Terms & Conditions

© Cove 2019

Cove, PBC

Terms of Use Agreement

Last Updated: 12/26/18

PLEASE READ THIS TERMS OF USE AGREEMENT (“AGREEMENT”) CAREFULLY. THIS AGREEMENT IS A LEGAL CONTRACT BETWEEN YOU AND COVE, PBC (“COVE,” “WE,” OR “US”).

SECTION 12 OF THIS AGREEMENT IS AN ARBITRATION CLAUSE THAT REQUIRES MOST DISPUTES BETWEEN US TO BE RESOLVED ON AN INDIVIDUAL, NON-CLASS ACTION BASIS THROUGH BINDING AND FINAL ARBITRATION INSTEAD OF IN COURT. SEE SECTION 12 FOR MORE INFORMATION REGARDING THIS ARBITRATION CLAUSE, AND HOW TO OPT OUT.

By accessing or using any Cove website with an authorized link to this Agreement (“Site”), accessing or using any content, information, services, features or resources available or enabled via the Site (collectively with the Site, the “Services”), clicking on a button or taking any other action to signify your acceptance of this Agreement, or completing our account registration process, you: (1) agree to be bound by this Agreement and any future amendments and additions to this Agreement as published from time to time through the Site; (2) represent you are of legal age in your jurisdiction of residence to form a binding contract with Cove; and (3) represent that you have the authority to enter into this Agreement personally and, if applicable, on behalf of any company, organization or other legal entity on whose behalf you use the Services and to bind that entity to this Agreement. References to “you,” “User” and “Users” in this Agreement refer to all individuals and other persons who access or use the Services, including, without limitation, any companies, organizations or other legal entities that register accounts or otherwise access or use the Services through their respective employees, agents or representatives. Except as otherwise provided herein, if you do not agree to be bound by this Agreement, you may not access or use the Services.

Subject to Section 12.9 of this Agreement, Cove reserves the right to modify this Agreement or its policies relating to the Services at any time, effective upon posting of an updated version of this Agreement. You should regularly review this Agreement, as your continued use of the Services after any such changes constitutes your agreement to such changes.

IF YOU SUBSCRIBE TO THE SERVICES FOR A TERM (THE “INITIAL TERM”), THEN THE TERMS WILL BE AUTOMATICALLY RENEWED FOR ADDITIONAL PERIODS OF THE SAME DURATION AS THE INITIAL TERM AT COVE’S THEN-CURRENT FEE FOR SUCH SERVICES UNLESS YOU OPT OUT OF THE AUTO-RENEWAL IN ACCORDANCE WITH SECTION 3.3 BELOW.

