Membership Terms

These online Terms and Conditions ("Terms") outline the requirements, expectations and general deliverables for the memberships (“Memberships”) offered by Spruce Face + Body (DBA Spruce Micro) (“Spruce Micro”, “our”). As a condition of membership, these Terms must be accepted.

These Terms solely apply to the Memberships offered by Spruce Micro, and should be taken as a general description. While we will endeavour to keep these Terms up to date, they may not reflect the current terms of membership, as our services grow and develop. These terms should be read in conjunction with the Terms of Use and Privacy Policy available on the Spruce Micro website ("Website").

Types of Membership

Presently, Spruce Micro offers two membership options, laid out below:

Clinical Memberships - Exclusively available to those living within 50 miles of our facility in Broussard, Louisiana.

 

Virtual Memberships - Available to anyone in the United States.

Membership Benefits

Upon starting a Membership with Spruce Micro, you will receive several benefits, including, but not limited to, the following:

Customized skincare regimens via scheduled photo check-ins in our Member Portal (In-person option available for Clinical Members).

Access to skincare info and guidance through the Membership Portal.

Access to our community of members through a private Facebook page

Access to our Q and A Zoom calls

Discounts on all products in the Spruce Micro store.

Term and Renewal of Membership

All Memberships presently offered by Spruce Micro renew on an ongoing monthly basis, and will automatically review on that same basis unless either party, Spruce Micro or the client, opts not to renew their membership.

All memberships are billed on the 1st of the month - as such, after beginning your membership, your next billing cycle will be set to the 1st of the following month.

At the time of writing, all Memberships bill at $54.97 monthly, plus any applicable taxes.

When beginning a membership, you will be charged for a discounted pack of skincare essentials, chosen as a starting point for your skincare. You will be informed of the price of this pack at checkout, as the goods included rotate on a regular basis.

In order to ensure that we can provide our members with the highest possible level of service and flexibility, memberships have a minimum 3-month term (“Initial Period”).

No refunds will be extended for Membership subscription prices under any circumstance.

Cancellation Policy

Following the Initial period, you have the option to cancel your membership. To avoid any issues around late billing, cancellation requests must be submitted at least 48 hours before your next billing cycle.

All cancellations must be submitted via email, or through the designated Cancelation Request Form.

Upon cancellation, all membership benefits will be revoked immediately.

Member Conduct and Obligations

In order to provide the appropriate level of service and ensure that Spruce can provide an effective service to all members, we require that all members uphold the following requirements:

Startup:
In order to provide you with the level of service required, we need to collect certain information from you, including a valid US ID, including your photo and proof of residence.

Photography:
At several points during your membership, we require that you take detailed photos of your face following instructions provided by Spruce Micro. This allows us to effectively create and develop your bespoke treatment plan, and as such, is a non-negotiable requirement of membership. Without your photos, we cannot provide any recommendations at all.

As a condition of membership, you agree that Spruce Micro may use your images in marketing. This will not be done in a disparaging manner, or in a misleading fashion. Typically, we use multiple member photos to demonstrate before/ after results.

Adherence to Policies:
Whenever attending an in-person appointment or event, you are required to comply with all policies and procedures, especially those pertaining to health and safety.  

Respectful Interaction:
Whether meeting Spruce Micro staff in person or through a virtual appointment, you are expected to treat staff, members, and any guests with respect, ensuring a positive environment for all.

Maintenance of Cleanliness:
Members should uphold cleanliness and order during any in-person visits or events, respecting the space and equipment provided.

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Failure to adhere to these conduct guidelines may result in disciplinary actions, including but not limited to temporary suspension or permanent termination of the Membership.

All matters relating to the Memberships shall be governed by and construed in accordance with the laws of the State of Louisiana without giving effect to any choice or conflict of law provision or rule. Any legal suit, action, or proceeding arising out of, or related to, these Terms shall be instituted exclusively in the federal courts of the United States or the courts of the State of Louisiana, in each case located in the Parish of Broussard, although we retain the right to bring any suit, action, or proceeding against you for breach of these Terms of Use in your country of residence or any other relevant country.

You waive any and all objections to the exercise of jurisdiction over you by such courts and to the venue in such courts. At Spruce Micro’s sole discretion, you may be required to submit any disputes arising from these Terms, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration under the JAMS Rules of Arbitration. Depending on your country of residence, this section may not apply to you in full.

No waiver by Spruce Micro of any term or condition set out in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Spruce Micro to assert a right or provision under these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms will continue in full force and effect.

Spruce Micro reserves the right to terminate your access to the Website or any of its products or services if it determines that you (1) do not comply with these Terms; (2) provide false, inaccurate, or incomplete information during our registration process; (3) engage in any conduct that would otherwise harm any of Spruce Micro’s rights or interests in its Website, products, services, or other property; or (4) for any or no reason whatsoever without prior notice to you. Spruce Micro may take any other actions necessary in this regard or seek any remedies permitted by law.
Indemnification

You agree to defend, indemnify, and hold harmless Spruce Micro, its parents, subsidiaries, affiliates, licensors, and service providers, and its and their respective officers, directors, employees, agents, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of the Membership, or your participation therein.

