Terms

Updated June 25 2018

Thank you so much for using DLSH.com! We appreciate your interest and support of our delicious community. Below is our Terms of Service, which govern your use of all the text, data, information, software, graphics, photographs, information and more (the “Materials”) that may be provided by us or our affiliates to you through this website.

  1. Terms of Service Overview

This website is operated by DLSH, LLC. Throughout the site, the terms “we”, “us”, “DLSH” and “our” refer to DLSH, LLC. DLSH offers this website, including all Materials to you, the user, conditioned upon your acceptance of all terms, conditions, policies and notices stated here.

By visiting our site or purchasing or selling something from the site, you engage in our “Service(s)” and agree to be bound by the following terms and conditions (“Terms of Service” or “Terms”), including those additional terms and conditions and policies referenced herein and/or available by hyperlink. These Terms of Service apply to all users of the site, including without limitation users who are browsers, vendors, customers, merchants, and/or contributors of content.

Please read these Terms of Service carefully before accessing or using our website. By accessing or using any part of the site, and clicking the checkbox titled “I Accept”, you agree to be bound by these Terms of Service. If you do not agree to all the terms and conditions of this agreement, then you may not access the website or use any of our Services.

We may alter the Materials and Services we offer you and/or choose to modify, suspend or discontinue this website at any time, without notifying you.  Any new features or tools that are added to DLSH shall also be subject to the Terms of Service. You can review the most current version of the Terms of Service at any time on this page. We reserve the right to update, change or replace any part of these Terms of Service by posting updates and/or changes to our website. It is your responsibility to check this page periodically for changes. If you object to any such changes, your sole recourse shall be to cease using this website. Your continued use of or access to the website following the posting of any changes indicates that you acknowledge and agree to be bound by such changes. When we make updates to these Terms, we will post the last changed date at the top of these Terms.

  1. Usage

By using this website, you represent that you are at least eighteen years of age. However, a DLSH user may permit an individual under eighteen to use the website. However, the DLSH account owner is solely responsible for the account and everything that occurs under that account.  All activity must be in compliance with DLSH Terms and policies.  Any activity that is not in compliance with DLSH Terms and policies may result in us terminating or suspending your account, without any prior notice. 

You may not use our products for any illegal or unauthorized purpose nor may you, in the use of the Service, violate any laws in your country, state, county, city, or appropriate jurisdiction (including but not limited to copyright laws). You must not transmit any worms or viruses or any code of a destructive nature. A breach or violation of any of the Terms will result in an immediate termination of your Services.

For example, you are not authorized to use this website to:

  • Defame, abuse, harass, stalk, threaten, or otherwise violate the legal rights (such as rights of privacy and publicity) of others.
  • Use racially, ethnically, or otherwise offensive language.
  • Discuss or incite illegal activity.
  • Use explicit/obscene language or solicit/post sexually explicit images (actual or simulated).
  • Post anything that exploits children or minors or that depicts cruelty to animals.
  • Post any copyrighted or trademarked materials without the express permission from the owner.
  • Disseminate any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of such solicitation.
  • Use any robot, spider, scraper or other automated means to access the website.
  • Take any action that imposes an unreasonable or disproportionately large load on our infrastructure.
  • Alter the opinions or comments posted by others on this website.
  • Post anything clearly false or misleading.
  • Post anything unrelated to our business, products or services.
  • Post anything contrary to our public image, goodwill or reputation, provided that the foregoing will not apply to you if applicable law prohibits such limitations and restrictions. 

This list of prohibitions provides examples and is not complete or exclusive. 

  1. DLSH Store Owner Terms

The following terms apply to you if you decide to use our Services to set up your own store on the website.  You may create an account with us to sell on the website.  In order to register for an account, you’ll need to provide us with (a) a working e-mail address, (b) your first and last name, (c) a username and password, and (d) payment information should you choose to sell anything on the website and (e) other information we may request from time to time.

For as long as you use the account, you agree to provide true, accurate, current, and complete information.  You can update your information any time by logging into your account on the website. 

You are responsible for complying with these Terms when you access the website, whether directly or through any account you may register for on this website.  You are responsible for obtaining and maintaining all equipment and services needed for access to and use of this website, as well as pay any related charges.  It is also your responsibility to maintain the confidentiality of your passwords.  Should you believe your password or security for this website has been breached in any way, you must immediately notify us.

