Terms of service

July 1 2026

OVERVIEW
Welcome to Vital Pals! The terms “Vital Pals,” “we,” “us,” and “our” refer to New Wellness Company, LLC. Vital Pals operates this store and website, including all related information, content, features, tools, products and services in order to provide you, the customer, with a curated shopping experience (the “Services”). Vital Pals is powered by Shopify, which enables us to provide the Services to you.

The below terms and conditions, together with any policies referenced herein (these “Terms of Service” or “Terms”) describe your rights and responsibilities when you use the Services and form a binding agreement with us.

PLEASE READ THESE TERMS OF SERVICE CAREFULLY, AS THEY INCLUDE TERMS AND CONDITIONS THAT IMPACT YOUR LEGAL RIGHTS, OBLIGATIONS, AND REMEDIES IN CONNECTION WITH THE SERVICES, SUCH AS WARRANTY DISCLAIMERS, AN ARBITRATION AGREEMENT, CLASS ACTION WAIVER, AND LIMITATIONS OF LIABILITY.

SECTION 1 - ACCEPTANCE

BY VISITING, INTERACTING WITH OR USING OUR SERVICES, OR ACCEPTING THESE TERMS WHEN THEY ARE MADE AVAILABLE TO YOU, YOU AGREE TO BE BOUND BY THESE TERMS OF SERVICE AND ACKNOWLEDGE OUR PRIVACY POLICY. IF YOU DO NOT AGREE TO THESE TERMS OF SERVICE OR PRIVACY POLICY, YOU SHOULD NOT USE OR ACCESS OUR SERVICES. YOUR FAILURE TO COMPLY WITH THE TERMS MAY RESULT IN THE SUSPENSION OR TERMINATION OF ACCESS TO THE SERVICES AND MAY SUBJECT YOU TO CIVIL AND CRIMINAL PENALTIES.

BY AGREEING TO THESE TERMS OF SERVICE, YOU REPRESENT THAT YOU ARE AT LEAST THE AGE OF MAJORITY IN YOUR STATE OR PROVINCE OF RESIDENCE, AND THAT YOU HAVE READ AND UNDERSTAND THESE TERMS.
SECTION 2 - CHANGES TO TERMS OF SERVICE

You can review the most current version of the Terms of Service at any time on this page.

We reserve the right, in our sole discretion, to update, change, or replace any part of these Terms of Service by posting updates and changes to our website. All changes are effective immediately when we post them unless we expressly specify otherwise. In no event will any changes apply retroactively to any claims existing prior to the "Last Updated" date. If we amend these Terms, we will update the "Last Updated" date at the top of the Terms and post the updated version. It is your responsibility to check our website periodically for changes. We will notify you of any material changes to these Terms in accordance with applicable law, and such changes will be effective on the date specified in the notice. We may also provide notice of material changes by other means, such as posting to our website or communicating via email or other communication channels. Your continued use of or access to the Services following the posting of any changes to these Terms of Service constitutes acceptance of those changes.

We reserve the right, in our sole discretion, to modify or discontinue offering the Services, or to impose limits on your use of the Service or related products, in whole or in part, at any time, for any reason or no reason, with or without notice to you. You agree that we have no obligation to provide any updates or to continue to provide or enable any particular Service feature, functionality, tools, or content and, except where otherwise prohibited by applicable law, and we will not be liable with respect to any such modifications, discontinuance, or deletions.

SECTION 3 - ACCESS AND ACCOUNT
Subject to your compliance with these Terms of Service, we grant you a limited, revocable, non-exclusive, non-transferable, non-assignable, and non-sublicensable right to access and use the website Services for your own personal or internal business use only, and not for resale or third-party distribution. In order to use the online Services, you must have internet access, otherwise, you will not be able to use some or all of the Services.

 

To use the Services, including accessing or browsing our online stores or purchasing any of the products or services we offer, you may be asked to provide certain information to create an account, such as your email address, billing, payment, and shipping information. You represent and warrant that all the information you provide in our stores is correct, current and complete and that you have all rights necessary to provide this information.

