Conditions of Use
Welcome to HSN. HSNi, LLC provides website and other electronic services subject to the conditions set out below ("Conditions"). These Conditions govern, among other things, the use of and access to HSN.com, HSN's mobile services, HSN's telephone ordering and interactive voice response services, HSN Arcade games, HSN Community Forums, HSN messaging systems, HSN's software applications that you download, HSN social media sites and applications, social media posts using HSN hashtags, location tags, or other identifiers, other websites, interactive television services, and existing or future services (collectively, "HSN Services"). By using or accessing the HSN Services, you agree and intend to be legally bound by the Conditions. “We” and “our” refer to HSN and “us” and “the parties” refer to you and HSN.
Your access to and use of the HSN Services is subject to these Conditions, which incorporate the separately posted Privacy Policy and HSN – Standards for Participation, and other policies and modifications issued by HSN. If a particular HSN Service or a product purchased through the HSN Services sets forth separate or additional policies, guidelines, terms and conditions of use, privacy statement, and/or agreements ("Separate Terms"), then those Separate Terms as modified from time to time shall apply in connection with your use of that HSN Service. In the event there is a direct conflict between such Separate Terms and these Conditions, the Separate Terms shall govern for that conflict.
IF YOU DO NOT WANT TO BE BOUND BY THESE TERMS OR POLICIES, DO NOT USE OR ACCESS THE HSN SERVICES.
PLEASE CAREFULLY REVIEW: THESE CONDITIONS CONTAIN A BINDING DISPUTE RESOLUTION INCLUDING AN AGREEMENT TO ARBITRATE DISPUTES WITH HSN ON AN INDIVIDUAL BASIS, A CLASS ACTION WAIVER, AND A JURY TRIAL WAIVER THAT AFFECT YOUR RIGHTS. IN ARBITRATION, THERE IS NO JUDGE OR JURY AND LESS DISCOVERY AND APPELLATE REVIEW THAN IN COURT.
Change of Conditions
HSN may, at its sole discretion, revise or add new terms to these Conditions from time to time without notice to you. Such revisions and additions shall be deemed effective immediately upon notice, which HSN may give by any means, including, without limitation, by posting the revised Conditions on the HSN Services. You are responsible for reviewing the HSN Services for any modifications to these Conditions that may affect your rights or obligations. Any access or use by you of the HSN Services after changes to these Conditions will constitute your acceptance of the revised terms.
Orders and Pricing and Shipping and Handling
HSN reserves the right to discontinue or change product descriptions, specifications and prices without prior notice. Products are available while supplies last. Inadvertent errors in advertised prices are not binding on HSN, and may be adjusted by HSN at any time. Your placing an order and your receipt of an order confirmation do not constitute final acceptance of an order. Certain information may need to be confirmed prior to accepting your order. Your order, or any portion thereof, may be declined even after your receipt of an order confirmation. HSN shall not be responsible for any typographical errors, inaccuracies or omissions that may relate to a product description and availability. Please note that while we have tried to accurately display the colors of products, the actual colors you see will depend on your monitor and may not be accurate.
When you make a purchase on through the HSN Services, you may be required to pay applicable shipping and processing charges and fees (“Fees”). Fees are intended to compensate us for any relevant costs of processing your order; costs of handling and packing any products; and costs of delivering or providing the purchased products and services to you.
The risk of loss and title for all products purchased by you and shipped by HSN or one of HSN’s vendors pass to you upon delivery to the carrier for shipment.
Our Returns & Exchanges policy is available at https://www.hsn.com/faqs?faqId=2352.
Coupons and Promotional Codes
Coupons and promotional codes provided to you are for your individual use only. You may not transfer, offer for sale, publish or otherwise share HSN coupons and promotional codes unless the terms of the promotion expressly allow you to do so. HSN reserves the right to cancel orders when it has reason to believe that any coupon or promotional code is being used by someone other than the intended recipient, or in the case of suspected abuse, misuse or fraud.
