Ledge LLC’s discretion, and as stated in the Services or on the Gift Card packaging. A Gift Card cannot be used to purchase other Gift Cards. When a Gift Card is redeemed, the value of the rental or purchase plus any shipping/handling/delivery fees and sales tax will be deducted from the currently available Gift Card balance.
Additional Terms for Digital Gift Cards
Digital Gift Cards are only issued electronically; no physical card will be provided. The digital Gift Card number will be delivered to the recipient’s email address that the purchaser provides at time of purchase of the digital Gift Card. Purchaser is responsible for providing an accurate and deliverable recipient email address. Recipients will usually receive a digital Gift Card via email within 24 hours, or on the delivery date the purchaser chooses. Digital Gift Cards may be redeemed by providing the digital Gift Card number at the time of checkout online on our Services.
Expiration and Fees
Gift Cards do not expire and are not subject to any fees. Gift Cards are not redeemable or exchangeable for cash (except as required by law). Gift Cards cannot be reloaded and are not refundable. Gift Cards cannot be transferred for value.
Lost, Stolen, or Damaged Cards; Unauthorized Use
You should treat your Gift Card like cash and protect it accordingly. Title to and risk of loss for Gift Cards passes to the purchaser upon sale. Vertical Ledge LLC reserves the right to refuse to accept Gift Cards that Vertical Ledge LLC believes were fraudulently or illegally obtained. Vertical Ledge LLC is not responsible if a Gift Card is lost, stolen, destroyed, damaged, or used without permission. Gift Cards will be replaced if lost, stolen, or damaged only with proof of purchase and only for the value shown on Vertical Ledge LLC’s records. Vertical Ledge LLC is not responsible if your Gift Card is used without your permission.
LIMITATION OF LIABILITY
IN ADDITION TO THE GENERAL “LIMITATIONS OF LIABILITY” SECTION SET FORTH BELOW, IN THE EVENT THAT Vertical Ledge LLC IS FOUND LIABLE TO YOU FOR A CLAIM ARISING FROM A GIFT CARD, YOUR SOLE AND EXCLUSIVE REMEDY WILL BE TO RECOVER ACTUAL AND DIRECT DAMAGES WHICH SHALL NOT EXCEED THE LAST BALANCE HELD ON YOUR GIFT CARD.
Customer Service; Check Balance
Please see our FAQ Section for assistance regarding Gift Cards (including on how to check Gift Card balance).
Restrictions that Apply
You may not redeem Invitations or earn Referral Rewards by (i) promoting your Invitation (or its unique referral code) through paid marketing, such as search engine or social media marketing (e.g., Facebook, AdWords, Yahoo), (ii) posting your Invitation (or its unique referral code) on any public forum or coupon site where you are not the primary content owner (e.g., you may post a referral link on your personal social media account, but you may not post it on a site like RetailMeNot), (iii) using the Services in violation of these Terms, or (iv) violating any other restriction that we may impose on participants in the Refer a Friend Program.
You may not obtain any cash or money in exchange for Referral Rewards. You are responsible for notifying Vertical Ledge LLC if you believe the number of Referral Rewards in your Account is incorrect.
Vertical Ledge LLC reserves the right to modify, suspend or terminate the Refer a Friend Program, in part or in whole, at any time, for any reason, or, upon reasonable notice to you (including by email), to void or remove Referral Rewards from an Account at any time. All Referral Rewards will be voided immediately upon termination of these Terms or if you Cancel your Account.
