TERMS & CONDITIONS

Welcome to CraveLoca! These Terms of Use (“Terms”) are a contract between you and BagNotBin LLC (“CL,” “we,” or “us”) and govern your access to and use of any CL website, mobile application (e.g., for iPhone or Android), content, products, or services made available through CL (collectively, the “Site”). Please read these Terms carefully before accessing or using the Site.

 


1. TERMS OF USE

Acceptance of Terms.
By accessing and/or using the Site, you accept and agree to be bound by these Terms, just as if you had agreed to them in writing. If you do not agree, do not use the Site.

Amendment of Terms.
CL may amend these Terms from time to time. Unless otherwise stated, all updates become effective upon posting. Continued use of the Site after such posting constitutes your consent to be bound by the updated Terms.

Additional Terms.
When using certain plans, offers, products, services, or features, you may be subject to additional posted guidelines or rules, which may change over time. All such terms are incorporated into these Terms. If a conflict arises, these Terms will prevail.

 


2. CL PLATFORM

Overview.
CL is an online platform that enables members to purchase meals offered and prepared by partner restaurants, food service providers, and chefs (“Merchants”). CL is not a restaurant or food provider, nor does it operate or control any Merchant’s facility.

Ordering Meals.
You can purchase meals (“Meals”) via the Site once you create an account. Payments are processed through Stripe. A valid payment method is required.

Meal Types.

  • Discounted Meals: Merchants may offer discounted items including exclusive offers or surplus food through fixed “Meal Options” or customizable “Meal Boxes.” After ordering, you’ll select or customize your meal based on daily surplus availability at pickup.
     
  • Non-discounted Meals: Merchants may also offer regular menu items at standard prices.
     

Availability & Substitutions.
CL does not guarantee availability of specific Merchants, menu items, or inventory. Merchants manage their listings and may adjust offerings based on surplus. Substitutions are allowed to match the available food for that day.

Ingredients & Food Safety.
CL does not guarantee ingredient content. It is your responsibility to verify that a meal is safe for your consumption. CL does not prepare food and is not liable for any inaccuracies regarding menu content or quality. Merchants are solely responsible for compliance with food preparation and safety regulations.

 


3. USE OF CL / ELIGIBILITY / ACCOUNT

Eligibility Criteria.
You may only use the Site if you are the authorized holder of the payment method and can form a binding contract. If you are under 18, you must have parental consent and supervision. Users under 13 are prohibited.

U.S. Use Only.
These Terms apply only to users in the United States. The Site is not available to users who have been suspended or removed by CL. By using the Site, you confirm that you are a U.S. resident and not previously banned.

Account Creation.
To place orders, you must create an account with a secure password and provide accurate personal information. You agree to maintain updated, truthful information. If your information is found to be false or incomplete, CL may suspend or terminate your access.

Account Security.
You are responsible for your account credentials. Notify CL immediately of any unauthorized use, security breaches, or loss of access. CL is not responsible for damages resulting from failure to comply with this responsibility.

Single Account Policy.
Accounts are personal and non-transferable. You may not create multiple accounts or gift meals to others through the platform unless otherwise approved by CL.

Organization Accounts.
If creating an account on behalf of a company or group, you represent that you have authority to bind that organization to these Terms.

Platform Testing.
CL regularly runs tests on various aspects of the Site. By using the platform, you agree that you may be included or excluded from such tests without notice.

4. BILLING

By purchasing a CL Meal, you authorize us to charge you the price set by the Merchant. You also authorize us to charge any other applicable fees related to your use of the Site, including sign-up fees and taxes.

Our Credit Policy. If an error occurs in your order or billing, you may request a credit within 60 days of the transaction. If you fail to notify us within that window, you waive the right to dispute the charge.

Payment Methods. You may update your payment method through the CL mobile app. If a payment fails (due to card expiration, insufficient funds, etc.), you remain responsible for any outstanding balance. CL reserves the right to suspend access until your balance is paid.

 


5. OTHER FEES

Fees We Charge. Your CL Meal fee grants access to eligible meals. CL may change its fee policies at any time, including adding or modifying service fees. Additional purchases (e.g., add-ons or separate meals) may incur extra charges.

Third-Party Fees. You are responsible for all external costs related to accessing the Site (e.g., internet, mobile, equipment, taxes).

