These Terms and Conditions of Membership (the “Conditions”) apply to all services ordered from or provided to you by Quintessentially & Co. (USA) Inc. (“Quintessentially”) in connection with Membership. By requesting services from Quintessentially, you agree that these conditions shall apply to those services and your order.
1. TERRITORIAL SCOPE. These Conditions apply to Members who reside in the United States (or who enroll in the Services while resident in the United States). Members outside the United States are subject to the Quintessentially Terms applicable to their jurisdiction, available at here.
2. DEFINITIONS AND INTERPRETATION
2.1 In these Conditions, the following definitions apply:
(a) Affiliate: means any entity that directly or indirectly controls, is controlled by, or is under common control with Quintessentially.
(b) Benefits: means the benefits made available to Members by Suppliers.
(c) Conditions: means these USA Terms and Conditions, as amended from time to time in accordance with Section 9.5.
(d) Joining Fee: means the Fee payable by the Member to Quintessentially upon acceptance of a Membership application, in accordance with Section 3.1.
(e) Member: means a person accepted into Membership and registered as the account holder.
(f) Membership: means the Member’s subscription-based access to the Services and Benefits under these Conditions.
(g) Membership Fees: means the fees payable in respect of Membership notified to Members upon application for and prior to renewal of Membership.
(h) Payment Card: has the meaning given in Section 4.7.
(i) Request: means a request placed by a Member with Quintessentially for Quintessentially to research, recommend, coordinate, or arrange the supply of goods and/or services from a third party on the Member’s behalf. A request includes, but is not limited to outreach, bookings, recommendations, cancellations, coordination, and related communications.
(j) Services: means the concierge and lifestyle management services provided by Quintessentially to its Members as part of their Membership.
(k) Supplier: means a supplier engaged by Quintessentially on behalf of and as agent for a Member to provide goods and/or services to that Member.
(l) Website: means the website located at https://quintessentially.com/ and any related Member portal or mobile application controlled by Quintessentially (collectively, the “Member Portal”).
2.2 In these Conditions, the following rules apply:
(a) A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality).
(b) A reference to a party includes its personal representatives, successors or permitted assigns.
(c) A reference to a statute or statutory provision is a reference to such statute or statutory provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted.
(d) Any phrase introduced by the terms including, include, in particular or any similar expression, shall be construed as illustrative and shall not limit the sense of the words preceding those terms; and
(e) A reference to writing or written includes emails.
3. MEMBERSHIP APPLICATIONS
3.1 All Membership applications are subject to acceptance by Quintessentially at its sole discretion. Quintessentially may request additional information, conduct identity verification or perform background, compliance, or sanctions checks before issuing a decision. Quintessentially shall notify applicants in the event that his or her Membership application has been accepted. Quintessentially is under no obligation to provide reasons for rejecting any Membership application, and all decisions on acceptance or refusal shall be final and non-appealable.
3.2 You are obligated to provide true, complete, and accurate information in connection with your Membership application. Failure to do so may invalidate your Membership and any subsequent transactions. Your responsibility to provide accurate information is a continuing obligation. You must promptly notify Quintessentially of any change to information provided by you in connection with your Membership, including changes to contact details residential address, authorized users, or Payment Card information. Quintessentially may suspend or terminate the Membership, or decline or cancel any Request, where the Member provides incomplete, inaccurate, or misleading information.
3.3 Quintessentially offices operate in a number of territories worldwide. Members with more than one residence must enroll with the Quintessentially office associated with their primary residence, unless otherwise approved in writing. Quintessentially may, at its discretion, reassign a Member’s account to a different office or service jurisdiction if required for regulatory, operational, or service-delivery reasons.
3.4 Membership is personal to the Member only and may not be shared, transferred, or used by another individual except where permitted by the Member’s Tier. Where applicable, a spouse or designated personal assistant may place Requests on a Member’s behalf only if expressly authorized in writing. The Member is responsible for all activity under the Membership.
3.5 Access to and use of the Member Portal is authenticated by a username, password, and any additional security measures required by Quintessentially. You are solely responsible for maintaining the confidentiality of your username and password and you agree to notify Quintessentially immediately upon any suspected or actual unauthorized access, disclosure, or misuse. Quintessentially may suspend account access pending investigation to protect account integrity.
3.6 We will take all steps reasonably necessary to ensure that your data is treated securely and in accordance with the Quintessentially privacy policy, further details of which are set out in Section 11.1. Please note that all information you provide to us is stored on our secure servers. Any payment transactions carried out by us or our chosen third-party provider of payment processing services will be encrypted using Secured Sockets Layer technology.
4. MEMBERSHIP FEES, UPGRADES, CANCELLATIONS AND RENEWALS
4.1 For the first year of your Membership, Membership Fees and any applicable Joining Fees will be disclosed to you prior to acceptance of your Membership application. The Joining Fee shall be payable in full upon acceptance of your Membership application. Any increase or decrease in the Membership Fees for subsequent years of Membership will be communicated to all Members in advance of their Renewal Dates.
