A binding agreement between Member and The Sculpt Cafe governing memberships, packages, reservations, and services.
This Membership Agreement and Terms of Service (the “Agreement”) is a legally binding contract entered into by and between The Sculpt Cafe, located at 1584 Richmond Road, Staten Island, New York 10304 (“The Sculpt Cafe,” “Studio,” “Company,” “we,” “us,” or “our”), and the individual identified at the time of enrollment, booking, or purchase (“Member,” “Client,” or “you”). This Agreement governs your access to and use of the Studio, our website, our booking platforms, and all classes, sessions, treatments, products, packages, memberships, reservations, communications, and related services (collectively, the “Services”).
By creating an account, purchasing a membership or package, reserving or attending a class or appointment, signing electronically, checking a digital consent or agreement box, providing a payment method, or otherwise accessing or using any Service, you acknowledge that you have read, understood, and expressly agree to be bound by every provision of this Agreement, including without limitation the recurring billing authorization, automatic renewal authorization, minimum commitment terms, no-refund policy, late cancellation and no-show fee authorizations, chargeback waiver, mandatory arbitration provision, and class action waiver set forth herein. If you do not agree to any portion of this Agreement, you must not use the Services.
PLEASE READ THIS AGREEMENT CAREFULLY. IT INCLUDES A BINDING ARBITRATION CLAUSE, A CLASS ACTION WAIVER, A NO-REFUND POLICY, AUTHORIZATION FOR RECURRING AND AUTOMATICALLY RENEWING CHARGES, AND A WAIVER OF CERTAIN PAYMENT DISPUTE RIGHTS. THESE PROVISIONS MATERIALLY AFFECT YOUR LEGAL RIGHTS.
1. Services
The Sculpt Cafe offers a curated collection of Pilates instruction, group fitness classes, private and semi-private sessions, wellness and recovery offerings, IV therapy and injectable wellness services, café and beverage service, retail product sales, memberships, class packages, gift cards, and digital services including online booking, scheduling, and member communications.
All Services are reservation-based and are provided on an “as available” basis subject to capacity, scheduling, instructor availability, and operational considerations. The Sculpt Cafe reserves the right, in its sole discretion and without notice, to modify, substitute, suspend, reschedule, relocate, or discontinue any class, session, instructor, treatment, product, schedule, format, or pricing. Such changes shall not constitute a breach of this Agreement and shall not entitle the Member to a refund, credit, or release from any commitment, recurring obligation, or fee authorized hereunder.
2. Health & Medical Disclaimer
The Sculpt Cafe is not a hospital, physician practice, urgent care, or medical clinic. Except where a service is expressly performed by a duly licensed clinician acting within the scope of their license, The Sculpt Cafe does not provide medical advice, diagnosis, or treatment. Information shared by Studio personnel is for general wellness purposes only and is not a substitute for professional medical guidance.
All fitness, movement, recovery, and wellness Services—including IV therapy and injectable wellness services—are offered for general wellness and aesthetic purposes only. Participation is voluntary, elective, and undertaken at the Member’s sole risk. The Member is solely responsible for consulting a licensed healthcare provider before participating in any Service, particularly if the Member is pregnant, post-partum, recovering from injury or surgery, taking medication, or managing any acute or chronic condition. No specific results, outcomes, or therapeutic benefits are warranted, promised, or guaranteed.
3. Assumption of Risk & Release of Liability
The Member acknowledges that participation in Pilates, fitness, movement, wellness, recovery, and injectable Services involves inherent and unavoidable risks, including without limitation muscle strain, ligament or tendon injury, fractures, bruising, fainting, allergic or adverse reaction, infection, dehydration, cardiac events, and other physical, emotional, or medical injury. The Member voluntarily and knowingly assumes all such risks, whether known or unknown, foreseen or unforeseen.
To the fullest extent permitted by New York law, the Member hereby releases, waives, discharges, and covenants not to sue The Sculpt Cafe and its owners, members, managers, employees, contractors, instructors, clinicians, agents, affiliates, successors, and assigns (collectively, the “Released Parties”) from any and all claims, demands, causes of action, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to the Member’s participation in any Service, including those arising from the ordinary negligence of any Released Party. This release does not extend to gross negligence, willful misconduct, or any liability that may not be lawfully waived.
