Last updated: 9/15/2020
PLEASE READ THESE TERMS OF SERVICE CAREFULLY BEFORE PARTICIPATING IN THE VITAL PROTEINS REWARDS PROGRAM.
The Vital Proteins Rewards Program (“Program”) is brought to you by Vital Proteins LLC (“Vital Proteins LLC,” “us,” “we,” or “our”), and benefits shall be considered void where prohibited by law. By participating in the Program, you also consent to the Program terms and conditions set out below (the “Terms of Service”) and Vital Proteins LLC’s Terms and Conditions available at https://www.vitalproteins.com/pages/terms-conditions, which are incorporated herein by reference. Taxes may apply where required by law. Vital Proteins LLC assumes no liability for any user's participation that contravenes the laws or regulations of his or her place of residence. Participation is subject to present and future program rules. Participation is valid only on vitalproteins.com and program rewards (“Points”) may only be earned and redeemed on vitalproteins.com (“Website”).
Important: These Terms of Service contain a mandatory arbitration agreement. Please review these provisions carefully as they will require you to resolve all disputes with Vital Proteins LLC on an individual basis through final and binding arbitration and to forego jury trials, class actions, and all other types of consolidated, collective, or representative proceedings. Unless you opt out of these provisions following the opt-out procedures set forth below, you will be bound. By participating in the Program, you acknowledge that you understand and expressly agree to the mandatory arbitration agreement.
Mandatory Binding Arbitration
By agreeing to these Terms of Service, you agree that you are required to resolve any dispute, claim, or controversy arising out of or relating to any part of these Terms of Service, or the existence, breach, termination, enforcement, interpretation or validity thereof, or your participation in the Program (collectively, “Disputes”) will be resolved by binding arbitration and not in a court of law in any jurisdiction.
The parties agree that the arbitrator (“Arbitrator”), and not any federal, state, or local court or agency, shall have exclusive authority to resolve any disputes relating to the interpretation, applicability, enforceability, or formation of this Arbitration Agreement, including any claim that all or any part of this Arbitration Agreement is void or voidable. The Arbitrator shall also be responsible for determining all threshold arbitrability issues, including issues relating to whether the Terms of Service are unconscionable or illusory and any defense to arbitration, including waiver, delay, laches, or estoppel.
Class Action Waiver
You may only resolve disputes with us on an individual basis, and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations aren't allowed. The Arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a class or representative proceeding or claims (such as a class action, consolidated action or private attorney general action) unless all relevant parties specifically agree to do so following initiation of the arbitration.
Notwithstanding this Section 1, you and Vital Proteins LLC each retain the right to bring an individual action in small claims court and the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyright rights, trademark, trade secrets, patents or other intellectual property rights.
Rules & Governing Law
For information about the rules and laws applicable to all Disputes, including the procedure for initiating arbitration, the arbitration process, and the payment of fees, please refer to the procedures set forth in Vital Proteins LLC’s .
These Terms of Service shall be governed by and construed in accordance with the laws of the State of California. For any Dispute not subject to arbitration as required by this Section, you agree that jurisdiction over the Dispute and venue in any legal proceeding shall be in the state or federal courts located in San Francisco, California.
You can choose to reject this Arbitration Agreement by mailing or hand-delivering to Vital Proteins LLC a written opt-out notice (“Opt-Out Notice”) to Vital Proteins LLC, c/o Legal Department, 3400 Wolf Road, Franklin Park, Illinois 60131. The Opt-Out Notice must be postmarked no later than 30 days after the date you first accept these Terms of Service. To be effective, your Opt-Out Notice must contain your name, address, and signature. This procedure is the only way you can opt out of the Arbitration Agreement. If you opt out of the Arbitration Agreement, all other parts of these Terms of Service will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any previous, other, or future arbitration agreements that you may have with us.
Changes to Arbitration Agreement
Notwithstanding the provisions of this Section 1, if Vital Proteins LLC changes this Arbitration Agreement after the date you first agreed to the Terms of Service (or to any subsequent changes to the Terms of Service), you may reject any such change by providing Vital Proteins LLC written notice of such rejection within 30 days of the date such change became effective. This written notice must be mailed or hand-delivered to Vital Proteins LLC, c/o Legal Department, 3400 Wolf Road, Franklin Park, Illinois 60131. In order to be effective, the notice must include your full name and clearly indicate your intent to reject changes to this Arbitration Agreement. By rejecting changes, you are agreeing that you will arbitrate any dispute between you and Vital Proteins LLC in accordance with the provisions of this Arbitration Agreement as of the date you first agreed to the Terms of Service (or to any subsequent changes to the Terms of Service).
The Program is offered only in the United States to individuals who are: (a) over 18 years of age as of the date of their first participation in the Program; and (b) legal US residents. When registering for the Program you agree to register only one (1) account for the purpose of accruing or earning Points. Employees (and all the members of the immediate families or households of such employees) of Vital Proteins LLC, and their parents, affiliates, and subsidiaries are eligible to participate in the Program.
No purchase is necessary to participate in the Program. All users who sign up for a customer account on the Website with a valid username and password are automatically enrolled in the Program and can begin earning and redeeming Points. Guest users are not automatically enrolled in the program and will not earn points for purchases.