4.2 By paying the Joining Fee, you expressly request that Quintessentially begin providing the Services immediately, including during any period in which you may otherwise have a statutory right to cancel.
4.3 The Membership Fees and the Joining Fee are non-refundable, except where required by applicable law.
4.4 Quintessentially is a private Members-only club, and as consideration for the acceptance of your Membership application, you agree to public non-disparagement of Quintessentially, any other Member, and/or Quintessentially’s employees/agents. Harassment, defamatory conduct, or abusive communications (public or private) may result in suspension or termination of Membership. This condition survives the termination of your Membership.
4.5 Quintessentially is a non-solicitation environment, and any attempt to sell goods and/or services to any other Member will be grounds for the termination of your Membership.
4.6 Quintessentially reserves the absolute right to cancel or suspend your Membership without refund where a Member breaches these Conditions, engages in conduct harmful to Quintessentially or its Suppliers, fails to make required payments, or otherwise acts in a manner that, in Quintessentially’s reasonable discretion, poses reputational, operational, legal, or safety concerns. All services are provided at Quintessentially’s sole discretion.
4.7 Membership Fees are due on acceptance of your Membership application and annually in advance thereafter (the “Renewal Date”). By providing a credit or debit card, bank details, or other billing method (“Payment Card”), you authorize Quintessentially to charge all Membership Fees and other authorized charges to that Payment Card in accordance with the invoice or these Conditions.
4.8 You hereby expressly authorize Quintessentially to charge your Payment Card for annual Membership renewal Fees up to 28 days prior to or on your Renewal Date to ensure uninterrupted service. Upon written request you will be contacted directly for notice of renewal.
4.9 If you do not wish to renew your Membership you must notify Quintessentially in writing at least 30 days prior to your Renewal Date. Such writing must state the reason for your cancellation. Cancellation will take effect at the end of the then-current Membership year. Failure to provide timely notice may result in automatic renewal and charge of the applicable Membership Fee.
4.10 If you do not provide timely notice of cancellation in accordance with Section 4.9, Quintessentially reserves the right to recharge the then current Membership Fee in order to renew the Membership.
4.11 Quintessentially (and its affiliated international offices) reserve the right to refuse to provide the Services and may suspend or terminate Membership where any payment due under these Conditions is not received or is reversed, disputed, or declined. Members may upgrade their Membership Tier at any time. Upgrade fees will be prorated for the remainder of the Membership year. If a Member’s usage substantially exceeds the reasonable scope of their current Tier, Quintessentially may recommend an appropriate upgrade. If the Member declines such upgrade, Quintessentially may limit certain Services to those applicable to the Member’s current tier.
4.12 At the Member’s request, Quintessentially may purchase goods or services on the Member’s behalf. The Member authorizes Quintessentially to charge the Payment Card for such amounts immediately upon purchase. Where permitted by law, a payment processing fee of 3% may apply and will be disclosed in advance.
5. CODE OF CONDUCT
5.1 Quintessentially is a private, members only club. Exceptional service requires exceptional staff, and we are committed to maintaining a respectful, safe, and productive working environment for our employees, members, and partners. Accordingly, any conduct by a Member that is abusive, threatening, discriminatory, harassing, or otherwise inappropriate toward Quintessentially personnel, other Members, or our third-party vendors and suppliers will not be tolerated.
5.2 Quintessentially reserves the right, in its sole discretion, to suspend, freeze, or terminate a Member’s membership with immediate effect in the event of such conduct, without a refund of any fees paid. Prohibited conduct includes, but is not limited to, the use of foul or abusive language, racial or discriminatory slurs, threats of any kind, harassment, intimidation, or insulting or demeaning behavior.
5.3 All other rights and remedies at law and in equity are reserved should any Member’s disrespectful conduct rise to the level of harassment, hate-speech, intentional infliction of emotional distress, or any other violation of applicable law.
6. SUPPLY OF SERVICES
6.1 Quintessentially shall supply the Services to the Member during the Membership in accordance with the Member’s particular Requests, provided that Quintessentially shall not be required to provide or facilitate the supply of goods and/or services that it deems at its sole discretion may violate applicable laws, standards and/or regulations, or may offend taste and decency in the relevant jurisdiction.
6.2 Quintessentially shall use its reasonable endeavors to meet any performance dates specified, but any such dates shall be estimates only and time shall not be of the essence for performance of any Services.
Quintessentially shall have the right to make any changes to the Services which are necessary to comply with any applicable law, safety considerations, Supplier requirements, or market conditions, provided such changes do not materially reduce the nature or quality of the Services. Quintessentially shall notify the Member of any material change where reasonably practicable. Outside normal business hours (or as may otherwise be required from time to time), Member queries and/or Requests may be routed to an alternative Quintessentially office or team within Quintessentially’s global network. Services provided outside business hours may be delivered exclusively in the English language.
