Terms & Conditions
Last Update: December 30, 2025
Previous Version(s): October 14, 2024
Important: These Terms require all disputes between us to go through binding arbitration instead of government court. By accepting these Terms, you waive any right to have disputes decided (1) by a judge or jury and (2) in class or representative actions. You can opt-out of arbitration for thirty (30) days after you first accept these Terms—see opt-out under Dispute Resolution below.
Introduction
Thank you for using the www.monrovia.com website and its associated services and content (collectively the “Services”). The Services are owned and operated by Monrovia Nursery Company (“Monrovia”, “our”, “us”, “we”). By accessing or using any part of the Services, you agree to these Terms of Services (these “Terms”).
If you do not agree with the terms and conditions of this Agreement, or are unable to comply, you are expressly prohibited from using the Services. Leave immediately.
Please read this agreement carefully before accessing or using the services. By accessing or using the Services, you accept these Terms, our Loyalty Program Terms, Privacy Policy and any other policies we make available on the Services that fall under these Terms (collectively, this “Agreement”). We may update any of Our Policies in the same way we update the Terms. Please review them from time to time to remain up to date.
Updates
MONROVIA RESERVES THE RIGHT, IN ITS SOLE AND ABSOLUTE DISCRETION, TO MODIFY, LIMIT, CHANGE, DISCONTINUE, OR REPLACE THE SERVICES OR THIS AGREEMENT.
If we make significant changes, we’ll do our best to notify you. For example, we may email you if you have registered an Account, or place a temporary notice on the Services' homepage.
But it’s your sole responsibility to review these Terms from time to time to view the current Terms. Changes to these Terms do not create a renewed opportunity to opt out of arbitration (if applicable).
Contact Us: You may contact us regarding the Services or these Terms at our Help Center, mailing 817 E Monrovia Place, Azusa, CA 91702 or contacting [email protected].
About the Services
Monrovia.com provides an online gardening website where gardening enthusiasts of all kinds can learn about a wide variety of plants based on their local climate conditions, as well as purchase a wide variety of plants and seeds. We bring nearly a century of horticultural expertise to our Services to ensure our customers receive only the healthiest and most beautiful plants. Our Services also allow you to search for local landscaping professionals, gardening centers, and re-wholesalers.
Monrovia, founded in 1926 and headquartered in Dayton, Oregon, is the nation’s leading grower of premium ornamental and landscaping plants, with more than 3,600 varieties, including more than 250 exclusive varieties. Through work with top breeders and plant explorers, Monrovia is at the forefront of discovery for improved plant varieties and we are constantly on the lookout for plants that are more resilient, and have impressive or unique colors, flowers or fruits. Monrovia’s three environmentally-responsible nurseries are located in Visalia and Venice Hills, CA, Dayton, OR, and Cairo, GA. Monrovia plants can be purchased in-store at Lowe’s locations nationwide and through re-wholesalers nationwide. The company remains a family-owned entity.
Eligibility
By using the Services, you represent and warrant that you meet our eligibility and use requirements:
• You are at least 18 years old
• You have all necessary rights, consents, and permissions for any and all data you upload or otherwise transmit to or through the Services, including Your Content; and
• If you are using the Services on behalf of a business, you have the necessary right and authority to enter into this Agreement on behalf of that business.
Outside Materials
The Services link, embed and incorporate content, applications and services that Monrovia does not own or control (“Outside Materials”). Outside Materials may be subject to additional legal terms (“Outside Terms”) made available by their third-party provider. The Agreement does not apply to Outside Materials. We are also not a party to Outside Terms.
• Monrovia is not responsible or liable for the content of Outside Materials. The existence of Outside Materials does not constitute or imply Monrovia’s endorsement, recommendation of, or affiliation with any of those Outside Materials.
• Some of the links on the Services are affiliate links, which means that we may earn a commission if you click on the link or make a purchase using the link. When you make a purchase, the price you pay will be the same whether you use the affiliate link or go directly to the vendor using a non-affiliate link. By using the affiliate links, you are helping support the Monrovia’s Services, and we genuinely appreciate your support.
If you have any complaints in connection with any Outside Materials or Outside Terms, please contact the third-party provider directly, your state Attorney General, or the Federal Trade Commission at www.ftc.gov.
Access; Accounts
Access Information. If you choose to create an account (an “Account”), buy Products or join our loyalty program, you may provide certain personal information, such as contact and payment information (collectively, “Customer Data”). We process Customer Data in accordance with our Privacy Policy.
You agree to provide us with accurate, complete and updated Customer Data, including for your Account. We may reject or require that you change any Services-specific information, such as your username or password, in our sole discretion.
• You represent and warrant that your Customer Data, including Account information, is and will remain accurate and complete. You agree that we have no liability for errors and omissions in your Customer Data.