Your Access to HSN Services
When you use the HSN Services, you agree to comply with all applicable laws, statutes, ordinances, and regulations regarding your use of, and purchase of products and services through, the HSN Services. You are responsible for maintaining the confidentiality of any passwords or usernames and for restricting access to your account, if any, and you agree to accept responsibility for all activities that occur under your account, username, or password. We are not responsible or liable for any damage or loss related to any unauthorized access or use of your account. You also agree to abide by the HSN Community Guidelines when using the HSN Services. HSN sells products, including children's products, to adults only, who can purchase products with a credit card or other permitted payment method. If you are under 18, you may use the HSN Services only with the involvement of a parent or guardian and your parent or legal guardian must agree to these Conditions on your behalf. HSN reserves the right, at its sole discretion, to refuse service, remove or edit content, cancel orders, or terminate accounts for any or all of the HSN Services. In the event that HSN denies you access to one or more HSN Services, the provisions in these Conditions governing any copyright and other intellectual property rights, and the disclaimers, indemnities, and limitations of liabilities set forth in these Conditions shall survive such termination. We reserve the right to not provide the HSN Services to any person. We also reserve the right to terminate any user’s right to access the HSN Services at any time, in our discretion. If you violate any of these Conditions, your permission to use the HSN Services automatically terminates.
Content
All right, title and interest in and to the HSN Services, including (a) all software, text, media, and other content available on the HSN Services (“Our Content”); and (b) our trademarks, logos, and brand elements (“Marks”) is owned by or licensed to HSN. The HSN Services, Our Content, and Marks are all protected under U.S. and international laws. You are authorized to use Our Content and Marks only for personal, non-commercial purposes. You may download, print, and store copies of Our Content for your own personal, non-commercial use. The uses of Our Content by you, or anyone else authorized by you, is prohibited unless specifically permitted by these Conditions or specific permission is provided elsewhere on the HSN Services. Any unauthorized use of Our Content may violate copyright laws, trademark laws, the laws of privacy and publicity, and regulations and statutes governing communications. Nothing contained in the HSN Services should be construed as granting, by implication or otherwise, any license or right to use any Marks displayed on the HSN Services without the written permission of HSN. HSN will aggressively enforce its intellectual property rights to the fullest extent of the law. The look and feel of the HSN Services are copyright © HSN Interactive LLC. All rights reserved.
Submissions
All information, ideas, suggestions, reviews, comments, photos, messages, communications or other content you transmit to HSN or to other users on the HSN Services (“Submissions”) will be on a non-confidential and non-proprietary basis, subject to the provisions of our Privacy Policy, when relevant. HSN and its parents, subsidiaries, and affiliates will be free to reproduce, use, disclose, and distribute Submissions without limitation or obligation. All Submissions must not be threatening, obscene, defamatory, an invasion of privacy, an infringement of intellectual property rights of others, or otherwise objectionable or likely to infringe upon the rights of third parties, which shall be determined in HSN's sole discretion. You also understand and agree that HSN may review and/or delete any Submissions that HSN determines in its sole discretion violates these Conditions or the HSN Community Guidelines. For all Submissions, you represent and warrant that: (a) you have full authority to license the Submission to HSN; (b) the Submission does not infringe the intellectual property rights, privacy rights, publicity rights, or other legal rights of any third party; (c) the Submission is accurate; and (d) the use of the Submission will not violate these Conditions and will not cause injury to any person or entity. You hereby grant HSN a perpetual, fully paid, irrevocable, nonexclusive, royalty-free, and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, publicly perform, create derivative works from, distribute, and display such content throughout the world through any media, including, but not limited to, the broadcast of Submissions on television and its commercial use. You grant HSN and its sublicensees the right to use the name, user name, images, messages, etc. that you submit in connection with Submissions. HSN has the right but not the obligation to monitor any activity and to edit or remove any Submissions. HSN takes no responsibility and assumes no liability for any Submissions posted by you or by any third party.
NOTICE AND PROCEDURE FOR MAKING CLAIMS OF INTELLECTUAL PROPERTY INFRINGEMENT
Reporting Copyright Infringement Claims
If you believe that your work has been copied in a way that constitutes copyright infringement, please provide the HSN Copyright Agent the written information specified below:
- 1. An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright that is allegedly infringed;
- 2. A description of the copyrighted work that you claim has been infringed;
- 3. A description of where the material that you claim is infringing is located on an HSN website, including the HSN item number, if applicable;
- 4. Your address, telephone number, facsimile number, and email address;
- 5. A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
- 6. A statement by you, under penalty of perjury, that the above information in your notification is accurate and that you are the copyright owner or are authorized to act on behalf of the copyright owner.
The HSN Copyright Agent for notice of claims of copyright infringement can be reached as follows:
email: dmca.notification@hsn.net or
Attn: Copyright Agent
Legal Department
HSN, Inc.
1 HSN Drive
St. Petersburg, Florida 33729
Reporting All Other Intellectual Property Infringement Claims
If you believe that any other intellectual property rights of yours have been violated, please mail a physical copy of your communication setting forth your allegations of infringement, along with any relevant attachments, to the following address:
Attn: General Counsel
Legal Department
HSN, Inc.