CONTENT
Ownership and Use of Intellectual Property
Our Content
We and/or our suppliers and licensors own the Products and Services (including related software, code, data, and information relating thereto), and proprietary methods and systems used to provide the Services (collectively, “Our Property”), the materials, text, graphics, data, articles, photos, images, illustrations, information, and other content made available or displayed by us through the Services (collectively, “Our Materials”), and certain of the trademarks, service marks, names, and logos, including, but not limited to, Vertical Ledge LLC (“Marks,” and together with Our Property and Our Materials, collectively, “Content”). You agree and acknowledge that the Content is: (i) protected by copyrights, (ii) subject to other intellectual property and proprietary rights and laws, and (iii) owned by us or our suppliers and licensors. Except as expressly permitted in these Terms, Content may not be copied, modified, reproduced, republished, posted, transmitted, sold, offered for sale, redistributed, or otherwise used in any way without our prior written permission and the prior written permission of our applicable licensors.
Subject to these Terms, and solely for so long as you are permitted to use the Services, we grant to you a non-transferable, non-sublicensable, non-exclusive, revocable, limited right and license to (a) install, access, and use our App on any single, compatible, personal device that you own or control, and (ii) access and use the other aspects of the Services, in each case solely for your own personal, noncommercial use. The App is licensed (not sold) to you. If you fail to comply with any of the terms or conditions of these Terms, you must immediately cease using the App and remove (that is, uninstall and delete) the App from your mobile device. You promise to abide by all copyright notices, trademark rules, information, and restrictions contained in or attached to any Content, and that you won’t use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell, commercialize, or otherwise exploit for any purpose any Content. You may not modify, publish, transmit, participate in the transfer or sale of, reproduce (except as expressly provided in these Terms), create derivative works based on, or otherwise exploit any of the Content or Services. You may not use our trade names, trademarks, service marks, or logos in connection with any product or service that is not ours, or in any manner that is likely to cause confusion. Nothing contained on the Site should be construed as granting any right to use any trade names, trademarks, service marks, or logos without the express prior written consent of the owner.
Your Content
Anything that you post, upload, share, store, provide, or otherwise make available through the Services is a “User Submission.” We do not guarantee any confidentiality with respect to your User Submissions, and they may be viewable by others. You are solely responsible for all User Submissions that you submit or otherwise provide to the Services. You represent that (a) all of your User Submissions are accurate, complete, up-to-date, and in compliance with these Terms and all applicable laws, rules, and regulations, and (b) you own or have the necessary rights, licenses, consents, and permissions, without the need for any permission from or payment to any other person or entity, to exploit and to authorize us to exploit your User Submissions in all manners contemplated by these Terms. You waive all moral rights in User Submissions which may be available to you in any part of the world and confirm that no such rights have been asserted. No User Submissions will be subject to any obligation, whether of confidentiality, attribution or otherwise, on our part and we will not be liable for any use or disclosure of any User Submissions.
In addition, if you provide to us any ideas, proposals, suggestions, or other materials (“Feedback”), whether related to the Services or otherwise, such Feedback will be deemed a User Submission, and you hereby acknowledge and agree that such Feedback is not confidential, and that your provision of such Feedback is gratuitous, unsolicited, and without restriction, and does not place Vertical Ledge LLC under any fiduciary or other obligation.
You hereby grant to Vertical Ledge LLC and our affiliates a perpetual, non-exclusive, irrevocable, fully-paid, royalty-free, sub-licensable (through multiple tiers), and transferable (in whole or part) worldwide license to use, edit, truncate, aggregate, reproduce, transmit, display, exhibit, distribute, prepare, index, comment on, modify, create derivative works of, display, perform, and otherwise fully exploit User Submissions in connection the Services and our (and our successors’ and assigns’) businesses, including without limitation for promoting, marketing, advertising, and redistributing part or all of the Site or the Services (and derivative works thereof) in any media formats (whether now existing or hereafter created or discovered) and through any media channels, whether now existing or hereafter created or discovered (including, without limitation, third-party websites and feeds).