Taxes and Fees. Taxes and service fees are applied to all CL meals to cover merchant tax obligations and CL operational costs. These typically align with local sales tax rates where meals are offered.

 


6. ORDER, PICKUP, AND CANCELLATION OF MEALS

As a CL user, you must order through the CL mobile app only. Ordering directly with a Merchant is a violation of your account terms.

After placing an order, you’ll receive confirmation on the “My Orders” page of the app. Be sure to follow the pickup window and instructions listed in the merchant’s profile.

At pickup, show your receipt in the app to the Merchant’s staff. For some discounted meals, you may choose from available Meal Options or fill a Meal Box based on the surplus inventory that day.

Missed Pickups. If you fail to pick up your order on time, the Merchant may resell the item. CL and the Merchant are not responsible, and no refunds will be issued.

Gifts & Promotions. CL may offer gift cards, giveaways, promo codes, or marketing campaigns. Promotions may not be transferred, redeemed for cash, reused, or combined with other offers unless stated otherwise. Some require that you are a new user with no existing account.

Meal Points & Referrals. Meal Points can be earned through app activity or spending and used for future meals. Each account has a referral code; when used, both users receive Meal Points. Terms of this program may change.

 


7. TERMINATION OR MODIFICATION BY CL

CL may, at any time and without notice:

  1. Terminate or suspend your account or any active orders,
     
  2. Modify or discontinue features, services, or policies.
     

If we suspect violation of these Terms or misuse of the platform, you will not be entitled to a refund. CL is not liable for any resulting loss or service disruption. Your only recourse is to cancel or delete your account.

Fraudulent Use or Infringement. CL prohibits fraudulent activity and copyright infringement. Offenders may have their access revoked and their information referred to authorities.

 


8. ELIGIBILITY CRITERIA FOR MERCHANTS

8.1 Business Verification
To use CL’s merchant services, you must meet eligibility criteria including business license validity and legal compliance. CL may verify your credentials.

8.2 Compliance with Laws
Merchants are responsible for following all relevant laws, including food safety and labor regulations.

 


9. PAYMENT PROCESSING & FUNDS TRANSFER FOR MERCHANTS

9.1 Payment Gateway
Customer orders are processed through Stripe on the CraveLoca platform.

9.2 Funds Transfer
Merchants will receive 100% of the order revenue weekly. No commission is currently deducted.

9.3 Payment Accuracy
Payouts reflect the full transaction amount. While CL does not currently deduct fees, it reserves the right to implement fees in the future with advance notice.

9.4 Stripe Integration
Direct deposits are made via Stripe. Stripe’s terms apply. Contact support@bagnotbin.com for payment issues.

9.5 Weekly Payouts
Payouts are made weekly based on revenue from the prior week, per the agreed-upon arrangement.

9.6 Refunds & Chargebacks
CL will manage refunds and chargebacks. Future payouts may be adjusted accordingly.

9.7 Financial Reporting
Merchants can access sales and payout data through their CL dashboard.

 


10. DEVICE USAGE FOR MERCHANTS

10.1 Tablet Provision
CL may loan a tablet to Merchants to manage orders. The device remains CL property.

10.2 Responsible Usage
The tablet must be used solely for managing CL orders. Misuse or tampering may result in termination or legal action.

 


11. MERCHANT ORDER & CANCELLATION POLICY

11.1 Order Confirmation
Merchants must confirm orders promptly upon receipt to ensure meals are ready at pickup time.

11.2 Meal Availability
CL supports two meal types:

  • Discounted Meals (typically available near closing time)
     
  • Regular Meals (available anytime during business hours)
     

Merchants must keep inventory updated and fulfill confirmed orders. Failure to do so may result in penalties.

11.3 Order Cancellation
If a Merchant cancels a confirmed order, the customer is entitled to a full refund. Repeated violations may result in account penalties or termination.

12. INTELLECTUAL PROPERTY RIGHTS

12.1 Ownership of Content and Platform
The CL Platform, including its visual interfaces, graphics, design, software, and all other elements, is owned and operated by BagNotBin LLC and is protected by intellectual property laws in the United States and applicable international conventions.

12.2 License to Use CL Content
By using the CL Platform, you are granted a non-exclusive, limited, and revocable license to access and use its content solely in accordance with these Terms. This license does not permit resale, commercial use, or derivative use of the Platform or its contents.