  1. Registration.
    1. Registering Your Account. In order to access certain features of the Site and Services, you may be required to become a Registered User. For the purposes of this Agreement, a “Registered User” is a User who has registered for any Account (as defined below) or has a valid account on a social networking service (“SNS”) through which the User has connected to our Site. When registering an account for the Services (“Account”), you agree to provide only true, accurate, current and complete information requested by the registration form (the “Registration Data”) and to promptly update the Registration Data thereafter as necessary to keep it current. You represent that you are not barred from using the Services under any applicable law and that you will be responsible for all activities that occur under your Account. You agree to monitor your Account to restrict its use by minors and other unauthorized users and agree not to share your Account or password with anyone. You further agree to notify Cove immediately of any unauthorized use of your password or any other breach of the security of your Account and to exit from your Account at the end of each session. You agree not to create an Account using a false identity or alias or if you previously have been banned from using any of the Services. You further agree that you will not maintain more than one Account at any given time. Cove reserves the right to remove or reclaim any usernames at any time and for any reason. You acknowledge and agree that you have no ownership or other property interest in your Account and that all rights in and to your Account are owned by and inure to the benefit of Cove. YOU WILL BE SOLELY RESPONSIBLE FOR ALL ACCESS TO AND USE OF THE SERVICES BY ANYONE USING YOUR ACCOUNT WHETHER OR NOT SUCH ACCESS TO AND USE OF YOUR ACCOUNT IS ACTUALLY AUTHORIZED BY YOU, INCLUDING WITHOUT LIMITATION, ALL COMMUNICATIONS AND TRANSMISSIONS AND ALL OBLIGATIONS (INCLUDING, WITHOUT LIMITATION, FINANCIAL OBLIGATIONS) INCURRED THROUGH SUCH ACCESS OR USE.
    2. Access Through a SNS. If you access the Website through a SNS as part of the functionality of the Site and/or the Services, you may link your Account with the account you have with an SNS (“Third-Party Account”), by allowing Cove to access your Third-Party Account, as is permitted under the applicable terms and conditions that govern your use of each Third-Party Account. You represent that you are entitled to disclose your Third-Party Account login information to Cove and/or grant Cove access to your Third-Party Account (including, but not limited to, for use for the purposes described herein) without breach by you of any of the terms and conditions that govern your use of the applicable Third-Party Account and without obligating Cove to pay any fees or making Cove subject to any usage limitations imposed by such third-party service providers. PLEASE NOTE THAT YOUR RELATIONSHIP WITH THE SNS PROVIDERS ASSOCIATED WITH YOUR THIRD-PARTY ACCOUNTS IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH SNS PROVIDERS, AND COVE DISCLAIMS ANY LIABILITY FOR PERSONALLY IDENTIFIABLE INFORMATION THAT MAY BE PROVIDED TO IT BY SUCH SNS PROVIDERS IN VIOLATION OF THE PRIVACY SETTINGS THAT YOU HAVE SET IN SUCH THIRD-PARTY ACCOUNTS.
  2. Orders. Prices are subject to change without notice. Although we strive to accept all valid orders, Cove reserves the right to deny any order for any reason, including if: (i) we discover an error in pricing and/or other information about the merchandise ordered (collectively “Product”) or receive insufficient or erroneous billing, payment, and/or delivery information, (ii) we suspect an order has been placed using stolen payment card information or otherwise appears to be connected to fraud, (iii) the ordered Product is unavailable due to discontinuance or otherwise, or (iv) the desired shipment location does not include an eligible zip code supported by Cove. We may also refuse any order that is connected with a previous payment dispute. If any Product is discontinued or otherwise becomes unavailable, Cove reserves the right to cancel your order and provide you a refund for the amount paid for the Product.
  3. Fees and Purchase Terms.
    1. Payment. You agree to pay for all orders made from your Account in accordance with the prices and billing terms in effect at the time an order is made from your Account, regardless of whether your actually receive the products. You also agree to pay all applicable taxes. To make an order through the Services, you must provide valid payment information (e.g. credit card, debit card, and/or PayPal Account) (your “Payment Provider”) through the Site or App. Payments are processed using our third party payment processor Stripe (http://www.stripe.com). By making an order through the Services, you also agree (i) to be bound by Stripe’s terms of service (http://www.stripe.com/payment-terms/legal), (ii) the payment method(s) you provide will immediately be charged for all fees and taxes applicable to your order, (iii) payment information and instructions required to complete the payment transactions may be shared between Cove, Stripe, and its third-party payment service providers (e.g., credit card transaction processing, merchant settlement, and related services), and (iv) no additional notice or consent is required for the foregoing authorizations. You agree to immediately update your Account in the event of any change in your payment information. Cove reserves the right at any time to change its prices and billing methods. For more information on how payments are handled by Stripe, or to understand the data security and privacy afforded such information, please refer to Stripe’s terms of service (http://www.stripe.com/payment-terms/legal) and privacy policy (https://stripe.com/us/privacy).
    2. Subscription Fees. Cove may offer users the ability to subscribe to receiving Products on a periodic basis. You will be responsible for payment of the applicable fee for any such subscription (each, a “Subscription Fee”) at the time you create your Account and select you subscription package (each, a “Subscription Commencement Date”). No contract will exist between you and Cove for any subscription until Cove accepts your order by a confirmatory e-mail or other appropriate means of communication.
    3. Automatic Renewal. Your subscription will continue indefinitely until terminated in accordance with this Agreement. After your initial subscription period, and again after any subsequent subscription period, your subscription will automatically commence on the first day following the end of such period (each a “Renewal Commencement Date”) and continue for an additional equivalent period, at Cove’s then-current price for such subscription. You agree that your Account will be subject to this automatic renewal feature unless you cancel your subscription at least (a) thirty (30) days prior to the Renewal Commencement Date (or in the event that you receive a notice from Cove that your subscription will be automatically renewed, you will have thirty days from the date of Cove’s notice), by logging into and going to the “Change/Cancel Membership” page of your “Account Settings” page. If you do not wish your Account to renew automatically, or if you want to change or terminate your subscription, please contact Cove at hi@drinkcove.com or log in and go to the “Change/Cancel Membership” page on your “Account Settings” page. If you cancel your subscription, you may use your subscription until the end of your then-current subscription term; your subscription will not be renewed after your then-current term expires. However, you will not be eligible for a prorated refund of any portion of the subscription fee paid for the then-current subscription period. By subscribing, you authorize Cove to charge your Payment Provider now, and again at the beginning of any subsequent subscription period. Upon renewal of your subscription, if Cove does not receive payment from your Payment Provider, (i) you agree to pay all amounts due on your Account upon demand, and/or (ii) you agree that Cove may either terminate or suspend your subscription and continue to attempt to charge your Payment Provider until payment is received (upon receipt of payment, your Account will be activated and for purposes of automatic renewal, your new subscription commitment period will begin as of the day payment was received)
    4. Refunds. Except as approved by Cove in its sole discretion, all fees paid are non-refundable.
    5. Discounts and Promotions.
      1. We may, in our sole discretion, create discounts and promotional codes or other features or benefits, subject to any additional terms that we establish on a per promotional code basis (“Promo Codes”). Unless otherwise expressly stated on the applicable Promo Code, Promo Codes may only be used once per person. Only Promo Codes sent to you through official Cove communications channels are valid. You agree that Promo Codes: (i) must be used for the intended audience and purpose, and in a lawful manner; (ii) may not be duplicated, sold, or transferred in any manner, or made available to the general public (whether posted to a public forum or otherwise), unless expressly permitted by us; (iii) may be disabled by us at any time for any reason without liability to us; (iv) may only be used pursuant to the specific terms that we establish for such Promo Code; (v) are not redeemable for cash; and (vi) may expire prior to your use. Unless otherwise stated at the time of issuance, all Promo Codes expire 120 days after issuance.
      2. Special terms may apply to some promotions that may be offered on the Services. Such special terms (e.g. official contest rules) may be posted in connection with the applicable promotion. Any such special terms are in addition to this Agreement and, in the event of a conflict, any such terms shall prevail over this Agreement.
