Ralph Lauren Corporation (“Ralph Lauren”), including its subsidiaries, affiliates, agents, employees, predecessors in interest, successors and assigns, and Vibes Media LLC (“Vibes”) including its subsidiaries, affiliates, agents, employees, predecessors in interest, successors and assigns, (Ralph Lauren and Vibes will together hereinafter be referred to as “us” or “we”) and you agree that any and all disputes or claims relating in any way to any dispute of any nature between you and one or both of us, including but not limited to disputes under the Telephone Consumer Protection Act, and including but not limited to disputes concerning the scope or applicability of this agreement to arbitration (“Disputes”), as well as questions as to the arbitrability of any and all Disputes, and even if the events giving rise to Disputes occurred before this Arbitration Agreement became effective or before you were put on notice of the applicability of this Arbitration Agreement, will be resolved in a confidential, individual arbitration process, and not in court. The only exceptions to this arbitration agreement are that (i) each of you and we retain the right to sue in small claims court and (ii) each of you and we may bring suit in court against the other to enjoin infringement or other misuse of intellectual property rights.
This agreement evidences a transaction in interstate commerce, and thus the Federal Arbitration Act (“FAA”), 9 U.S.C. §§ 1-16, and federal arbitration law apply and govern the interpretation and enforcement of this Arbitration Agreement.
There is no judge or jury in arbitration, and court review of an arbitration award is limited. However, an arbitrator can award on an individual basis the same damages and relief as a court (including injunctive and declaratory relief or statutory damages), and must follow the terms of these Terms of Use as a court would.
COMMENCING DISPUTES
To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to our registered agent Corporation Service Company, 2711 Centerville Road, Wilmington, DE 19808. During the first 45 days after we receive your notice (the “Pre-Arbitration Period”), we may try to reach a settlement of the dispute. If we do not resolve the dispute ourselves within the Pre-Arbitration Period, you may commence arbitration. The arbitration will be conducted by Judicial Arbitration and Mediation Services, Inc. (“JAMS”), pursuant to the appropriate JAMS rules as determined by JAMS or agreed to by the parties, as modified by this Agreement. The JAMS Rules are available at http://www.jamsadr.com/ www.adr.org or by calling 1-800-352-5267.
Arbitration firms ordinarily charge fees to both sides to conduct arbitrations. The claimant in arbitration heard by JAMS has to pay $250 to start a case, whether the claimant wins or loses. In the event you commence arbitration for an amount less than $10,000, after we receive notice that you have done so, we will reimburse you for your payment of this filing fee and we will pay JAMS any case management fees associated with the arbitration and the professional fees for the arbitrator’s services, pursuant to the JAMS Rules. We will not seek to recover the filing fee we reimbursed to you unless the arbitrator determines that you brought your claim frivolously or for an improper purpose.
Each of us may incur attorneys’ fees during the arbitration. Each of us will bear our own attorneys’ fees, except in the following circumstances. If applicable law permits a prevailing party to recover attorneys’ fees, the prevailing party may seek fees as applicable law permits. If applicable law does not permit a prevailing party to recover its attorneys’ fees, but you prevail in the arbitration and win an award at least 25% greater than our highest pre-arbitration settlement offer, then we will pay your reasonable attorneys’ fees for time reasonably expended at rates that prevail for attorneys in your home county, in an amount not to exceed the greater of $10,000 or 20% of the arbitrator’s damages award to you. If we prevail in the arbitration, we will seek to recover our reasonable attorneys’ fees and reimbursement of arbitration costs only if applicable law permits a prevailing party to see fees or if the arbitrator finds that you brought a claim frivolously or for an improper purpose and applicable law does not preclude us from seeking our fees and costs.
THE ARBITRATION
The arbitration will be conducted by one neutral arbitrator selected with the participation and involvement of both parties pursuant to the JAMS Rules.
If your claim is for $10,000 or less, we agree, pursuant to the JAMS Rules, that the dispute should be resolved without an oral hearing, unless the arbitrator requests otherwise. If your claim is for more than $10,000, the manner and place of the hearing will be determined in accordance with the JAMS Rules.
Regardless of how the arbitration proceeds, the arbitrator shall issue a written decision explaining his or her findings and conclusions. The arbitrator’s decision and award are final and binding, subject only to the limited court review permitted under the FAA, and judgment on the award may be entered in any court of competent jurisdiction.
CLASS ACTION WAIVER: NO CONSOLIDATION OF ARBITRAL CLAIMS
We agree that the arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party's individual claim. The arbitrator may not order us to pay any monies to or take any actions with respect to persons other than you, unless we explicitly consent in advance, after an arbitrator is selected, to permit the arbitrator to enter such an order. YOU AND WE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR OUR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS ACTION, REPRESENTATIVE OR MULTI-CLAIMANT PROCEEDING. Further, unless we both agree in writing, the arbitrator may not consolidate other persons’ claims with yours or ours, and may not otherwise preside over any form of a representative, multi-claimant or class arbitration proceeding. If this specific provision is found to be unenforceable, then the entirety of this arbitration provision shall be null and void.
If for any reason a claim proceeds in court rather than in arbitration, we each waive any right to a jury trial and we each irrevocably consent to the exclusive jurisdiction of the courts located in New York County, New York.