6.3 Quintessentially maintains long-standing partnerships and commercial arrangements with numerous Suppliers across travel, dining, retail, events, and related luxury services. These arrangements may include commissions, referral fees, preferred-partner benefits, or other consideration paid to Quintessentially by Suppliers. Such arrangements are standard within the luxury concierge and travel industries. Any commissions or consideration received by Quintessentially do not influence Supplier recommendations and do not increase the price the Member pays compared to booking directly with the Supplier for the same product or service at the same time. In many cases, Members may receive enhanced value through these relationships, such as complimentary upgrades, added amenities, preferred rates, or priority access. By accepting these Conditions, the Member consents to Quintessentially receiving and retaining such commissions or consideration.
6.4 Telephone calls to Quintessentially may be monitored or recorded for training, service quality, compliance, and security purposes. By communicating with Quintessentially, the Member consents to such monitoring or recording to the extent permitted by applicable law. Where required, Quintessentially will obtain express consent before recording.
6.5 Quintessentially shall provide the Services using reasonable care and skill and, as far as reasonably possible, in accordance with your Requests and reasonable instructions from time to time. Members acknowledge that certain Requests depend on third-party availability, Supplier policies, seasonal demand, and market conditions outside Quintessentially’s control.
6.6 Members are assigned a Lifestyle Manager who is available during business hours of the relevant Quintessentially office. Outside of these business hours, Requests will be handled by Quintessentially’s Out of Hours team, which may be located in another jurisdiction.
6.7 24/7 Service support is available through designated channels associated with the Member’s Tier. Request prioritization is based on Tier, the nature of the request, and operational urgency. Emergency of time-sensitive Requests relating to existing or Supplier bookings made through Quintessentially will be prioritized.
6.8 Request handling may be delayed outside business hours due to differing time zones, local Supplier operating hours, holiday schedules, event blackout periods, and limited after-hour access to certain venues, partners, or systems. Quintessentially shall not be responsible for delays attributable to Supplier availability or time zone constraints.
6.9 Restaurants and private clubs
(a) When using Quintessentially’s dining or private-club booking services, the Member authorizes Quintessentially to provide the Member’s Payment Card to venues to secure reservations and to charge any required deposits, prepayments, late-cancellation, or no-show fees in accordance with the venue’s policy. Any deposit paid on the Member’s behalf that is forfeited as a result of the Member’s cancellation or no-show may be charged to the Member’s Payment Card.
(b) Cancellations are governed by each venue’s policy (typically 24-72 hours dependent on venue). Where a reservation is cancelled outside the applicable policy, deposits and prepayments may be forfeited and are non-refundable.
(c) Reservation, seating, table preferences, and access are at the sole discretion of the venue. Quintessentially does not own or operate restaurants or clubs and cannot guarantee availability, specific tables, private rooms, or particular seating times. Quintessentially shall have no liability where a Member is refused a reservation or where requested dates/times are unavailable.
(d) Member flexibility as to date, time, party size, and venue materially increases the likelihood of securing reservations. Where a Member is inflexible, Quintessentially shall not be liable for the inability to secure a reservation, and no refunds or credits are due as a result.
(e) To protect venue relationships, repeated booking misuse (including but not limited to frequent late changes, late cancellations, or no-shows) may result in Quintessentially: (i) declining to place future dining/club requests and/or (ii) imposing an operational fee of $75 per person for each late-cancel or no-show after written notice of the policy and upon the third violation within any rolling 12-month period.
(f) Admission of Members to private club premises is at all times at the sole discretion of the club. Clubs may impose dress codes, age restrictions, membership reciprocity rules, identification requirements, and codes of conduct. Quintessentially and its Supplier shall have no liability if a Member is refused admission to a club, asked to leave, or otherwise denied service for failing to comply with club rules.
(g) Members must comply with all venue policies, including punctuality requirements, group size limits, minimum spend, dress codes, and conduct rules. Violations may result in cancellation, denial of entry, or additional charges imposed by the venue, for which the Member is solely responsible.
6.10 Tickets
(a) At the Member’s request, Quintessentially may source tickets or access to events (including sold-out or high-demand events) through primary or secondary market ticket agent partners. Where tickets are procured through such secondary channels, the purchase price may exceed the face value and the total cost may include a service charge to Quintessentially. Quintessentially is not the seller of the tickets and is not responsible for fulfilment of your order.
(b) Unless expressly stated otherwise in writing, Quintessentially is not the ticket seller or merchant of record. The Member’s contract for ticket purchase is with the ticket seller (e.g., the promoter, venue, primary seller, or secondary market reseller), and that seller’s terms and conditions apply.
(c) Ticket sales are typically final and non-refundable. Quintessentially cannot provide refunds or credits, and cannot obtain refunds on the Member’s behalf, except as expressly permitted by the ticket seller’s terms. If an event is cancelled by the organizer, recovery (if any) is typically limited to the face value of the tickets, per the seller’s policy. If an event is postponed or rescheduled, tickets are generally valid for the new date, and refunds are usually not offered by sellers; the Member must follow seller instructions for any exchange or reissue.
(d) Quintessentially or its ticket agent partner will dispatch your tickets through delivery agents at standard rates. Due to the exclusive nature of many events, tickets may be released no earlier than 24-48 hours before the event, or closer to the start time, and may require acceptance via a mobile app or account creation. The Member must follow all seller instructions (including identity verification and payment card or ID presentation) to receive tickets.