1 HSN Drive
St. Petersburg, Florida 33729
Internet Protocol Closed Captioning
If you have any questions or concerns about the closed captioning of the HSN programming that has been delivered to you via Internet Protocol (e.g., on your computer, your smartphone or your tablet), please contact us at:
Eric Yonkin
Associate General Counsel
One HSN Drive
St. Petersburg, FL 33729
Phone: 727.872.7443
Fax: 727.872.6148
E-mail: IPclosedcaptioning@hsn.net
Links to Other Sites and Services
HSN reserves the right to prohibit users from posting links to other Internet sites. To the extent HSN in its sole discretion allows certain users to post such links to other Internet sites and services operated by third parties, including HSN vendors, you understand and agree that those sites and services do not constitute sponsorship, endorsement, or approval by HSN of their content, policies, or practices of such linked sites or services. You likewise understand and agree that HSN is not responsible for the availability, content, security, policies, or practices of linked sites or services, including, without limitation, the accuracy of content on linked sites or services, as well as the privacy policies and security practices of linked sites and services. You should always read the terms and conditions and privacy policies of other sites before using them.
HSN uses YouTube API Services and the YouTube embedded player in relation to certain content that we offer. By using the HSN Services, and specifically the YouTube video player, you agree to be bound by YouTube's Terms of Service, YouTube API Services Terms of Service, and Google's Privacy Policy.
Electronic Communications
When you access or use the HSN Services, send e-mails to HSN, or receive electronic communications from HSN, you are, and consent to, communicating with HSN electronically. HSN may communicate with you by e-mail at any time of day or by posting notices on one or more of the HSN Services. You agree that all notices, disclosures, agreements, policies, and other communications that HSN provides to you electronically satisfy any requirement that such communications be in writing.
Should HSN allow users of the HSN Services to communicate directly with each other via a messaging system, you understand and agree that you are solely responsible for your interactions with those other members on such system. You agree to take reasonable precautions in all interactions with other members of the HSN Services, and also agree that to the extent permitted by applicable law, in no event shall HSN be liable for any damages whatsoever, whether direct, indirect, general, special, compensatory, consequential, and/or incidental, arising out of or relating to your use of any such messaging system. As always, you should follow internet safety tips, should not provide any personally identifiable information, including your email address or phone number, to unknown users, and you should exercise reasonable care with accessing links anyone may send you. You should never respond to requests from other users for financial information, like your credit or debit card, or requests for money. If you feel that any other user is sending you messages that violate these Conditions or the HSN Community Guidelines, stop communicating with that user and please contact HSN Customer Service immediately.
Mobile Services
The HSN Services may include certain services that you may access through your mobile phone or other mobile device, including services that allow you to use your mobile device to place orders, receive and reply to messages from HSN, and access certain other features (collectively, the "Mobile Services"). HSN does not charge for Mobile Services. However, when you access or sign up for Mobile Services, you recognize, acknowledge, and understand that you may incur charges by your wireless carrier for all messages sent to you from HSN, its parent companies, or any of its corporate affiliates or subsidiaries. Message & Data Rates May Apply. To opt-in text ORDER to 69476 or SPECIAL to 47688.
Message frequency:
47688 - Today's Special, "TS" 8 msgs/wk and Alerts - 4 msgs/wk.
69476 - Order Status "ORDER" - 3 msgs/order.
Under no circumstances will HSN, its parent companies, or any of its corporate affiliates or subsidiaries, be responsible for any wireless e-mail, text messaging, or other charges incurred by you or by any individual who has access to your wireless device, telephone number, or e-mail address. Downloading, installing, using, or accessing certain Mobile Services may be prohibited or restricted by your mobile service provider, and not all Mobile Services may work with your device. You are responsible for confirming with your service provider whether the Mobile Services are available for your mobile device, whether any restrictions may be applicable to your use of the Mobile Services, and whether any charges may apply to your use of the Mobile Services. By using the Mobile Services, you agree that HSN may communicate with you through your mobile device and that certain information about your usage of the Mobile Services may be communicated to HSN, such as your geographic location, how you use the HSN application(s), and information about the type of device you use. Please consult HSN's Privacy Policy for more information. If you change or deactivate your mobile telephone or other access number, you agree to promptly update your mobile subscription account information to ensure that the messages HSN intends to send to you are not sent to another person.