• Contact us immediately if you know or suspect that (1) your Account or password has been stolen, misappropriated or otherwise compromised, or (2) any unauthorized use of your Account.
We are not responsible for any loss or damage arising from your failure to comply with the foregoing requirements.
Managing Your Account. You can manage, update or delete your Account at any time by accessing your profile on the Services.
Suspention and Termination. We reserve the right to suspend, disable, or delete your Account or the Services (or any part of the foregoing) with or without notice, for any or no reason, including for any violation of the Agreement.
Terms Survive. If your access is severed or your Account is deleted or terminated by you or us for any reason, these Terms remain enforceable, and you will not be entitled to any refund for purchases made. Termination will not limit any of our other rights or remedies at law or in equity. Your information will be maintained and deleted in accordance with our Privacy Policy.
Order for Products
Products. The Services allow you to purchase live plants and seeds (“Products”). Products may have limited quantities and are subject to refund, return or exchange only as described on each individual product listing and in our Help Center. While we try to maintain the accuracy of the Services, we are not responsible or liable if any Product description or other information is not accurate, complete, reliable, current, or error-free. In particular:
• Products may occasionally be mispriced, described inaccurately or unavailable, for example, due to delay or disconnection with our inventory or pricing systems, or the provision of advertising on other websites.
• Certain weights, measures and similar descriptions are approximate and are provided for convenience purposes only.
• No electronic image can accurately represent a physical Product’s real-life color or texture. Your display technology, device settings and surroundings all affect how you perceive online Product depictions.
Availability; Pricing; Limites. We reserve the right, but are not obligated, to:
• reprice or discontinue any Product for any reason at any time;
• limit the sale or availability of Products in any area or jurisdiction;
• limit quantities of products available per order, household or user, or cancel orders in excess of those quantities;
• refuse or cancel any order for any reason, for example, orders that appear to be placed by dealers, resellers or distributors.
We may exercise these rights on a case-by-case basis. In the event that we refuse or cancel an order, we will email the address provided with the order.
Payment. Payment can be made by most payment cards and the other methods we make available at checkout or purchase. You agree that we may charge all amounts due and owing in connection with your purchases to the payment mechanism you provide (“Payment Method”) at the time of your Product purchase. You represent and warrant that you have the legal right to use your Payment Method, and all information you provide to purchase Products is accurate, current and complete.
• When you purchase Products, you (i) agree to pay the price for such Products, any shipping and handling charges and all applicable taxes, as set forth in the final page of the ordering process (the “Full Purchase Amount”), and (ii) authorize the Services to charge your payment method for the Full Purchase Amount.
• The Services may allow you to purchase Products and designate them to be delivered or provided at a future date. In such instance, you acknowledge and agree that we may charge your credit card or other payment method for the Full Purchase Amount on the date of purchase, rather than on the ultimate date of shipment or provision of the applicable Product.
• Unless otherwise noted, all currency references are in U.S. Dollars. All fees and charges are payable in accordance with payment terms in effect at the time the fee or the charge becomes payable. Orders will not be processed until payment has been received in full.
Changes and Pricing. We may, at any time, revise or change the pricing, availability, specifications, content, descriptions or features of any Products. If a Product itself is not as described on the Services, your sole remedy is to return it (for physical products, in unused condition) as described in our Help Center.
• We reserve the right to correct pricing errors that may inadvertently occur (and to cancel any orders in our sole discretion that were purchased with pricing errors). All such changes will be effective immediately upon posting a new Product price to the Services or upon making the customer aware of the pricing error.
Order Acceptance; Shippment. Once we receive your order for a Product, we will provide you with an order confirmation. Your order confirmation confirms that we received your order, but does not signify our acceptance. We reserve the right at any time after receiving your order to accept or decline your order for any reason and in our sole discretion. If we cancel an order after you have already been billed, then we will refund the billed amount.
• While deliveries may be scheduled for a specified arrival, we cannot guarantee delivery by any specific date or time. Title and risk of loss for any purchases of physical products pass to you upon our delivery to our carrier. We reserve the right to ship partial orders (at no additional cost to you).
Promotional Codes. We may offer certain promotional, referral, discount, and coupon codes or similar offers (“Promos”) that may be redeemed for discounts on future Products or other features related to the Services, subject to any additional terms that we establish.
You agree that Promos: (i) must be used in a lawful manner; (ii) must be used for the intended audience and purpose; (iii) may not be duplicated, sold or transferred in any manner, or made available by you to the general public (whether posted to a public forum, coupon collecting service, or otherwise), unless expressly permitted by us; (iv) may be disabled or have additional conditions applied to them by us at any time for any reason; (v) may only be used pursuant to the specific terms that we establish; (vi) are not valid for cash or other credits or points; (vii) may expire prior to your use; (vii) are not valid on previous purchases. Promos not valid on certain items (like bundled items and Gift Cards) and cannot be applied to sale or markdown items. Full-price products only.