    6. Product Descriptions. Descriptions, images, references, features, content, specifications, products, price and availability of any Products and services are subject to change without notice, and our current prices can be found on the Website. We make reasonable efforts to accurately display the attributes of our Products, including the applicable colors; however, the actual color you see will depend on your computer system, and we cannot guarantee that your computer will accurately display such colors. The inclusion of any Products or services on any Website at a particular time does not imply or warrant that these products or services will be available at any time. It is your responsibility to ascertain and obey all applicable local, state, federal and international laws (including minimum age requirements) in regard to the possession, use and sale of any item purchased through the Website. By placing an order, you represent that the products ordered will be used only in a lawful manner. We reserve the right, with or without prior notice, to limit the available quantity of or discontinue any product or service; to honor, or impose conditions on the honoring of, any coupon, coupon code, promotional code or other similar promotions; to bar any user from making any or all purchase(s); and/or to refuse to provide any user with any product or service.
    7. Title and Risk of Loss. All sales of products are made Ex Works (Incoterms 2010) Cove’s designated point of shipment, and title and risk of loss to each shipment of Products shall pass to you when Cove makes such shipment available to the carrier.
  4. Feedback. You agree that your submission of any ideas, suggestions, documents, and/or proposals to Cove (“Feedback”) is at your own risk and that Cove has no obligations (including without limitation obligations of confidentiality) with respect to such Feedback. You represent and warrant that you have all rights necessary to submit the Feedback. You hereby grant to Cove a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Feedback, and to sublicense the foregoing rights.
  5. Ownership of and License to Use Services.
    1. Use of the Services. Cove and its suppliers own all rights, title and interest in the Services. The Services are protected by copyright and other intellectual property laws throughout the world. Subject to this Agreement, Cove grants you a limited license to use the Services solely for your personal non-commercial purposes. Any future release, update or other addition to the Services shall be subject to this Agreement. Cove, its suppliers, and its service providers reserve all rights not granted in this Agreement.
    2. Trademarks. Cove's stylized name and other related graphics, logos, service marks and trade names used on or in connection with the Services are the trademarks of Cove and may not be used without permission in connection with any third-party products or services. Other trademarks, service marks and trade names that may appear on or in the Services are the property of their respective owners. You will not remove, alter or obscure any copyright notice, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services.
  6. Restrictions on Use of the Services. The rights granted to you in this Agreement are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit Services or any portion of Services; (b) you shall not frame or utilize framing techniques to enclose any trademark, logo, or other Services (including images, text, page layout or form); (c) you shall not use any metatags or other “hidden text” using Cove’s name or trademarks; (d) you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of Services except to the extent the foregoing restrictions are expressly prohibited by applicable law; (e) you shall not use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools or the like) to “scrape” or download data from the Services; (f) you shall not access Services in order to build similar or competitive products or services; (g) except as expressly stated herein, no part of Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means; (h) you shall not remove or destroy any copyright notices or other proprietary markings contained on or in Services; (i) you shall not circumvent, remove, alter, deactivate, degrade, or thwart any of the protections of the Services; (j) you will not take any action that imposes or may impose (in our sole determination) an unreasonable or disproportionately large load on our technical infrastructure; and (k) you will not interfere with or attempt to interrupt the proper operation of the Services through any virus, device, information collection or transmission mechanisms, software or routine, or access or attempt to gain access to any data, files, or passwords related to the Services through hacking, password or data mining, or any other means. Any future release, update or other addition to Services shall be subject to this Agreement. Cove reserves all rights not granted in this Agreement. Any unauthorized use of Services terminates the licenses granted by Cove pursuant to this Agreement. The foregoing sentence is not exclusive of any other rights or remedies that may be available to Cove under law, equity, statute, or otherwise.
  7. Indemnification. You agree to indemnify and hold Cove, its parents, subsidiaries, affiliates, officers, employees, contractors, agents, business partners, and licensors (collectively, the “Cove Parties”) harmless from any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of: (a) your misuse of the Services; (b) your violation of this Agreement; (c) your violation of any rights of another party, including any Users; or (d) your violation of any applicable laws, rules or regulations. Cove reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Cove in asserting any available defenses. You agree that the provisions in this Section will survive any termination of this Agreement or your access to Services.
  8. Disclaimer of Warranties and Conditions.
    1. YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF SERVICES IS AT YOUR SOLE RISK, AND SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS. THE COVE PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. COVE PARTIES MAKE NO WARRANTY, REPRESENTATION OR CONDITION THAT: (1) THE SERVICES WILL MEET YOUR REQUIREMENTS; (2) THE INFORMATION, CONTENT, AND DATA ON THE SERVICES ARE ACCURATE; (3) YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; OR (4) ANY ERRORS IN THE SERVICES WILL BE CORRECTED.
    2. YOU ACKNOWLEDGE AND AGREE THAT THE COVE PARTIES ARE NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD THE COVE PARTIES LIABLE, FOR THE CONDUCT OF THIRD PARTIES AND THAT THE RISK OF INJURY FROM SUCH THIRD PARTIES RESTS ENTIRELY WITH YOU.
    3. CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE FOREGOING DISCLAIMERS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
  9. Limitation of Liability.
    1. Disclaimer of Certain Damages. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE COVE PARTIES SHALL NOT BE LIABLE FOR ANY LOSS OF PROFITS OR REVENUE OR FOR INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, OR DAMAGES OR COSTS DUE TO LOSS OF DATA, PRODUCTION, OR USE, BUSINESS INTERRUPTION OR PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, WHETHER OR NOT COVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
    2. Cap on Liability. UNDER NO CIRCUMSTANCES WILL THE TOTAL AGGREGATE AMOUNT THAT THE COVE PARTIES ARE LIABLE TO YOU EXCEED THE TOTAL AMOUNT ACTUALLY PAID TO COVE BY YOU WITH RESPECT TO THE PRODUCTS PURCHASED BY YOU AND UNDER WHICH LIABILITY FIRST AROSE. THE FOREGOING CAP ON LIABILITY SHALL NOT APPLY TO RESIDENTS OF THE STATE OF NEW JERSEY. THE LAWS OF SOME OTHER STATES DO NOT ALLOW FOR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE LIMITATIONS SET FORTH IN THIS SUBSECTION MAY NOT APPLY TO YOU AND YOU MIGHT HAVE OTHER RIGHTS.
    3. User Content and Settings. The Cove Parties assume no responsibility for the timeliness, deletion, mis-delivery, or failure to store any content, User communications, or personalization settings.
    4. Basis of the Bargain. The limitations of damages set forth above are fundamental elements of the basis of the bargain between Cove and you.
  10. Termination. At its sole discretion, Cove may modify or discontinue the Services, or may modify, suspend or terminate your access to the Services, for any reason, with or without notice to you and without liability to you or any third party. In addition to suspending or terminating your access to the Services, Cove reserves the right to take appropriate legal action, including without limitation pursuing civil, criminal or injunctive redress. Even after your right to use the Services is terminated, this Agreement will remain enforceable against you and unpaid amounts you owe to Cove for any purchases will remain due.
  11. International Users. Services can be accessed from countries around the world and may contain references to services and content that are not available in your country. These references do not imply that Cove intends to announce or promote the availability of such services or content in your country. Services are controlled and offered by Cove from its facilities in the United States of America. Cove makes no representations that Services are appropriate or available for use in other locations. Those who access or use Services from other countries do so at their own volition and are responsible for compliance with local law.
  12. Dispute Resolution. Please read the following arbitration agreement in this Section (“Arbitration Agreement”) carefully. It requires you to arbitrate disputes with Cove and limits the manner in which you can seek relief from us.