You can use the DLSH service to setup your own online DLSH store, subject to the terms and conditions of this Agreement and policies posted and/or referenced on this page. You are solely responsible and liable for your DLSH store and any business and activities carried out on the store, including the marketing, advertising, sale of, shipment of, return and exchanges of any products on your store. Between you and DLSH, you are solely responsible for the transactions carried out on your store, and for any claims made against your store. Without limiting the foregoing, you acknowledge and agree that you shall operate your store in accordance with all applicable laws, rules and regulations, and for posting such terms of use, terms of sale and/or other policies on your store as may be required by applicable laws, rules and regulations.

You are responsible for ensuring that, unless and to the extent dictated by mandatory provisions of applicable law, your store’s policies are not in violation of the provisions of this Agreement. You and DLSH are independent contractors, and you have no authority to give or make any guarantees or representations on behalf of DLSH to any party. 

There are many regional, local, and national laws involving food commerce. It is your responsibility for following all laws and regulations that apply to your geographic location and/or place of business. Here are several helpful sites for understanding local and federal laws on food commerce: fda.gov, forrager.com, and foodpreneurinstitute.com.  You acknowledge and agree that you are in compliance with all laws and regulations, including food commerce regulations that are applicable to your store and your products.

DLSH.com utilizes Stripe as our payment processor. By using DLSH for buying and/or selling products or services, you agree to comply with Stripe’s policies and pay Stripes fees, which can found at https://stripe.com/us/legal.

DLSH does not charge a monthly membership fee. Additionally, DLSH does not charge listing fees for products. There is simply a five percent DLSH commission for the final selling price of a product, which will automatically be deducted through Stripe when a purchase is made. The good news is the commission is only for the product. Unlike some other markets, we do not include the commission percentage on your shipping prices or tax rates. If a buyer returns any products, Stripe will automatically calculate the refund amount due, and subtract the relevant amounts from each of our accounts, or will charge you for the refund amount if you do not have a balance in your account.  All payments are handled by Stripe and subject to the policies linked above.

  1. DLSH Buyer Terms

You may create an account with us to shop on the website.  In order to register for an account, you’ll need to provide us with (a) a working e-mail address, (b) your first and last name, (c) a username and password, and (d) payment information should you choose to purchase anything from the website (e) other information we may request from time to time.

For as long as you use the account, you agree to provide true, accurate, current, and complete information.  You can update your information any time by logging into your account on the website. 

You are responsible for complying with these Terms when you access the website, whether directly or through any account you may register for on this website.  You are responsible for obtaining and maintaining all equipment and services needed for access to and use of this website, as well as pay any related charges.  It is also your responsibility to maintain the confidentiality of your passwords.  Should you believe your password or security for this website has been breached in any way, you must immediately notify us.

You acknowledge and agree that the products sold on the DLSH website are sold by individual store owners, and any transaction you make with an individual store owner is governed by the terms and conditions set forth under that store owner’s account.  Each store owner is solely liable for the products described, listed, and sold, and for any transactions conducted between you and such store owner.  DLSH expressly disclaims any liability for any transactions between you and such store owner.

  1. General Conditions

We reserve the right to refuse service to anyone for any reason at any time. You understand that your content (not including credit card information), may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices. Credit card information is always encrypted during transfer over networks.

You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service or any contact on the website through which the service is provided, without express written permission by DLSH.

The headings used in this agreement are included for organization only and will not limit or otherwise affect these Terms.

By using the website and/or the Services provided on or through the website, you consent to receiving electronic communications from us.  These electronic communications may include notices about applicable fees and charges, transactional information and other information concerning or related to the website and/or Services provided on or through the website.  These electronic communications are part of your relationship with us.  You agree that any notices, agreements, disclosures or other communications that we send you electronically will satisfy any legal communication requirements, including that such communications be in writing.

  1. Accuracy, Completeness, and Timeliness of Information

Our goal is to ensure that our administrative information is timely and accurate. We are not responsible if information made available on this site is not accurate, complete, or current. The material on this site is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete or more timely sources of information. Any reliance on the material on this site is at your own risk.

This site may contain certain historical information. Historical information, necessarily, is not current and is provided for your reference only. We reserve the right to modify the contents of this site at any time, but we have no obligation to update any information on our site. You agree that it is your responsibility to monitor changes to our site.