4. Bookings, Payments & No-Refund Policy
4.1 All Sales Final.
All purchases at The Sculpt Cafe—including memberships, recurring subscriptions, class packages, single sessions, drop-ins, IV therapy and injectable services, retail merchandise, gift cards, and any other Service—are final, non-refundable, non-transferable, and non-exchangeable. No refunds, credits, or pro-rations will be issued for any reason, including non-use, change of mind, relocation, scheduling conflicts, illness, injury, dissatisfaction, or termination by the Member. The Member acknowledges that pricing has been set in reliance upon this no-refund policy, that the policy is conspicuously disclosed prior to purchase, and that the Member has had a meaningful opportunity to review it.
4.2 Reservation-Based Services.
All classes, sessions, and appointments are reservation-based. Each reservation holds a limited spot, equipment slot, instructor allocation, or clinician appointment that, once held, prevents another client from accessing that space or service. The Member acknowledges that booking activity creates a binding reservation and constitutes affirmative use of the Services and ongoing authorization of all charges associated with the Member’s account.
4.3 Late Cancellation & No-Show Fees.
The Member is solely responsible for managing reservations through the Studio’s designated booking platform. A reservation that is cancelled outside the applicable cancellation window stated on the booking platform at the time of booking, or a failure to attend a reserved class or appointment without timely cancellation (a “no-show”), will result in a Late Cancellation or No-Show Fee of $10.00 per occurrence for group classes, and the full session rate for private sessions, semi-private sessions, IV therapy, and injectable appointments. By creating a reservation, the Member expressly authorizes The Sculpt Cafe to charge the applicable Late Cancellation or No-Show Fee, plus any associated taxes, to the payment method on file, without further notice or authorization. Such fees apply regardless of the reason for the absence, including without limitation scheduling conflicts, forgetfulness, traffic, weather, transportation issues, illness, family obligations, or failure to receive a reminder.
4.4 Booking Activity as Proof of Authorization.
The Member agrees that each reservation, check-in, attendance event, account login, and electronic acknowledgment recorded by the Studio’s booking and point-of-sale systems constitutes ongoing, contemporaneous evidence of the Member’s active use of and consent to the Services and to the charges associated therewith. Such records, together with this Agreement and the Member’s electronic acceptance, constitute conclusive proof of valid authorization for all charges incurred.
4.5 Minimum Commitment Memberships.
Certain memberships and subscription Services include a minimum commitment period as conspicuously disclosed at the time of purchase. By selecting and purchasing such a membership, the Member expressly acknowledges and agrees to remain financially responsible for all membership dues associated with the entire minimum commitment period. The Member further agrees that the minimum commitment is a material term of this Agreement, that promotional or discounted pricing has been extended in direct reliance upon the Member’s commitment to maintain membership for the stated minimum period, and that non-use of the Services does not modify, suspend, or terminate the obligation to pay.
4.6 Early Termination Fee — Standard Memberships.
Any cancellation, termination, or attempt to discontinue a standard recurring membership or subscription prior to satisfaction of its minimum commitment period will result in an Early Termination Fee of One Hundred Fifty Dollars ($150.00), which the Member expressly authorizes The Sculpt Cafe to charge to the payment method on file immediately upon notice of early termination. The Member acknowledges that this fee is a reasonable and agreed-upon estimate of the damages reasonably anticipated from early termination, that actual damages would be difficult or impractical to calculate, and that the Early Termination Fee constitutes liquidated damages, not a penalty.
5. Founder Membership
The Sculpt Cafe may, from time to time and in its sole discretion, offer a limited Founder Membership tier to a restricted number of charter Members. Founder Memberships may include preferred pricing, reserved access, studio perks, retail or café credits, ceremonial recognition, and other privileges determined by The Sculpt Cafe at the time of purchase. Founder Membership benefits are extended in consideration of, and are conditioned upon, the Member’s acceptance of and adherence to the commitment described in this Section 5.
5.1 Six-Month Minimum Commitment.
Founder Memberships require an irrevocable minimum commitment period of six (6) consecutive billing months, beginning on the date of enrollment. By purchasing a Founder Membership, the Member acknowledges that the preferred pricing and exclusive privileges have been extended in direct reliance upon, and as consideration for, the Member’s commitment to maintain the membership for the entire six-month period.