    1. Applicability of Arbitration Agreement. You agree that any dispute between you and us relating in any way to the Services or this Agreement, will be resolved by binding arbitration, rather than in court, except that (1) you and we may assert claims in small claims court if the claims qualify; and (2) you or Cove may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). This Arbitration Agreement shall apply, without limitation, to all claims that arose or were asserted before the Effective Date of this Agreement or any prior version of this Agreement.

    2. Arbitration Rules and Forum. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement. To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to Cove, 2014 Pacific Ave, Venice, Ca 90291, Attn: Support. The arbitration will be conducted by JAMS, an established alternative dispute resolution provider. Disputes involving claims and counterclaims with an amount in controversy under $250,000, not inclusive of attorneys’ fees and interest, shall be subject to JAMS’ most current version of the Streamlined Arbitration Rules and procedures available at http://www.jamsadr.com/rules-streamlined-arbitration/; all other claims shall be subject to JAMS’s most current version of the Comprehensive Arbitration Rules and Procedures, available at http://www.jamsadr.com/rules-comprehensive-arbitration/. JAMS’s rules are also available at www.jamsadr.comor by calling JAMS at 800-352-5267. If JAMS is not available to arbitrate, the parties will select an alternative arbitral forum. If the arbitrator finds that you cannot afford to pay JAMS’s filing, administrative, hearing and/or other fees and you cannot obtain a waiver from JAMS, Cove will pay them for you.