You are solely responsible for maintaining the security of your account credentials and for all of your account activity. You may not transfer, sell, assign, or license your account to any other person.

SECTION 4 - COOKIES AND THIRD-PARTY TECHNOLOGIES

Our online Services incorporate the use of third-party technologies, including cookies and other tracking technologies to enhance user experience and to analyze performance and traffic on our Website (“Cookies”). Cookies and related information collected about your use of our Website may be shared with our social media, advertising, and analytics partners. For more information about our use of Cookies and how we may share information with third parties, please see our privacy policy.

SECTION 5 - OUR PRODUCTS
We have made every effort to provide an accurate representation of our products and services in our online stores. However, please note that colors or product appearance may differ from how they may appear on your screen due to the type of device you use to access the store and your device settings and configuration.
We do not warrant that the appearance or quality of any products or services purchased by you will meet your expectations or be the same as depicted or rendered in our online stores.
All descriptions of products are subject to change at any time without notice at our sole discretion. We reserve the right to discontinue any product at any time and may limit the quantities of any products that we offer to any person, geographic region or jurisdiction, on a case-by-case basis.

SECTION 6 - ORDERS
When you place an order, you are making an offer to purchase. Vital Pals reserves the right to accept or decline your order for any reason at its discretion. Your order is not accepted until Vital Pals confirms acceptance. We must receive and process your payment before your order is accepted. Please review your order carefully before submitting, as Vital Pals may be unable to accommodate cancellation requests after an order is accepted. In the event that we do not accept, make a change to, or cancel an order, we will attempt to notify you by contacting the email, billing address, and/or phone number provided at the time the order was made.
Your purchases are subject to return or exchange solely in accordance with our Refund Policy. 

You represent and warrant that your purchases are for your own personal or household use and not for commercial resale or export.

SECTION 7 - SUBSCRIPTIONS AND AUTO-RENEWAL

Certain products or services offered through the Services may be available on a subscription basis with automatic renewal ("Subscription"). By enrolling in a Subscription, you authorize Vital Pals to automatically charge the payment method on file at the then-current subscription price, plus any applicable taxes, at the beginning of each billing cycle until you cancel. The billing cycle is every 30 days. You acknowledge that your Subscription will automatically renew at the same billing rate for successive billing periods unless you cancel prior to the renewal date. We will provide you with notice of any price changes in accordance with applicable law and these Terms. See SECTION 8 – CANCELLATION OF SUBSCRIPTIONS below for more details about how to cancel your subscription.

SECTION 8 - CANCELLATION OF SUBSCRIPTIONS

You may cancel your Subscription at any time by logging into your Account and following the cancellation instructions, or by contacting our customer service at care@vitalpals.com. Cancellations must be submitted before the start of your next billing cycle to avoid being charged for the upcoming renewal period. Upon cancellation, you will continue to have access to your Subscription benefits through the end of your current paid billing period, after which your Subscription will terminate. No refunds or credits will be provided for partial billing periods.

SECTION 9 - PRICES AND BILLING

Prices, discounts and promotions are subject to change without notice. The price charged for a product or service will be the price in effect at the time the order is placed and will be set out in your order confirmation email. Unless otherwise expressly stated, posted prices do not include taxes, shipping, handling, customs or import charges.

Prices posted in our online stores may be different from prices offered in physical stores or in online or other stores operated by third parties. We may offer, from time to time, promotions on the Services that may affect pricing and that are governed by terms and conditions separate from these Terms. If there is a conflict between the terms for a promotion and these Terms, the promotion terms will govern.

You agree to provide current, complete and accurate purchase, payment and account information for all purchases made at our stores. You agree to promptly update your account and other information, including your email address, credit card numbers and expiration dates, so that we can complete your transactions and contact you as needed.

You represent and warrant that (i) the credit card information you provide is true, correct, and complete, (ii) you are duly authorized to use such credit card for the purchase, (iii) charges incurred by you will be honored by your credit card company, and (iv) you will pay charges incurred by you at the posted prices, including shipping and handling charges and all applicable taxes, if any.