5.2 Early Termination Fee — Founder Memberships.
If a Founder Member cancels, terminates, or attempts to discontinue the Founder Membership prior to completing the six-month commitment period, the Member agrees that an Early Termination Fee of Two Hundred Fifty Dollars ($250.00) shall be immediately due and payable, and the Member expressly authorizes The Sculpt Cafe to charge the $250.00 Early Termination Fee, in full and without further notice or authorization, to the payment method on file. This Early Termination Fee applies regardless of the reason for cancellation, including without limitation relocation, scheduling conflicts, illness, injury, pregnancy, personal circumstances, dissatisfaction, or non-use of the Services.
The Member further acknowledges and agrees that the Founder Early Termination Fee represents a reasonable, pre-negotiated estimate of damages flowing from the loss of the Founder commitment, that actual damages would be difficult or impractical to calculate, and that the fee constitutes liquidated damages, not a penalty.
5.3 Express Authorization.
By completing the Founder Membership purchase and selecting the agreement checkbox at checkout, the Member provides express, advance authorization for (i) all recurring Founder Membership charges throughout the commitment period and any subsequent renewal term, (ii) any applicable Early Termination Fee, and (iii) any late cancellation, no-show, or other authorized fee under this Agreement. The Member agrees not to initiate, pursue, or support any chargeback or payment dispute with any bank, card network, or payment processor for fees incurred in accordance with this Agreement.
6. Payment Authorization & Recurring Billing
6.1 General Authorization.
By providing a payment method and completing any booking, package purchase, or membership enrollment, the Member expressly authorizes The Sculpt Cafe (and its payment processors) to charge the payment method on file for all amounts owed under this Agreement, including without limitation initial fees, recurring membership dues, package fees, single-class or single-session fees, late cancellation fees, no-show fees, early termination fees, retail purchases, taxes, and any other charge authorized hereunder.
6.2 Recurring & Automatically Renewing Membership Billing.
Memberships are billed on a recurring, automatically renewing basis according to the billing cycle disclosed at the time of purchase (e.g., monthly). The Member authorizes The Sculpt Cafe to automatically charge the payment method on file on each scheduled billing date, without further notice or authorization, until the Member properly cancels in accordance with Section 7. Each renewal continues at the then-current rate disclosed by the Studio. The Member acknowledges that this is a continuous-service arrangement, that the membership will not expire automatically at the end of any billing cycle or commitment period, and that the Member bears sole responsibility for cancelling in accordance with the cancellation procedures set forth herein.
6.3 Maintenance of Payment Method.
The Member agrees to maintain a valid, current, and authorized payment method on file at all times during the membership term and any minimum commitment period. The Member is solely responsible for updating expired, lost, replaced, or invalid payment information. If a payment method is declined, expired, closed, or otherwise unable to be charged, The Sculpt Cafe may, in its sole discretion, (i) re-attempt the charge, (ii) charge any other payment method the Member has on file, (iii) suspend or terminate Services, (iv) assess a returned-payment or administrative fee where permitted by law, and (v) pursue collection of any outstanding balance as set forth in Section 9.
6.4 Non-Use Does Not Suspend Obligation.
The Member expressly acknowledges and agrees that failure to attend classes, non-use of membership benefits, lack of bookings, infrequent visits, or any other failure to utilize the Services does not, and shall not, suspend, reduce, modify, or terminate the Member’s obligation to pay all membership dues, recurring fees, and other authorized charges during the active membership term and any applicable minimum commitment period.
6.5 Waiver of “Unauthorized Transaction” Claims.
The Member expressly acknowledges that all recurring membership charges, automatic renewal charges, late cancellation fees, no-show fees, early termination fees, and other charges authorized under this Agreement have been pre-authorized by the Member’s electronic acceptance of this Agreement, completion of checkout, ongoing booking activity, and continued use of the Services. The Member expressly waives any right to claim, characterize, or dispute such charges as “unauthorized,” “unrecognized,” or “fraudulent” with any bank, card network, or payment processor. The Member further acknowledges that this Agreement, together with the Member’s account records, electronic acceptance, booking history, and check-in records, constitutes valid and conclusive evidence of authorization for all charges.