      You may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the U.S. county where you live or at another mutually agreed location. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
    3. Authority of Arbitrator. The arbitrator shall have exclusive authority to resolve any dispute related to the interpretation, applicability, enforceability or formation of this Arbitration Agreement including, but not limited to any claim that all or any part of this Arbitration Agreement is void or voidable. The arbitrator will decide the rights and liabilities, if any, of you and Cove. The arbitration proceeding will not be consolidated with any other matters or joined with any other proceedings or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim or dispute. The arbitrator shall have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual party under applicable law, the arbitral forum’s rules, and this Agreement (including the Arbitration Agreement). The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which any award (or decision not to render an award) is based, including the calculation of any damages awarded. The arbitrator shall follow the applicable law. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and us.
    4. Waiver of Jury Trial. YOU AND COVE HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT (OTHER THAN SMALL CLAIMS COURT AS PERMITTED HEREIN) AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and Cove are instead electing that all covered claims and disputes shall be resolved by arbitration under this Arbitration Agreement, except as specified in Section 17.1 above. An arbitrator can award on an individual basis the same damages and relief as a court and must follow this Agreement as a court would. However, there is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.
    5. Waiver of Class or Other Non-Individualized Relief. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS OR COLLECTIVE BASIS, ONLY INDIVIDUAL RELIEF IS AVAILABLE FOR CLAIMS COVERED BY THIS ARBITRATION AGREEMENT, AND CLAIMS OF MORE THAN ONE USER CANNOT BE ARBITRATED OR CONSOLIDATED WITH THOSE OF ANY OTHER USER OR PERSON. If a decision is issued stating that applicable law precludes enforcement of any of this Section 12.5’s limitations as to a given claim for relief, then the applicable claim must be severed from the arbitration and brought into the state or federal courts located in California in accordance with Section 13.4. All other claims shall be arbitrated.
    6. 30-Day Right to Opt Out. You have the right to opt out of the provisions of this Arbitration Agreement by sending a timely written notice of your decision to opt out to the following address: Cove, 2014 Pacific Ave, Venice, Ca 90291, Attn: Support or email to privacy@Cove.com, within 30 days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address and a clear statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of this Agreement will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have with us, or may enter into in the future with us.
    7. Severability. Except as provided in Section 12.5, if any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Arbitration Agreement shall continue in full force and effect.
    8. Survival of Agreement. This Arbitration Agreement will survive the termination or expiration of the Agreement or your relationship with Cove.
    9. Modification. Notwithstanding any provision in this Agreement to the contrary, we agree that if Cove makes any future material change to this Arbitration Agreement, you may reject that change within thirty (30) days of such change becoming effective by writing Cove at the following address: Cove, 2014 Pacific Ave, Venice, Ca 90291, Attn: Support.
  13. General Provisions.
    1. Electronic Communications. The communications between you and Cove use electronic means, whether you visit Services or send Cove e-mails, or whether Cove posts notices on Services or communicates with you via e-mail. For contractual purposes, you (1) consent to receive communications from Cove in an electronic form; and (2) agree that all terms and conditions, agreements, notices, disclosures, and other communications related to these Agreement that Cove provides to you electronically satisfy any legal requirement that such communications would satisfy if they were made in writing in a physical document. The foregoing does not affect your statutory rights.
    2. Assignment. This Agreement, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by you without Cove’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.
    3. Force Majeure. Cove shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.
    4. Exclusive Venue. To the extent the parties are permitted under this Agreement to initiate litigation in a court, both you and Cove agree that all claims and disputes arising out of or relating to this Agreement or the Services will be litigated exclusively in the state courts located in San Mateo County, California or federal courts located in the Northern District of California.
    5. Governing Law. THIS AGREEMENT AND ANY ACTION RELATED THERETO WILL BE GOVERNED AND INTERPRETED BY AND UNDER THE LAWS OF THE STATE OF CALIFORNIA, CONSISTENT WITH THE FEDERAL ARBITRATION ACT, WITHOUT GIVING EFFECT TO ANY PRINCIPLES THAT PROVIDE FOR THE APPLICATION OF THE LAW OF ANOTHER JURISDICTION. THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS DOES NOT APPLY TO THIS AGREEMENT.
    6. Notice. Where Cove requires that you provide an e-mail address, you are responsible for providing Cove with your most current e-mail address. In the event that the last e-mail address you provided to Cove is not valid, or for any reason is not capable of delivering to you any notices required/ permitted by this Agreement, Cove’s dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to Cove at the following address: Cove, 2014 Pacific Ave, Venice, Ca 90291, Attn: Support. Such notice shall be deemed given when received by Cove by letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail at the above address.
    7. Questions, Complaints, Claims. If you have any questions, complaints or claims with respect to the Services, please contact us at: Cove, 2014 Pacific Ave, Venice, Ca 90291, Attn: Support, e-mail Hi@drinkcove.com. We will do our best to address your concerns. If you feel that your concerns have been addressed incompletely, we invite you to let us know for further investigation.
    8. Waiver. Any waiver or failure to enforce any provision of this Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.
    9. Severability. Subject to Section 12.7, if any portion of these Agreement is held invalid or unenforceable, that portion shall be construed in a manner to reflect, as nearly as possible, the original intention of the parties, and the remaining portions shall remain in full force and effect.
    10. Consumer Complaints. In accordance with California Civil Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.
    11. Entire Agreement. This Agreement are the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.