12.3 User-Generated Content
You may upload menus, meal descriptions, and other content to the Platform (“User-Generated Content”). You are solely responsible for the accuracy and legality of this content. By uploading it, you grant CL a non-exclusive, royalty-free, worldwide license to use, display, distribute, and sublicense the content as needed for platform operations.

12.4 Prohibited Activities
You may not use the CL Platform for illegal or unauthorized purposes. You agree to comply with all applicable laws, including intellectual property and data protection laws.

 


13. CONFIDENTIALITY AND DATA PROTECTION

13.1 Confidentiality
Both parties agree to protect confidential information exchanged in the course of using the services, including customer data and business operations.

13.2 Data Protection and Compliance
You agree to follow all applicable data protection laws and are responsible for securing any customer data you access via the platform.

 


14. LIMITATION AND INDEMNIFICATION

14.1 Limitation of Liability
BagNotBin LLC’s liability is limited to the greater of (i) 5% of the revenue you paid in the three months prior to the incident or (ii) the actual amount paid by you during that period. We are not liable for indirect, special, or consequential damages.

14.2 Indemnification
You agree to indemnify and hold harmless CL, its officers, employees, and agents against any claims or liabilities arising from your use of the CL Platform or any breach of these Terms.

 


15. TERMINATION AND ACCOUNT CANCELLATION

15.1 Right to Terminate
CL may suspend or terminate your account at any time if you violate these Terms or engage in harmful behavior on the platform.

15.2 Consequences of Termination
Upon termination, you will lose access to all services and stored data. CL is not responsible for any resulting loss.

 


16. TAX RESPONSIBILITIES

16.1 Overview
BagNotBin LLC is responsible for collecting and remitting taxes on transactions made through the CraveLoca platform. Applicable tax rates may vary by location.

16.2 Customer-Facing Tax
CL adds a tax percentage to the transaction total that reflects sales tax obligations.

16.3 Revenue Disbursement
Businesses receive their total order amount minus the customer-facing tax. CL remits the collected tax portion directly to tax authorities.

16.4 Tax Calculation
CL calculates and collects applicable tax automatically. Merchants do not need to manage this separately.

16.5 Tax Reporting
CL will maintain records of all taxes collected and can provide reports to businesses upon request.

16.6 Tax Remittance
CL will remit all applicable taxes to the appropriate authorities in compliance with law.

16.7 Changes in Tax Rates
CL reserves the right to adjust the customer-facing tax rate in response to new tax laws or rate changes, and will provide notice.

16.8 Indemnification
CL agrees to indemnify businesses for claims or costs arising from failure to remit taxes properly.

 


17. DATA PRIVACY AND SECURITY MEASURES

17.1 Data Privacy
All payment data will be handled in accordance with privacy laws. CL may share payment info with its processor (Stripe) to complete transactions. Stripe’s data-sharing policies are covered in the Privacy Policy.

17.2 Security Measures
CL uses security protocols to protect sensitive information. Businesses must ensure authorized use of their accounts. Additional authentication is required to access sensitive settings like payout info.

 


18. FORCE MAJEURE

18.1 Definition
Neither party is liable for delays or failures caused by events beyond their control, including natural disasters, pandemics, war, strikes, or government action.

18.2 Procedure
The affected party must notify the other as soon as possible and work to resume obligations.

 


19. MISCELLANEOUS PROVISIONS

19.1 Entire Agreement
These Terms represent the full agreement between you and CL and replace all prior communications.

19.2 Severability
If any section is found unlawful, it shall be modified or removed without affecting the rest of the Terms.

19.3 Assignment
You may not assign your rights or responsibilities without written consent from CL.

 


20. PRIVACY

Your privacy matters to us. The CL Privacy Policy is incorporated into these Terms by reference. When you place an order, the Merchant will receive basic info about you (e.g., name, email) to fulfill the order and may contact you with relevant updates or marketing. For full details, refer to our Privacy Policy

 

21. FEEDBACK

If you provide CL with any comments, bug reports, feature suggestions, or other input regarding the Site (“Feedback”), CL may use that Feedback at its sole discretion. You grant CL a perpetual, irrevocable, royalty-free, worldwide license to use, reproduce, display, modify, and incorporate your Feedback into the Site or other services, without notice or compensation to you.

 


22. PROHIBITED USES

As a condition of using the Site, you agree not to:

  • Use the Site for any unlawful or prohibited purpose.
     
