MEMBERSHIP AGREEMENT

 

Your submission to ALIX of a membership application constitutes your agreement to be bound by these membership terms and conditions of use.

The ALIX Experience LLC (“ALIX”) is an organization for internationally-based professional women who travel globally for business and leisure.  ALIX identifies establishments throughout the business centers of the world to provide pre-selected services to its members while away from home (the “Services”).  The Services are made available by ALIX or its present or future affiliates and may be used solely under the following membership terms and conditions of use (“Terms”).

These Terms govern ALIX’s individual membership Services (each a “Membership”).

 

1. Membership Terms, Duration, and Payment

1.1 A Membership entitles you to the use of all ALIX services for one (1) year, beginning on the date that you submit all membership paperwork and your initial payment is made, as provided below.

1.2 You agree to provide accurate and complete registration information. It is your responsibility to inform ALIX of any changes to that information. ALIX does not permit i) anyone other than you to use the Services by using the names or passwords assigned; or ii) access through the assigned names that is made available to multiple users on a network or otherwise. You are responsible for preventing such unauthorized use. If you believe there has been unauthorized use, you must notify ALIX immediately by emailing info@thealixexperience.com

1.3 You shall pay all fees and charges incurred through your Membership account at the rates in effect for the pay period in which such fees and charges are incurred (the “Annual Membership Fee”). All fees and charges shall be billed to you, and you shall be solely responsible for their payment. You shall pay all applicable taxes relating to the use of the Services. In no event will you be allowed access to any of the Services unless and until ALIX receives all fees and charges payable by you.

 

a) The 2016-2017 Annual Membership Fee is $2,000 (the “Annual Membership Fee”) for access to one city only and $7,000 for access to all four cities.

1.4 Fees are due in accordance with the ALIX fee schedule which ALIX may change at its discretion with notice to you by email.  The Annual Membership Fee includes a non-refundable processing fee equal to 10% of the Annual Membership Fee (the “Processing Fee”).

1.5 The Annual Membership Fee may change and notice will be provided to you in advance and you will have an opportunity to cancel your subscription effective on the date on which you would be obligated to pay the increased cost.  Membership renewal will be automatic each year unless you notify ALIX in writing that you do not wish to renew your Membership at least fourteen (14) days prior to the end of the then-current annual period, which termination shall become effective at the end of the then-current annual period.

1.6 The Annual Membership Fee does not include costs and fees associated with your use of service providers that you or ALIX engage in order to provide services to you.  These costs and fees may include the cost of goods and services you purchase (such as spa treatments and meals) and the fees charged by ALIX’s partner concierge providers.  You agree to pay all of such additional costs and fees, which shall be pre-approved by you. ALIX does not charge fees solely to process credit card transactions, however, ALIX’s partner concierge providers may charge such fees and you agree to accept such fees.

1.7 These Terms are subject to change at ALIX’s sole discretion without notice (except for changes to the Annual Membership Fee, of which you will be notified) and it is your responsibility to be fully aware of any such changes.  You agree to be fully bound by these Terms, as amended.  Changes to these Terms become effective immediately upon the earlier of the time the Terms are (i) posted to ALIX’s website or (ii) otherwise made available to you.

1.8 Membership does not entitle you to any right to ownership of or participation in the affairs of ALIX whatsoever.  Without limitation, Membership does not convey or create (i) any right or privilege to participate in or administer ALIX business policies or (ii) any vested or proprietary right of any kind in the assets of ALIX.

1.9 You expressly agree that ALIX may contact you by any means, including without limitation by telephone, mail and email, including for Membership and promotional purposes.  You may, at any time, request not to receive promotional materials; provided that you will continue to receive notifications incident to your Membership, including, without limitation, booking confirmations.

1.10 You agree to treat all ALIX employees and service providers with respect and dignity.  You may not request that ALIX employees or service providers do anything that is illegal, lewd, obscene, pornographic, sexual, violative of any law or third party rights, or that would encourage or assist in any of the foregoing.  If you violate this Section 1(j) any number of times and/or in any manner, ALIX may, in its sole discretion, terminate these Terms and your Membership, and suspend or ban you from the use of the Services.  If ALIX terminates your Membership pursuant to this Section 1(j), ALIX will not refund the applicable Annual Fee for the pay period in which your Membership is terminated.

1.11 You acknowledge and agree that ALIX will collect, store and share certain personal information about you as described in ALIX’s Privacy Policy.  You consent to the collection, storage and sharing of all such information about you in accordance with the Privacy Policy, including the collection, storage and sharing of your credit card and other payment information.

1.12 Unless otherwise agreed by you and ALIX in a separate written agreement, the Services are for your personal use only and not for commercial exploitation.  You may not use the Services for any illegal purpose or in any manner inconstant with these Terms.