Users must be logged into their vitalproteins.com account to earn Points. Users may earn Points for registering for an account on the Website.
Registered users subsequently may earn Points for performing tasks or reaching certain spend thresholds on the Website. Points earned may be based on the amount actually spent on products, not on the amounts of any discounts, account credits, taxes or shipping. If an order is cancelled, Points awarded for the purchase will be cancelled.
Registered users who refer a new customer to the Website may earn Points for each successful new customer referral. To qualify, the referred person must place an order on the Website and be a new customer on the Website. Customers may not refer anyone who has an existing vitalproteins.com account under an alternate email address or a variation of their name.
From time to time, Vital Proteins LLC may amend the requirements for earning or redeeming Points, without notice to users. Users only earn Points based on activity on and via the Website. Users will be able to check the amount of Points accumulated in their account by logging in to their account on the Website and viewing the Program account page.
Users may not redeem or exchange accumulated Points for cash. Points have no cash value and do not constitute property of the user. Users may not give, donate, transfer or share their Points to another user’s account.
Points may be redeemed by logged-in users when making a purchase on the Website. Users must login to their account in order to redeem Points, and claim rewards on the Program landing page or in the Shopping Cart when checking out on the Website.
Unless otherwise specified, Points may not be redeemed in conjunction with other discounts or special offers. Vital Proteins LLC may limit the number of Points which may be redeemed at one time. Users may redeem only one discount reward per purchase. However, users may redeem both product rewards (for example, to receive a free Vital Proteins product) and a discount reward in a single purchase.
Vital Proteins LLC in its sole discretion reserves the right to determine the redemption options available to users at any given time and to set and modify the Point values associated with these redemption options, without notice to users.
The system will update the user’s remaining Points after Points are redeemed. Rewards cannot be applied to past purchases. Unredeemed Points may expire six (6) months after being earned. In addition, points may automatically expire if a user’s account is revoked or otherwise cancelled in accordance with these Terms of Service.
Participation in the Program is a privilege granted to Website users, and as such, can be suspended, revoked or terminated at any time by Vital Proteins LLC for any reason or for no reason. In the event of termination of your participation, all benefits including all accrued Points and other program benefits will automatically and immediately be forfeited. In the event of termination of a user’s participation or a termination of the Program by Vital Proteins LLC, Vital Proteins LLC has no liability to participants for unused Points or other program benefits.
You may cancel your participation in the Program at any time by deleting your vitalproteins.com customer account. Once cancelled, all Points earned are voided and may not be redeemed on any future purchase.
VITAL PROTEINS LLC WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH YOUR PARTICIPATION OR MEMBERSHIP IN THE PROGRAM, INCLUDING DAMAGES ARISING OUT OF CHANGES TO OR TERMINATION OF THE PROGRAM. THIS IS A COMPREHENSIVE LIMITATION OF LIABILITY THAT APPLIES TO ALL DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, LOSS OF DATA, INCOME OR PROFIT, LOSS OF OR DAMAGE TO PROPERTY AND CLAIMS OF THIRD PARTIES. TO THE EXTENT PERMITTED BY LAW, THE LIMITATIONS ON VITAL PROTEINS LLC’S LIABILITY SET FORTH HEREIN SHALL APPLY WHETHER FOR BREACH OR REPUDIATION OF CONTRACT, OR WHETHER IN TORT, CIVIL LIABILITY BY WAY OF NEGLIGENCE, GROSS NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. BY AGREEING TO THESE TERMS, YOU WILLINGLY AGREE THAT YOU HAVE RELINQUISHED YOUR RIGHT TO SEEK THESE DAMAGES FROM VITAL PROTEINS LLC AND THAT THIS IS A REASONABLE ALLOCATION OF RISK.
THE LIMITATIONS AND DISCLAIMERS IN THESE TERMS OF SERVICE DO NOT PURPORT TO LIMIT LIABILITY OR ALTER YOUR RIGHTS AS A CONSUMER THAT CANNOT BE EXCLUDED UNDER APPLICABLE LAW, INCLUDING NEW JERSEY LAW. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, VITAL PROTEINS LLC’S LIABILITY SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW. THIS PROVISION SHALL HAVE NO EFFECT ON THE CHOICE OF LAW AND VENUE PROVISIONS IN THESE TERMS OF SERVICE.
Vital Proteins LLC reserves the right to vary any or all of the terms of the Program, to amend these Terms of Service, or to terminate the Program, at any time without notice and without further obligations to users, including, but not limited to, modifications which: a) govern Points earned on and after the date of the change; or b) change the value of already accumulated Points. Notice of any such changes, amendments or termination may be provided to users via email, or by being posted on the Website and will be effective immediately, unless otherwise stated in such notification.
If any clause or portion thereof within these Terms (other than the Class Action Waiver clause above) is found to be illegal or unenforceable, that clause or portion thereof will be severed from these Terms, and the remainder of these Terms will be given full force and effect. If the Class Action Waiver clause is found to be illegal or unenforceable, the entirety of the Arbitration Agreement in Section 1 will be unenforceable, the parties shall be deemed to have not agreed to arbitrate the Dispute on a class basis, and the Dispute will be decided by a court.