We have the right, but not the obligation, to monitor, scan, intercept, review, analyze, store, alter, or remove any information (including all User Submissions received from you), and to monitor, review or analyze your access to or use of the Services, in each case, by manual, automated or other means, and in each case for any purpose, including such purposes as may be described in the Privacy Policy. We may take appropriate action against you or your User Submissions if you violate our rights or the rights of any third party or any other provision of these Terms. This may include, but is not limited to, removing or modifying User Submissions, terminating your account, and/or reporting you to law enforcement authorities. You acknowledge that all Content, including User Submissions, accessed by you while using the Services is at your own risk and you will be solely responsible for any damage or loss to you or any other party resulting therefrom.
Use Restrictions
You represent, warrant, and agree that you will not post, upload, share, store, provide, or otherwise make available any User Submission, otherwise access or use the Content, Products or Services or interact with the Services in a manner that:
Infringes, misappropriates, or otherwise violates the intellectual property rights or any other rights of anyone else (including Vertical Ledge LLC);
Violates any law, rules, or regulation, including, without limitation, any applicable export control laws or privacy laws;
Is dangerous, harmful, fraudulent, deceptive, threatening, harassing, defamatory, libelous, tortious, obscene, indecent, pornographic, vulgar, unlawful, hateful, or threatening to any group defined by race, religion, gender, national origin, or sexual orientation or otherwise offensive or objectionable, or is for any commercial purpose or is used for any purpose not reasonably intended by Vertical Ledge LLC;
Jeopardizes the security of your or any other Vertical Ledge LLC user’s Account (such as by allowing someone else to log in to your Account);
Attempts, in any manner, to obtain the Vertical Ledge LLC User ID, password, Account, or other security information of or from any other Vertical Ledge LLC user or impersonates any other person, including but not limited to a Vertical Ledge LLC representative;
Violates the security of any computer network, or cracks any passwords or security mechanisms or encryption codes, or introduces viruses, worms, Trojan horses, spyware, or other computer code, file, or program that is potentially harmful or invasive or intended to damage or hijack the operation of, or to monitor the use of, any hardware, software, or equipment;
Runs a “Maillist,” “Listserv,” any form of auto-responder, or “spam” on the Services, or any processes that run or are activated while you are not logged into the Services, or that otherwise interferes with the proper working of the Services (including by placing an unreasonable load on the Services’ infrastructure);
Restricts or prohibits any other person from using the Services;
Frames or mirrors any portion of the Services, or otherwise incorporates any portion of the Services into any product or service, without our express prior written consent;
Removes or obscures any copyright, trademark, or other proprietary notice from the Services;
Uses any robot, spider, site search/retrieval application, or other manual or automatic device to retrieve, index, “scrape,” “data mine,” or otherwise gather Site content, or reproduce or circumvent the navigational structure or presentation of the Site, without our express prior written consent. Notwithstanding the foregoing, and subject to compliance with any instructions posted in the robots.txt file located in the Site’s root directory, Vertical Ledge LLC grants to the operators of public search engines permission to use spiders to copy materials from the Site for the sole purpose of (and solely to the extent necessary for) creating publicly available, searchable indices of such materials, but not caches or archives of such materials. Vertical Ledge LLC reserves the right to revoke such permission either generally or in specific cases, at any time and without notice;
Systematically copies or stores any portion of the Content;
Decompiles, reverse engineers, disassembles or otherwise attempts to obtain the source code or underlying ideas or information of or relating to the Products or Services, except to the extent that such restriction is expressly prohibited by applicable law;
Displays material that exploits children under 18 years of age or posts, collects, or discloses any personal information (including names) or private information about such children; or
Posts or transmits any unsolicited advertising, promotional materials, or any other forms of solicitation, including without limitation solicitations of credit card numbers, solicitations for sponsors, or promotion of raffles or contests or any other businesses or services.
You are also responsible for obtaining, maintaining, and paying for all hardware and all telecommunications and other services needed to access or use the Services. A violation of any of the foregoing is grounds for termination of your right to use or access the Services.