6.11 Quintessentially Travel
(a) Membership includes access to Quintessentially’s in-house luxury travel agency, Quintessentially Travel, for the planning and arrangement of accommodations, air, ground, experiences, and related travel services, subject to these Conditions and any supplementary travel policies upon notification to the Member.
(b) In instances where travel is pre-booked by the Member directly with third parties, Quintessentially is not liable for mistakes, errors, or planning gaps that lead to distress of the Member, nor are they under any obligation to correct or fix those mistakes. Assistance with any changes or edits to these reservations may be unavailable, unless and until the bookings are transferred over to Quintessentially Travel and Supplier policy permits transfer.
(c) To engage Quintessentially Travel for accommodations and bespoke travel planning, the underlying reservations must be booked through Quintessentially Travel. Bookings made by the Member using points, miles, vouchers, or discount third-party agencies (including, without limitation, Kayak, Booking.com, Viator, Expedia, or similar platforms) must be managed by the Member. Where we make the booking, we can add loyalty program numbers if applicable and if the Member provides accurate details in advance; accrual and elite benefits are subject to Supplier policy, and cannot be guaranteed.
(d) Member is solely responsible for ensuring all travelers hold valid passports, visas, vaccination certificates, and comply with entry/transit requirements for all destinations and connections.
(e) Quintessentially Travel acts solely as agent for airlines, hotels, tour operators, ground handlers, ticketing platforms, and other travel suppliers (each a “Supplier”). The contract for travel services is between the Member and the Supplier, and Supplier terms and conditions (including fare rules, refundability, change/cancel policies, schedule-change handling, and ancillary fees) apply and control. Unless expressly stated otherwise in writing, Quintessentially is not the merchant of record for travel services.
(f) Quintessentially is not liable for any act, omission, delay, default, insolvency, or breach by any Supplier; for schedule changes, cancellations, overbooking/denied boarding, lost/delayed baggage, or for events beyond Quintessentially’s reasonable control, including weather, public health events, governmental actions, strikes, operational disruptions, or force majeure. Remedies (including refunds/rebooking) are governed by Supplier policy; Quintessentially will provide reasonable assistance to communicate with the Supplier.
(g) Change and cancellation requests are subject to Supplier fare/rate rules and may incur Supplier fees and Quintessentially Travel service fees, which will be disclosed prior to processing. Some fares/rates are non-refundable and non-changeable. Refunds, if any, are processed by the Supplier and timing is controlled by the Supplier and the card network.
(h) The Member authorizes Quintessentially to: (i) provide the Member’s Payment Card to Suppliers to secure and pay for travel services; and (ii) charge the Payment Card for Quintessentially Travel service/handling fees and any disclosed Supplier prepayments, deposits, change/cancel fees, or penalties. The Member must maintain a valid Payment Card with sufficient funds; failed or disputed payments may result in cancellation or suspension of services.
(i) The Member is responsible for the accuracy and completeness of all traveler data (names matching passports, dates of birth, known traveler numbers, loyalty IDs, seating or accessibility needs, and contact details). Quintessentially is not liable for costs or disruptions arising from inaccurate or late-provided information.
(j) Special requests (room type, bedding, adjoining rooms, views, dietary, accessibility, amenity, early/late check-in) are subject to Supplier availability and are not guaranteed unless expressly confirmed in writing by the Supplier. Preferred-partner benefits (e.g., upgrades, amenities, breakfast) are subject to availability and Supplier terms at time of stay.
7. PLACING A REQUEST
7.1 Members may place Requests by telephone (which does not include text messages), email, or through the Member Portal.
7.2 Members should always contact their primary office in the first instance to manage all Requests (including international Requests). Quintessentially may route or coordinate Requests across its global network to deliver service.
7.3 Quintessentially, acting reasonably, reserves the right to withdraw any of the Services and/or to refuse to accept any Requests at its sole discretion, including for legal, safety, operational, reputational, or Supplier-policy reasons, or where information provided is incomplete, inaccurate, or untimely.
7.4 If Quintessentially is unable or not obliged to deal with any Request, it will inform the Member as soon as reasonably practicable.
7.5 The Member represents and warrants that all information provided for any booking, ordering or purchasing is true, complete, and correct; that the Payment Card or payment method used is the Member’s or that the Member is duly authorized to use it; and that the Member has sufficient funds to cover the cost of the product or service.
7.6 From time to time the procurement or provision of certain services, products or benefits may incur a Quintessentially services fee or handling charge (of which you will be notified in advance, and which may vary between Quintessentially offices) and in such event you hereby authorize Quintessentially to charge your Payment Card with any such handling charges or, alternatively, to invoice you in respect of such fees or charges.
8. CANCELLATIONS, REFUNDS AND RETURNS
8.1 The Member acknowledges that the sales contract for the supply of goods and/or services made as a result of a Request is between the Member and the relevant Supplier and that Quintessentially is not a party to such contract. Cancellations, changes, and refunds are governed by the Supplier’s policies and must be addressed directly with the Supplier, with Quintessentially providing reasonable assistance where practicable. If a Request for a specific product or service is not available, Quintessentially may offer you substitute options of a similar description and standard.