Occasionally there may be information on our website or in the Service that contains typographical errors, inaccuracies or omissions that may relate to product descriptions, pricing, promotions, offers, product shipping charges, transit times and availability. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information or cancel orders if any information in the Service or on any related website is inaccurate at any time without prior notice (including after you have submitted your order).

We undertake no obligation to update, amend or clarify information in the Service or on any related website, including without limitation, pricing information, except as required by law. No specified update or refresh date applied in the Service or on any related website should be taken to indicate that all information in the Service or on any related website has been modified or updated.

  1. Products and Services

Certain products or services may be available exclusively online through the website. These products or services may have limited quantities.  Products and services are subject to return or exchange only according to the return policy provided by each individual store owner.

We have made every effort to ensure that individual store owners display as accurately as possible the colors and images of our products that appear at the store. We cannot guarantee that your computer monitor’s display of any color will be accurate.

We reserve the right, but are not obligated, to limit the sales of the products or Services to any person, geographic region or jurisdiction. We may exercise this right on a case-by-case basis. We reserve the right to limit the quantities of any products or services that we offer. All descriptions of products or product pricing are provided by the individual store owners, and are subject to change at any time without notice.  We are not responsible for the products or pricing provided by the store owners. The products may be discontinued at any time. 

Your use of this website is at your own risk.  The Materials, Services, products, and other information provided on the website may include inaccuracies or other typographical errors. 

We reserve the right at any time to modify or discontinue the Service (or any part or content thereof) without notice at any time. We shall not be liable to you or to any third-party for any modification, price change, suspension or discontinuance of the Service.

  1. Accuracy of Billing and Account Information

You agree to provide current, complete and accurate purchase and account information for all purchases made at our store. You agree to promptly update your account and other information, including your email address and credit card numbers and expiration dates, so that we or the store owner can complete your transactions and contact you as needed.

  1. Third-Party Sites

This website may be linked to other web sites that are not our sites (collectively, “Third-Party Sites”).  DLSH may receive consideration from certain such Third Party Sites if you choose to access or conduct transactions with such Third Party Sites using the links provided on our website.  Certain areas of the website may allow you to interact and/or conduct transactions with such Third-Party Sites, and, if applicable, allow you to configure your privacy settings in your Third-Party Site account to permit your activities on this website to be shared with your contacts in your Third-Party Site account and, in certain situations, you may be transferred to a Third-Party Site through a link but it may appear that you are still on this website.  In any case, you acknowledge and agree that the Third-Party Sites may have different privacy policies and terms and conditions and/or user guides and business practices than us, and you further acknowledge and agree that your use of such Third-Party Sites is governed by the respective Third-Party website privacy policy and terms and conditions and/or user guides.  You hereby agree to comply with any and all terms and conditions, user’s guides and privacy policies of any of Third-Party Sites.  We provide links to the Third-Party Sites to you as a convenience, and we do not verify, make any representations or take responsibility for such Third-Party Sites, including, without limitation, the truthfulness, accuracy, quality or completeness of the content, services, links displayed and/or any other activities conducted on or through such Third-Party Sites.

YOU AGREE THAT DLSH WILL NOT, UNDER ANY CIRCUMSTANCES, BE RESPONSIBLE OR LIABLE, DIRECTLY OR INDIRECTLY, FOR ANY GOODS, SERVICES, INFORMATION, RESOURCES AND/OR CONTENT AVAILABLE ON OR THROUGH ANY THIRD-PARTY SITES AND/OR THIRD-PARTY DEALINGS OR COMMUNICATIONS, OR FOR ANY HARM RELATED THERETO, OR FOR ANY DAMAGES OR LOSS CAUSED OR ALLEGED TO BE CAUSED BY OR IN CONNECTION WITH YOUR USE OR RELIANCE ON THE CONTENT OR BUSINESS PRACTICES OF ANY THIRD-PARTY.  Any reference on the website to any product, service, publication, institution, or organization of any third-party entity or individual does not constitute or imply DLSH’s endorsement or recommendation. 

  1. User Submissions, Comments and Feedback

Submissions:

You are responsible for the information, opinions, messages, comments, photos, videos, graphics, sounds and other content or material that you submit, upload, post or otherwise make available on or through the website (each a “Submission”)  and through the Services available in connection with this website.  You may not upload, post or otherwise make available on this website any material protected by copyright, trademark, or any other proprietary right without the express permission of the owner of such copyright, trademark or other proprietary right owned by a third-party, and the burden of determining whether any material is protected by any such right is on you.  You shall be solely liable for any damage resulting from any infringement of copyrights, trademarks, proprietary rights, violation of contract, privacy or publicity rights or any other harm resulting from any Submission that you make.  You have full responsibility for each Submission you make, including its legality, reliability and appropriateness.