Third Party Materials
Certain Services functionality may contain links or connections to, or otherwise make available access to, third-party websites, services, information, services, products, or other materials that are not owned or controlled by Vertical Ledge LLC (“Third Party Materials”), or allow for the routing or transmission of such Third Party Materials, including via links. When you access or use any Third Party Materials, you are directing us to access, route and transmit to you the applicable Third Party Materials. Your use of Third Party Materials is at your own risk and is subject to any additional terms, conditions, and policies applicable to such Third Party Materials (such as terms of service or privacy policies of the providers of such Third Party Materials).
Vertical Ledge LLC has no control over, does not endorse, and assumes no responsibility for, any Third Party Materials, including the content, accuracy, validity, timeliness, reliability, completeness, quality, legality, usefulness, safety, or practices of or opinions expressed in any Third Party Materials. In addition, Vertical Ledge LLC has no obligation to monitor, verify, censor, or edit the content of any Third Party Materials, and we may block or disable access to any Third Party Materials (in whole or in part) through the Services at any time. In addition, the availability of any Third Party Materials through the Services does not imply our endorsement of, or our affiliation with, any provider of such Third Party Materials, nor does such availability create any legal relationship between you and any such provider. We encourage you to be aware when you leave the Services and to read the terms and conditions and privacy policy of each third-party website or service that you access or use. By accessing or using the Services, you release and hold us harmless from any and all liability arising from your access to or use of any Third Party Materials.
If there is a dispute between participants on this site or Services, or between users and any third party, including in connection with any Third Party Materials, you agree that Vertical Ledge LLC is under no obligation to become involved and you are solely responsible for such disputes.
Ratings and Reviews
Our Services may allow you to rate and post reviews of Products. Any ratings or reviews provided by you are considered User Submissions and are governed by these Terms. Ratings and reviews are not endorsed by Vertical Ledge LLC, and do not represent the views of Vertical Ledge LLC or of any affiliate or partner of Vertical Ledge LLC. Vertical Ledge LLC does not assume liability for any ratings and reviews or for any claims, liabilities, or losses resulting from or relating to ratings or reviews. We reserve the right to modify, remove, or exclude any rating and/or review for any reason at any time, without notice.
Copyright Infringement Claims
The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that materials available on the Services infringe your copyright, you (or your agent) may send to Vertical Ledge LLC a written notice by mail, email, or fax, requesting that Vertical Ledge LLC remove such material or block access to it. If you believe in good faith that someone has wrongly filed a notice of copyright infringement against you, the DMCA permits you to send to Vertical Ledge LLC a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA. See http://www.copyright.gov/ for details. Notices and counter-notices must be sent in writing to Vertical Ledge LLC as follows: by mail to Vertical Ledge LLC, Inc., 10 Jay Street, Brooklyn, NY 11201; by email to mailto:legal@renttherunway.com; or by phone via 212-524-6860.
Additional Terms for Mobile Applications
In addition to your agreement with the foregoing terms and conditions, and notwithstanding anything to the contrary herein, the following provisions apply with respect to your use of any version of the App compatible with the iOS operating system of Apple Inc. (“Apple”). Apple is not a party to these Terms and does not own and is not responsible for the App. Apple is not providing any warranty for the App except, if applicable, to refund the purchase price for it. Apple is not responsible for maintenance or other support services for the App and shall not be responsible for any other claims, losses, liabilities, damages, costs or expenses with respect to the App, including any third-party product liability claims, claims that the App fails to conform to any applicable legal or regulatory requirement, claims arising under consumer protection or similar legislation, and claims with respect to intellectual property infringement. Any inquiries or complaints relating to the use of the App, including those pertaining to intellectual property rights, must be directed to Vertical Ledge LLC in accordance with the “Information or Complaints” section below. The license you have been granted herein is limited to a non-transferable license to use the App on an Apple-branded product that runs Apple’s iOS operating system and is owned or controlled by you, or as otherwise permitted by the usage rules set forth in Apple’s App Store Terms of Service. In addition, you must comply with the terms of any third-party agreement applicable to you when using the App, such as your wireless data service agreement. Apple and Apple’s subsidiaries are third-party beneficiaries of these Terms and, upon your acceptance of the terms and conditions of the Terms, will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary thereof. Notwithstanding the foregoing, Vertical Ledge LLC’s right to enter into, rescind, or terminate any variation, waiver, or settlement under these Terms is not subject to the consent of any third party.