For HSN's "Mobile Alerts", message & data rates may apply. Your voluntary provision of a mobile number to HSN constitutes your consent that we, or someone acting on our behalf, may contact you by phone or text message at that phone number, and your consent to receive such communications for transactional, operational, or informational purposes. When you provide your phone number to us, you warrant that you are the current subscriber or customary user of that phone number. You understand and agree that such calls and/or messages may be sent using automated technology, including but not limited to an automatic telephone dialing system or artificial or prerecorded voice. You understand and agree that you may not revoke your consent to be contacted in this manner, though HSN may elect to honor such requests. You agree to immediately contact us if any number you have provided to HSN is no longer associated with you. Your failure to provide and update your accurate information is a breach of these Conditions. You agree that any telephone calls or other communications between us and/or our agents and you and/or your agents may be monitored and/or recorded. Consent to receive these text messages is not a condition of purchase. For HELP reply to any HSN message or text HELP to 69476 (Customer Service Alerts) or 47688 (Today's Special, Scoop Alerts); contact Customer Service at 800-933-2887 , or use the online form here.
Although HSN does not charge you for Text Message Services, standard message and data rates may apply. Certain Text Message Services may be prohibited or restricted by your mobile carrier, and not all Text Message Services may work with all carriers or devices. Therefore, you are responsible for checking with your mobile carrier to determine if the Text Message Services are available for your mobile devices, what restrictions, if any, may be applicable to your use of the Text Message Services, and how much they will cost you. By signing up for Text Message Services, you agree to receive a single text message or multiple text messages from HSN, as noted at the time you sign-up (whether you receive a single text message or multiple text messages will depend upon the text message program for which you have enrolled). You will receive a confirmation text message and you may need to reply "Y" or "yes" (or similar reply) to complete your sign-up. In the event you change or deactivate your mobile telephone number, you agree promptly to update your text message subscription account information to ensure that the text messages HSN sends you are not sent to another person who acquires your former mobile telephone number. Your use of the Text Message Services is subject to our Privacy Policy.
To unsubscribe or change your subscriptions at any time, visit the Communication Preferences page on HSN.com and opt-out of the messages you no longer wish to receive. You may also unsubscribe from your subscriptions in one of the following ways: Reply STOP to a Customer Service Alert to be unsubscribed from this message only, or reply STOP to Today's Special messages or HSN Alerts, which will unsubscribe you from both. Text STOP to 69476 to be unsubscribed from HSN Customer Service Alerts or text STOP to 47688 to be unsubscribed from Today's Special messages and HSN Alerts. If you text STOP to a Today's Special or HSN Alert, you will be unsubscribed from both. You acknowledge that our text message platform may not recognize and respond to unsubscribe requests that do not include the STOP keyword command and agree that HSN and its service providers will have no liability for failing to honor such requests. If you unsubscribe from one of our text message programs, you may continue to receive text messages from HSN through any other programs you have joined until you separately unsubscribe from those programs.
Contact Customer Service at 800-933-2887, or by mail a request to HSN Interactive LLC, Attn: Customer Service, 1 HSN Drive, St. Petersburg, Florida 33729. We are always happy to answer your questions and listen to your comments.
DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY
TO THE EXTENT PERMITTED BY APPLICABLE LAW, HSN AND ITS OFFICERS, EMPLOYEES, DIRECTORS, SHAREHOLDERS, PARENTS, SUBSIDIARIES, AFFILIATES, AGENTS, AND LICENSORS (REFERRED TO IN THIS SECTION COLLECTIVELY AS “AFFILIATES”) MAKE NO WARRANTIES OR REPRESENTATIONS AS TO THE ACCURACY OF THE HSN SERVICES. TO THE EXTENT PERMITTED BY APPLICABLE LAW AND WITHOUT LIMITING THE FOREGOING, OTHER THAN ANY PRODUCT WARRANTIES PROVIDED BY THE MANUFACTURER, EVERYTHING ON THE HSN SERVICES (INCLUDING THE PRODUCTS) IS PROVIDED TO YOU "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESSED, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OR THOSE ARISING OUT OF A COURSE OF DEALING OR USAGE OF TRADE.
YOU UNDERSTAND AND AGREE THAT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, ANY MATERIAL OR INFORMATION DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE HSN SERVICES IS DONE AT YOUR OWN RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE ARISING FROM DOING SO. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM HSN OR THROUGH THE HSN SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE.