8.2 All descriptions of any products, services or Benefits on the Website have been approved by the relevant Supplier. Quintessentially shall not be liable for inaccurate or misleading descriptions.
8.3 Payment for all products and services shall be due immediately upon acceptance of the order by the relevant Supplier.
8.4 The Member further acknowledges that for goods purchased on his or her behalf by Quintessentially directly from a Supplier, returns and exchanges will be subject to the terms and conditions of that Supplier and returns or exchange of goods purchased may not always be permitted. In circumstances where Quintessentially is asked to source a specific item for a Member, Quintessentially shall inform the Member of the refund and exchange policy of that Supplier in advance. Quintessentially shall not be liable to the Member when a Supplier does not accept the return or exchange of an item.
8.5 It shall be the Member’s sole responsibility to retain all proof of return of goods to a Supplier, we recommend returning the goods by registered delivery, or by any other similar means of ascertaining the date of the return dispatch and tracking the return.
8.6 We will inform you when we become aware that a refund of an order has been processed by a Supplier.
8.7 For cross-border orders, any applicable customs duties, import taxes, and sales/use taxes shall not be refundable through Quintessentially. It shall be the Member’s sole responsibility to recover such monies. Quintessentially shall have no liability for any items held by any customs or border agency.
8.8 In the case of premium courier services, if the Member is not at the specified Delivery address to receive their Order at the scheduled time, the Member may incur further charges for subsequent attempts to re-deliver the goods.
8.9 Unless expressly agreed in writing, time is not of the essence for Request fulfillment, and delays attributable to Supplier lead times, stock, custom production, or shipping/logistics shall not constitute a breach by Quintessentially.
8.10 Certain categories (e.g., tickets, experiences, holiday/event menus, special orders, personalized goods) are typically non-refundable and non-changeable; the Member acknowledges and accepts the applicable Supplier policy at time of booking.
9. SUPPLIERS
9.1 Suppliers are solely responsible for the provision, performance, quality, and delivery of the services, products and Benefits arranged at the Member’s Request. Unless expressly stated otherwise, Quintessentially acts only as agent for the Member in arranging such goods and services. Quintessentially will communicate with Suppliers on the Member’s behalf unless it is more appropriate for the Member to contact the Supplier directly.
9.2 Suppliers may impose their own terms and conditions, including payment requirements, cancellation/change rules, refund policies, age or eligibility restrictions, dress codes, or security/entry terms. These Supplier terms apply in every case to the supply of goods and/or services by that Supplier to the Member, and such terms and conditions shall be binding upon the Member at the time of order.
9.3 Certain Suppliers may require the Member’s Payment Card details. Where the Member instructs Quintessentially to provide the Member’s Payment Card or to make payment on the Member’s behalf, Quintessentially shall have no liability relating to such use of the Payment card, provided that Quintessentially acts in accordance with the Member’s instructions.
9.4 Supplier-provided Benefits are subject to availability and may change from time to time without notice.
9.5 If Quintessentially’s performance of any of its obligations under these Conditions is prevented or delayed by any act or omission by the Member or failure by the Member to perform any relevant obligation (“Member Default”):
(a) Quintessentially may, without limiting its other rights or remedies, suspend performance of the Services until the Member remedies the Member default, and may rely on the Member Default to relieve it from the performance of any of its obligations to the extent the Member Default prevents or delays Quintessentially’s performance of any of its obligations.
(b) Quintessentially shall not be liable for any costs or losses sustained or incurred by the Member arising directly or indirectly from Quintessentially’s failure or delay to perform any of its obligations as set out in this Section 9.5; and
(c) the Member shall reimburse Quintessentially on written demand for any costs or losses sustained or incurred by Quintessentially arising directly or indirectly from the Member Default.
10. INDEMNITY AND LIMITATION OF LIABILITY
10.1 The Member shall indemnify, defend and hold harmless Quintessentially, its affiliates, and their respective directors, officers, employees, and agents (collectively, the “Quintessentially Parties”) from and against any and all claims, demands, actions, losses, liabilities, damages, fines, penalties, costs and expenses (including reasonable attorneys’ fees and disbursements) arising out of or in connection with (a) the Member’s breach of these Conditions or of any applicable Supplier, venue, event, ticketing, or travel terms; (b) the Member’s (or their authorized spouse, personal assistant or guest’s) misconduct, harassment, unlawful behavior, or violation of venue rules or applicable law; (c) any inaccurate, incomplete, misleading or late information or instructions provided by the Member (including traveler data, identity documents, payment details, or contact information); (d) any chargeback, payment reversal, or fraud initiated by or attributable to the Member with respect to transactions made in accordance with these Conditions; and (e) any intellectual property or other materials provided by the Member that infringe or misappropriate the rights of any third party.
10.2 The foregoing indemnity shall not apply to the extent a claim arises from:
(a) death or personal injury caused by its negligence, or the negligence of its employees, agents or subcontractors; or
(b) fraud or fraudulent misrepresentation.