  • Access the Site using another person’s account without permission.
     
  • Attempt to gain unauthorized access to the Site, accounts, or CL servers.
     
  • Use any automated means (bots, scrapers, crawlers) to access or monitor the Site without CL's express permission.
     
  • Impersonate another person or user.
     
  • Distribute chain letters, spam, or junk email.
     
  • Interfere with or disrupt the operation or security of the Site.
     
  • Copy or republish content such as restaurant menus or reviews without consent.
     
  • Use the Site to compete with CL or develop a similar product.
     
  • Post false, misleading, harassing, or offensive content.
     
  • Attempt to manipulate referral codes, discount systems, or incentives in bad faith.
     
  • Engage in any conduct that could harm CL’s brand, platform, partners, or users.
     

CL reserves the right to suspend or terminate your account for any such violations and seek injunctive relief without the need to prove damages.

 


23. OWNERSHIP; PROPRIETARY RIGHTS

The CraveLoca platform and mobile applications are owned and operated by BagNotBin LLC. All elements of the Site—including visual designs, graphics, text, software, and underlying code—are protected by intellectual property laws in the U.S. and internationally.

Unless otherwise permitted, you may not copy, sell, distribute, modify, or create derivative works based on any part of the Site or its content.

 


24. THIRD-PARTY SITES AND SERVICES

The Site may contain links to third-party websites or services. These links are provided for convenience and do not imply endorsement by CL. We are not responsible for the content, terms, or operations of any linked sites.

Your interactions with advertisers or third-party providers found on or through the Site are solely between you and those parties. CL will not be liable for any loss or damage from such dealings.

 


25. NOTICE

Unless otherwise stated, legal notices to CL must be sent to our registered agent. Notices to you will be sent to the email address provided at registration and are deemed received after 24 hours unless returned as undeliverable. Mailed notices are considered received three days after dispatch.

 


26. DISCLAIMERS; NO WARRANTIES

Meals and services offered through CL are provided by third-party restaurants and businesses, not CL directly. You assume all risks associated with using such third-party services.

CL provides the Site and all services “as is” and “as available.” We disclaim all warranties, express or implied, including merchantability, fitness for a particular purpose, and non-infringement. We do not guarantee uninterrupted access, defect correction, or virus-free experiences.

Certain jurisdictions may not allow these limitations. If applicable laws override these disclaimers, some exclusions may not apply to you.

 


27. WAIVER AND RELEASE

You understand that meals and services accessed via CL are provided by independent Merchants. CL is not responsible for the quality or safety of these meals.

To the fullest extent allowed by law, you release and hold harmless CL (BagNotBin LLC), its affiliates, employees, and partners from liability for any injuries, losses, or damages—including those resulting from consumption of food—associated with your use of the platform.

California Residents:
You expressly waive rights under California Civil Code Section 1542, which states:

“A general release does not extend to claims which the creditor does not know or suspect to exist in their favor at the time of executing the release…”

This waiver applies to all known and unknown claims arising from use of the Site.

 


28. INDEMNIFICATION

You agree to indemnify and hold harmless CL, its affiliates, employees, contractors, and partners from any claims, losses, damages, or expenses (including attorney’s fees) arising from:

  • Your misuse of the Site
     
  • Violation of these Terms
     
  • Violation of another person's rights
     
  • Any content you submit or share through the platform

29. LIMITATION OF LIABILITY AND DAMAGES

UNDER NO CIRCUMSTANCES WILL CL OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD-PARTY PARTNERS OR SUPPLIERS BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES UNDER ANY THEORY OF LIABILITY, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE AND PRODUCT LIABILITY), OR OTHERWISE, EVEN IF CL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, CL’S LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.