SECTION 10 - SHIPPING AND DELIVERY

We are not liable for shipping and delivery delays. All delivery times are estimates only and are not guaranteed. We are not responsible for delays caused by shipping carriers, customs processing, or events outside our control. Once we transfer products to the carrier, title and risk of loss passes to you.

SECTION 11 - SMS/TEXT MESSAGES AND MARKETING COMMUNICATION CONSENT

By providing your phone number and opting in to receive marketing messages, including via SMS or text messages, from us, you expressly consent to receive marketing and non-marketing calls and text messages from or on behalf of Vital Pals, including those made using an automatic telephone dialing system (auto-dialer), prerecorded or artificial voice messages, or other automated technology, at the phone number you provide. Your consent to receive such messages is not a condition of any purchase. Message and data rates may apply. The frequency of messages may vary. You may opt out of receiving SMS or text messages at any time by replying STOP to any message you receive from us, or by following the instructions provided in the message. For help or more information, reply HELP or contact our customer service. For more information about how we use your telephone number and your rights and choices, please refer to our Privacy Policy.

SECTION 12 - INTELLECTUAL PROPERTY

Our Services, including but not limited to all trademarks, brands, text, displays, images, graphics, product reviews, video, and audio, and the design, selection, and arrangement thereof, are owned by Vital Pals, its affiliates or licensors and are protected by U.S. and foreign patent, copyright and other intellectual property laws.

These Terms permit you to use the Services for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on the Services without our prior written consent. Except as expressly provided herein, nothing in these Terms grants or shall be construed as granting a license or other rights to you under any patent, trademark, copyright, or other intellectual property of Vital Pals, Shopify or any third party. Unauthorized use of the Services may be a violation of federal and state intellectual property laws. All rights not expressly granted herein are reserved by Vital Pals.

Vital Pals’s names, logos, product and service names, designs, and slogans are trademarks of Vital Pals or its affiliates or licensors. You must not use such trademarks without the prior written permission of Vital Pals. Shopify’s name, logo, product and service names, designs and slogans are trademarks of Shopify. All other names, logos, product and service names, designs, and slogans on the Services are the trademarks of their respective owners.

SECTION 13 - OPTIONAL TOOLS

You may be provided with access to customer tools offered by third parties as part of the Services, which we neither monitor nor have any control over nor input into.

You acknowledge and agree that we provide access to such tools “as is” and “as available” without any warranties, representations or conditions of any kind and without any endorsement. We shall have no liability whatsoever arising from or relating to your use of optional third-party tools.

Any use by you of the optional tools offered through the site is entirely at your own risk and discretion and you should ensure that you are familiar with and approve of the terms on which tools are provided by the relevant third-party provider(s).

We may also, in the future, offer new features through the Services (including the release of new tools and resources). Such new features shall also be deemed part of the Services and are subject to these Terms of Service.

SECTION 14 - THIRD-PARTY LINKS

The Services may contain materials and hyperlinks to websites provided or operated by third parties (including any embedded third party functionality). We are not responsible for examining or evaluating the content or accuracy of any third-party materials or websites you choose to access. If you decide to leave the Services to access these materials or third party sites, you do so at your own risk.

We are not liable for any harm or damages related to your access of any third-party websites, or your purchase or use of any products, services, resources, or content on any third-party websites. Please review carefully the third-party's policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products and services should be directed to the third-party.

SECTION 15 - RELATIONSHIP WITH SHOPIFY

Vital Pals is powered by Shopify, which enables us to provide the Services to you. However, any sales and purchases you make in our Store are made directly with Vital Pals. By using the Services, you acknowledge and agree that Shopify is not responsible for any aspect of any sales between you and Vital Pals, including any injury, damage, or loss resulting from purchased products and services. You hereby expressly release Shopify and its affiliates from all claims, damages, and liabilities arising from or related to your purchases and transactions with Vital Pals.

SECTION 16 - PRIVACY POLICY

All personal information we collect through the Services is subject to our Privacy Policy, which can be viewed here, and certain personal information may be subject to Shopify’s Privacy Policy, which can be viewed here. By using the Services, you acknowledge that you have read these privacy policies.