7. Membership Cancellation Procedure
7.1 Designated Cancellation Method.
To cancel a recurring membership, the Member must submit a written cancellation request through the Studio’s designated cancellation method, which is (i) the cancellation function within the official booking platform, or (ii) an email submitted to support@thesculptcafenyc.com from the email address associated with the Member’s account, identifying the Member by full legal name and the membership the Member intends to cancel. Verbal requests, social media messages, text messages to instructors, conversations at the front desk, and communications sent through any unofficial channel do not constitute valid cancellation.
7.2 Thirty (30) Day Notice Period.
All membership cancellation requests require a minimum of thirty (30) calendar days’ advance written notice. Cancellation will take effect thirty (30) calendar days after the date the cancellation request is received and confirmed by The Sculpt Cafe through the designated cancellation method. The Member expressly acknowledges and agrees that the Member remains financially responsible for, and authorizes The Sculpt Cafe to charge the payment method on file for, any membership dues or recurring charges that fall within the thirty-day notice period, including any scheduled billing date occurring during such period. The thirty-day notice requirement applies in addition to, and does not waive or reduce, any applicable minimum commitment period, Early Termination Fee, or other obligation under this Agreement.
7.3 Medical Exception.
Notwithstanding Section 7.2, The Sculpt Cafe may, in its reasonable discretion, waive the thirty (30) day notice period and permit immediate cancellation upon receipt of a legitimate, written medical note from a duly licensed physician (M.D. or D.O.) on official letterhead, certifying that the Member is medically unable to participate in Pilates, fitness, or wellness Services for a period of ninety (90) days or longer. To qualify for the medical exception, the note must (i) be issued and dated within thirty (30) calendar days of the cancellation request, (ii) identify the Member by full legal name, (iii) be signed by the issuing physician, and (iv) be submitted together with the cancellation request through the designated cancellation method. The medical exception waives the thirty-day notice period only; it does not entitle the Member to a refund of any amounts already paid and does not, by itself, waive any applicable Early Termination Fee, although The Sculpt Cafe may, in its sole discretion, also waive the Early Termination Fee where supporting medical documentation is sufficient. Self-certifications, chiropractor or non-physician provider notes, and undated or unsigned documentation do not qualify.
7.4 Confirmation & Burden of Proof.
A cancellation request is deemed received only upon issuance of a written cancellation confirmation by The Sculpt Cafe. The Member is solely responsible for confirming that the request was successfully submitted and acknowledged. The Sculpt Cafe shall not be responsible for cancellation requests that are incomplete, mistakenly directed, lost in transmission, or otherwise not received through the designated cancellation method, and recurring billing shall continue until a proper cancellation has been processed and confirmed.
7.5 Cancellation Does Not Waive Outstanding Obligations.
A valid cancellation terminates future automatic renewals only. It does not waive, reduce, or refund any amounts already paid, any unpaid balance, any minimum commitment obligation, or any Early Termination Fee. Any outstanding balance becomes immediately due and payable upon cancellation.
8. Membership Freeze & Pause Policy
The Sculpt Cafe may, in its sole discretion and as a courtesy, permit a Member to temporarily freeze or pause an active membership subject to the following conditions, each of which is a material requirement:
The Member’s account must be in good standing, with no past-due balances, declined charges, outstanding fees, or unresolved chargebacks of any kind. Any outstanding balance must be paid in full prior to the freeze taking effect.
The Member must have completed any applicable minimum commitment period, or, where a freeze is granted during a commitment period at the Studio’s discretion, the freeze period shall extend the minimum commitment period by an equal duration.
Freeze requests must be submitted in writing through the designated cancellation channels described in Section 7.1, no fewer than thirty (30) calendar days prior to the next billing date.
Freezes are available in increments of thirty (30) calendar days, up to a maximum of ninety (90) calendar days per twelve-month period, unless otherwise agreed in writing by the Studio.
A nominal monthly hold fee, as disclosed by the Studio at the time of the request, may apply during the freeze period to maintain the Member’s rate, slot, and any Founder or promotional pricing.