 

2. Membership Qualifications

2.1 You must be, and you attest that you are, at least eighteen (18) years of age and must meet the qualifications.

2.2 ALIX has the right to review and approve or deny membership to anyone it its sole discretion.

2.3 You must, and hereby do, agree to abide by all policies, guidelines, rules, and regulations as set out in the ALIX Rules and Code of Conduct and the ALIX Privacy Policy (collectively, the “ALIX Rules”)

 

3. Membership Cancellation

3.1 You may cancel your Membership at any time by providing fourteen (14) days advance written notice to ALIX.  If you cancel your Membership, the pro-rated amount representing the balance of the year will be refunded, less the non-refundable Processing Fee.  Termination will take effect at the end of the full calendar month following the month in which you notify ALIX of termination, and a refund will be issued in a timely manner.

3.2 ALIX reserves the right to terminate your Membership or other privileges granted by this Agreement in the event of a Member Default (defined below).  A Member Default includes, but is not limited to, (i) failure to comply with any of the provisions of these Terms or the ALIX Rules; (ii) failure to make timely payment under these Terms; and (iii) engaging in conduct injurious or potentially injurious to the reputation of ALIX or its Members.  If ALIX cancels your Membership in full, ALIX may (at its sole discretion) refund the pro-rated balance of the Annual Membership Fee, less the non-refundable Processing Fee.

 

4. Assignment

Except as otherwise specifically provided herein, you may not assign, resell, or transfer to any other person or entity the rights granted or obligations required by these Terms.

 

5. Waiver

It is understood and agreed that no failure or delay of either party hereto in exercising any right, power, or privilege provided hereunder shall operate as a waiver of any provision herein, and no single or partial exercise shall preclude any other or further exercise of any right, power, or privilege provided under herein.

 

6. Governing Law and Venue

These Terms shall be governed by the internal law of the State of New York, in the United States of America, without regard to its choice of law rules.  Any dispute arising hereunder shall be adjudicated exclusively in the courts located in the County of New York, State of New York.

 

7. Enforcement

If any provision of these Terms is held to be invalid or unenforceable by a court of competent jurisdiction, such holding shall not affect the validity or enforceability of any other provision, which shall remain in full force and effect, and the provision held invalid or unenforceable shall be deemed modified so as to give the provision the maximum effect permitted by applicable law.

 

8. DISCLAIMER

The services are provided on an "as is, as available" basis. ALIX expressly disclaims all warranties, including the warranties of merchantability, title, fitness for a particular purpose and non-infringement. ALIX disclaims all responsibility for any loss, injury, claim, liability, and / or damage of any kind resulting from, arising out of or in any way related to:

 

a) any errors in or omissions from the services including, but not limited to technical inaccuracies and typographical errors

b) third party communications

c) any third party services directly or indirectly associated with the services, including but not limited to any errors in or omissions therefrom

d) the unavailability of the services or any portion thereof

e) your use of the services

f) your use of any equipment or software in connection with the services. 

 

9. LIMITATION OF LIABILITY

ALIX shall not be liable for any loss, injury, claim, liability, or damage of any kind resulting from your use of the services or any third party communications. ALIX shall not be liable for any special, direct, indirect, incidental, punitive or consequential damages of any kind whatsoever (including, without limitation, attorneys' fees) in any way due to, resulting from, or arising in connection with the use of or inability to use the services. To the extent the foregoing limitation of liability is prohibited or fails of its essential purpose, ALIX's sole obligation to you for damages shall be limited to the annual membership fees paid by you. You and ALIX agree that any proceedings to resolve or litigate any dispute arising hereunder will be conducted solely on an individual basis, and that you will not seek to have any dispute heard as a class action, a representative action, a collective action a private attorney-general action, or in any proceeding in which you act or propose to act in a representative capacity. You further agree that no proceeding will be joined, consolidated, or combined with another proceeding without the prior written consent of ALIX and all parties to any such proceedings.

 

10. Indemnification

You agree to indemnify, defend and hold harmless ALIX, its present and future officers, directors, employees, agents, licensors, suppliers and any third party service providers from and against all claims, losses, expenses, damages and costs, including reasonable attorneys’ fees, resulting from any violation of these Terms by you, your use or misuse of the Services and/or any false or misleading information that you submit to ALIX.

 

11. Third Party Rights

The provisions of paragraphs 8 (Disclaimer), 9 (Limitation of Liability) and 10 (Indemnification) are for the benefit of ALIX and its present and future officers, directors, employees, agents, licensors, suppliers, and any third party service providers. Each of these individuals or entities shall have the right to assert and enforce those provisions directly against you on its own behalf.

 

12. Complete Agreement

These Terms constitute the complete agreement and understanding between the parties hereto with respect to the subject matter hereof and supersede all prior and contemporaneous agreements, negotiations and discussions whether oral or in writing.

 
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