MISCELLANEOUS
LIMITATION OF LIABILITY
TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE) SHALL ANY OF THE Vertical Ledge LLC PARTIES (AS DEFINED BELOW) BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING DAMAGES FOR LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF DATA, LOSS OF GOODWILL, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, (B) ANY SUBSTITUTE PRODUCTS, SERVICES OR TECHNOLOGY, (C) ANY AMOUNT, IN THE AGGREGATE, IN EXCESS OF THE GREATER OF (I) ONE-HUNDRED ($100) U.S. DOLLARS OR (II) THE AMOUNTS PAID BY YOU TO Vertical Ledge LLC IN CONNECTION WITH THE SERVICES IN THE TWELVE (12)-MONTH PERIOD PRECEDING THE FIRST EVENT GIVING RISE TO A CLAIM OR (D) ANY MATTER BEYOND OUR REASONABLE CONTROL. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL OR CERTAIN OTHER DAMAGES, SO THE ABOVE LIMITATION AND EXCLUSIONS MAY NOT APPLY TO YOU. THIS LIMITATION OF LIABILITY DOES NOT APPLY TO NEW JERSEY RESIDENTS OR TRANSACTIONS. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE Vertical Ledge LLC PARTIES DO NOT MAKE ANY EXPRESS OR IMPLIED WARRANTIES OR REPRESENTATIONS WITH RESPECT TO THE SERVICES AND THE Vertical Ledge LLC PARTIES SHALL NOT BE LIABLE FOR ANY INTERRUPTIONS OR ERRORS RELATED THERETO.
DISCLAIMER OF WARRANTIES
Neither Vertical Ledge LLC nor its licensors, suppliers, partners, parent, subsidiaries, or affiliated entities, and each of their respective officers, directors, members, employees, consultants, contract employees, representatives, and agents, and each of their respective successors and assigns (Vertical Ledge LLC and all such parties together, the “Vertical Ledge LLC Parties”) make any representations or warranties concerning the Services, including without limitation regarding any content contained in or accessed through the Services or any Products, and the Vertical Ledge LLC Parties will not be responsible or liable for the accuracy, copyright compliance, legality, or decency of material contained in or accessed through the Services or any claims, actions, suits procedures, costs, expenses, damages, or liabilities arising out of or in any way related to your participation in or use of the Services. We make no warranty that the Products or Services will meet your requirements, or that the Services will be uninterrupted, timely, secure, or error free; nor do we make any warranty as to the results that may be obtained from the use of the Products, or Services, or that defects in the Products or Services will be corrected. The Services may become unavailable due to maintenance or malfunction of computer equipment or other reasons. You understand and agree that you will be solely responsible for any damage to your computer or loss of data that results from the download of any material in any way related to the Services and/or our Content. No advice or information, whether oral or written, obtained by you from us through the Services or otherwise will create any warranty, representation, or guarantee not expressly stated in these Terms.
TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, THE SERVICES, PRODUCTS, CONTENT, AND ANY THIRD PARTY MATERIALS ARE PROVIDED BY Vertical Ledge LLC (AND ITS LICENSORS AND SUPPLIERS) ON AN “AS-IS,” “WHERE IS,” AND “AS AVAILABLE” BASIS, AND Vertical Ledge LLC HEREBY DISCLAIMS ALL REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT USE OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
Couriers
Vertical Ledge LLC may from time to time engage third-party couriers (“Couriers”) to facilitate delivery of Products. Couriers are independent contractors and not employees, partners, agents, joint ventures, or franchisees of Vertical Ledge LLC. Vertical Ledge LLC shall not be liable or responsible for any delivery services provided by Couriers, or any errors or misrepresentations made by any of them. If you opt to have Products delivered by Courier, you agree to bear responsibility for receipt of Products shipped to the delivery location specified at time of check out. Vertical Ledge LLC highly recommends that you provide a secure location where you can physically receive Product(s) (including from a Courier), and Vertical Ledge LLC does not bear liability for Products left unattended, by you, a Courier, or otherwise. You hereby acknowledge that Vertical Ledge LLC does not supervise, direct, control, or monitor a Courier’s provision of services. Any interactions or disputes between you and a courier are solely between you and that courier. Vertical Ledge LLC and its licensors shall have no liability, obligation or responsibility for any interaction between you and any courier.
Consent to Receive Periodic Messages
By using the Services, you consent to receiving communications from us, including informational text messages (such as for purposes of notifying you about the status of your order, sending you reminders, facilitating secondary authentication, and providing other transactional information) to the phone number that you provide by any means, including through an automated telephone number dialing system. You represent and warrant that you are the owner of the phone number that you provide when you create an Account. Standard text messaging and data rates charged by your mobile carrier may apply to the text messages we send you, and any and all such charges, fees, taxes, or costs are your sole responsibility. You may opt out of receiving communications by following the unsubscribe procedures we provide to you. In the case of text messages, you may opt out by replying "STOP" to a text message you receive from us or by emailing mailto:help@renttherunway.com. You acknowledge that opting out of receiving communications may impact your use of the Services. Please note also that you will need to opt out of communications for each Service that you sign up for. You agree to indemnify and hold Vertical Ledge LLC harmless from and against any and all claims, liabilities, damages (actual and consequential), losses and expenses (including attorneys’ fees) arising from or in any way related to your breach of the foregoing.
Export Control
You are responsible for complying with United States export controls and for any violation of such controls, including any United States embargoes or other federal rules and regulations restricting exports. You represent, warrant and covenant that you are not (a) located in, or a resident or a national of, any country subject to a U.S. government embargo or other restriction, or that has been designated by the U.S. government as a “terrorist supporting” country; or (b) on any of the U.S. government lists of restricted end users.
Indemnity
You agree to indemnify and hold the Vertical Ledge LLC Parties harmless from and against any and all claims, liabilities, damages (actual and consequential), losses, fees, and expenses (including attorneys’ fees) arising from or in any way related to any claims, suit, action, or demand (“Claims”) relating to (i) your access to and use of the Services (including any actions taken by a third party using your account) and any Products rented from us (including any failure to return such Products), (ii) your User Submissions, (iii) your violation of these Terms, or any applicable law, rules, or regulation, (iv) your infringement, misappropriation, or other violation of any third-party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right, and (v) any dispute or issue between you and any third party, including any Courier, Product merchant, or other third party. In the event of such Claim, we will attempt to provide notice of the Claim to the contact information we have for your account (provided that failure to deliver such notice shall not eliminate or reduce your indemnification obligations hereunder).
Assignment
You may not assign, delegate or transfer these Terms or your rights or obligations hereunder, or your Account, in any way (including by operation of law or otherwise) without Vertical Ledge LLC's prior written consent. We may transfer, assign, or delegate these Terms and our rights and obligations (in whole or in part) without your consent or notice to you.
Choice of Law
These Terms are governed by and will be construed under the laws of the United States (including federal arbitration law) and the laws of the State of New York, without regard to the conflicts of laws provisions thereof.
Arbitration Agreement
Please read the following Arbitration Agreement carefully (subsections (a) though (f) below will be referenced herein as the “Arbitration Agreement”) because it requires you to arbitrate certain disputes and claims with Vertical Ledge LLC and limits the manner in which you can seek relief from Vertical Ledge LLC. Both you and Vertical Ledge LLC acknowledge and agree that for the purposes of any dispute arising out of or relating to the subject matter of these Terms, Vertical Ledge LLC's officers, directors, employees, and independent contractors (“Personnel”) are third-party beneficiaries of these Terms, and that upon your acceptance of these Terms, Personnel will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as the third-party beneficiary hereof.
