Website Terms and Conditions
Neon Marketplace (“Neon Marketplace”) is dedicated to providing the modern traveler with helpful amenities and a variety of gourmet foods through convenience centers located in underserved areas with growing populations. Neon Marketplace also offers premium-quality fuels and, in many locations, the most technologically advanced self-service exterior vehicle washing experience available in the industry today. Neon Marketplace is a proprietary brand of Procaccianti Companies, one of the nation’s leading private real estate investment and services firms with more than six decades of experience owning and operating retail, hospitality, commercial and other forms of investment real estate.
2. Your Responsibilities
You are responsible for any activity that occurs through your account and you agree you will not sell, transfer, license or assign your account, username, or any Services we provide to you through the account. With the exception of people or businesses that are expressly authorized to create accounts on behalf of others, we prohibit the creation of and you agree that you will not create an account for anyone other than yourself. All information you provide or provided to us upon registration and at all other times must be true, accurate, current and complete and you agree to update your information as necessary to maintain its truth and accuracy. You are responsible for keeping your password for the Services (if any) secret and secure. You are solely responsible for your interaction with other users of the Services, whether online or offline. You agree that we are not responsible or liable for the conduct of any user. We reserve the right, but have no obligation, to monitor or become involved in disputes between you and other users. Please exercise common sense and your best judgment when interacting with others, including when you submit or post User Content (described below) or any personal or other information.
If we provide the ability to make purchases through the Services the following terms apply: (1) We make reasonable efforts to accurately display the colors, features, specifications, and details of the products available through the Services, but do not guarantee that such attributes as presented will be accurate, complete, reliable, current, free of errors, or that your electronic display will accurately reflect the actual colors and details of such products. All products are subject to availability, and we cannot guarantee that items will be in stock. We reserve the right to discontinue any products at any time for any reason. Prices for all products are subject to change at any time. (1) You agree to provide current, complete, and accurate payment information for all purchases made through the Services, so that we can complete your transactions and contact you as needed. Sales tax and shipping fees may be added to the purchase price, where applicable. All payments must be in U.S. dollars. (2) You agree to pay all charges at the prices then in effect for your purchases (and any applicable sales tax and shipping fees), and you authorize us to charge your chosen payment provider for any such amounts upon placing your order. We reserve the right to correct any errors or mistakes in pricing, even if we have already requested or received payment. (3) We reserve the right to refuse any order placed through the Services. We may, in our sole discretion, limit or cancel quantities purchased per person, per household, or per order. These restrictions may include orders placed by or under the same account, the same payment method, and/or orders that use the same billing or shipping address. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be fraudulent or in violation of any of our Terms.
3. Prohibited Actions
You agree not to: (a) decompile, reverse engineer, disassemble, modify, reduce the Services to human readable form or create derivative works based upon the Services or any part thereof; (b) disable any licensing or control features of the Services; (c) introduce into the Services any virus or other code or routine intended to disrupt or damage the Services, or alter, damage or delete any Materials , or retrieve or record information about the Services or its users; (d) merge the Services or Materials with other materials or create derivative works based on the Services or Materials; (e) remove, obscure, or alter any notice of the copyright or other proprietary legends on the Services or Materials; (f) sublicense, assign, translate, rent, lease, lend, resell for profit, distribute or otherwise assign or transfer the Materials or access to the Services to others; (g) use, or allow the use of, the Services or the Materials in contravention of any federal, state, local, foreign or other applicable law, or rules or regulations of regulatory or administrative organizations; (h) otherwise act in a fraudulent, illegal, malicious or negligent manner when using the Services. Except as expressly provided herein, we and our third party licensors reserve all rights with respect to the Services, and may pursue all legally available options under both civil and criminal laws (and may cooperate with law enforcement agencies) in the event of any violations; (i) post violent, defamatory, indecent, sexually explicit, discriminatory, unlawful, infringing, hateful or other inappropriate photos or other content, including any posts intended for defaming, stalking, bullying, abusing, harassing, threatening, impersonating, harming, impersonating or intimidating people or entities; or (j) create, solicit, transmit, or procure the sending of, any unwanted, unsolicited or harassing comments or communications, including advertising or promotional material, without our prior written consent, including any “junk mail,” “chain letter,” “spam” or any other similar solicitation. You may not access or use the Services by means of any automated program, expert system, electronic agent or “bot,” and shall not give any other person or entity unauthorized access to the Services. You are prohibited from “scraping,” copying, republishing, licensing, or selling the data or information on the Services if you do so for commercial purposes.