Unless otherwise explicitly stated herein or in the Privacy Policy, you agree that any Submission provided by you in connection with this website is provided on a non-proprietary and non-confidential basis.  You hereby grant to us a non-exclusive, perpetual, irrevocable, royalty-free, fully paid-up, worldwide license (including the right to sublicense through multiple tiers) to use, reproduce, process, adapt, publicly perform, publicly display, modify, prepare derivative works, publish, transmit and distribute each of your Submissions, or any portion thereof, in any form, medium or distribution method now known or hereafter existing, known or developed, and authorize others to use the Submissions.  We may modify or adapt your Submissions in order to transmit, display or distribute them over computer networks and in various media and/or make changes to the Submissions as necessary to conform and adapt them to any requirements or limitations of any networks, devices, services or media.  We agree to use any personally identifiable information contained in any of your Submissions in accordance with our Privacy Policy.

You agree to pay for all royalties, fees, damages and any other monies owing any person by reason of any Submissions posted by you to or through this website.

When you provide Submissions you agree that those Submissions shall not be in violation of the “Usage” terms in Section 2 above.  Those prohibitions do not require us to monitor, police or remove any Submissions or other information submitted by you or any other user, though we may do so at our discretion.

We reserve the right to (a) terminate access to your account, your ability to post to this website (or use the Services) and (b) refuse, delete or remove any Submissions;  with or without cause and with or without notice, for any reason or no reason, or for any action that we determine is inappropriate or disruptive to this website or to any other user of this website and/or Services.  We may report to law enforcement authorities any actions that may be illegal, and any reports it receives of such conduct.  When legally required or at our discretion, we will cooperate with law enforcement agencies in any investigation of alleged illegal activity on this website or on the Internet.

Unauthorized use of any Materials or third party content contained on this website may violate certain laws and regulations.

Comments and Feedback:

If, at our request, you send certain specific submissions (for example contest entries) or without a request from us you send creative ideas, suggestions, proposals, plans, or other materials, whether online, by email, by postal mail, or otherwise (collectively, ‘comments’), you hereby grant to us a non-exclusive, perpetual, irrevocable, royalty-free, fully paid-up, worldwide license (including the right to sublicense through multiple tiers) to use, reproduce, process, adapt, publicly perform, publicly display, modify, prepare derivative works, publish, transmit and distribute each of your comments, or any portion thereof, in any form, medium or distribution method now known or hereafter existing, known or developed, and authorize others to use the comments. We are and shall be under no obligation (1) to maintain any comments in confidence; (2) to pay compensation for any comments; or (3) to respond to any comments.

You acknowledge and agree that your comments will not violate any right of any third-party, including copyright, trademark, privacy, personality or other personal or proprietary right. You further agree that your comments will not contain libelous or otherwise unlawful, abusive or obscene material, or contain any computer virus or other malware that could in any way affect the operation of the Service or any related website. You may not use a false e-mail address, pretend to be someone other than yourself, or otherwise mislead us or third-parties as to the origin of any comments. You are solely responsible for any comments you make and their accuracy. We take no responsibility and assume no liability for any comments posted by you or any third-party.

  1. Personal Information

Your submission of personal information through the store is governed by our Privacy Policy located at https://www.dlsh.com/privacy/.

  1. Disclaimers of Warranties; Limitation of Liability

ON BEHALF OF US AND OUR LICENSORS, DLSH MAKES NO EXPRESS, IMPLIED OR STATUTORY REPRESENTATIONS, WARRANTIES, OR GUARANTEES IN CONNECTION WITH THIS SITE, THE SERVICES, OR ANY MATERIALS RELATING TO THE QUALITY, SUITABILITY, OPERABILITY, CONDITION, SYSTEM INTEGRATION, NON-INTERFERENCE, WORKMANSHIP, TRUTH, ACCURACY, EFFECTIVENESS (OF DATA, PRODUCTS OR ANY OTHER INFORMATION OR CONTENT), ABSENCE OF DEFECTS, WHETHER LATENT OR PATENT, OR COMPLETENESS OF ANY INFORMATION OR MATERIAL CONTAINED OR PRESENTED ON THIS SITE, INCLUDING WITHOUT LIMITATION THE MATERIALS.  UNLESS OTHERWISE EXPLICITLY STATED, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THIS SITE,  THE SERVICES, MATERIALS, PRODUCTS AND ANY INFORMATION OR MATERIAL CONTAINED OR PRESENTED ON THIS SITE IS PROVIDED TO YOU ON AN “AS IS,” “AS AVAILABLE” AND “WHERE-IS” BASIS WITH NO WARRANTY OF IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD-PARTY RIGHTS.