TO THE EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL HSN BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES (INCLUDING FOR LOSS OF PROFITS, REVENUE, OR DATA) OR FOR THE COST OF OBTAINING SUBSTITUTE PRODUCTS ARISING OUT OF OR IN CONNECTION WITH THESE CONDITIONS, HOWEVER CAUSED, WHETHER SUCH LIABILITY ARISES FROM ANY CLAIM BASED UPON CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, AND WHETHER OR NOT WE'VE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
TO THE EXTENT PERMITTED BY APPLICABLE LAW, HSN’S TOTAL CUMULATIVE LIABILITY TO YOU OR ANY THIRD PARTY UNDER THESE CONDITIONS, FROM ALL CAUSES OF ACTION AND ALL THEORIES OF LIABILITY, WILL BE LIMITED TO AND WILL NOT EXCEED THE PRICE YOU PAID FOR THE PRODUCT OR SERVICE THAT IS THE SUBJECT OF THE CLAIM PROVIDED, HOWEVER, THAT THE LIMITATION SET FORTH HEREIN WILL NOT LIMIT OR EXCLUDE LIABILITY FOR PERSONAL INJURY OR PROPERTY DAMAGE CAUSED BY PRODUCTS YOU PURCHASE FROM HSN.
IN ADDITION TO THE FOREGOING, YOU ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE HSN SERVICE AND HSN’S INTERACTIVE TELEVISION SERVICES IS SOLELY FOR THE BENEFIT OF YOU AND HSN AND THAT THE HSN-APPROVED DISTRIBUTOR OF ANY HSN INTERACTIVE TELEVISION CONTENT IS NOT LIABLE OR RESPONSIBLE TO YOU FOR THE PERFORMANCE OF HSN’S INTERACTIVE TELEVISION SERVICES, THE HSN CONTENT YOU ACCESS VIA HSN’S INTERACTIVE TELEVISION SERVICES, OR ANY MERCHANDISE THAT YOU PURCHASE THROUGH HSN’S INTERACTIVE TELEVISION SERVICES.
TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOU UNDERSTAND AND AGREE THAT NOTICE OF ANY DISPUTE OR CLAIM MUST BE PROVIDED TO HSN WITHIN ONE (1) YEAR OF ITS ACCRUAL OR IT IS FOREVER WAIVED AND TIME BARRED.
Privacy
Your privacy is very important to us. Our Privacy Policy explains how we collect, use, protect, and when we share personal information and other data with others.
Indemnification
To the extent permitted by applicable law, you agree to defend, indemnify, and hold harmless HSN, its affiliates, and its vendors from and against all claims, proceedings, demands, losses, damages, liabilities, and costs (including without limitation reasonable attorneys' fees and court costs), arising out of or relating to your actual or alleged breach of these Conditions or your access to or use of the HSN Services. The foregoing indemnification obligation shall survive termination of these Conditions and the operation of the HSN Services or any product or service provided to you arising out of or relating to your use of the HSN Services.
Dispute Resolution (Including Arbitration Agreement, Class Action Waiver, Jury Trial Waiver)
Please read this section carefully. It affects your legal rights. It provides for resolution of most disputes through individual arbitration instead of court trials and class actions. Arbitration is more informal than a lawsuit in court, uses a neutral arbitrator instead of a judge or jury, and discovery is more limited. Arbitration is final, binding and subject to only very limited review by a court. This section also contains a jury trial waiver and a waiver of any and all rights to proceed in a class, collective, consolidated, private attorney general or representative action in arbitration or litigation to the fullest extent permitted by law.
As referenced above, this Dispute Resolution section (including the arbitration agreement, class action waiver, and jury trial waiver) shall survive termination of these Conditions.
We each agree that if you fail to timely pay amounts due, we may assign your account for collection, and the collection agency may pursue through any lawful means, including in small claims court, claims limited strictly to the collection of the past due amounts and any interest or cost of collection permitted by law.
(a) Arbitration Agreement
Binding Arbitration. This provision is intended to be interpreted broadly. Any dispute or claim arising out of or relating to these Conditions, your use of the HSN Services, or your relationship with HSN or any past, present, or future subsidiary, parent or affiliate company or companies, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory (“Dispute”), will be resolved through binding individual arbitration, except that either you or we may take a Dispute to small claims court so long as it isn't removed or appealed to a court of general jurisdiction. Dispute shall include, but not be limited to: (1) any dispute or claim that arose before the existence of these or any prior Conditions (including, but not limited to, claims relating to advertising); (2) any dispute or claim that is currently the subject of purported class action litigation in which you are not a member of a certified class; and (3) any dispute or claim that may arise after termination of these Conditions. Dispute, however, does not include disagreements or claims concerning patents, copyrights, trademarks, trade secrets and claims of piracy or unauthorized use of intellectual property. You and HSN retain the right to apply to any court of competent jurisdiction for provisional relief, including pre-arbitral attachments or preliminary injunctions, and any such request shall not be deemed incompatible with these Conditions, nor a waiver of the right to have disputes submitted to arbitration as provided in these Conditions. The arbitrator shall decide all issues except the following (which are for a court of competent jurisdiction to decide): (1) issues that are reserved for a court in these Conditions; (2) issues that relate to the scope, validity, and enforceability of the arbitration agreement, class action waiver, or any of the provisions of this Dispute Resolution section; and (3) issues that relate to the arbitrability of any Dispute. These Conditions and this arbitration agreement do not prevent you from bringing a Dispute to the attention of any government agency. You and HSN agree that these Conditions evidence a transaction in interstate commerce and that this arbitration agreement will be interpreted and enforced in accordance with the Federal Arbitration Act and federal arbitration law.