4. User Content
The Services may permit you to post, submit, publish, display, or transmit certain materials, such as a product rating or review (hereinafter, “post”) through our Services (collectively, “User Content”). You agree, represent, and warrant that any User Content that you provide to us is truthful, accurate, not misleading, and offered in good faith, and that you have the right to transmit such User Content. Neon Marketplace does not want you to, and you should not, send any confidential or proprietary User Content to us through the Services unless specifically requested or in circumstances where we indicate it will be kept confidentially within an Account or group of associated Accounts (e.g., for a particular organization).
6. Rewards Program
If you enroll in the Neon Marketplace rewards program, your participation will be governed by our Neon Marketplace rewards Program Terms And Conditions, which will supersede these Terms in the event of any conflict.
7. Reporting Copyright Infringement and Other Violations with Respect to Services
We respect the intellectual property rights of others, and we prohibit users of our Services from submitting, uploading, posting or otherwise transmitting any materials that violate another person’s intellectual property rights or these Terms. For allegations of copyright infringement or any other issues, please notify us via the contact information provided at the end of these Terms.
8. Our Intellectual Property Rights
Except as expressly provided herein, we and our licensors reserve all rights with respect to the Services and Materials, and may pursue all legally available options under both civil and criminal laws (and may cooperate with law enforcement agencies) in the event of any violations, including but not limited to the right to terminate accounts of any user who has infringed any intellectual property or proprietary rights. We may also disable any social media features and any links at any time without notice in our sole discretion.
Trademarks and service marks that may be referred to in the Services are the property of Neon Marketplace or their respective owners. Nothing in the Services should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any trademark without our written permission. The names and logos used by Neon Marketplace may not be used in any way, including in advertising or publicity pertaining to distribution of materials in the Services, without prior written permission. You are not authorized to use our logo as a hyperlink to the Services unless you obtain our written permission in advance, although we permit you to use certain designated features of the Services to use our logo as a hyperlink for designated purposes.
We may update the content in our Services and Materials from time to time, but it will not necessarily be complete or up-to-date. The Services may be supported by sponsors or advertising revenue and may display sponsors, advertisements and promotions, and you agree that we may place such notices through the Services or on, about, or in conjunction with User Content. The manner, mode and extent of such notices are subject to change and you acknowledge that we may not always identify promoted services or content, or commercial communications as such. Although it is our intention for the Services to be available as much as possible, there may be occasions when the Services may be interrupted, including, without limitation, for scheduled maintenance or upgrades, for emergency repairs, or due to failure of telecommunications links and/or equipment. We may remove any content from the Services for any reason, without prior notice. Content removed from the Services may continue to be stored by us , including, without limitation, in order to comply with certain legal obligations, but may not be retrievable without a valid court order or similar legal process.
10. Links in the Services
11. Linking to our Services
You may link to our Services, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval, or endorsement on our part without our express written consent. The Services may provide certain social media features that enable you to: link from your own or certain third-party websites to certain content on our Services; send communications with certain content, or links to certain content, using the Services; or cause limited portions of content on the Services to be displayed or appear to be displayed on your own or certain third-party websites. You may use these features solely as they are provided by us, and must not otherwise: establish a link from any website that is not owned by you; cause the Services or portions of it to be displayed on, or appear to be displayed by, any other site (for example, scraping, framing, deep linking, or in-line linking); or take any action with respect to the Services that is inconsistent with these Terms. We may disable any social media features and any links at any time without notice in our sole discretion.