(a) Arbitration Rules; Applicability of Arbitration Agreement. The parties shall use their best efforts to settle any dispute, claim, question, or disagreement arising out of or relating to the subject matter of these Terms directly through good-faith negotiations, which shall be a precondition to either party initiating arbitration. If such negotiations do not resolve the dispute, such dispute shall be finally settled by binding arbitration in accordance with this Arbitration Agreement. The arbitration will proceed in the English language, in accordance with the American Arbitration Association under its Consumer Arbitration Rules, as amended by this Arbitration Agreement (the “Rules”) then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes. The Consumer Arbitration Rules are available online at https://www.adr.org/sites/default/files/CommercialRules_Web_FINAL_2.pdf. The arbitrator will conduct hearings, if any, by teleconference or videoconference, rather than by personal appearances, unless the arbitrator determines upon request by you or by us that an in-person hearing is appropriate. Any in-person appearances will be held at a location which is reasonably convenient to both parties with due consideration of their ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, such determination should be made by the AAA or by the arbitrator. The arbitrator’s decision will follow the terms of this Agreement and will be final and binding. The arbitrator will have authority to award temporary, interim or permanent injunctive relief or relief providing for specific performance of this Agreement, but only to the extent necessary to provide relief warranted by the individual claim before the arbitrator. The award rendered by the arbitrator may be confirmed and enforced in any court having jurisdiction thereof. Notwithstanding any of the foregoing, nothing in this Agreement will preclude you from bringing issues to the attention of federal, state, or local agencies and, if the law allows, they can seek relief against us for you.
(b) Class Action Waiver. You agree that any arbitration under these Terms will take place on an individual basis; class arbitrations and class actions are not permitted and you are agreeing to give up the ability to participate in a class action. Notwithstanding anything to the contrary in this Arbitration Agreement or any other provision of these Terms or in the American Arbitration Association’s Consumer Arbitration Rules, disputes regarding the enforceability, revocability, or validity of the foregoing class action waiver may be resolved only by a civil court of competent jurisdiction and not by an arbitrator. In any case in which (i) the dispute is filed as a class, collective, or representative action, and (ii) there is a final judicial determination that all or part of such class action waiver is unenforceable, then the class, collective, and/or representative action, to that extent, must be litigated in a civil court of competent jurisdiction, but the portion of such class action waiver that is enforceable shall be enforced in arbitration.
(c) Small Claims Court; Infringement. Notwithstanding the foregoing obligation to resolve disputes using arbitration, both you and Vertical Ledge LLC may assert claims, if they qualify, in small claims court in New York County, New York or any United States county where you live or work. Furthermore, both you and Vertical Ledge LLC will have the right to pursue injunctive or other equitable relief at any time, from any court of competent jurisdiction, to prevent the actual or threatened infringement, misappropriation, or violation of a party's copyrights, trademarks, trade secrets, patents, or other intellectual property rights.
(d) Waiver of Jury Trial. You and Vertical Ledge LLC are each waiving the right to trial by a jury and instead choosing to have claims and disputes resolved by arbitration. Except for disputes that qualify for small claims court, all disputes arising out of or related to these Terms or any aspect of the relationship between you and Vertical Ledge LLC, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, will be resolved pursuant to this Arbitration Agreement. Except as provided above regarding the class action waiver, such disputes include, without limitation, disputes arising out of or relating to interpretation or application of this arbitration provision, including the enforceability, revocability or validity of the arbitration provision or any portion of the arbitration provision. All such matters shall be decided by an arbitrator and not by a court or judge. However, as set forth above, the preceding arbitration requirement shall not apply to disputes to the extent relating to the interpretation or application of the class action waiver above, including its enforceability, revocability, or validity.