Refunds. Generally all purchases are final and nonrefundable given that the Products comprise perishable plants and seeds, and there are no refunds or credits for partially used Products, unless explicitly permitted on the applicable product listing or as stated in our Help Center.
Gift Cards. angible or digital gift cards containing stored money value may be offered by us for certain purchases on the Services (“Gift Cards”). You acknowledge that we are not responsible for any unauthorized use, alteration, theft, or destruction of a Gift Card or Gift Card code that results from any action by you or a third party. You also acknowledge that we may suspend or prohibit use of your Gift Card if your Gift Card or Gift Card code has been reported lost or stolen, or if we believe your Gift Card balance is being used suspiciously, fraudulently, or in an otherwise unauthorized manner. If your Gift Card code stops working, your only remedy is for us to issue you a replacement Gift Card code. By purchasing a Gift Card, you represent and warrant to us that use of the Gift Card will comply with these Terms and all applicable laws, rules and regulations, and the Gift Card will not be used in any manner that is misleading, deceptive, unfair or otherwise harmful to consumers.
• Gift Cards cannot be used to purchase other gift cards, reloaded, resold, used for payment outside of the Services, used for unauthorized marketing, sweepstakes, advertising, or other promotional purposes, redeemed for more than face value, transferred for value, redeemed for cash, or returned for a cash refund (except to the extent required by law).
• Gift Cards do not expire, and we will not assess a service fee or dormancy fee with respect to a Gift Card.
Content
While using our Services, you will have access not only to Our Content, but also to (i) content that you upload or provide while using our Services (“Your Content”) and (ii) content that other users upload or provide while using our Services (“User Content”). In this Agreement, “content” includes, without limitation, all text, images, video, audio, or other material on the Services, including any information on users’ profiles.
Our Content
You acknowledge and agree that Monrovia and its licenses own all rights in and to the Services and their associated content, other than Your Content and User Content (collectively, “Our Content”). For example:
• All photographs featured on the Services are copyrighted and owned by Monrovia or third party licensors, unless otherwise stated.
• The compilation of all content included in the Services is the exclusive property of Monrovia.
• All Monrovia marks are the property of Monrovia, including, but not limited to Monrovia, Monrovia Nursery, all Monrovia logos, and any trademarked flower or plant names.
• Certain plant types may be protected by patent and you are prohibited from asexually reproducing, selling, offering for sale, or using any patented plant except as expressly authorized by Monrovia in writing.
• The Services, including its look and feel, color selections, layout, and arrangement, are the trade dress of Monrovia.
You are not permitted to use Our Content for any Prohibited Use, or any purpose other than your individual use of the Services as permitted by these Terms. You are prohibited from using Our Content, including Monrovia’s trademarks, service marks, and trade dress, or any imitation thereof, to indicate the source of, sponsorship of, approval of, affiliation with, connection with, or association with your goods or services without the prior written consent of Monrovia.
No Endorsement
From time to time, Monrovia will refer to commercial products, processes, services, experts, and/or platforms. Any reference is not intended to be an endorsement or statement that the information provided by the other party is accurate. Monrovia does not endorse any commercial product, process, expert, or platform other than the Services. The views and opinions of affiliates, contributors, and others expressed on or through the Services do not necessarily state or reflect those of Monrovia and are not intended to be used for product endorsement purposes.
Your Content
You are solely responsible and liable for Your Content, and, therefore, you agree to indemnify, defend, release, and hold us harmless from any claims made in connection with Your Content.
• If you choose to reveal any personal information about yourself to other users, you do so at your own risk. We encourage you to use caution in disclosing any personal information online.
• You acknowledge and agree that Your Content may be viewed by other users, and, notwithstanding these Terms, other users may share Your Content with third parties.
• You understand and agree that we may monitor or review Your Content, and we have the right to remove, delete, edit, limit, block or prevent access to any of Your Content at any time in our sole discretion. Furthermore, you understand and agree that we have no obligation to display or review Your Content.
No storage or backup
Except as required by law or otherwise provided in our Privacy Policy, Monrovia is under no obligation to preserve Your Content or any other data for any length of time and will not be responsible for any loss. If you wish to retain Your Content, maintain it elsewhere.
Your Content License to Us
By providing Your Content, you grant us a worldwide, perpetual, transferable, sub-licensable, royalty-free right and license to host, store, use, copy, display, reproduce, adapt, edit, publish, translate, modify, reformat, distribute and otherwise make available Your Content.