10.3 Subject to Section 10.1:
(a) To the fullest extent permitted by law, Quintessentially shall not be liable for any indirect, incidental, special, exemplary, punitive, or consequential damages, including loss of profits, loss of business, depletion of goodwill and/or similar losses, loss of anticipated savings, loss of goods; or, loss of contract, or loss of use, or loss of corruption of data or information whether in contract, tort, breach of statutory duty, or otherwise; and
(b) Quintessentially’s total aggregate liability to the Member in respect of all other losses arising under or in connection with their Membership or the Services shall not exceed the Membership Fees paid by the Member in the twelve (12) months preceding the event giving rise to liability.
(c) The Member’s contract for the supply of products, services, tickets, travel, hospitality, venues, or Benefits is with the applicable Supplier only. Quintessentially acts as an agent in arranging such goods and services. All rights and remedies in relation to Supplier performance are against the Supplier, and Quintessentially shall not be liable for any act, omission, delay, default, error, or breach by any Supplier.
(d) Suppliers are independent third parties, and Quintessentially does not control their operations, pricing, availability, quality, safety, policies, or compliance. Quintessentially disclaims any and all liability for any loss or damage arising from Supplier performance or failure to perform, whether or not the Supplier was arranged through Quintessentially.
(e) Quintessentially shall have no liability for any loss, damage, costs, expenses or other claims arising from Member Default (including incomplete, incorrect, inaccurate, or late instructions or information) or from the Member’s failure to comply with Supplier terms, venue rules, or applicable law.
(f) Quintessentially shall not be liable for any delay or failure to perform due to events beyond its reasonable control, including, without limitation, force majeure events, Supplier or venue decisions, third-party platform failures, schedule changes, strikes, labor disputes, governmental actions, public health events, adverse weather, or travel/transport disruptions.
(g) Except as expressly set out in these Conditions, all warranties, conditions, terms, and conditions implied by statute or common law, or otherwise are excluded to the fullest extent permitted by law.
(h) This Section 10 shall survive termination of these Conditions.
11. COMMENCEMENT AND TERMINATION
11.1 These Conditions shall take effect when Quintessentially accepts the Member’s application and remain in force for the duration of the Membership. Quintessentially may provide the services through Quintessentially & Co. (USA), Inc. or any Affiliate. The contracting Quintessentially entity will be identified in the Member’s onboarding or invoice documentation, and the Member agrees that all rights and remedies under these Conditions shall be against Quintessentially & Co. (USA), Inc. and no other entity.
11.2 Quintessentially may suspend or terminate the Membership, in whole or in part, without refund, where the Member: (a) breaches these Conditions or any applicable Supplier/venue/ticketing/travel terms; (b) engages in conduct that creates legal, safety, reputational, or operational risk; (c) fails to pay amounts when due; (d) provides incomplete, inaccurate, or misleading information; or (e) violates applicable law.
11.3 On termination or expiry, all fees already paid are non-refundable, all accrued charges and Supplier obligations remain due, and Quintessentially may cancel or cease managing pending Requests not yet confirmed. Sections that, by their nature, should survive termination (including, but not limited to payment, Supplier terms, limitations of liability, indemnity, privacy, and dispute resolution), shall survive.
12. DISPUTE RESOLUTION; BINDING ARBITRATION
PLEASE READ THIS SECTION CAREFULLY. IT REQUIRES YOU AND QUINTESSENTIALLY TO ARBITRATE CERTAIN DISPUTES ON AN INDIVIDUAL BASIS AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF, UNLESS YOU TIMELY OPT OUT AS DESCRIBED BELOW. YOU AND QUINTESSENTIALLY WAIVE THE RIGHT TO A JURY TRIAL. NO CLASS, COLLECTIVE, OR REPRESENTATIVE ACTIONS OR ARBITRATIONS ARE PERMITTED EXCEPT TO THE EXTENT PUBLIC INJUNCTIVE RELIEF MAY BE SOUGHT IN A COURT AS PROVIDED BELOW.
12.1 SCOPE. This Section 12 applies to any dispute, claim, or controversy between you and Quintessentially that arises out of or relates to these Conditions, your account or billing, our communications with you (including telephone, text, and online tracking technologies), or our services, including statutory and common-law claims (collectively, “Disputes”). This Section does not prevent either party from bringing an individual action in small claims court in the county of your billing address, or from seeking temporary or preliminary injunctive or other equitable relief in a court of competent jurisdiction to prevent the unauthorized use, misuse, or infringement of intellectual property or confidential information. This Section does not require arbitration of claims for public injunctive relief to the extent such claims are not arbitrable as a matter of law; such claims may be brought in court as set forth below.
12.2 Informal Resolution First. Before either party initiates arbitration, the parties agree to attempt to resolve the Dispute informally. You must send a written notice describing the nature and basis of the claim and the specific relief sought to: [address]. Our notice to you will be sent to your billing address and, if available, your email address. If the Dispute is not resolved within sixty (60) days after the notice is received, either party may commence arbitration (or, if permitted above, proceed in court). This informal process is a condition precedent to filing for arbitration.