CL LIABILITY TO YOU IS LIMITED TO $50 OR THE AMOUNTS, IF ANY, PAID BY YOU TO CL UNDER THIS AGREEMENT IN THE THREE MONTHS IMMEDIATELY PRIOR TO THE EVENT FIRST GIVING RISE TO THE CLAIM, WHICHEVER IS MORE. THE FOREGOING LIMITATIONS WILL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, REGARDLESS OF WHETHER CL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF WHETHER ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

30. ARBITRATION AGREEMENT

PLEASE READ THE FOLLOWING CAREFULLY:

  1. Purpose. This Arbitration Agreement facilitates the prompt and efficient resolution of any disputes that may arise between you and CL. Arbitration is a form of private dispute resolution in which parties to a contract agree to submit their disputes and potential disputes to a neutral third person (called an arbitrator) for a binding decision, instead of having such dispute(s) decided in a lawsuit, in court, by a judge or jury trial. You have the right to opt-out of this Arbitration Agreement (as explained below), which means you would retain your right to litigate your disputes in a court, either before a judge or jury.
    Please read this Arbitration Agreement carefully. It provides that all disputes between you and CL shall be resolved by binding arbitration. Arbitration replaces the right to go to court. In the absence of this arbitration agreement, you may otherwise 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). Except as otherwise provided, entering into this Arbitration Agreement constitutes a waiver of your right to litigate claims in court and all opportunity to be heard by a judge or jury. There is no judge or jury in arbitration, and court review of an arbitration award is limited. The arbitrator must follow this Arbitration Agreement and can award the same damages and relief as a court (including attorney’s fees).
    For the purpose of this Arbitration Agreement, “CL” means CL and its parents, subsidiaries, and affiliated companies, and each of their respective officers, directors, employees, and agents. The term “Dispute” means any dispute, claim, or controversy between you and CL regarding any aspect of your relationship with CL, whether based in contract, statute, regulation, ordinance, tort (including, but not limited to, fraud, misrepresentation, fraudulent inducement, negligence, gross negligence or reckless behavior), or any other legal or equitable theory, and includes the validity, enforceability or scope of this Arbitration Agreement (with the exception of the enforceability of the Class Action Waiver clause below). “Dispute” is to be given the broadest possible meaning that will be enforced.
    WE EACH 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 ARBITRATION AGREEMENT.
  2. Pre-Arbitration Dispute Resolution. For all Disputes, whether pursued in court or arbitration, you must first give CL an opportunity to resolve the Dispute. You must commence this process by mailing a written notification to CL, Legal Department, 177 Huntington Ave Ste 1703 , MA 02115. That written notification must include (1) your name, (2) your address, (3) a written description of the Dispute, and (4) a description of the specific relief you seek. If CL does not resolve the Dispute to your satisfaction within 45 days after it receives your written notification, you may pursue your Dispute in arbitration. You may pursue your Dispute in a court only under the circumstances described below.
  3. Exclusions From Arbitration And Your Right To Opt Out. Notwithstanding the above, you may choose to pursue a Dispute in court and not by arbitration if (a) the Dispute qualifies, it may be initiated in small claims court in your state of residence; or (b) YOU OPT-OUT OF THESE ARBITRATION PROCEDURES WITHIN 30 DAYS FROM THE DATE THAT YOU FIRST CONSENT TO THIS AGREEMENT (the “Opt-Out Deadline”). You may opt out of this Arbitration Agreement by mailing written notification to CL, Legal Department, 177 Huntington Ave Ste 1703 , MA 02115. Your written notification must include (1) your name, (2) your address, and (3) a clear statement that you do not wish to resolve disputes with CL through arbitration. Your decision to opt-out of this Arbitration Agreement will have no adverse effect on your relationship with CL. Any opt-out request received after the Opt-Out Deadline will not be valid and you must pursue your Dispute in arbitration or small claims court.
  4. Arbitration Procedures. If this Arbitration Agreement applies and the Dispute is not resolved as provided above (“PreArbitration Claim Resolution”) either you or CL may initiate arbitration proceedings. The American Arbitration Association (“AAA”), www.adr.org, or JAMS, www.jamsadr.com, will arbitrate all Disputes, and the arbitration will be conducted before a single arbitrator. The arbitration shall be commenced as an individual arbitration, and shall in no event be commenced as a class arbitration. All issues shall be for the arbitrator to decide, including the scope of this Arbitration Agreement. 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. This Arbitration Agreement governs in the event it conflicts with the applicable arbitration rules. Under no circumstances will class action procedures or rules apply to the arbitration. Because your contract with CL, the Terms of Use, and this this Arbitration Agreement concern interstate commerce, the Federal Arbitration Act (“FAA”) governs the arbitrability of all Disputes. However, the arbitrator will apply applicable substantive law consistent with the FAA and the applicable statute of limitations or condition precedent to suit.
  5. 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 shall make any award in writing but need not provide a statement of reasons unless requested by a party. Such award by the arbitrator 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.
  6. Location of Arbitration. You may initiate arbitration in either Massachusetts, or in the federal judicial district that includes your address that you provide in your written notification of Pre-Arbitration Dispute Resolution. In the event that CL initiates an arbitration, it may only do so in the federal judicial district that includes your address that you provide in your written notification of Pre-Arbitration Dispute Resolution.
  7. Payment of Arbitration Fees and Costs. CL will pay all arbitration filing fees and arbitrator’s costs and expenses upon your written request given prior to the commencement of the arbitration. You are responsible for all additional fees and costs that you incur in the arbitration, including, but not limited to, attorneys or expert witnesses. Fees and costs may be awarded as provided pursuant to applicable law. In addition to any rights to recover fees and costs under applicable law, if you provide notice and negotiate in good faith with CL as provided in the section above titled “Pre-Arbitration Dispute Resolution” and the arbitrator concludes that you are the prevailing party in the arbitration, you will be entitled to recover from CL your actual and reasonable attorney’s fees and costs as determined by the arbitrator.
  8. Class Action Waiver. Except as otherwise provided in this Arbitration Agreement, 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, representative action, consolidated action or private attorney general action) unless both you and CL specifically agree to do so following initiation of the arbitration. If you choose to pursue your Dispute in court by opting out of this Arbitration Agreement as specified above, this Class Action Waiver will not apply to you. Neither you, nor any other Member of CL and/or user of CL services, can be a class representative, class member, or otherwise participate in a class, representative, consolidated or private attorney general proceeding without having complied with the opt-out requirements above.
  9. Limitation of Procedural Rights. You understand and agree that, by entering into this Arbitration Agreement, you and CL are each agreeing to arbitration instead of the right to a trial before a judge or jury in a public court. In the absence of this Arbitration Agreement, you and CL 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, you give up those rights. Other rights that you would have if you went to court, such as the right to appeal and to certain types of discovery, may be more limited in arbitration. The right to appellate review of an arbitrator’s decision is much more limited than in court, and in general an arbitrator’s decision may not be appealed for errors of fact or law.
  10. Severability. If any clause within this Arbitration Agreement (other than the Class Action Waiver clause above) is found to be illegal or unenforceable, that clause will be severed from this Arbitration Agreement, and the remainder of this Arbitration Agreement will be given full force and effect. If the Class Action Waiver clause is found to be illegal or unenforceable, then this entire Arbitration Agreement will be unenforceable and the Dispute will be decided by a court.
  11. Continuation. This Arbitration Agreement shall survive the termination of your contract with CL and your use of the CL Site and services.