Privacy Policy

Effective as of January 27, 2019.

This “Privacy Policy” describes the privacy practices of Cove, PBC and our subsidiaries and affiliates (collectively, “Cove”, “we”, “us”, or “our”). This Privacy Policy describes how we collect, use, disclose, and otherwise process personal information in connection with our websites, mobile apps, and other services, and explains the rights and choices available to individuals with respect to their information. For convenience, our websites and mobile apps are collectively referred to as the “Sites,” and, together with our other services, collectively referred to as the “Services.” This Privacy Policy governs any of the Services on which the Privacy Policy is posted.

Individuals located in Europe should be sure to read the important information provided below under "Notice to European Users".

Personal Information We Collect

How We Use Your Personal Information

How We Share your Personal Information

Your Choices

Security

Children

Sensitive Personal Data

International Data Transfer

Other Sites and Services

User Generated Content

Changes to this Privacy Policy

Contact Us

Notice to European Users

Personal Information We Collect

Information you give us

Personal information that you may provide through the Services or otherwise communicate with us, including:

  • Personal and professional contact information, such as your first name, last name, address, email address, telephone number, job title, and employer name
  • Profile information, such as your username and password, interests, and preferences
  • Feedback and correspondence, such as information you provide when you respond to surveys, report a problem with the Sites, receive customer support, or otherwise correspond with us
  • Transaction information, such as billing information and details about purchases you make through the Sites
  • Usage information, such as information about how you use the Sites and interact with us

Information from social networking sites

Our Sites include interfaces that allow you to connect with social networking sites (each an “SNS”). If you connect to an SNS through our Site you authorize us to access, use, and store the information that you agreed the SNS could provide to us based on your settings on that SNS. We will access, use, and store that information in accordance with this Privacy Policy. You can revoke our access to the information you provide in this way at any time by amending the appropriate settings from within your account settings on the applicable SNS.

Information we get from others

We may also get information about you from publicly available sources, such as comments you make about Cove on public forums, and we may add this to the information we get from our Site or the Services.

We may combine other publicly available information, such as information about your employer, with the personal information that you provide to us through our Services.

Information automatically collected

We may automatically log information about you and your computer or mobile device when you access our Sites. For example, we may log your computer or mobile device operating system name and version, manufacturer and model, browser type, browser language, screen resolution, the website you visited before browsing to our Sites, pages you viewed, how long you spent on a page, access times and information about your use of and actions on our Sites. We collect this information about you using cookies. Please refer to the Cookie Policy for more details.