(e) Exclusive Venue. In any circumstances where the foregoing Arbitration Agreement permits either you or Vertical Ledge LLC to litigate any dispute arising out of or relating to the subject matter of these Terms in court, then the foregoing Arbitration Agreement will not apply to either party, and both you and Vertical Ledge LLC agree that any judicial proceeding (other than small claims actions) will be brought in the state or federal courts located in New York County, New York.
(f) Severability. If the prohibition against class actions and other claims brought on behalf of third parties contained above is found to be unenforceable, then all of the preceding language in this Arbitration Agreement section will be null and void. This Arbitration Agreement will survive the termination of your relationship with Vertical Ledge LLC.
Filtering
We hereby notify you that parental control protections (such as computer hardware, software, or filtering services) are commercially available that may assist you in limiting access to material that is harmful to minors. Information identifying current providers of such protections is available from https://en.wikipedia.org/wiki/Comparison_of_content-control_software_and_providers. Please note that Vertical Ledge LLC does not endorse any of the products or services listed on such site.
Taxes
You will be responsible for paying, withholding, filing, and reporting all federal, state, and local goods and services taxes, duties, customs, duties, levies, and other governmental assessments associated with your activity in connection with the Services (including any purchase or rental of any Products and Membership Services), provided that Vertical Ledge LLC may, in its sole discretion, do any of the foregoing on your behalf or for itself as it sees fit.
Waiver; Severability
The failure of either you or us to exercise, in any way, any right herein shall not be deemed a waiver of any further rights hereunder. If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated, to the minimum extent necessary, so that these Terms shall otherwise remain in full force and effect and enforceable.
Delays
There may be delays, omissions, or inaccuracies in the Services, including the Content. The Services may become unavailable due to maintenance or malfunction of computer equipment or other reasons. You agree that Vertical Ledge LLC is not, and will not be, liable for any such delays, omissions, inaccuracies, or unavailability.
Entire Agreement
You and Vertical Ledge LLC agree that these Terms are the complete and exclusive statement of the mutual understanding between you and Vertical Ledge LLC, and that these Terms supersede and cancel all previous written and oral agreements, communications, and other understandings relating to the subject matter of these Terms. You hereby acknowledge and agree that you are not an employee, agent, partner, or joint venture of Vertical Ledge LLC, and you do not have any authority of any kind to bind Vertical Ledge LLC in any respect whatsoever.
Notice to New Jersey Consumers
If you are a consumer residing in New Jersey, the following provisions of these Terms do not apply to you (and do not limit any rights that you may have) to the extent that they are unenforceable under New Jersey law: (a) the disclaimer of liability for any indirect, incidental, consequential, special, exemplary, or punitive damages of any kind (for example, to the extent unenforceable under the New Jersey Punitive Damages Act, New Jersey Products Liability Act, New Jersey Uniform Commercial Code, and New Jersey Consumer Fraud Act; (b) the limitations of liability for lost profits or loss or misuse of any data (for example, to the extent unenforceable under the New Jersey Identity Theft Protection Act and New Jersey Consumer Fraud Act); (c) application of the limitations of liability to the recovery of damages that arise under contract and tort, including negligence, strict liability, or any other theory (for example, to the extent such damages are recoverable by a consumer under New Jersey law, including the New Jersey Products Liability Act); (d) the requirement that you indemnify the Vertical Ledge Parties (for example, to the extent the scope of such indemnity is prohibited under New Jersey law); and (e) the New York governing law provision (for example, to the extent that your rights as a consumer residing in New Jersey are required to be governed by New Jersey law).
Information or Complaints
If you have any questions or complaints regarding the Services or about these Terms, you may contact us at info@verticalledge.com. For any questions related to Services or Products, please contact us at info@verticalledge.com. Please note that email communications will not necessarily be secure; accordingly you should not include credit card information or other sensitive information in your email correspondence with us..
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