12. Disclaimer of Warranties; Limitation of Liability
YOUR USE OF THE SERVICES, MATERIALS AND USER CONTENT IS AT YOUR OWN RISK. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES AND ALL USER CONTENT AND MATERIALS THEREIN ARE PROVIDED “AS IS” WITHOUT A REPRESENTATION OR WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE FUNCTIONS OR CONTENT CONTAINED ON THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT OUR SERVERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS THROUGH USE OR DOWNLOADING MATERIAL FROM THE SERVICES. UNDER NO CIRCUMSTANCES SHALL WE BE LIABLE FOR ANY DIRECT OR INDIRECT, ACTUAL, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES THAT MAY ARISE FROM THE SERVICES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CERTAIN DAMAGES, AND IN SUCH JURISDICTIONS OUR LIABILITY IS LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
BY ACCESSING THE SERVICES, YOU UNDERSTAND THAT YOU MAY BE WAIVING RIGHTS WITH RESPECT TO CLAIMS THAT ARE AT THIS TIME UNKNOWN OR UNSUSPECTED, AND IN ACCORDANCE WITH SUCH WAIVER, YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND, AND HEREBY EXPRESSLY WAIVE, THE BENEFITS OF SECTION 1542 OF THE CIVIL CODE OF CALIFORNIA, AND ANY SIMILAR LAW OF ANY STATE OR TERRITORY, WHICH PROVIDES AS FOLLOWS: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”
WE DO NOT ENDORSE, APPROVE OR VERIFY ANY POSTED USER CONTENT ON THE SERVICES AND WE SHALL NOT BE RESPONSIBLE OR LIABLE WHATSOEVER IN ANY MANNER FOR ANY USER CONTENT POSTED ON THE SERVICES (INCLUDING CLAIMS OF INFRINGEMENT RELATING TO USER CONTENT POSTED ON THE SERVICES, FOR YOUR USE OF THE SERVICES, OR FOR THE CONDUCT OF THIRD PARTIES WHETHER ON THE SERVICES OR RELATING TO THE SERVICES.
You agree that you will be responsible for any damages resulting from your violation of these Terms. You further agree to indemnify and hold Neon Marketplace, and its owners, affiliates, officers, directors, agents and employees, contributors, and partners harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of: (i) your breach of these Terms; (ii) your activities in connection with the Services, including any violation of any law or the rights of any third party that occurs in connection with your of the Services; or (iii) User Content or other information that you provided to Neon Marketplace through the Services.
14. Governing Law; Arbitration and Class Action Waiver
THE LAWS OF THE STATE OF RHODE ISLAND WILL GOVERN THESE TERMS AND ANY DISPUTE RELATING TO THE SERVICES, WITHOUT GIVING EFFECT TO ANY PRINCIPLES OF CONFLICTS OF LAWS. EXCLUDING DISPUTES ADDRESSED THROUGH ARBITRATION AS PROVIDED BELOW, YOU AGREE TO SUBMIT TO THE EXCLUSIVE JURISDICTION OF THE COMPETENT STATE AND FEDERAL COURTS OF RHODE ISLAND IN RELATION TO ANY CLAIM, DISPUTE OR DIFFERENCE ARISING FROM THESE TERMS, AND YOU AGREE TO WAIVE ANY RIGHT OF REMOVAL OR TRANSFER WHETHER DUE TO FORUM NON CONVENIENS OR OTHER REASON.
Excluding claims for injunctive or other equitable relief, for claims related to the Services, any dispute or controversy arising out of or relating to these Terms, including without limitation, any and all disputes, claims (whether in tort, contract, statutory or otherwise) or disagreements concerning the existence, breach, interpretation, application or termination of the Terms, shall be resolved by final and binding arbitration in accordance with the JAMS Inc. Comprehensive Arbitration Rules & Procedures then in effect. There shall be no right or authority for any claims to be arbitrated on a class action basis. The arbitration shall take place in the state of Rhode Island or at the option of the party seeking relief, online, by telephone, online, or via written submissions alone, and be administered by JAMS. The decision of the arbitrator will be final and binding on the parties. Judgment on any award(s) rendered by the arbitrator may be entered in any court having jurisdiction thereof. Nothing in this section shall prevent either party from seeking immediate injunctive relief from any court of competent jurisdiction, and any such request shall not be deemed incompatible with the agreement to arbitrate or a waiver of the right to arbitrate. The parties undertake to keep confidential all awards in their arbitration, together with all confidential information, all materials in the proceedings created for the purpose of the arbitration and all other documents produced by the other party in the proceedings and not otherwise in the public domain, save and to the extent that disclosure may be required of a party by legal duty, to protect or pursue a legal right or to enforce or challenge an award in legal proceedings before a court or other judicial authority.
TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, YOU AGREE THAT EACH PARTY TO A DISPUTE HEREUNDER MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION. Unless both you and we agree, no arbitrator or judge may consolidate more than one person’s claims or otherwise preside over any form of a representative or class proceeding.
15. Services Controlled from Untied States
Our Services are operated from the United States. We make no representation that content or materials in the Services are appropriate or available for use in other jurisdictions. Access to any of the Services from jurisdictions where such access is illegal is strictly prohibited. If you choose to access the Services from other jurisdictions, you do so at your own risk. You are always responsible for your compliance with applicable laws.
16. Entire Agreement; Severability
17. Contact Information
If you have any questions, concerns or comments about these Terms or our Services, please contact us at 1140 Reservoir Avenue, Cranston, RI 02920 or via email at firstname.lastname@example.org.
These Terms were last updated March 5, 2021.
Neon Rewards Program Terms and Conditions
Thank you for reviewing the terms and conditions (“Program Rules”) governing the Neon Rewards Program (the “Program”). The Program Rules are between you and Progasco Operating I, LLC d/b/a Neon Marketplace (“Neon Marketplace” or “we”) and describe each party’s respective rights and obligations. By enrolling, and continuing to use the Program, you indicate your acceptance of these Program Rules.
THESE PROGRAM RULES CONTAIN A MANDATORY ARBITRATION PROVISION THAT, AS SET FORTH IN SECTION 9 TITLED “ARBITRATION AGREEMENT” BELOW, REQUIRES YOU TO ARBITRATE CLAIMS YOU MAY HAVE AGAINST PROGASCO OPERATING I, LLC ON AN INDIVIDUAL BASIS, MEANING YOU CANNOT BRING CLAIMS AGAINST PROGASCO OPERATING I, LLC IN COURT, AND CONFIRMS YOUR AGREEMENT TO A CLASS ACTION AND CLASS-WIDE WAIVER IN ARBITRATION. IT AFFECTS YOUR LEGAL RIGHTS. PLEASE READ IT CAREFULLY.
1. Incorporation of Related Terms and Policies
2. Enrollment and Eligibility
- You may enroll in the Program by creating an account through the Neon Marketplace mobile application or at participating Neon Marketplace locations. You may be required to provide certain information about yourself, including a valid email address, and to create an account password. In addition, to access certain additional features of the Program, such as Neon Rewards Spot Pay (“Spot Pay”), you may be required to provide and/or link your personal checking account to your Program account.
- You acknowledge that Neon Marketplace may use the information you provide during Program enrollment and as a Program member to communicate with you about Program changes, rewards coupons, any special offers and other benefits for Program members, promotions and sweepstakes, and product recalls that may affect you. Neon Marketplace will limit such communications based on the preferences you specify during Program enrollment or, if applicable, any changes you make at a later time to your communications preferences through your Program account.
- You acknowledge that although Neon Marketplace will attempt to identify products subject to recall that you have purchased and communicate such product recalls to you as a Program member, Neon Marketplace does not guarantee that you will be notified of such product recalls accurately and in every instance. Please continue to pay attention to other sources of information about product recalls. Failure of Neon Marketplace to notify you of a product recall that may affect you does not mean that no such product recall occurred or that any such product recall does not affect you.
- [You acknowledge that Neon Marketplace may automatically enter you in Neon Marketplace sweepstakes if you elect to opt-in to automatic sweepstakes entry during Program enrollment. Please refer to the terms and conditions governing any such Neon Marketplace sweepstakes for additional information, requirements and restrictions that may apply].
- Program membership is open to individual U.S. residents who are at least 13 years of age. If you are between 13 and the age of majority (19+ in AL and NE, 18+ in all other states), you may only join the Program with the permission of a parent or legal guardian. Membership is limited to one account per person. Additional restrictions may apply to employees of Neon Marketplace and its parents, subsidiaries and affiliated companies. Neon Marketplace may change the eligibility requirements for the Program at any time. All federal, state and local laws and regulations regarding the eligibility of Program members apply. The Program is void where prohibited or restricted by law.