IN NO EVENT SHALL OUR DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, CONTRACTORS, INTERNS, SUPPLIERS, SERVICE PROVIDERS OR LICENSORS BE LIABLE FOR ANY INJURY, LOSS, CLAIM, OR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION LOST PROFITS, LOST REVENUE, LOST SAVINGS, LOSS OF DATA, REPLACEMENT COSTS, OR ANY SIMILAR DAMAGES, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, ARISING FROM YOUR USE OF ANY OF THE SERVICES, MATERIALS, OR ANY PRODUCTS PROCURED USING THE SERVICE, OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO YOUR USE OF THE SERVICE, MATERIALS, OR ANY PRODUCT, INCLUDING, BUT NOT LIMITED TO, ANY ERRORS OR OMISSIONS IN ANY CONTENT, OR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF THE SERVICE OR ANY CONTENT (OR PRODUCT) POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL OUR LIABILITY TO YOU OR ANY THIRD PARTY EXCEED ONE HUNDRED ($100). 

Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, our liability shall be limited to the maximum extent permitted by law.

Without limiting the foregoing, DLSH shall not have any liability for any failure or delay resulting from any condition beyond the reasonable control of DLSH, including but not limited to: strikes or other labor conditions; fire, thunderstorms, incidents of severe weather and natural disasters; outages of power, network or network connections; failures, breaches, delays or nonperformance of cloud service providers or other suppliers used in connection with the Service.

  1. Indemnification

You agree to indemnify, defend and hold harmless us and our parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns and employees, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third-party that your use of this website or the use of this website by any person using your username and/or password (including without limitation, your participation in the posting areas or, your Submissions) breaches these Terms of Service, violates any applicable law or regulation, or infringes or misappropriates the intellectual property rights of any third party. 

  1. Severability

In the event that any provision of these Terms of Service is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Service, such determination shall not affect the validity and enforceability of any other remaining provisions.

  1. Termination

The obligations and liabilities of the parties incurred prior to the termination date shall survive the termination of this agreement for all purposes.

These Terms of Service are effective unless and until terminated by either you or us. You may terminate these Terms of Service at any time by notifying us that you no longer wish to use our Services, or when you cease using our site.

If in our sole judgment you fail, or we suspect that you have failed, to comply with any term or provision of these Terms of Service, we also may terminate this agreement at any time without notice and you will remain liable for all amounts due up to and including the date of termination; and/or accordingly may deny you access to our Services (or any part thereof).

  1. Entire Agreement

The failure of us to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision. These Terms of Service and any policies or operating rules posted by us on this site or in respect to the Service constitutes the entire agreement and understanding between you and us and govern your use of the Service, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms of Service).

Any ambiguities in the interpretation of these Terms of Service shall not be construed against the drafting party.

  1. Governing Law; Mediation and Arbitration

These Terms of Service and any separate agreements whereby we provide you Services shall be governed by and construed in accordance with the laws of the State of Tennessee.  All disputes shall be resolved by the courts in Nashville, Tennessee, in the United States of America.  PLEASE READ THIS “ARBITRATION PROVISION” CAREFULLY.   IT AFFECTS YOUR LEGAL RIGHTS.

This Arbitration Provision facilitates the prompt and efficient resolution of any dispute (e.g., claim or controversy, whether based in contract, statute, regulation, ordinance, tort – including, but not limited to, fraud, misrepresentation, fraudulent inducement, or negligence – or any other legal or equitable theory, and includes the validity, enforceability or scope of this Arbitration Provision (with the exception of the enforceability of the Class Action Waiver clause below) that may arise between You and Us.  Effectively, then, “dispute” is given the broadest meaning enforceable by law and includes any claims against other parties relating to services or products provided or billed to You (such as Our licensors, suppliers, dealers or third-party vendors) whenever You also assert claims against Us in the same proceeding.