A freeze does not constitute a cancellation. The membership will automatically resume billing at the conclusion of the approved freeze period without further notice or authorization.
Freezes are not retroactive and will not be applied to past charges. Failure to satisfy any of the foregoing conditions, or to submit a valid freeze request, shall result in continued recurring billing in accordance with this Agreement.
9. Chargebacks, Outstanding Balances & Collections
9.1 No-Chargeback Covenant.
The Member expressly covenants and agrees not to initiate, pursue, encourage, or support any chargeback, payment reversal, ACH return, or payment dispute with any bank, card network, payment processor, or financial institution for any charge validly incurred under this Agreement, including without limitation membership dues, automatic renewal charges, package fees, late cancellation fees, no-show fees, early termination fees, retail purchases, IV therapy and injectable service fees, and any other authorized charge. The Member acknowledges that all such charges have been pre-authorized in advance and that this Agreement constitutes the Member’s express, written, and ongoing consent to such charges.
9.2 Evidence of Authorization.
In the event a chargeback or payment dispute is nonetheless initiated, the Member acknowledges and agrees that The Sculpt Cafe may submit, and the Member consents to the submission of, the following materials to any payment processor, card network, bank, or arbitrator as conclusive evidence of authorization: (i) this Agreement; (ii) the Member’s electronic signature, digital checkbox acceptance, and account creation timestamp and IP address; (iii) the Member’s booking, attendance, and check-in records; (iv) account login records; (v) prior successful charges and the absence of timely objection; (vi) communications between the Member and the Studio; and (vii) any other records reasonably evidencing authorization or use of the Services.
9.3 Improper Chargebacks.
Any chargeback initiated by the Member that is determined by the relevant payment processor or arbitrator to be invalid, or that pertains to a charge expressly authorized hereunder, shall constitute a material breach of this Agreement. In addition to all other remedies, the Member shall be liable to The Sculpt Cafe for (i) the original disputed amount, (ii) any chargeback, processor, or representment fees incurred by the Studio, (iii) a chargeback administration fee of Fifty Dollars ($50.00) per disputed transaction, (iv) all costs of recovery, including reasonable attorneys’ fees and collection agency fees, and (v) interest on the outstanding balance at the lesser of one and one-half percent (1.5%) per month or the maximum rate permitted by New York law.
9.4 Suspension; Denial of Future Service.
If a Member initiates a chargeback or fails to pay any amount owed under this Agreement, The Sculpt Cafe may, in its sole discretion, suspend or terminate the Member’s membership, deny future bookings, freeze the Member’s account, and decline to provide any further Services until all outstanding balances, including chargeback-related fees and recovery costs, are paid in full.
9.5 Collections & Recovery Costs.
The Member agrees that any unpaid balance under this Agreement may be referred to a third-party collection agency or counsel for recovery to the fullest extent permitted by New York law. The Member further agrees to pay all reasonable costs and expenses incurred by The Sculpt Cafe in collecting any such unpaid balance, including without limitation administrative fees, collection agency fees, court costs, and reasonable attorneys’ fees.
10. Electronic Signature & Consent
The Member expressly consents to the use of electronic records and electronic signatures in connection with this Agreement and the Services. The Member agrees that (i) clicking, tapping, or otherwise selecting an “I agree,” “I accept,” or equivalent button or checkbox, (ii) typing the Member’s name into a signature field, (iii) signing on a digital signature pad, or (iv) completing checkout for any Service, in each case constitutes a valid, binding, and enforceable electronic signature under the federal Electronic Signatures in Global and National Commerce Act (E-SIGN) and the New York Electronic Signatures and Records Act (ESRA), with the same force and effect as a handwritten ink signature.
The Member further agrees that booking activity, account logins, attendance check-ins, and continued use of the Services after the effective date of this Agreement each constitute affirmative reaffirmation of the Member’s consent to this Agreement and to all charges authorized hereunder. The Member is responsible for safeguarding the Member’s account credentials and for all activity occurring under the Member’s account.