- You may choose to deactivate your Program account at any time through the Neon Marketplace mobile application or by contacting Neon Marketplace at [INSERT NUMBER/EMAIL]. Neon Marketplace will deactivate your Program account after 12 consecutive months of no account activity. We will notify you prior to account deactivation. Any rewards stored in your Program account and any accruals towards rewards will expire upon deactivation of your Program account by you or by us and will be removed from your Program account.
- There is no fee to enroll and participate in the Program. Your Program account, reward options and any accruals towards rewards under the Program do not have a cash value. You may not sell, transfer or assign your Program account, including promotions, rewards and accruals towards rewards under the Program. You are responsible for any taxes, charges or other liabilities related to or resulting from your participation in the Program.
- Each Program member is responsible for creating a secure Program account and for maintaining the security of their Program Account, including any rewards cards, key fobs or other Program items. Neon Marketplace is not liable for improper access to Program Accounts, or for changes to Program Accounts by another Program Member or third party unless such unauthorized access is the result of Neon Marketplace’s gross negligence, intentional misconduct or breach of these Program Rules. Likewise, Neon Marketplace is not responsible in such circumstances for reinstatement of lost Program rewards or for any damages or losses sustained by a Program member as a result of such unauthorized access unless it is the result of Neon Marketplace’s gross negligence, intentional misconduct or breach of these Program Rules. If you become aware of any fraudulent or unauthorized activity on your Program account, you must report the fraudulent or unauthorized activity to the Neon Marketplace at [INSERT NUMBER/EMAIL] and provide relevant information and cooperation to Neon Marketplace in connection with such activity.
- Neon Marketplace has the right to monitor all Program accounts for suspicious and similar activity. If your Program account shows signs of fraud, abuse, or suspicious activity, Neon Marketplace has the right to close or freeze a Program account immediately, and the Program member may lose any accumulated Program rewards or other benefits accumulated in connection with the Program. Notwithstanding the foregoing, Neon Marketplace is not obligated to close or freeze your Program Account. If you have conducted any fraudulent activity, or any activity that in Neon Marketplace’s sole discretion undermines the integrity of the Program, Neon Marketplace reserves the right to take any legal action Neon Marketplace deems appropriate and may rescind, void or otherwise terminate your Program account and any associated benefits. In addition, you may be liable for monetary losses to Neon Marketplace, including litigation costs and damages, and may be subject to a permanent ban from participating in the Program.
- Neon Marketplace reserves the right, but does not have the obligation, to suspend or discontinue membership in the Program for any Program member who is, in Neon Marketplace’s sole and absolute discretion, using the Program in a manner that is not consistent with these Program Rules, or who has:
- acted in a manner inconsistent with federal, state or local laws, regulations or ordinances;
- breached or violated any of these Program Rules;
- engaged in any fraudulent or dishonest behavior, theft, misconduct or wrongdoing in connection with the Program; or
- engaged in any abusive, fraudulent, disruptive, inappropriate, offensive or hostile conduct, whether physical or verbal, towards any employee, agent or representative of Neon Marketplace.
3. Program Rewards, Promotions, Features And Other Benefits
- General. Neon Marketplace will offer various Program rewards, promotions, features and other benefits to Program members. For more information and a list of all current rewards, promotions, features and others benefits, including applicable terms, conditions, exclusions and limitations, please visit neonmkts.com. Available rewards, promotions, features and other benefits may vary by participating Neon Marketplace locations and may be discontinued at any time in Neon Marketplace’s sole and absolute discretion.
- Eligible Purchases. Program members’ ability to participate in Program rewards, promotions, features and other benefits may be subject to certain eligible purchase requirements imposed by Neon Marketplace in its sole and absolute discretion. Eligible purchases generally include all purchases at participating Neon Marketplace locations using cash and cash equivalents, credit cards, automatic debit cards and prepaid cards, excluding purchases of fuel, tobacco, alcohol, coupon redemptions, gift cards, prepaid cards and applicable taxes.
- Spot Pay. Program members are invited to join Spot Pay. Spot Pay offers all participating Program members discounts and instant reward payments on fuel purchases. For more information on Spot Pay, including applicable terms, conditions, exclusions and limitations, please visit neonmkts.com.