This Arbitration Provision provides that all disputes between You and Us shall be resolved by binding arbitration because acceptance of these Terms constitutes a waiver of Your right to litigation claims and all opportunity to be heard by a judge or jury.  To be clear, there is no judge or jury in arbitration, and court review of an arbitration award is limited.  The arbitrator must follow this agreement and can award the same damages and relief as a court (including attorneys’ fees).  You may, however, opt-out of this Provision which means You would have a right or opportunity to bring claims in a court, before a judge or jury, and/or to participate in or be represented in a case filed in court by others (including, but not limited to, class actions).  EACH OF YOU AND US AGREE THAT, EXCEPT AS PROVIDED BELOW, ANY AND ALL DISPUTES, AS DEFINED ABOVE, WHETHER PRESENTLY IN EXISTENCE OR BASED ON ACTS OR OMISSIONS IN THE PAST OR IN THE FUTURE, WILL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION RATHER THAN IN COURT IN ACCORDANCE WITH THIS PROVISION.

(a) Pre-Arbitration Claim Resolution

For all disputes, whether pursued in court or arbitration, You must first give Us an opportunity to resolve the disputes, which is first done by emailing Us at support@dlsh.com the following information: (1)Your name, (2) Your address, (3) a written description of Your Claim, and (4) a description of the specific relief You seek. If We do not resolve the disputes within forty-five (45) days after receiving Your notification, than You may pursue Your disputes in arbitration.  You may pursue Your dispute in a court only under the circumstances described below.

(b) Exclusions from Arbitration/Right to Opt Out

Notwithstanding the above, You or We may choose to pursue a dispute in court and not by arbitration if the dispute qualifies for initiation in small claims court.  Further, You or We may bring suit in court to enjoin infringement or other misuse of intellectual property rights unrelated to Your use of the Services.

(c) Arbitration Procedures

If this Arbitration Provision applies and the dispute is not resolved as provided above (Pre-Arbitration Claim Resolution), either You or We may initiate arbitration proceedings.  The American Arbitration Association (the “AAA”), www.adr.org, or JAMS, www.jamsadr.com, will arbitrate all disputes, and the arbitration will be conducted before a single, neutral arbitrator.  The arbitration shall be commenced as an individual arbitration, and shall in no event be commenced as a class arbitration or a consolidated or representative action or arbitration.  All issues shall be for the arbitrator to decide, including the scope of this Arbitration Provision.

For arbitration before the AAA, for disputes of less than $75,000, the AAA’s Supplementary Procedures for Consumer-Related disputes will apply; for disputes involving $75,000 or more, the AAA’s Commercial Arbitration Rules will apply.  In either instance, the AAA’s Optional Rules For Emergency Measures Of Protection shall apply.  The AAA rules are available at www.adr.org or by calling 1-800-778-7879.  For arbitration before JAMS, the JAMS Comprehensive Arbitration Rules & Procedures and the JAMS Recommended Arbitration Discovery Protocols For Domestic, Commercial Cases will apply.  The JAMS rules are available at www.jamsadr.com or by calling 1-800-352-5267.  If there is any inconsistency between the applicable arbitration rules and this Arbitration Provision, the terms of this Arbitration Provision will control unless the arbitrator determines that the application of the inconsistent Arbitration Provision terms would result in a fundamentally unfair arbitration.  The arbitrator must also follow the provisions of these Terms as a court would, including, without limitation, the limitation of liability provisions in Section 14.  Under no circumstances will class action or representative action procedures or rules apply to the arbitration.

If the value of the relief sought is $10,000 or less, You or We may elect to have the arbitration conducted by telephone or based solely on written submissions, which election shall be binding on You and We subject to the arbitrator’s discretion to require an in-person hearing.

This Arbitration Provision is intended to be given the broadest possible meaning under the law, and unless otherwise required by a mandatory law of a member state of the European Union or any other jurisdiction, shall be governed by the Federal Arbitration Act (the “FAA”), applicable U.S. federal law, and the laws of the state of Tennessee, regardless of Your country of origin or where You access the Site, and notwithstanding any conflict of law principles.