Do Not Track Signals

Some Internet browsers may be configured to send "Do Not Track" signals to the online services that you visit. We currently do not respond to do not track signals. To find out more about "Do Not Track," please visit http://www.allaboutdnt.com.

How We Use Your Personal Information

To provide our Services

If you have a Cove account, or you use or make a purchase through our Sites, we use your personal information to:

  • Process, deliver, and manage your orders
  • Operate, maintain, administer, and improve the Sites
  • Manage and communicate with you regarding your Cove account, if you have one, including by sending you service announcements, technical notices, updates, security alerts, and support and administrative messages
  • Better understand your needs and interests, and personalize your experience with the Sites
  • Provide support and maintenance for our Services
  • Respond to your requests, questions, and feedback

To communicate with you

If you register for our newsletter, request information from us, place an order online, or participate in our surveys, promotions, or events, we may send you Cove marketing communications as permitted by law. You may opt out of receiving them as described in the Opt out of marketing communications section below.

To comply with law

We use your personal information as we believe necessary or appropriate to comply with applicable laws, lawful requests, and legal process, such as to respond to subpoenas or requests from government authorities.

With your consent

In some cases we may ask for your consent to collect, use, or share your personal information, such as when required by law or our agreements with third parties.

To create anonymous data for analytics

We may create anonymous data from your personal information and other individuals whose personal information we collect. We make personal information into anonymous data by excluding information that makes the data personally identifiable to you, and use that anonymous data for our lawful business purposes.

For compliance, fraud prevention, and safety

We use your personal information as we believe necessary or appropriate to (a) enforce the terms and conditions that govern the Service; (b) protect our rights, privacy, safety or property, and/or that of you or others; and (c) protect, investigate and deter against fraudulent, harmful, unauthorized, unethical or illegal activity.

How We Share your Personal Information

Affiliates

We may disclose your personal information to our subsidiaries and corporate affiliates for purposes consistent with this Privacy Policy.

Service providers

We may employ third-party companies and individuals to administer and provide the Services on our behalf, such as payment processing, shipping, customer support, hosting, email delivery, and database management services. These third parties may use your information only as directed by Cove and in a manner consistent with this Privacy Policy, and are prohibited from using or disclosing your information for any other purpose.

Professional advisors

We may disclose your personal information to professional advisors, such as lawyers, bankers, auditors, and insurers, where necessary in the course of the professional services that they render to us.

Compliance with laws and law enforcement, protection, and safety

We may disclose information about you to government or law enforcement officials or private parties as required by law, and disclose and use such information as we believe necessary or appropriate to (a) comply with applicable laws and lawful requests and legal process, such as to respond to subpoenas or requests from government authorities; (b) enforce the terms and conditions that govern the Services; (c) protect our rights, privacy, safety or property, and/or that of you or others; and (d) protect, investigate, and deter against fraudulent, harmful, unauthorized, unethical, or illegal activity.

Business transfers

We may sell, transfer, or otherwise share some or all of our business or assets, including your personal information, in connection with a business deal (or potential business deal) such as a merger, consolidation, acquisition, reorganization, sale of assets, or in the event of bankruptcy, in which case we will make reasonable efforts to require the recipient to honor this Privacy Policy.

Your Choices

Access, update, correct, or delete your information

If you become aware that the personal information we maintain about you is inaccurate, incomplete, misleading, irrelevant, or outdated, or if you would like to request to access or review your information, you may contact us at hi@drinkcove.com.

Opt out of marketing

You may opt out of marketing-related emails by clicking the “Unsubscribe” link at the bottom of each such email. You may continue to receive service-related and other non-marketing emails.

Testimonials

If you gave us consent to post a testimonial on our Sites, but wish to update or delete it, please contact us.

Choosing not to share your personal information

Where we are required by law to collect your personal information, or where we need your personal information in order to provide the Services to you, if you do not provide this information when requested (or you later ask to delete it), we may not be able to provide you with the Services and may need to close your account. We will tell you what information you must provide to receive the Services by designating it as required in the Services or through other appropriate means.

Security

The security of your personal information important to us. We take a number of organizational, technical, and physical measures designed to protect the personal information we collect, both during transmission and once we receive it. However, no security safeguards are completely secure, and we cannot guarantee the security of your information.

International Data Transfer

Cove is headquartered in the United States and may have affiliates and service providers in other countries. Your personal information may be transferred to the United States or other locations outside of your state, province, country, or other governmental jurisdiction where privacy laws may not be as protective as those in your jurisdiction.