We may use Your Content in whole or in part and in any format or medium for the uses contemplated by this Agreement and any other purpose permitted by this Agreement, subject only to our Privacy Policy and applicable law. Your Content includes any information you authorize us to access from any third-party sources (if applicable).
User Content
Other users will also share content on our Services. User Content belongs to the user who posted the content and is stored on our servers and displayed at the direction of that user.
You do not have any rights in relation to User Content, and, unless expressly authorized by us, you may only use User Content to the extent that your use is consistent with these Terms. You may not copy the User Content or use User Content for commercial purposes, to spam, to harass, or to make unlawful threats. We reserve the right to terminate your Account if you misuse User Content.
Prohibited Use
You may not use the Service for any reason or purpose other than those expressly permitted by these Terms. Specifically, you are prohibited from:
• Posting or transmitting content that:
» Infringes upon the intellectual property rights of others;
» Threatens or encourages bodily harm and/or destruction of property or that is offensive, defamatory, derogatory, pornographic or obscene;
» Promotes hate, violence, harassment, stalking, discrimination, terrorism, or intolerance of any kind based upon race, ethnicity, religion, sexual orientation, or disability;
» Incites any illegal activity or unlawful sexual solicitation;
» Relates to weaponry, controlled substances, gambling, or debt collection;
» Raises support or defense of anyone alleged to be involved in criminal activity;
» Impersonates another or is fraudulent, inaccurate, or misleading;
» Constitutes an unwanted commercial solicitation, a phishing scam, a pyramid scheme, or a chain letter;
• Violating any term or condition of this Agreement;
• Using a robot, spider, scraper, or other automated technology to access the Services;
• Using cheats, automation software (bots), hacks, modifications (mods) or any other unauthorized third-party software designed to modify or affect the Services;
• Imposing a disproportionate load on the Services or its server infrastructure or otherwise attempting to interfere with the operation of the Services;
• Downloading, modifying, copying, distributing, transmitting, displaying, performing, reproducing, publishing, or offering for sale any information obtained from or through the Services;
• Using, reproducing or removing any copyright, trademark, service mark, trade name, slogan, logo, image, or other proprietary notation displayed on or through the Services;
• Exploiting the Services for any commercial purpose, including without limitation communicating or facilitating any commercial advertisement or solicitation;
• Attempting to gain access to the private data or personal information of a Services user or third party;
• Circumventing Monrovia’s technological and physical security measures;
• Suggesting an affiliation with or endorsement by Monrovia; and
If you encounter content or witness behavior that you believe is inappropriate and violates this Agreement, you may report it to Monrovia by sending an email to [email protected].
Consent to Communications
SMS Marketing
By consenting to Monrovia's SMS marketing or subscribing via our subscription tools, you agree to receive recurring text notifications (for your order, including abandoned checkout reminders), text marketing offers, and transactional texts, including requests for reviews from us, even if your mobile number is registered on any state or federal do-not-call list. Message frequency varies.
If you wish to unsubscribe from receiving text marketing messages and notifications, reply with STOP to any mobile message sent from us or use the unsubscribe link we provided you within any of our messages.
• You understand and agree that alternative methods of opting out, such as using alternative words or requests, will not be considered a reasonable means of opting out.
• We do not charge for access to the Service, but you are responsible for all charges and fees associated with text messaging imposed by your wireless provider. Message and data rates may apply.
For any questions, please text HELP to the number you received the messages from. You can also contact us at [email protected] for more information.
We have the right to modify any telephone number or short code we use to operate the service at any time. You will be notified on such occasions. You agree that any messages you send to a telephone number or short code we have changed, including any STOP or HELP requests, may not be received, and we will not be liable for honoring requests made in such messages.
Your right to privacy is important to us. You can see our Privacy Policy to determine how we collect and use your personal information.[PKJ2]
Limits on Liability; Indemnity
Disclaimer
MONROVIA DISCLAIMS ANY RESPONSIBILITY FOR ANY HARM OR LIABILITY ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICES. MONROVIA PROVIDES THE SERVICES ON AN AS-IS BASIS AND WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY, COMPLETENESS, NON-INFRINGEMENT, OR QUALITY, TO THE MAXIMUM EXTENT PERMITTED BY LAW.
MONROVIA RESERVES THE RIGHT TO DISCONTINUE THE SERVICES AT ANY TIME. MONROVIA WILL NOT BE HELD LIABLE FOR NETWORK, INTERNET, COMPUTER, HARDWARE, OR SOFTWARE PROGRAM MALFUNCTIONS, FAILURE, DELAYS, OR DIFFICULTIES WITH THE SERVICES AT ANY TIME.