12.3 Arbitration Procedure. Any arbitration will be administered by JAMS pursuant to the JAMS Consumer Arbitration Minimum Standards and the JAMS Streamlined Arbitration Rules and Procedures then in effect (together, the “JAMS Rules”). If JAMS is unavailable, the American Arbitration Association (“AAA”) will administer the arbitration under the AAA Consumer Arbitration Rules. The JAMS Rules (and, if applicable, the AAA Rules) are incorporated by reference. Unless you and Quintessentially agree otherwise, a single neutral arbitrator will conduct the arbitration. The arbitration will be held in the county of your billing address, or at another location you and Quintessentially agree upon, or by video conference or telephonically to the extent permitted by the applicable rules. To the extent the administrator maintains any mass-filing protocols, those protocols apply only to the extent they are consistent with the Mass Arbitration provisions of this Section 12; where inconsistent, this Section 12 controls.
12.4 Fees and Costs. For any arbitration you initiate, you will be responsible only for the consumer filing fee under the applicable administrator’s rules, up to a maximum of $250; Quintessentially will pay all other administrative fees, arbitrator fees, and costs. For any arbitration Quintessentially initiates, Quintessentially will pay all filing, administrative, and arbitrator fees. The arbitrator may award fees and costs to the prevailing party to the extent permitted by applicable law.
12.5 Authority of Arbitrator; Delegation. The Federal Arbitration Act, 9 U.S.C. § 1 et seq. (the “FAA”), governs the interpretation and enforcement of this Section 12. Except as provided under the “Class and Representative Action Waiver,” “Public Injunctive Relief,” and “Mass Arbitration” provisions, the arbitrator has the exclusive authority to resolve all Disputes, including all procedural and substantive questions and disputes about the enforceability, interpretation, scope, or applicability of this Section 12, including the question of arbitrability. The arbitrator may award the same individualized remedies that a court could award. The arbitrator may not preside over any form of class, collective, consolidated, or representative proceeding.
12.6 Class and Representative Action Waiver. You and Quintessentially agree that each may bring claims against the other only in your or its individual capacity and not as a plaintiff or class member in any purported class, collective, mass, or representative action or proceeding. Unless both you and Quintessentially agree otherwise, the arbitrator may not consolidate more than one person’s claims and may not preside over any form of a class, collective, mass, or representative proceeding.
12.7 Public Injunctive Relief. Notwithstanding anything to the contrary, if a claim for public injunctive relief is not subject to arbitration as a matter of law, you and Quintessentially agree that such a claim will be adjudicated in a court of competent jurisdiction as set forth under “Court Proceedings; Venue; Enforcement” below. All other claims, including claims for individual monetary, declaratory, or injunctive relief, will be resolved in arbitration. The parties agree to stay any court proceedings for public injunctive relief pending the outcome of the arbitration of all arbitrable claims.
12.8 Mass Arbitration. If, at any time, twenty-five (25) or more similar demands for arbitration are filed or threatened against Quintessentially that share common issues of law or fact and are brought by the same or coordinated counsel or organization (a “Mass Arbitration”), a staged and batched process will apply to promote efficient, fair, and cost-effective resolution while preserving individualized adjudication. The arbitration administrator will assign a unique sequential number to each demand and, if not already provided, require a short, standardized statement of each claimant’s individualized facts and requested relief. The parties will proceed with individual arbitrations for the first ten (10) sequentially numbered claims as bellwether matters before separate arbitrators, and all other arbitrations will be stayed. Within thirty (30) days after the final bellwether award becomes final, the parties will participate in good-faith, confidential global mediation with a mutually agreed mediator to attempt to resolve all remaining claims. If claims remain unresolved after mediation, they will be administered in randomized batches of no more than twenty (20) claims at a time, with each batch proceeding only after the prior batch is completed and any associated fees becoming due only when a batch commences. Notwithstanding anything to the contrary in the administrator’s rules, for demands beyond the bellwethers no filing, case-initiation, or arbitrator fees shall be due from either party until a claim is placed into an active batch. Quintessentially will pay all administrative and arbitrator fees for each active batch after the consumer has paid any applicable consumer filing fee, capped at $250 per claimant, unless the arbitrator determines a claim is frivolous under Rule 11 or analogous standards. Fee allocation for any global mediator will be shared equally unless prohibited by applicable law or the mediator requires a different allocation, in which case Quintessentially will pay the greater share permitted by law. The arbitrators presiding over the bellwethers may issue non-binding procedural recommendations to streamline subsequent batches. The parties will cooperate on reasonable, proportionate discovery protocols, including the use of exemplar discovery and protective orders, and the arbitrators may coordinate scheduling across batches to prevent prejudice and undue burden. Nothing in this Mass Arbitration provision authorizes class-wide or representative proceedings, consolidation of claims for hearing or decision, or issue-class treatment. To the extent the arbitration administrator’s mass-filing procedures conflict with this Section 12, this Section 12 governs. If a court of competent jurisdiction holds that the Mass Arbitration provisions in this Section are unenforceable as to some or all claims, or if the arbitration administrator declines to administer demands consistent with this Section and the parties cannot agree on a substitute administrator, then the unenforceable portion will be severed and the remaining arbitration provisions will remain in force. For any claims that cannot feasibly be administered on the individualized, staged, and batched basis described above, the parties agree to litigate those claims on an individual basis in a court of competent jurisdiction, while any arbitrable claims proceed in arbitration.