Because the Services are hosted by Shopify, Shopify collects and processes personal information about your access to and use of the Services in order to provide and improve the Services for you. Information you submit to the Services will be transmitted to and shared with Shopify as well as third parties that may be located in other countries than where you reside, in order to provide services to you. Review our privacy policy for more details on how we, Shopify, and our partners use your personal information. 

SECTION 17 - FEEDBACK

If you submit, upload, post, email, or otherwise transmit any ideas, suggestions, feedback, reviews, proposals, plans, or other content (collectively, “Feedback”), you grant us a perpetual, worldwide, sublicensable, royalty-free license to use, reproduce, modify, publish, distribute and display such Feedback in any medium for any purpose, including for commercial use. We may, for example, use our rights under this license to operate, provide, evaluate, enhance, improve and promote the Services and to perform our obligations and exercise our rights under the Terms of Service.

You also represent and warrant that: (i) you own or have all necessary rights to all Feedback; (ii) you have disclosed any compensation or incentives received in connection with your submission of Feedback; and (iii) your Feedback will comply with these Terms. We are and shall be under no obligation (1) to maintain your Feedback in confidence; (2) to pay compensation for your Feedback; or (3) to respond to your Feedback.

We may, but have no obligation to, monitor, edit or remove Feedback that we determine in our sole discretion to be unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or these Terms of Service.

You agree that your Feedback will not violate any right of any third-party, including copyright, trademark, privacy, personality or other personal or proprietary right. You further agree that your Feedback will not contain libelous or otherwise unlawful, abusive or obscene material, or contain any computer virus or other malware that could in any way affect the operation of the Services or any related website. You may not use a false email address, pretend to be someone other than yourself, or otherwise mislead us or third-parties as to the origin of any Feedback. You are solely responsible for any Feedback you make and its accuracy. We take no responsibility and assume no liability for any Feedback posted by you or any third-party.

SECTION 18 - ERRORS, INACCURACIES AND OMISSIONS

Occasionally there may be information on or in the Services that contain typographical errors, inaccuracies or omissions that may relate to product descriptions, pricing, promotions, offers, product shipping charges, transit times and availability. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information or cancel orders if any information is inaccurate at any time without prior notice (including after you have submitted your order).

SECTION 19 - PROHIBITED USES

You may access and use the Services for lawful purposes only. You may not access or use the Services, directly or indirectly: (a) for any unlawful or malicious purpose; (b) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (c) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (d) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or harm any of our employees or any other person; (e) to transmit false or misleading information; (f) to send, knowingly receive, upload, download, use, or re-use any material that does not comply with these Terms; (g) to transmit, or procure the sending of, any advertising or promotional material, including any “junk mail,” “chain letter,” “spam,” or any other similar solicitation; (h) to impersonate or attempt to impersonate any other person or entity; or (i) to engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Services, or which, as determined by us, may harm Vital Pals, Shopify or users of the Services, or expose them to liability.

In addition, you agree not to: (a) upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Services; (b) reproduce, duplicate, copy, sell, resell or exploit any portion of the Services; (c) collect or track the personal information of others; (d) spam, phish, pharm, pretext, spider, crawl, or scrape; or (e) interfere with or circumvent the security features of the Services or any related website, other websites, or the Internet. We reserve the right to suspend, disable, or terminate your account at any time, without notice, if we determine that you have violated any part of these Terms.

SECTION 20 - TERMINATION

We may terminate this agreement or your access to the Services (or any part thereof) in our sole discretion at any time without notice, and you will remain liable for all amounts due up to and including the date of termination.

The following sections will continue to apply following any termination: Intellectual Property, Feedback, Termination, Disclaimer of Warranties, Limitation of Liability, Indemnification, Severability, Waiver; Entire Agreement, Assignment, Governing Law, Privacy Policy, and any other provisions that by their nature should survive termination.

SECTION 21 - DISCLAIMER OF WARRANTIES

The information presented on or through the Services is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Services, or by anyone who may be informed of any of its contents.