11. Studio Rules & Right to Refuse Service
Members are expected to follow all instructor guidance, treat staff and fellow Members with courtesy, use equipment responsibly, arrive punctually, observe arrival and grace-period policies, comply with hygiene and attire expectations, and refrain from disruptive, unsafe, or disrespectful conduct. The Sculpt Cafe reserves the absolute right, in its sole discretion, to refuse, suspend, or terminate Services or memberships, deny entry, or remove any individual from the premises for safety, compliance, conduct, hygiene, or any other lawful reason. Termination for cause shall not entitle the Member to a refund, credit, release from any minimum commitment, or waiver of any Early Termination Fee or other authorized charge.
12. Personal Information We Collect
The Sculpt Cafe may collect personal information including, without limitation, the Member’s name, email address, phone number, mailing address, emergency contact, booking and membership details, attendance and reservation history, payment and transaction information (processed through PCI-compliant third-party processors), communications with the Studio, photographs taken in connection with the Services where consented to, and device, browser, and usage data when interacting with our digital properties. Personal information does not include data that has been de-identified or anonymized.
13. IV Therapy & Wellness Privacy
Certain Services—including IV therapy and injectable wellness services—require the Member to provide limited health-related information such as medical history disclosures, allergies, current medications, pregnancy status, and intake-form responses. Such information is collected solely to determine eligibility for the requested Service, support safe service delivery, document informed consent, and maintain internal records as required by applicable law. Access to wellness information is limited to authorized Studio personnel and licensed clinicians on a need-to-know basis.
14. HIPAA-Adjacent Acknowledgment
The Sculpt Cafe may not be classified as a “covered entity” or “business associate” under the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”). However, the Studio voluntarily applies HIPAA-inspired confidentiality safeguards to health-related information collected in the course of providing Services. Nothing in this Agreement creates a physician-patient relationship, expands rights beyond those required by applicable law, or constitutes a contractual undertaking by the Studio to comply with HIPAA in any respect.
15. Use & Disclosure of Information
The Sculpt Cafe may use personal information to provide and manage the Services, process payments, manage bookings and reservations, communicate confirmations, reminders, and account updates, send promotional communications with the Member’s consent, improve operations and Member experience, defend and pursue legal claims (including chargeback disputes), and comply with legal obligations. The Studio does not sell personal information or health-related information. Information may be disclosed only to vetted service providers assisting with operations, when legally required, in connection with a corporate transaction, or to protect the safety, rights, or property of the Studio, its Members, or the public.
16. SMS & Electronic Communications
By providing contact information, the Member consents to receive transactional communications related to the Services, including booking confirmations, reminders, schedule changes, billing notices, and account alerts, by email, SMS/MMS, push notification, or telephone. With explicit opt-in, the Member may also receive promotional and marketing communications. Message frequency varies. Standard message and data rates may apply. The Member may opt out of promotional SMS at any time by replying STOP, but transactional and account-related communications may continue as necessary to provide the Services.
17. Data Security & Retention
The Sculpt Cafe implements reasonable administrative, technical, and physical safeguards designed to protect personal information against unauthorized access, alteration, or disclosure. No system can be guaranteed to be fully secure. Information is retained only as long as reasonably necessary to provide the Services, comply with legal and tax obligations, resolve disputes, defend claims, and enforce this Agreement.
18. Children’s Privacy
The Services are not intended for, and not directed to, individuals under the age of thirteen (13). The Sculpt Cafe does not knowingly collect personal information from children. Where minors are permitted to participate in any Service, a parent or legal guardian must execute this Agreement on the minor’s behalf and shall be jointly and severally responsible for all obligations hereunder, including all payment authorizations and fees.
19. Intellectual Property
All content, branding, names, logos, marks, class formats, choreography, programming, written materials, photography, video, audio, text, and design elements associated with The Sculpt Cafe are the exclusive property of The Sculpt Cafe or its licensors, and are protected by trademark, copyright, and other intellectual property laws. No portion may be copied, reproduced, recorded, livestreamed, distributed, or used in any manner without the prior written consent of The Sculpt Cafe.
20. Limitation of Liability
To the maximum extent permitted by law, in no event shall any Released Party be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages, including without limitation loss of profits, loss of goodwill, loss of data, or business interruption, arising out of or related to this Agreement or the Services, even if advised of the possibility of such damages. The aggregate liability of the Released Parties for any and all claims arising out of or related to this Agreement or the Services shall not exceed the lesser of (i) the amount paid by the Member to The Sculpt Cafe for the specific Service giving rise to the claim during the three (3) months immediately preceding the event giving rise to liability, or (ii) Five Hundred Dollars ($500.00).