12.9 Confidentiality. The arbitrator, you, and Quintessentially will maintain the confidentiality of the arbitration proceedings, awards, and related materials, except to the extent disclosure is necessary to prepare for or conduct the arbitration hearing, in connection with a court application or proceeding, to enforce or vacate an award, or as otherwise required by law.
12.10 Court Proceedings; Venue; Enforcement. Exclusive jurisdiction for any court proceeding permitted under this Section 12, including to seek temporary or preliminary injunctive relief, to adjudicate a claim for public injunctive relief if not arbitrable, or to enforce or confirm an arbitration award, lies in the state or federal courts located in California, and you and Quintessentially consent to personal jurisdiction and venue in those courts for such purposes.
12.11 Opt-Out. You may opt out of this agreement to arbitrate within thirty (30) days from the date you first accept these Terms and Conditions by sending a notice stating your decision to opt out, along with your full name, service address, email address, and telephone number, to Quintessentially, Attn: Legal Department, [address]. Your opt-out will apply only to this version of Section 12. If you opt out, Disputes will be resolved in accordance with Section 12.12.
12.12 Severability. If any provision of this Section 12 is found unenforceable as to a particular claim or remedy, that provision will be severed as to that claim or remedy and the remainder of Section 12 will remain in force to the fullest extent permitted by law. If the Class and Representative Action Waiver is found unenforceable as to a particular claim, then that claim must be litigated in court and not in arbitration, and litigation of such claims will be stayed pending the outcome of any individual claims in arbitration.
12.13 Arbitration/Procedural Law. This Section 12 evidences a transaction involving interstate commerce. Accordingly, the FAA governs the interpretation and enforcement of this Section 12. Where state law is relevant to any issue relating to arbitration, the laws of the State of California apply without regard to conflict-of-law principles.
13. GENERAL
13.1 Privacy and Data Protection:
(a) The Services and your Membership are subject to the Quintessentially Privacy Policy, incorporated into these Conditions by reference and set out at the following web address: https://quintessentially.com/privacy-policy. Quintessentially may share Member personal data with Suppliers and service providers (including Affiliates) as reasonably necessary to fulfill Requests and operate the Membership, consistent with the Member’s instructions and applicable law. Where data is transferred cross-border, Quintessentially will implement appropriate safeguards as required by law.
13.2 Assignment and subcontracting:
(a) Quintessentially may at any time assign, transfer, charge, subcontract or deal in any other manner with all or any of its rights under these Conditions and may subcontract or delegate in any manner any or all of its obligations under these Conditions to any third party or agent.
(b) The Member shall not, without the prior written consent of Quintessentially, assign, transfer, charge, subcontract or deal in any other manner with all or any of its rights or obligations under these Conditions.
13.3 Waiver:
(a) A waiver of any right under these Conditions is only effective if it is in writing and shall not be deemed to be a waiver of any subsequent breach or default. No failure or delay by a party in exercising any right or remedy under these Conditions or by law shall constitute a waiver of that or any other right or remedy, nor preclude or restrict its further exercise. No single or partial exercise of such right or remedy shall preclude or restrict the further exercise of that or any other right or remedy. Unless specifically provided otherwise, rights arising under these Conditions are cumulative and do not exclude rights provided by law.
13.4 Notices
(a) Quintessentially may provide notices via email to the address on file, via the Member Portal, or by other reasonable electronic means. The Member is responsible for keeping contact details current. Notices are deemed received upon sending (for email/Portal) or within a reasonable period for other means, subject to applicable law.
13.5 Severance:
(a) If a court or any other competent authority finds that any provision of these Conditions (or part of any provision) is invalid, illegal or unenforceable, that provision or part-provision shall, to the extent required, be deemed deleted, and the validity and enforceability of the other provisions of these Conditions shall not be affected.
(b) If any invalid, unenforceable or illegal provision of these Conditions would be valid, enforceable and legal if some part of it were deleted, the provision shall apply with the minimum modification necessary to make it legal, valid, and enforceable.
13.6 Variation:
Quintessentially may amend these Conditions from time to time and will notify you of any changes in timely manner. Notifications will be by some or all of the following: Quintessentially Newsletter, the Website, by email or by phone. Your continued use of your Membership constitutes acceptance of such variations to these Conditions.
13.7 No partnership:
Nothing in these Conditions is intended to, or shall be deemed to, constitute a partnership or joint venture of any kind between any of the parties, nor constitute any party the agent of another party for any purpose. No party shall have authority to act as agent for, or to bind, the other party in any way.
13.8 Third parties:
A person who is not a party to these Conditions shall not have any rights under or in connection with it.