EXCEPT AS EXPRESSLY STATED BY VITAL PALS, THE SERVICES AND ALL PRODUCTS OFFERED THROUGH THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" FOR YOUR USE, WITHOUT ANY REPRESENTATION, WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, DURABILITY, TITLE, AND NON-INFRINGEMENT. WE DO NOT GUARANTEE, REPRESENT OR WARRANT THAT YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE. SOME JURISDICTIONS LIMIT OR DO NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES SO THE ABOVE DISCLAIMER MAY NOT APPLY TO YOU.

SECTION 22 - LIMITATION OF LIABILITY

YOU ACKNOWLEDGE AND AGREE THAT ACCESSING AND USING THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK, AND YOU HEREBY RELEASE VITAL PALS AND WAIVE ANY AND ALL CLAIMS AND CAUSES OF ACTION WITH RESPECT TO ANY DAMAGES CAUSED BY ANY OF THE FOREGOING. WITHOUT LIMITING THE FOREGOING, VITAL PALS DISCLAIMS ANY AND ALL LIABILITY RELATED TO YOUR USE OF OR INABILITY TO USE THE SERVICES.

EXCEPT AS OTHERWISE PROHIBITED UNDER APPLICABLE LAW, IN NO CASE SHALL VITAL PALS, OUR PARTNERS, DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, CONTRACTORS, SERVICE PROVIDERS OR LICENSORS, OR THOSE OF SHOPIFY AND ITS AFFILIATES, BE LIABLE FOR ANY INJURY, LOSS, CLAIM, OR ANY INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND,  DAMAGES FOR LOST PROFITS, LOST REVENUE, LOST SAVINGS, LOSS OF DATA, LOSS OF OPPORTUNITY, LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE, REPLACEMENT COSTS, OR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF SERVICE OR YOUR USE OF ANY OF THE SERVICES OR ANY PRODUCTS PROCURED USING THE SERVICES, WHETHER BASED IN WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT VITAL PALS HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

WITH RESPECT TO ANY DAMAGES THAT MAY BE AVAILABLE, EXCEPT AS OTHERWISE PROHIBITED UNDER APPLICABLE LAW, VITAL PALS'S LIABILITY SHALL NOT EXCEED THE AMOUNTS RECEIVED BY VITAL PALS FROM YOU IN THE THREE (3) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

THESE LIMITATIONS AND EXCLUSIONS APPLY TO YOU ONLY TO THE EXTENT PERMITTED BY APPLICABLE LAW. IN THE EVENT THAT THE FOREGOING LIMITATION OF LIABILITY IS DETERMINED BY A COURT OF COMPETENT JURISDICTION TO BE UNENFORCEABLE, VITAL PALS'S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS SHALL BE LIMITED TO THE AMOUNTS PAID IN THE THREE MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

SECTION 23 - INDEMNIFICATION

You agree to indemnify, defend and hold harmless Vital Pals, Shopify, and our affiliates, partners, officers, directors, employees, agents, contractors, licensors, and service providers from any losses, damages, liabilities or claims, including reasonable attorneys’ fees, payable to any third party due to or arising out of (1) your breach of these Terms of Service or the documents they incorporate by reference, (2) your violation of any law or the rights of a third party, or (3) your access to and use of the Services.

We will notify you of any indemnifiable claim, provided that a failure to promptly notify will not relieve you of your obligations unless you are materially prejudiced. We may control the defense and settlement of such claim at your expense, including choice of counsel, but will not settle any claim requiring non-monetary obligations from you without your consent (not to be unreasonably withheld). You will cooperate in the defense of indemnified claims, including by providing relevant documents.