21. Arbitration & Class Action Waiver
21.1 Binding Arbitration.
Except for actions to collect amounts owed by the Member or to seek injunctive or equitable relief to protect intellectual property or confidential information, any dispute, claim, or controversy arising out of or relating to this Agreement, the Services, or the relationship between the parties (including the validity, scope, or enforceability of this arbitration provision) shall be resolved exclusively by final and binding individual arbitration administered by JAMS or the American Arbitration Association under its applicable consumer arbitration rules, before a single arbitrator, seated in the County of Richmond, State of New York. Judgment on the award may be entered in any court of competent jurisdiction.
21.2 Class Action Waiver.
THE MEMBER AND THE SCULPT CAFE EACH AGREE THAT ANY DISPUTE SHALL BE BROUGHT IN THE PARTY’S INDIVIDUAL CAPACITY ONLY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, REPRESENTATIVE, OR PRIVATE ATTORNEY GENERAL PROCEEDING.
The arbitrator shall have no authority to consolidate claims or to preside over any form of class or representative proceeding. If this class action waiver is deemed unenforceable as to any particular claim, then that claim alone shall be severed and adjudicated in court, and all other claims shall remain subject to arbitration on an individual basis.
21.3 Thirty-Day Opt-Out.
The Member may opt out of this arbitration provision by delivering written notice to support@thesculptcafenyc.com within thirty (30) days of the Member’s initial acceptance of this Agreement, identifying the Member by full legal name and account email and clearly stating the Member’s election to opt out. An opt-out shall not affect any other provision of this Agreement.
22. Governing Law & Venue
This Agreement shall be governed by and construed in accordance with the laws of the State of New York, without regard to its conflict-of-laws principles. Subject to the arbitration provisions in Section 21, the parties consent to the exclusive jurisdiction and venue of the state and federal courts located in Richmond County, New York for any action not subject to arbitration.
23. Changes to This Agreement
The Sculpt Cafe reserves the right to modify, amend, or update this Agreement at any time, in its sole discretion. Material changes will be communicated by posting an updated version of this Agreement with a revised “Last Updated” date on the Studio’s website and/or by notice through the booking platform or email. The Member’s continued use of the Services, continued payment of membership dues, or completion of any booking after the effective date of any change constitutes the Member’s acceptance of the revised Agreement.
24. Miscellaneous
Entire Agreement. This Agreement, together with any waivers, intake forms, and policies referenced herein, constitutes the entire agreement between the parties and supersedes all prior or contemporaneous understandings, communications, or agreements, whether written or oral, regarding its subject matter.
Severability. If any provision of this Agreement is held invalid or unenforceable, that provision shall be modified to the minimum extent necessary to make it enforceable, or, if not possible, severed, and the remaining provisions shall remain in full force and effect.
No Waiver. The failure of The Sculpt Cafe to enforce any provision of this Agreement shall not constitute a waiver of any future enforcement of that or any other provision.
Assignment. The Member may not assign or transfer this Agreement or any membership without the prior written consent of The Sculpt Cafe. The Sculpt Cafe may freely assign this Agreement in connection with a merger, acquisition, sale of assets, reorganization, or by operation of law.
Force Majeure. The Sculpt Cafe shall not be liable for any failure or delay in performance arising from causes beyond its reasonable control, including without limitation acts of God, natural disasters, public health emergencies, governmental orders, utility or internet outages, labor disturbances, or supply-chain disruptions. Such events shall not give rise to any refund, credit, or termination right except as expressly required by law.
Survival. The provisions concerning payment authorization, no-refund policy, minimum commitment and Early Termination Fees, chargeback waiver, collections, limitation of liability, release, arbitration and class action waiver, governing law, and any other provision that by its nature should survive, shall survive termination or expiration of this Agreement.
Headings. Section headings are for convenience only and shall not affect the interpretation of this Agreement.
25. Contact Information
The Sculpt Cafe
1584 Richmond Road
Staten Island, New York 10304