31. MISCELLANEOUS

  1. Choice of Law; Forum. These Terms shall be governed in all respects by the laws of the State of Massachustts, without regard to conflict of law provisions. You agree that any claim or dispute you may have against CL must be resolved by a court located in Massachusetts, except as otherwise agreed by the parties or as described in the Arbitration Agreement paragraph above. You agree to submit to the personal jurisdiction of the courts located within Massachusetts for the purpose of litigating all such claims or disputes.
  2. Assignment. We may assign our rights and obligations under these Terms. The Terms will inure to the benefit of our successors, assigns and licensees.
  3. Severability. If any provision of these Terms shall be unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from these Terms and will not affect the validity and enforceability of any remaining provisions.
  4. Headings. The heading references herein are for convenience purposes only, do not constitute a part of these Terms, and will not be deemed to limit or affect any of the provisions hereof.
  5. Entire Agreement. These Terms and any applicable Additional Terms, as each may be amended as set forth herein, are the entire agreement between you and CL relating to the subject matter herein.
  6. Claims; Statute of Limitations. YOU AND CL AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THESE TERMS OR THE SITE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
  7. Disclosures. The services hereunder are offered by BagNotBin LLC, located at: 177 Huntington Ave Ste 1703.  MA and email: info@bagnotbin.com. If you are a California resident, you may have this same information emailed to you by sending a letter to the foregoing address with your email address and a request for this information.
  8. Waiver. No waiver of any of these Terms by CL is binding unless authorized in writing by an executive officer of CL. In the event that CL waives a breach of any provision of these Terms, such waiver will not be construed as a continuing waiver of other breaches of the same nature or other provisions of these Terms and will in no manner affect the right of CL to enforce the same at a later time.