SECTION 24 - DISPUTE RESOLUTION AND GOVERNING LAW

Disputes. The terms of this Section shall apply to all Disputes between you and Vital Pals. For the purposes of this Section, "Dispute" shall mean any dispute, claim, controversy or action between you and Vital Pals arising under or relating to your use of the Services, these Terms, or any other transaction involving you and Vital Pals, whether in contract, warranty, misrepresentation, fraud, tort, intentional tort, statute, regulation, ordinance, or any other legal or equitable basis, and shall be interpreted to be given the broadest meaning allowable under law. YOU AND VITAL PALS AGREE THAT "DISPUTE" AS DEFINED IN THESE TERMS SHALL NOT INCLUDE ANY CLAIM OR CAUSE OF ACTION BY VITAL PALS FOR: (1) TRADE SECRET MISAPPROPRIATION; (2) PATENT INFRINGEMENT; (3) COPYRIGHT INFRINGEMENT OR MISUSE; (4) TRADEMARK INFRINGEMENT OR DILUTION; OR (5) ANY OTHER CLAIM FOR WHICH INJUNCTIVE RELIEF IS APPROPRIATE IN THE SOLE DISCRETION OF VITAL PALS.

Opt-Out. You may elect to opt-out (exclude yourself) from the final, binding individual arbitration procedure and waiver of class and representative proceedings specified in this Section by sending a written letter to Vital Pals at the address listed in our Contact Information within thirty (30) calendar days of your initial agreement to these Terms (including your first use of the Services) that specifies: (1) your name; (2) your mailing address; and (3) your request to be excluded from the final, binding individual arbitration procedure and waiver of class and representative proceedings specified in this Section. In the event that you opt-out consistent with the procedures set forth above, all other terms of these Terms shall continue to apply.

Dispute Notice. In the event of a Dispute, you or Vital Pals must first send to the other party a notice of the Dispute that shall include a written statement that sets forth the name, address, and contact information of the party giving it, the facts giving rise to the Dispute, and the relief requested (the "Dispute Notice"). The Dispute Notice to Vital Pals must be addressed to our Contact Information address. The Dispute Notice to you will be sent by certified mail to the most recent address we have on file or otherwise in our records for you, or via email if we do not have any such address on file. If Vital Pals and you do not reach an agreement to resolve the Dispute within sixty (60) calendar days after the Dispute Notice is received, you or Vital Pals may proceed to mediation as articulated in this Section. You and Vital Pals will work in good faith to schedule the informal conference at a mutually convenient time. If you are represented by counsel, your counsel may participate in the informal dispute resolution conference, but you shall also fully participate in such discussions. The arbitrator may dismiss any arbitration brought without first proceeding through the informal dispute resolution conference.

Binding Arbitration. In the event the parties cannot resolve the Dispute via the informal dispute resolution conference, you and Vital Pals agree: (1) to arbitrate all Disputes between you and Vital Pals pursuant to the provisions of these Terms; (2) these Terms memorialize a transaction in interstate commerce; (3) the Federal Arbitration Act (9 U.S.C. § 1, et seq.) governs the interpretation and enforcement of this Section (notwithstanding the choice-of-law provision contained herein); and (4) this Section shall survive termination of these Terms.

Small Claims Court. Notwithstanding the foregoing, you may bring an individual action in the small claims court of your state, municipality, province or territory if the action is within that court's jurisdiction and is pending only in that court.

WAIVER OF CLASS ACTIONS AND CLASS ARBITRATIONS. YOU AND VITAL PALS AGREE THAT EACH PARTY MAY BRING DISPUTES AGAINST THE OTHER PARTY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING, INCLUDING WITHOUT LIMITATION FEDERAL OR STATE CLASS ACTIONS, OR CLASS ARBITRATIONS. ACCORDINGLY, UNDER THE ARBITRATION PROCEDURES OUTLINED IN THIS SECTION, AN ARBITRATOR SHALL NOT COMBINE OR CONSOLIDATE MORE THAN ONE PARTY'S CLAIMS WITHOUT THE WRITTEN CONSENT OF ALL AFFECTED PARTIES TO AN ARBITRATION PROCEEDING. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, YOU AND VITAL PALS AGREE THAT NO DISPUTE SHALL PROCEED BY WAY OF CLASS ARBITRATION WITHOUT THE WRITTEN CONSENT OF ALL AFFECTED PARTIES.