The services may contain technical inaccuracies or typographical errors or omissions. Monrovia is not responsible for any such typographical, technical, or pricing errors listed on the Services.
Limitation of Liability
To the maximum extent permitted by law:
• MONROVIA WILL NOT BE LIABLE TO YOU UNDER ANY LEGAL THEORY FOR ANY INDIRECT OR CONSEQUENTIAL DAMAGES, CLAIMS, INJURIES, JUDGMENTS, COSTS, OR LIABILITIES ARISING OUT OF OR RELATED TO YOUR USE OR MISUSE OF THE SERVICES, INCLUDING, BUT NOT LIMITED TO, LOSS OF BUSINESS, LOSS OF INCOME, SPECIAL DAMAGES, INCIDENTAL DAMAGES, PUNITIVE DAMAGES, OR EXEMPLARY DAMAGES.
• YOU AGREE THAT THE MAXIMUM AMOUNT THAT MONROVIA CAN BE HELD LIABLE TO YOU UNDER ANY CIRCUMSTANCE IS THE GREATER OF (i) $50 and (ii) THE AMOUNT THAT YOU PAID, IF ANY, FOR PURCHASES MADE DIRECTLY THROUGH THE SERVICES DURING THE SIX MONTHS BEFORE THE CIRCUMSTANCE AROSE.
For clarity, we will also not be liable for: unauthorized access to or loss of Customer Data, Your Content or any other data, loss of information, the cost of procuring alternative goods or services, internet failures, or our failure to provide technical or other support services. These limits apply to all claims, obligations and liabilities relating to this Agreement, even if we, our affiliates, licensors or suppliers are aware of the possibility that you may incur these damages, and even if these limited remedies fail of their essential purpose.
Indemnification
You agree to hold harmless, indemnify, and defend Monrovia, its officers, employees, agents, successors, and assigns, from and against any and all claims, demands, losses, damages, rights, and actions of any kind, including, but not limited to, property damage, infringement, personal injury, and death, that either directly or indirectly arise out of or are related to (i) your use of the Services, (ii) your use or provision of any services made available through the Services, (iii) your reliance upon advice provided through the Services, (iv) Your Content, (v) your violation of this Agreement, (vi) your violation of any applicable law or third-party rights.
Your obligation to defend Monrovia under the terms of this Agreement will not provide you with the right to control Monrovia’s defense, and Monrovia reserves the right to control its defense and choose its counsel regardless of your contractual requirement to indemnify Monrovia.
Disputes
Arbitration Clause
You agree to resolve disputes with Monrovia through binding arbitration, except as described in this Dispute Resolution section (the “Arbitration Clause”). The parties expressly waive the right to bring or participate in any kind of class, collective, or mass action, private attorney general action, or any other representative action. Similar disputes may, however, be grouped as a Mass Filing in arbitration.
If you use the Services as an individual, you may opt-out of arbitration under ‘Opt-Out’ below within thirty (30) days of first accepting these Terms.
Covered Disputes. You and Monrovia agree that any dispute or claim between you and Monrovia arising out of or relating to this Agreement or the Services (a “Dispute”) will be resolved by binding arbitration, rather than in court. A Dispute includes any claim or dispute relating to the Services, access and use of the Services, your Account, or any aspects of your relationship or transactions with Monrovia. A Dispute also includes any claims or disputes that arose from or involve facts that occurred before the effectiveness of this Agreement and claims that may arise after its termination. For clarity, nothing in this Arbitration Clause prevents either party from settling any Dispute(s) on a class-wide, batch-wide or other multiparty basis.
Exceptions of Arbitration. This Arbitration Clause does not require arbitration of the following types of claims brought by either you or Monrovia:
• small claims court actions, if the requirements of the court are met and the claims are only on an individual basis; and
• claims pertaining to intellectual property rights, including trademarks, trade dress, domain names, trade secrets, copyrights and patents.
Informal Dispute Resolution First. Like you, we want to resolve Disputes without resorting to arbitration. If you have a Dispute with us, before initiating arbitration, you agree to send an individualized request (“Pre-Arbitration Demand”) to dispute@monrovia.com so that we can work together to resolve the Dispute.
• A Pre-Arbitration Demand is only valid when it pertains to, and is on behalf of, a single individual. A Pre-Arbitration Demand brought on behalf of multiple individuals is invalid as to all.
• The Pre-Arbitration Demand must include: (i) your name, telephone number, mailing address, and email address associated with your account; (ii) the name, telephone number, mailing address and email address of your counsel, if any; (iii) a description of your Dispute; and (iv) your signature.
• Likewise, if Monrovia has a Dispute with you, Monrovia will send an email with its individualized Pre-Arbitration Demand, including the requirements listed above, to the email address associated with your Account.