- Offers. Program members may receive several special offers from time to time. Offers may include, but are not limited to, percent-off and dollar-off coupons. The number and type of offers may vary. Offers may include additional terms and conditions, including possible restrictions, exclusions and limitations
- Limited Time Promotions. Neon Marketplace may, in our sole and absolute discretion, run special limited time promotions available only to all Program members or select Program members whether based on location, spending habits or other criteria in Neon Marketplace’s sole and absolute discretion.
- Other Benefits. Neon Marketplace may, in our sole and absolute discretion, provide additional Program features and benefits to all Program members or select Program members, whether made available for a limited time or on a consistent basis. These benefits may include exclusive offers and access to exclusive Program features.
- Redeeming Rewards. Program members should allow up to four (4) weeks for Program rewards to be made available to the Program member upon being earned. Neon Marketplace will send you a Program reward notification using the email address on file. Program rewards will expire if unredeemed within thirty (30) days of issuance by Neon Marketplace. Program rewards are no longer available if redeemed by the Program member or upon expiration. Program rewards may be subject to additional restrictions or exemptions as provided by Neon Marketplace either at neonmkts.com or with the Program reward notification. Program rewards are not transferable or redeemable for cash.
5. Disclaimer Of Warranties
NEON MARKETPLACE AND ITS AFFILIATED COMPANIES MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO THE PROGRAM, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT. NEON MARKETPLACE AND ITS AFFILIATED COMPANIES DO NOT WARRANT THAT THE PROGRAM WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, THAT ITS OPERATION WILL BE ACCURATE, COMPLETE OR ERROR-FREE, OR THAT AS A PROGRAM MEMBER PRODUCT RECALL INFORMATION THAT MAY AFFECT YOU WILL BE COMMUNICATED TO YOU ACCURATELY AND IN EVERY INSTANCE. IN THE EVENT A JURISDICTION DOES NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SUCH EXCLUSIONS MAY NOT APPLY TO YOU.
6. Limitation Of Liability
UNDER NO CIRCUMSTANCES WILL NEON MARKETPLACE, ITS AFFILIATED COMPANIES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS OR CONTRACTORS, BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE PROGRAM. THIS LIMITATION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHER LEGAL THEORY, EVEN IF NEON MARKETPLACE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN THE EVENT A JURISDICTION DOES NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, NEON MARKETPLACE’S LIABILITY IN SUCH JURISDICTIONS WILL BE LIMITED TO THE EXTENT PERMITTED BY LAW.
7. Changes To Program Rules
Neon Marketplace may change the Program Rules at any time, with or without notice. Neon Marketplace will post the revised Program Rules on its website. If you are a registered Program member, we may also notify you directly of the revised Program Rules. As permitted by applicable law, any such changes will become effective at the time Neon Marketplace posts the revised Program Rules.
8. Termination Of Program
Neon Marketplace may suspend or terminate the Program or revoke or limit your Program membership at any time without notice or liability. Revocation of Program membership may result, without limitation, if a member violates the Program Rules or any additional terms, or if the use of your account is unauthorized, fraudulent or otherwise unlawful.
9. Arbitration Agreement
YOU AND NEON MARKETPLACE AGREE TO GIVE UP ANY RIGHTS TO LITIGATE CLAIMS IN A COURT OR BEFORE A JURY OR TO PARTICIPATE IN A CLASS ACTION OR REPRESENTATIVE ACTION WITH RESPECT TO A CLAIM. OTHER RIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT, SUCH AS ACCESS TO DISCOVERY, ALSO MAY BE UNAVAILABLE OR LIMITED IN ARBITRATION.
- Mindful of the high cost of legal disputes, not only in dollars but also in time and energy, both you and Neon Marketplace agree that any controversy, claim, action, or dispute between you and Neon Marketplace, its affiliated companies and their respective officers, directors, employee, agents or contractors arising from or relating to the Program or these Program Rules (“Dispute”), will be resolved by this dispute resolution procedure and arbitration agreement (“Arbitration Agreement”).
- Informal Dispute Resolution. Prior to initiating any arbitration, you must first present any Dispute to Neon Marketplace by contacting the Neon Marketplace Customer Relations team at 1-800-444-9292 to allow for an opportunity to resolve the Dispute. You or we may initiate arbitration if your Dispute cannot be resolved within 60 days.
- Both you and Neon Marketplace agree that this dispute resolution procedure is a condition precedent which must be satisfied prior to initiating any arbitration or filing any claim against the other party.