MASS ACTION WAIVER. You and Vital Pals agree that any Dispute between you shall be resolved only in an individual arbitration pursuant to this Section. You and Vital Pals expressly waive the right to have any dispute, claim, or controversy brought, heard, administered, resolved, or arbitrated as a Mass Action, as defined below, and neither an arbitrator nor an arbitration provider shall have any authority to hear, arbitrate, or administer any Mass Action or to award relief to anyone but the individual in arbitration, unless otherwise provided in this Section. "Mass Action" includes instances in which you or Vital Pals are represented by a law firm or collection of law firms that has filed 25 or more arbitration demands of a substantially similar nature against the other party within 180 days of the arbitration demand filed on you or Vital Pals's behalf, and the law firm or collection of law firms seek to simultaneously or collectively administer and/or arbitrate all arbitration demands in the aggregate. Notwithstanding this Section, nothing prevents you or Vital Pals from participating in a mass settlement of claims.

Special Master Appointment. In the event there is a dispute concerning the Mass Action Waiver, the parties agree to resolve such dispute before a Special Master appointed by the arbitration provider and agreed to between the parties. The Special Master shall have authority to resolve disputes concerning: (i) filing fees owed with respect to any Mass Action; (ii) any dispute regarding whether this arbitration agreement has been followed; (iii) whether claimants are barred from proceeding with a Mass Action; (iv) any dispute relating to the representation of the same claimant by multiple law firms; (v) any dispute regarding discovery common to all claims; and (vi) any disputes regarding legal or factual issues common to all claims. If the Special Master determines you violated the Mass Action Waiver, either party shall have the opportunity to opt-out of arbitration within 30 days of the arbitrator's decision. You may opt-out of arbitration by providing written notice to Vital Pals at our Contact Information. Vital Pals may opt-out of arbitration by sending written notice of its intention to the arbitration provider and to you or your attorney, agent, or representative. For the avoidance of doubt, the ability to opt-out of arbitration at this stage in the proceedings only applies if the arbitrator or panel of arbitrators determines that you have violated the Mass Action Waiver. If the parties proceed with arbitration, the parties agree to the batching procedures below.

Batching. After proceedings before the Special Master have concluded, and to the extent any Mass Actions are permitted to proceed, the parties agree that Mass Actions will be batched into groups of no more than 200 demands per batch by state of residence (with any remaining demands batched into a single group). The parties shall inform the arbitrator of the batches and their composition within 14 calendar days of the conclusion of proceedings before the Special Master. The arbitration provider shall treat each batch of claims as one case, with each case having one demand for arbitration, one appointed arbitrator, and one set of administrative documents and filing fees per batch. The parties shall randomly assign sequential numbers to each batch, and only one batch shall proceed to arbitration at a time in the order of the random sequential numbers. A separate arbitrator will be appointed to, and administrative and filing fees assessed for, each batch as the batch proceeds to arbitration.

Arbitration Procedure. If a party elects to commence arbitration, the arbitration shall be administered by the American Arbitration Association (AAA) and be governed by the applicable AAA rules to the Dispute; except AAA may not administer any multiple claimant or class arbitration, as the parties agree that the arbitration shall be limited to the resolution only of individual claims. If there is a conflict between the AAA rules and the rules set forth in these Terms, the rules set forth in these Terms shall govern. All Disputes shall be resolved by a single neutral arbitrator, and both parties shall have a reasonable opportunity to participate in the selection of the arbitrator. The arbitrator is bound by the terms of these Terms. The arbitrator, and not any federal, state, provincial, territorial, or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability, or formation of these Terms, including, but not limited to, any claim that all or any part of these Terms is void or voidable. The arbitrator shall be empowered to grant whatever relief would be available in a court under law or in equity. The arbitrator's award shall be binding on the parties and may be entered as a judgment in any court of competent jurisdiction.

Hearing Format. Unless otherwise agreed, the arbitration shall take place in California, but may proceed telephonically in the event the total amount of the claim does not exceed $2,500 U.S. dollars (if the claimant so chooses). In all hearing formats, the arbitrator shall issue a written decision that explains the essential findings and conclusions on which an award, if any, is based. During the arbitration, the amount of any settlement offer made by Vital Pals or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or Vital Pals is entitled. The discovery or exchange of non-privileged information relevant to the Dispute may be allowed during the arbitration.