Mandatory Informal Dispute Resolution Process. For any Disputes whether pursued in small claims court or arbitration, the party initiating the Dispute must first give the other party an opportunity to resolve the Dispute by sending a written description of the claim to the other party (“Notice”). The Notice shall be personally signed by the party submitting the Notice (and the party's counsel if represented) and include: (1) a detailed description of the claims; (2) a detailed description of the relief sought, including a calculation for it; and (3) information sufficient to identify any transaction at issue. If you submit a Notice, you shall send it to HSN, Inc., Attn.: Senior Legal Counsel, One HSN Drive St. Petersburg, FL 33729. If we submit a Notice, we shall send it to the mailing address and/or email address we have on file for you. Upon receipt of a fully completed Notice, the parties agree to negotiate in good faith for a period of sixty (60) days in an effort to informally resolve the Dispute. At times, a telephone conference might be helpful to facilitate the resolution of a Dispute. If the party receiving the Notice requests a telephone settlement conference, you agree to personally participate (with your counsel, if you are represented) and we agree that a HSN representative will personally participate (with our counsel if we are represented). If the parties are unable to resolve the claim within sixty (60) days after receipt of a fully completed Notice, you or we may then pursue a claim in arbitration or in small claims court. Compliance with this Mandatory Informal Dispute Resolution Process is a condition precedent to initiating any formal proceeding in arbitration or small claims court. Any applicable limitations periods (including statutes of limitations) shall be tolled while the parties complete this Mandatory Informal Dispute Resolution Process. A court of competent jurisdiction shall have the authority to enforce this Mandatory Informal Dispute Resolution Process and to enjoin the filing, or prosecution of arbitrations and the assessment and collection of any arbitration fees. Notwithstanding the foregoing, a party may also elect to raise non-compliance with this provision in arbitration, including with a process arbitrator or merits arbitrator if applicable.
Arbitration Process. If we are initiating arbitration, we must send a letter requesting arbitration and describing the Dispute and relief sought consistent with the requirements below to the mailing address and/or email address we have on file for you. The arbitration of any Dispute shall be administered by and conducted in accordance with the rules of the American Arbitration Association (“AAA”), including the AAA's Consumer Arbitration Rules and Supplementary Rules (as applicable) (“AAA Rules”), as modified by arbitration agreement. The AAA Rules are available online at www.adr.org. You and we understand and agree that the AAA's administrative determination that this arbitration agreement comports with the Consumer Due Process Protocol is final and that neither a court nor an arbitrator has the authority to revisit it. If the AAA is unavailable or unwilling to administer the arbitration consistent with this arbitration agreement, the parties shall agree on an administrator that will do so. If the parties cannot agree, they shall petition a court of competent jurisdiction to appoint an administrator that will do so. An arbitration demand must be accompanied by a certification of compliance with the Mandatory Informal Dispute Resolution Process and be personally signed by the party initiating arbitration (and counsel, if represented). By submitting an arbitration demand, the party and counsel represent that, as in court, that they are complying with the requirements of Federal Rule of Civil Procedure 11(b). The arbitrator is authorized to impose any sanctions available under Federal Rule of Civil Procedure 11 on represented parties and their counsel. You may request to have the arbitration conducted by a phone, video, or in-person hearing, or through written submissions, except any Dispute seeking $10,000 or more, or injunctive relief, shall have a video or in-person hearing unless the parties agree otherwise. You and a HSN representative will personally appear at any hearing (with counsel, if represented). Any in-person hearing will be held in the county or parish in which you reside or at another mutually agreed location. An arbitrator may award on an individual basis any relief that would be available in a court, including injunctive or declaratory relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim. To the fullest extent permitted by law, you and we agree that each may bring claims against the other only in your or our individual capacity and not as a plaintiff or class member in any purported class, collective, consolidated, private attorney general, or representative proceeding. Further, unless both you and we agree otherwise, an arbitrator may not consolidate more than one (1) person’s claims and may not otherwise preside over any form of class, collective, consolidated, private attorney general, or representative proceeding. An arbitrator must follow and enforce these Conditions as a court would. If, after exhaustion of all appeals, any of these prohibitions on non-individualized injunctive or declaratory relief and class, collective, consolidated, private attorney general, or representative proceedings are found to be unenforceable with respect to a particular claim or request for relief (such as a request for public injunctive relief), then such a claim or request for relief will be decided by a court of competent jurisdiction, after all other claims and requests for relief are arbitrated. The arbitrator shall issue a reasoned written decision sufficient to explain essential findings and conclusions. The arbitrator shall apply the cost-shifting provisions of Federal Rule of Civil Procedure 68 after entry of an award. Judgment on any arbitration award may be entered in any court of competent jurisdiction, except an award that has been satisfied may not be entered. An award shall have no preclusive effect in any other arbitration or proceeding in which you are not a named party.