• If the Dispute is not resolved within sixty (60) calendar days of when either you or Monrovia submitted a Pre-Arbitration Demand, an arbitration can be brought.
This ‘Informal Dispute Resolution First’ section is a condition precedent to commencing arbitration. The arbitrator will dismiss any arbitration filed without fully and completely complying with these informal dispute resolution procedures.
This ‘Informal Dispute Resolution First’ section does not apply to claims brought under any Exceptions to Arbitration.
18-Month Filing Deadline. To the extent permitted by applicable Law, and notwithstanding any other statute of limitations, any claim or cause of action under this Arbitration Clause (with the exception of disputes under Exceptions to Arbitration for claims pertaining to intellectual property rights including trademarks, trade dress, domain names, trade secrets, copyrights and patents), must be filed within eighteen (18) months after such claim or cause of action arose. Otherwise, that claim or cause of action will be permanently barred. The statute of limitations and any arbitration cost deadlines remain tolled during the required informal process under Informal Dispute Resolution First above.
Opt-out. You may reject this Arbitration Clause and opt out of arbitration by sending an email to opt-out@monrovia.comwithin thirty (30) calendar days of first accepting these Terms. If you have an Account, your opt-out notice must be sent from the email address associated with your Account. No one may opt-out another person. Your notice to opt-out must include your first and last name, address, the email address associated with your Account (if you have an Account), and a clear statement that you decline this Arbitration Clause.
Arbitration procedures. If, after completing the ‘Informal Dispute Resolution First’ process, either you or Monrovia wishes to initiate arbitration, the initiating party must serve the other party with a demand for arbitration. Any demand for arbitration by you will be sent to the Monrovia address in ‘Informal Dispute Resolution First‘. Monrovia will send any arbitration demand to the email address associated with your Account or to your counsel, if any. You and Monrovia agree that the Federal Arbitration Act (“FAA”) governs this Arbitration Clause. If the FAA cannot apply, then the state laws governing arbitration procedures where you reside apply.
The arbitration will be administered by National Arbitration and Mediation (“NAM”) under its operative:
• Comprehensive Dispute Resolution Rules and Procedures, and
• where applicable, its Mass Filing Supplemental Dispute Resolution Rules and Procedures, in each case as available at https://www.namadr.com/resources/rules-fees-forms.
This Arbitration Clause will govern to the extent it conflicts with the arbitration provider’s rules.
• If the applicable arbitration provider is not available to arbitrate, the parties will select an alternative arbitration provider. If the parties cannot agree on an appropriate alternative arbitration provider, the parties will ask a court of competent jurisdiction to appoint an arbitrator pursuant to 9 U.S.C. § 5. To the extent there is a dispute over which arbitration provider has jurisdiction, a NAM arbitrator will be appointed to resolve that dispute.
Arbitration hearings will take place through videoconferencing, unless you and Monrovia agree upon another location in writing. A single arbitrator will be appointed.
Arbitration Costs & Scope.
• Costs. Except as provided for in a Mass Filing under ‘Batch Process‘ below, your responsibility to pay any filing, administrative, and arbitrator costs will be solely as set forth in the applicable arbitration provider’s rules.
• Scope. The arbitrator may award damages, declaratory or injunctive relief, and recoverable costs. Any arbitration award may be enforced (such as through a judgment) in any court with jurisdiction over the dispute. An arbitration award will have no preclusive effect in another arbitration or court proceeding involving Monroviaand a different individual. The arbitrator will have the exclusive authority to resolve all threshold arbitrability issues, including whether this Arbitration Clause is applicable, unconscionable, or enforceable, as well as any defenses to arbitration. However, a court has exclusive authority to rule on the waiver under ‘Class Action Waiver’, including any claim that the section is unenforceable, illegal, void or voidable, or that it has been breached.
» If a request to proceed in small claims court (under ‘Exceptions to Arbitration’), is made after an arbitration has been initiated, but before an arbitrator has been appointed, such arbitration will be administratively closed. Any controversy over the small claims court’s jurisdiction will be determined by the small claims court.
Jurvy Trial Waiver. You and Monrovia agree to waive any constitutional and statutory rights to sue in court and have a trial in front of a judge or a jury. You and Monrovia are instead electing that all Disputes will be resolved by arbitration under this Arbitration Clause, except as specified under ‘Exceptions to Arbitration’ above. Court review of an arbitration award is subject to very limited review. Discovery may be limited in arbitration, and procedures are more streamlined than in court.
Class Action Waiver. You and Monrovia agree that, except as specified under ‘Batch Process’ below, each of us may bring claims against the other only on an individual basis and not on a class, collective, representative, or mass action basis.
• Subject to this Arbitration Clause, 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 to the party’s individual claim.