Arbitration Fees. Vital Pals will pay, or (if applicable) reimburse you, for all AAA filing, administration, and arbitration fees for any arbitration commenced by you or Vital Pals pursuant to these Terms. You are responsible for all additional costs that you incur in the arbitration, including, without limitation, fees for attorneys or expert witnesses.

Amendments to this Section. Notwithstanding any provision in these Terms to the contrary, you and Vital Pals agree that if Vital Pals makes any material amendments to the dispute resolution procedure and class action waiver provisions in these Terms, Vital Pals will notify you and you will have thirty (30) calendar days from the date of notice to affirmatively opt-out of any such amendments by sending a written letter to Vital Pals at our Contact Information that specifies: (1) your name; (2) your mailing address; and (3) your request to opt-out of such amendments. If you affirmatively opt-out of any future amendments, you are agreeing that you will arbitrate any Dispute between us in accordance with the language of this Section as stated in these Terms, without any of the proposed amendments governing. If you do not affirmatively opt-out of any future amendments, you will be deemed to have consented to any such future amendments.

Severability of Arbitration Provisions. If any provision in this Section is found to be unenforceable, that provision shall be severed with the remainder of these Terms remaining in full force and effect. The foregoing shall not apply to the prohibition against class or representative actions; if the prohibition against class or representative actions is found to be unenforceable, this entire Section shall be null and void. The terms of this Section shall otherwise survive any termination of these Terms.

SECTION 25 - SEVERABILITY

In the event that any provision of these Terms of Service is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Service, such determination shall not affect the validity and enforceability of any other remaining provisions.

SECTION 26 - WAIVER; ENTIRE AGREEMENT

The failure of us to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision.

These Terms of Service and any policies or operating rules posted by us on this site or in respect to the Service constitutes the entire agreement and understanding between you and us and governs your use of the Service, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms of Service).

Any ambiguities in the interpretation of these Terms of Service shall not be construed against the drafting party.

SECTION 27 - ASSIGNMENT

You may not delegate, transfer or assign this Agreement or any of your rights or obligations under these Terms without our prior written consent, and any such attempt will be null and void. We may transfer, assign, or delegate these Terms and our rights and obligations without consent or notice to you.

SECTION 28 - GOVERNING LAW AND VENUE

These Terms of Service, any separate agreements whereby we provide you Services, and the subject matter related to these Terms of Service or any separate agreement, including any Disputes and the arbitration agreement herein, shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law principles. Subject to the Dispute Resolution provisions set forth in these Terms, you and Vital Pals agree that any legal action or proceeding arising out of or relating to these Terms of Service shall be brought exclusively in the state or federal courts located in Los Angeles County, California. You and Vital Pals hereby irrevocably consent to the personal jurisdiction and venue of such courts and waive any objection based on inconvenient forum.

SECTION 29 - HEADINGS

The headings of the sections and subsections contained in these Terms of Service are included for reference purposes only, solely for the convenience of the parties, and shall not in any way be deemed to affect the meaning, interpretation or applicability of these Terms or any provision hereof. When the context requires, the plural shall include the singular and the singular the plural; and any gender shall include any other gender. All references to "including" or "includes" or any variation thereof shall be deemed to include the terms "without limitation". The words "hereunder," "hereof," "hereto" and words of similar import shall be deemed references to these Terms as a whole. To the extent not prohibited by applicable law, these Terms shall not be construed against the party who drafted these Terms.

SECTION 30 - CALIFORNIA RESIDENT DISCLOSURE

Pursuant to California Civil Code Section 1789.3, questions about pricing, complaints, or inquiries must be addressed to our agent for notice and sent via certified mail to the address listed above. California users are also entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.

SECTION 31 - CONTACT INFORMATION

Questions about the Terms of Service should be sent to us at care@vitalpals.com.

Our contact information is posted below:

Vital Pals

21411 Prairie Street, Chatsworth, CA, 91311

care@vitalpals.com

+1 844-848-2725