Arbitration Fees. Payment of arbitration fees will be governed by the AAA Rules and fee schedule. You and we agree that the parties have a shared interest in reducing the costs and increasing the efficiencies associated with arbitration. Therefore, you or we may elect to engage with the AAA regarding arbitration fees, and you and we agree that the parties (and counsel, if represented) will work together in good faith to ensure that arbitration remains cost-effective for all parties.
Additional Procedures for Mass Arbitration. You and we agree that these Additional Procedures for Mass Arbitration (in addition to the other provisions of this arbitration agreement) shall apply if you choose to participate in a Mass Arbitration. If twenty-five (25) or more similar Disputes (including yours) are asserted against HSN by the same or coordinated counsel or are otherwise coordinated, you understand and agree that the resolution of your Dispute might be delayed and ultimately proceed in court. The parties agree that as part of these procedures, their counsel shall meet and confer in good faith in an effort to resolve the Disputes, streamline procedures, address the exchange of information, modify the number of Disputes to be adjudicated, and conserve the parties’ and the AAA’s resources. If your Dispute is part of a Mass Arbitration, any applicable limitations periods (including statutes of limitations) shall be tolled for your Dispute from the time that your Dispute is first submitted to the AAA until your Dispute is selected to proceed as part of a staged process or is settled, withdrawn, otherwise resolved, terminated, or opted out of arbitration pursuant to this provision.
- STAGE ONE. If at least one hundred (100) Disputes are submitted as part of the Mass Arbitration, counsel for the claimants and counsel for HSN shall each select fifty (50) Disputes to be filed and to proceed as cases in individual arbitrations as part of this initial staged process. The number of Disputes to be selected to proceed in Stage One can be increased by agreement of counsel for the parties (and if there are fewer than one hundred (100) Disputes, all shall proceed individually in Stage One). Each of the one hundred (100) (or fewer) cases shall be assigned to a different arbitrator and proceed individually. If a case is withdrawn before the issuance of an arbitration award, another claim shall be selected to proceed as part of Stage One. The remaining Disputes shall not be filed or deemed filed in arbitration nor shall any arbitration fees be assessed or collected in connection with those claims. After this initial set of proceedings, counsel for the parties shall participate in a global mediation session with a retired federal or state court judge jointly selected by counsel in an effort to resolve the remaining Disputes (as informed by the adjudications of cases in Stage One), and HSN shall pay the mediator’s fee.
- STAGE TWO. If the remaining Disputes have not been resolved at the conclusion of Stage One, counsel for the claimants and counsel for HSN shall each select one hundred (100) Disputes per side to be filed and to proceed as cases in individual arbitrations as part of a second staged process. The number of Disputes to be selected to proceed as part of this second staged process can be increased by agreement of counsel for the parties (and if there are fewer than two hundred (200) Disputes, all shall proceed individually in Stage Two). No more than five (5) cases may be assigned to a single arbitrator to proceed individually. If a case is withdrawn before the issuance of an arbitration award, another claim shall be selected to proceed as part of Stage Two. The remaining Disputes shall not be filed or deemed filed in arbitration nor shall any arbitration fees be assessed or collected in connection with those claims. After this second set of staged proceedings, the parties shall engage in a global mediation session of all remaining Disputes with a retired federal or state court judge jointly selected by counsel in an effort to resolve the remaining Disputes (as informed by the adjudications of cases in Stages One and Two), and HSN shall pay the mediator’s fee.