• Notwithstanding anything to the contrary in this Arbitration Clause, if a court decides, in a final nonappealable decision, that the limitations of this Class Action Waiver section are invalid or unenforceable as to a particular claim or request for relief (such as a request for public injunctive relief), you and Monrovia agree that that particular claim or request for relief (and only that particular claim or request for relief) will be severed from the arbitration and will be pursued in the courts specified in the ‘Governing Law; Forum‘ section.
Batch Process. To increase the efficiency of administration and resolution of arbitrations:
• You and Monrovia agree that if 25 or more arbitration demands of a substantially similar nature, are filed within a 180 day period (“Mass Filing”):
» to administer the Mass Filing in batches of 25 demands per batch (or less, if fewer than 25 remain) (“Batches”), with only one Batch filed, processed, and adjudicated at a time;
» to designate one arbitrator for each Batch;
» to accept applicable fees, including any related fee reduction determined by NAM in its discretion;
» that no other demands for arbitration that are part of the Mass Filing may be filed, processed, or adjudicated until the prior Batch is filed, processed, and adjudicated;
» that fees associated with a demand for arbitration included in a Mass Filing, including fees owed byMonrovia and the claimants, will only be due after your demand for arbitration is included in a Batch that is properly designated for filing, processing, and adjudication; and
» that the Batch process will continue until each demand (including your demand) is adjudicated or otherwise resolved.
• Tolling. Any statutes of limitation, including the requirement to file within eighteen (18) months at ‘18-Month Filing Deadline’ below, will remain tolled while any arbitration demands are held in abeyance. While the Batches are adjudicated, no other demand for arbitration that is part of the Mass Filing may be processed, administrated, or adjudicated, and no filing or other administrative costs for such a demand for arbitration will be due from either party to the arbitration provider.
• Speed. The parties will work in good faith with the arbitrator to complete each Batch within 120 calendar days of its initial pre-hearing conference. The parties agree that the Batch process is designed to achieve an overall faster, more efficient, and less costly mechanism for resolving Mass Filings.
» If, contrary to this provision, a party prematurely files an arbitration demand, the parties agree that the arbitration provider must hold those demands in abeyance.
• Substantially similar nature. All parties agree that arbitration demands are of a “substantially similar nature” if they relate to the same event or factual scenario, raise the same or similar legal issues and seek similar relief.
• Mass Filing Administration. Any party may request that the arbitration provider appoint a sole standing administrative arbitrator (“Administrative Arbitrator”) to determine threshold questions such as (1) whether the Batch process is applicable or enforceable, (2) whether particular demand(s) are part of a Mass Filing, and (3) whether demands within a Mass Filing were filed in accordance with this Arbitration Clause, including the ‘Informal Dispute Resolution First’ section above.
» To expedite resolution of any such dispute by the Administrative Arbitrator, the parties agree that the Administrative Arbitrator may provide and use any procedures necessary to resolve the dispute promptly. Monrovia will pay the Administrative Arbitrator’s costs.
• This Batch Process provision will in no way be interpreted as increasing the number of claims necessary to trigger the applicability of NAM’s Mass Filing Supplemental Dispute Resolution Rules and Procedures, or authorizing class arbitration of any kind. Unless Monrovia otherwise consents in writing, Monrovia does not agree or consent to class arbitration, private attorney general arbitration, or arbitration involving joint or consolidated claims under any circumstances, except as set forth in this ‘Batch Process‘ section.
Settlement. At least ten (10) calendar days before the date set for the arbitration hearing, you or Monrovia may serve a written offer of judgment upon the other party to allow judgment on specified terms. If the offer is accepted, the offer with proof of acceptance will be submitted to the arbitration provider, who will enter judgment accordingly. If the offer is not accepted before the earlier of (i) the arbitration hearing or (ii) thirty (30) calendar days after it is made, it will be deemed withdrawn, and cannot serve as evidence in the arbitration. If an offer made by one party is not accepted by the other party, and the other party fails to obtain a more favorable award, the other party will not recover their post-offer costs and will pay the offering party’s costs from the time of the offer.
• The parties agree that any disputes with respect to settlement offer(s) or offer(s) of judgment in a Mass Filing are to be resolved by a single arbitrator to the extent such offers contain the same material terms. For arbitrations involving represented parties, the represented parties’ attorneys agree to communicate individual offer(s) of judgment to each and every arbitration claimant or respondent to whom such offers are extended.
Severability. Except as provided under ‘Class Action Waiver‘ above, if any provision of this Arbitration Clause is found to be illegal or unenforceable, then that provision will be severed. The remaining provisions will still apply and will be interpreted to achieve the closest possible intent to the original intent of this section, inclusive of the severed provision.