- Right to Opt Out of this Arbitration Agreement. You may opt out of this Arbitration Agreement within the first 30 days after you enroll in the Program. You may also opt out of this Arbitration Agreement within 30 days after we notify you regarding a material change to this Arbitration Agreement. You may opt out by sending an email to Neon Marketplace at [INSERT EMAIL] or by sending a letter to Neon Marketplace, Attn: Legal Department, 1140 Reservoir Avenue, Cranston, RI 02920. You should include your printed name, mailing address, and the words “Reject Arbitration”.
- Right to Bring Small Claims in Court. Instead of arbitration, either you or Neon Marketplace may bring any individual claim in small claims court consistent with the jurisdictional and dollar limits that may apply, as long as it is brought and maintained as an individual claim.
- How Arbitration Works. Either party may initiate arbitration, which shall be conducted by the American Arbitration Association (“AAA”) pursuant to its Consumer Arbitration Rules (“AAA Rules”), as modified by this Arbitration Agreement. The AAA Rules are available on the AAA’s website www.adr.org, or by calling the AAA at (800) 778-7879. In the event the AAA is unavailable or unwilling to hear the Dispute, the parties shall agree to another arbitration provider. Payment of all filing, administration and arbitrator fees will be governed by the AAA’s applicable rules. Neon Marketplace will reimburse those fees in an amount up to $10,000. Neon Marketplace also waives its own right to seek attorneys’ fees and costs in arbitration. You may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the county where you live or at another mutually agreed location.
- Waiver of Right to Bring Class Actions and Representative Claims. All arbitrations shall proceed on an individual basis. The arbitrator is empowered to resolve the Dispute with the same remedies available in court, however, any relief must be individualized to you and shall not affect any other customer. You and Neon Marketplace agree that each may bring claims against the other in arbitration only in your or their respective individual capacities and in so doing you and Neon Marketplace hereby waive the right to a trial by jury, to assert or participate in a class action lawsuit or class action arbitration (either as a named-plaintiff or class member), and to assert or participate in any joint or consolidated lawsuit or joint or consolidated arbitration of any kind. If a court decides that applicable law precludes enforcement of any of this paragraph’s limitations as to a particular cause of action, then that cause of action (and only that cause of action) must remain in court and be severed from any arbitration.
- Other Terms. This Arbitration Agreement shall be governed by, and interpreted, construed, and enforced in accordance with the Federal Arbitration Act and, where applicable, the law of the State of Rhode Island. The terms of the Arbitration Agreement provisions shall survive after your relationship with Neon Marketplace and/or use of the Program ends. Any arbitration will be confidential, and neither you nor we may disclose the existence, content or results of any arbitration, except as may be required by law or for purposes of enforcement of the arbitration award. Judgment on any arbitration award may be entered in any court having proper jurisdiction. Except as set forth above, if any portion of this Arbitration Agreement is deemed invalid or unenforceable, it will not invalidate the remaining portions of the Arbitration Agreement.
10. Governing Law
Except as otherwise provided in the Arbitration Agreement above, these Program Rules will be governed by and construed in accordance with the laws of the State of Rhode Island, without regard to its conflict of laws provisions.
If any provision of these Program Rules is held by a court of competent jurisdiction to be invalid or unenforceable, it will not impact the validity and enforceability of any other provision of these Program Rules, all of which will remain in full force and effect. Failure of Neon Marketplace to exercise or enforce any right or provision of these Program Rules will not constitute a waiver of such right or provision in that or any other instance.
The monetary value of a Program reward for which you receive under this Program may be considered taxable income from Neon Marketplace in the tax year in which you receive a Program reward, in accordance with U.S. tax law. Neon Marketplace may be required to send you (and file with the IRS) a Form 1099-MISC (Miscellaneous Income) for the year in which you receive your Program reward(s) when the value of the Program rewards plus other taxable miscellaneous income you receive from Neon Marketplace totals $600 or more for a calendar year. Neon Marketplace determines the taxable value of Program rewards received in connection with this Program. Program members are responsible for any personal tax liability due to the receipt of a Program reward(s). Program members are advised to consult a tax professional to understand and determine the implications of their participation in this Program.
13. Entire Agreement
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