- Upon the completion of the mediation set forth in Stage Two, each remaining Dispute (if any) that is not settled or not withdrawn shall be opted out of arbitration and may proceed in a court of competent jurisdiction consistent with the remainder of the Conditions. Notwithstanding the foregoing, counsel for the parties may mutually agree in writing to proceed with the adjudication of some or all of the remaining Disputes in individual arbitrations consistent with the process set forth in Stage Two (except Disputes shall be randomly selected and mediation shall be elective by agreement of counsel) or through another mutually agreeable process. A court of competent jurisdiction shall have the authority to enforce the Additional Procedures for Mass Arbitration, including the power to enjoin the filing or prosecution of arbitrations and the assessment and collection of arbitration fees. The Additional Procedures for Mass Arbitration provision and each of its requirements are essential parts of this arbitration agreement. If, after exhaustion of all appeals, a court of competent jurisdiction decides that the Additional Procedures for Mass Arbitration apply to your Dispute and are not enforceable, then your Dispute shall not proceed in arbitration and shall only proceed in a court of competent jurisdiction consistent with the remainder of the Conditions.
Future Changes to Arbitration Agreement. If we make any future changes to this arbitration agreement (other than a change to contact information), you may reject any such change by sending your personally signed, written notice to the following address within thirty (30) days of the change: HSN, Inc., Attn.: Senior Legal Counsel, One HSN Drive St. Petersburg, FL 33729. Such written notice does not constitute an opt out of arbitration altogether. By rejecting any future change, you are agreeing that you will arbitrate any Dispute between you and HSN in accordance with this version of the arbitration agreement.
(b) Class Action Waiver; Jury Trial Waiver
You and HSN each agree that any proceeding, whether in arbitration or in court, will be conducted only on an individual basis and not in a class, collective, consolidated, private attorney general, or representative action. You and we agree to waive any right to bring or to participate in such an action in arbitration or in court to the fullest extent permitted by law. Notwithstanding the foregoing, the parties retain the right to participate in a class-wide settlement.
Miscellaneous
These Conditions contain the entire understanding of you and HSN with respect to the subject matter hereof and supersedes all prior agreements and understandings between you and HSN with respect to the subject matter hereof except as provided herein. The failure of HSN at any time to enforce any of the provisions of these Conditions will not be deemed or construed to be a waiver of any such provisions, or in any way to affect the right of HSN to thereafter enforce each and every provision of these Conditions. No waiver by HSN of any breach of any provision of these Conditions will be construed or deemed to be a waiver of any other subsequent breach. Except as otherwise provided herein, if any provision of these Conditions is declared invalid or otherwise determined to be unenforceable for any reason, such provision will be deemed to be severable from the remaining provisions of these Conditions, which will otherwise remain in full force and effect. Provisions concerning your rights and obligations which by the content of the provision operate after termination or which are necessary to enforce any right will survive any termination or expiration of these Conditions.
We may assign our rights and obligations under these Conditions, including in connection with a merger, acquisition, sale of assets or equity, or by operation of law.
These Conditions will be governed by and construed in accordance with the Federal Arbitration Act, and the laws of the State of Florida without regard to conflict of laws principles. If any claim or action proceeds in court rather than through arbitrationor for any action that seeks to enforce or challenge the enforceability of the Dispute Resolution section (including the arbitration agreement, class action waiver, or jury trial waiver) or any provision of the Conditions, sole and exclusive jurisdiction for such claim or action shall be in the courts of the State of Florida, Pinellas or Hillsborough County, or of the U.S. District Court for the Middle District of Florida, Tampa Division, and HSN and you consent to the personal jurisdiction and venue of such courts and waive any objections as to personal jurisdiction or as to the laying of venue in such courts due to (1) inconvenient forum or (2) any other basis or any right to seek to transfer or change venue of any such action to another court. Notwithstanding the above, in any claim or action alleging personal injury or property damage caused by products you purchase from HSN, HSN reserves the right to apply the product liability law (including any product liability defenses) of your state of residence.
HSN shall not be liable for any nonperformance or delay in performance caused by any act beyond its reasonable control, including without limitation acts or omissions of third parties, unavailability of supplies, equipment failure, war, strikes, lock-outs, fire, flood, public health emergencies, or any other Act of God, any law, regulation, ordinance, or other act or order of any court, government, or governmental agency, or delays, unavailability, errors, or other failures of the Internet or other data networks or other causes beyond HSN’s reasonable control, whether similar or dissimilar to any of the foregoing.
PLEASE PRINT A COPY OF THESE CONDITIONS FOR YOUR RECORDS AND PLEASE CHECK THE WEBSITE FREQUENTLY FOR ANY CHANGES TO THESE CONDITIONS.
Revised: August 21, 2024