Governing Law; Venue
This Agreement is governed by and will be construed in accordance with the internal laws of the State of California, without giving effect to any choice or conflict of law provision or rule that would require or permit the application of the laws of any jurisdiction other than those of the State of California. Any legal suit, action or proceeding arising out of this Agreement or the licenses granted hereunder will be instituted in the federal courts of the United States or the state, county, or local courts of the State of California located in Los Angeles County. Each Party irrevocably submits to the jurisdiction of such courts in any such suit, action or proceeding.
Additional Provisions
Feedback. Any comments, feedback, notes, messages, ideas, suggestions or other communications (collectively, “Feedback”) you send us are our exclusive property. By submitting Feedback, you assign any and all intellectual property rights in the Feedback to us. We may, but are not required to, use the Feedback, including any intellectual property or proprietary rights in that Feedback, for any purpose whatsoever, without any attribution, financial compensation, or reimbursement of any kind to you or any third party.
No Assignment. You acknowledge and agree that you are prohibited from assigning your rights and obligations under this Agreement. Monrovia may assign its rights and obligations under this Agreement at any time, including but not limited to in a sale of the Services.
Severability. If any provision of this Agreement is found to be invalid or unenforceable for any reason whatsoever, the remaining provisions will remain valid and unimpaired and will continue in full force and effect.
Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to the use of the Services and its associated services and products. You acknowledge and agree that any additional provisions that may appear in any communication from you will not bind Monrovia.
No Waiver. You understand and agree that no term or provision of this Agreement will be deemed to have been waived and no breach will be deemed to have been consented to unless said waiver or consent is in writing and signed by the party to be charged.
Reservation of Rights. All rights not expressly granted herein are reserved to Monrovia.
Notice. Any notice required by this Agreement must be in writing, and must be emailed to: [email protected].
Loyalty Program Terms
Membership Eligibility and Overview
Monrovia may offer a point-redemption loyalty program enabled by Yotpo (the “Program”). The Program is available to individuals for their personal use only and is limited to one membership per individual. Businesses and groups are ineligible. You must have a Monrovia Account (as defined in our Terms of Service) to be eligible for membership.
By becoming a Program member (a “Member”), you agree that you have read, understood and agree to be bound by these loyalty terms (“Loyalty Terms”) and (by your continued use of the Program) by any changes or modifications we may make at any time, in our sole discretion and without prior notice to you. To the extent they apply to you, you agree to comply with Yotpo’s Outside Terms. We encourage you to review these Loyalty Terms and Yotpo’s applicable Outside Terms frequently, as they may change from time to time. If you do not agree to these Loyalty Terms, our Privacy Policy, and/or our Terms, you cannot participate in the Program.
The Program is void where prohibited by law.
Program Enrollment
Eligible individuals may join the Program by creating an Monrovia.com account here.
How the Program Works and Program Benefits
The Program is a way in which we reward and thank our loyal customers for purchasing our Products and/or engaging with Monrovia. Once enrolled in the Program, [Provide description of how to earn points, how to redeem points, and examples of what can be redeemed].
Available benefits may change from time to time in our discretion, and may be offered on a limited basis. The type, timing and availability of any reward will be determined by Monrovia in its sole discretion.
Eligible purchases and activities are subject to change from time to time in our discretion; see our loyalty page or Help Center for further the most up-to-date Program information.
Eligible activities (which may change from time to time in our sole discretion) may include, but are not limited to:
• Purchasing a Product
• When friends make a purchase from a product link you shared;
• Submitting a product review
Program Communications
By enrolling in the Program, you will be automatically subscribed to receive and consent to receiving any and all Program-related emails and texts (as applicable). You may opt-out of receiving such communications at any time by following the instructions provided in the email or otherwise set forth herein or in our Privacy Policy, but operational emails will still be sent to you as they relate to your membership in the Program.
Program Membership Termination
We reserve the right to discontinue or terminate your participation in the Program and to audit your membership account at any time, in our sole discretion. Any suspected abuse of the Program, failure to follow any Terms, membership inactivity (i.e., no purchases made) for more than 24 months, illegal activity, fraud, misrepresentation or other conduct inconsistent with these Terms and/or detrimental to us or our interests, including without limitation, any suspected illegal, fraudulent or other unauthorized use of any Program rewards may result in the revocation of your membership and make you ineligible for further participation in the Program. When your membership is discontinued or terminated, any rewards or benefits in your account will automatically expire and your access to the Program and features will automatically terminate.
If we suspect illegal activity, fraud, misrepresentation, abuse or violation of these Loyalty Terms, we may take appropriate legal action, in our sole discretion.
If you decide you no longer want to be a part of the Program, you may cancel your membership at any time by opting-out through your Account profile.
For information about the Program and your membership, contact us at [email protected].