Changes to the Terms

Spruce Micro reserves the right to revise and update these Terms from time to time in our sole discretion without prior notice. All changes are effective immediately upon posting.

Consent to Electronic Communications and Transactions

You consent to receive electronic communications from Spruce Micro. These communications may include notices about your account and information concerning or related to the Memberships. You agree that any notices, agreements, disclosures, or other communications that Spruce Micro sends to you electronically will satisfy any legal communication requirements, including that such communications be in writing.

You also consent to the fact that any transaction or agreement undertaken on or through the Sites, including your agreement to these Terms, is an electronic transaction or agreement.

SMS Terms

You may sign up for SMS text messages in connection with the Sites. By Opting-In to text messages, you authorize Spruce Micro to use autodialer or non-autodialer technology to send text messages to the mobile phone number associated with your Opt-In. You authorize Spruce Micro to include marketing content in any such messages. You do not have to Opt-In or agree to Opt-In as a condition of any purchase.

To opt-out, you must text STOP to the message received.

Disclaimer of Warranties

EXCEPT WHERE PROHIBITED BY LAW, THIS WEBSITE AND ALL PRODUCTS AND SERVICES PROVIDED ARE PROVIDED ON AN “AS IS”, “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WE MAKE NO, AND EXPRESSLY DISCLAIM ANY AND ALL, REPRESENTATIONS AND WARRANTIES AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, AVAILABILITY, ACCURACY AND/OR COMPLETENESS OF ANY INFORMATION ON THIS WEBSITE. WE DO NOT REPRESENT OR WARRANT, AND EXPRESSLY DISCLAIM THAT: (A) OUR PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED THROUGH THE WEBSITE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, OR (B) THE WEBSITE OR THE SERVER(S) THAT MAKE THE WEBSITE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT OF THIRD-PARTY RIGHTS, ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

Disclaimer of Liabilities

EXCEPT WHERE PROHIBITED BY LAW, IN NO EVENT SHALL SPRUCE MICRO OR ANY OF ITS OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, INDEPENDENT CONTRACTORS, AND/OR AGENTS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, CONSEQUENTIAL, PUNITIVE, OR ANY OTHER DAMAGES, FEES, COSTS OR CLAIMS ARISING FROM OR RELATED TO THIS AGREEMENT, THE PRIVACY POLICY, THE PRODUCTS AND SERVICES, OR YOUR OR A THIRD-PARTY’S USE OR ATTEMPTED USE OF THE WEBSITE OR ANY PRODUCT OR SERVICE, REGARDLESS OF WHETHER SPRUCE MICRO HAS HAD NOTICE OF THE POSSIBILITY OF SUCH DAMAGES, FEES, COSTS, OR CLAIMS. THIS INCLUDES, WITHOUT LIMITATION, ANY LOSS OF USE, LOSS OF PROFITS, LOSS OF DATA, LOSS OF GOODWILL, COST OF PROCUREMENT OF SUBSTITUTE SERVICES OR PRODUCTS, OR ANY OTHER INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, CONSEQUENTIAL, OR OTHER DAMAGES. THIS APPLIES REGARDLESS OF THE MANNER IN WHICH DAMAGES ARE ALLEGEDLY CAUSED, AND ON ANY THEORY OF LIABILITY, WHETHER FOR BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), WARRANTY, OR OTHERWISE. IF, NOTWITHSTANDING THE LIMITATIONS OF LIABILITY SET FORTH ABOVE, SPRUCE MICRO IS FOUND LIABLE UNDER ANY THEORY, SPRUCE MICRO’S LIABILITY AND YOUR EXCLUSIVE REMEDY WILL BE LIMITED TO USD $500.00. THIS LIMITATION OF LIABILITY SHALL APPLY FOR ALL CLAIMS, REGARDLESS OF WHETHER SPRUCE MICRO WAS AWARE OF OR ADVISED IN ADVANCE OF THE POSSIBILITY OF DAMAGES OR SUCH CLAIMS. SOME STATES DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU AND YOU MAY HAVE ADDITIONAL RIGHTS.

Assignment

You may not assign any of your rights under these Terms, and any such attempt will be null and void. Spruce Micro and its affiliates may, in their individual discretion, transfer, without further consent or notification, all contractual rights and obligations pursuant to these Terms if some or all of Spruce Micro’s business is transferred to another entity by way of merger, sale of its assets or otherwise.

No Waiver

No waiver by Spruce Micro of any term or condition set forth in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure by Spruce Micro to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.

Severability

In the event that any provision of these Terms 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.  Such determination shall not affect the validity and enforceability of any other remaining provisions.

Entire Agreement

These Terms, the Agreement, and any policies or operating rules posted by us on the Website or in respect to the Website constitute the entire agreement and understanding between you and Spruce Micro, and supersedes and replaces any prior or contemporaneous agreements.  Any ambiguities in the interpretation of these Terms or the Agreement shall not be construed against the drafting party.