Arbitration Award – The arbitrator may award on an individual basis any relief that would be available pursuant to applicable law, and will not have the power to award relief to, against or for the benefit of any person who is not a party to the proceeding.  The arbitrator will make any award in writing but need not provide a statement of reasons unless requested by a party.  Such award will be final and binding on the parties, except for any right of appeal provided by the FAA, and may be entered in any court having jurisdiction over the parties for purposes of enforcement.

Location of Arbitration – You or We may initiate arbitration in either Nashville, Tennessee or the federal judicial district that includes Your billing address.  In the event that You select the latter, We may transfer the arbitration to Tennessee so long as We agree to pay any additional fees or costs which the arbitrator determines You incur as a result of the transfer.

Payment of Arbitration Fees and Costs – Payment of all filing, administration and arbitrator fees will be governed by the applicable arbitrator’s rules. You and We will be individually responsible for all other costs and fees incurred in connection with the arbitration, including, without limitation, all attorneys’ fees and expert witnesses, unless recoverable under applicable law. However, in the event the arbitrator determines the claim(s) You assert in the arbitration to be frivolous, You agree to reimburse Us for all fees and costs associated with the arbitration, including reasonable attorneys’ fees, and fees and costs paid by Us on Your behalf that You otherwise would be obligated to pay under the applicable arbitrator’s rules.

(d) Class Action Waiver

EACH OF US MAY BRING DISPUTES AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE CLAIM OR PROCEEDING (SUCH AS A CLASS ACTION, REPRESENTATIVE ACTION, CONSOLIDATED ACTION OR PRIVATE ATTORNEY GENERAL ACTION) UNLESS BOTH YOU AND WE SPECIFICALLY AGREE TO DO SO IN WRITING FOLLOWING INITIATION OF AN ARBITRATION. UNLESS BOTH YOU AND DLSH AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, MASS, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S). ANY RELIEF AWARDED CANNOT AFFECT OTHER USERS OF THE WEBSITE.

(e) Jury Waiver

You understand and agree that by accepting this Arbitration Provision in these Terms, You and We are each waiving the right to a jury trial or a trial before a judge in a public court.  In the absence of this Arbitration Provision, You and We might otherwise have had a right or opportunity to bring disputes in a court, before a judge or jury, and/or to participate or be represented in a case filed in court by others (including class actions).  Except as otherwise provided below, those rights are waived.  Other rights that You would have if You went to court (e.g., the rights to both appeal and certain types of discovery) may be more limited or may also be waived.

If for any reason a dispute proceeds in court rather than in arbitration, You and We each waive any right to a jury trial. In that instance, You expressly agree to submit to the exclusive personal jurisdiction of the state and federal courts sitting in Nashville, Tennessee.

(f) Severability

If the arbitrator decides that any term or provision of this Arbitration Provision (other than the Class Action Waiver clause above) is invalid or unenforceable, that term or provision will be severed from this Arbitration Provision whose remainder will be given full force and effect. If the arbitrator decides that any of the provisions of the Class Action Waiver clause is invalid or unenforceable, then the entirety of this Arbitration Provision shall be null and void and the dispute will be decided by a court of competent jurisdiction. The remainder of these Terms shall continue to apply. 

(g) Continuation

This Arbitration Provision shall survive the termination of Your User Account with Us or Our affiliates and Your discontinued use of this Site or its Services. 

(h) Future Changes to this Arbitration Provision

Notwithstanding any provision in this Agreement to the contrary, You and We agree that if We make any change to this Arbitration Provision (other than a change to any notice address or website link provided herein) in the future, that change shall not apply to any claim that was filed in a legal proceeding against Us prior to the effective date of the change. Moreover, if a future version of these Terms do not contain this or another arbitration provision, any existing arbitration dispute will not be affected.

  1. California Consumer Notice.

Under California Civil Code Section 1789.3, California users are entitled to the following consumer rights notice: This website and the Service are provided DLSH, LLC.  If you have a question or complaint regarding the website or Service, please contact customer service at support@dlsh.com.  You may also contact us by writing at 6005 Nolensville Pike, Suite 201, Nashville, TN 37211. California residents may reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by post at 1625 North Market Blvd., Sacramento, CA 95834 or by telephone at (916) 445-1254 or (800) 952-5210 or Hearing Impaired at TDD (800) 326-2297 or TDD (916) 322-1700.

  1. Contact Information

We hope that any all issues can resolve amicably. We encourage you to contact us with any question or concerns. Questions about the Terms of Service should be sent to us at support@dlsh.com.