Individuals in Europe should read the important information provided here about transfer of personal information outside of the European Economic Area.

Other Sites and Services

For your convenience and information, we may provide links to websites and other third-party content that is not owned or operated by Cove. These links are not an endorsement, authorization, or representation that we are affiliated with that third party. We do not exercise control over third-party websites or services, and are not responsible for their actions. Other websites and services follow different rules regarding the use or disclosure of the personal information you submit to them. We encourage you to read the privacy policies of the other websites you visit and services you use.

User Generated Content

We may make available on our Sites, or link to, features that allow you to share information online (e.g., on message boards, in comments to blog posts, through events, etc.). Please be aware that whenever you voluntarily disclose personal information online, that information becomes public and can be collected and used by others. We have no control over, and take no responsibility for, the use, storage or dissemination of such publicly-disclosed personal information. By posting personal information online in public forums, you may receive unsolicited messages from other parties.

Changes to this Privacy Policy

We reserve the right to modify this Privacy Policy at any time. We encourage you to periodically review this page for the latest information on our privacy practices. If we make material changes to this Privacy Policy we will notify you by email or through the Sites as required.

Contact Us

If you have any questions or concerns about our Privacy Policy, please contact us at:

Cove PBC, 2014 Pacific Ave, Venice, CA 90291 or hi@drinkcove.com

Notice to European Users

Controller

Cove PBC is the controller of your personal information covered by this Privacy Policy. See the Contact Us section above for contact details.

Legal bases for processing

The legal bases for our processing of your personal information are described in the table below.

Processing purpose (click link for details)

Legal basis

To provide the Services

Where we have a contract governing this processing purpose, the processing is necessary to perform that contract or to take steps that you have requested prior to entering into the contract.

In the absence of a contract, these processing activities constitute our legitimate interests. We consider and balance any potential impact on you (both positive and negative) and your rights before we process your personal information for our legitimate interests. We do not use your personal information for activities where our interests are overridden by the impact on you (unless we have your consent or are otherwise required or permitted to by law).

To communicate with you
To create anonymous data for analytics
For compliance, fraud prevention, and safety

These processing activities constitute our legitimate interests. We consider and balance any potential impact on you (both positive and negative) and your rights before we process your personal information for our legitimate interests. We do not use your personal information for activities where our interests are overridden by the impact on you (unless we have your consent or are otherwise required or permitted to by law).

To comply with law

Processing is necessary to comply with our legal obligations.

With your consent

Processing is based on your consent.

Use for new purposes

We may use your personal information for reasons not described in this Privacy Policy where permitted by law and the reason is compatible with the purpose for which we collected it. If we need to use your personal information for an unrelated purpose, we will notify you and explain the applicable legal basis.

Retention

We will only retain your personal information for as long as necessary to fulfill the purposes we collected it for, including for the purposes of satisfying any legal, accounting, or reporting requirements.

To determine the appropriate retention period for personal information, we consider the amount, nature, and sensitivity of the personal information, the potential risk of harm from unauthorized use or disclosure of your personal information, the purposes for which we process your personal information and whether we can achieve those purposes through other means, and the applicable legal requirements.

In some circumstances we may anonymize your personal information (so that it can no longer be associated with you) in which case we may use this information indefinitely without further notice to you.

Your rights

European data protection laws give you certain rights regarding your personal information. You may ask us to take the following actions in relation to your personal information that we hold:

  • Access. Provide you with information about our processing of your personal information and give you access to your personal information.
  • Correct. Update or correct inaccuracies in your personal information.
  • Delete. Delete your personal information.
  • Transfer. Transfer a machine-readable copy of your personal information to you or a third party of your choice.
  • Restrict. Restrict the processing of your personal information.
  • Object. Object to our reliance on our legitimate interests as the basis of our processing of your personal information.

You can submit these requests by email to hi@drinkcove.com or by mail to the address provided above. We may request specific information from you to help us confirm your identity and process your request. Applicable law may require or permit us to decline your request. If we decline your request, we will tell you why, subject to legal restrictions. If you would like to submit a complaint about our use of your personal information or response to your requests regarding your personal information, you may contact us as described above or submit a complaint to the data protection regulator in your jurisdiction. You can find your data protection regulator here.

Cross-border data transfer

Whenever we transfer your personal information out of the European Economic Area (“EEA”) to countries not deemed by the European Commission to provide an adequate level of personal information protection, the transfer will be based on safeguards that allow us to conduct the transfer in accordance with the EEA’s data protection laws. Such safeguards may include applying the European Commission model contracts for the transfer of personal data to third countries described here. Please contact us for further information about any such transfers or the specific safeguards applied.