General Terms and Conditions
1. Introduction
1.1. These General Terms and Conditions (the "Agreement") governs the entire relationship between you the Client and the Company.
1.2. Before the Distance contract is concluded, the Client will be provided with the text of this Agreement electronically or in other durable format. If this is not reasonably possible, the Company will indicate, before the Distance contract is concluded, in what way this Agreement is available for Client`s review at the Company`s premises and that they will be sent free of charge to the Client, as soon as possible, at the Client`s request.
1.3. THE CLIENT IS OBLIGED TO CAREFULLY READ THIS AGREEMENT BEFORE ACCEPTING IT AND USING THE SERVICES OF THE COMPANY. THE CLIENT AGREES THAT HIS/HER USE OF THE SERVICES ACKNOWLEDGES THAT THE CLIENT HAS READ THIS AGREEMENT, UNDERSTOOD IT, AND AGREED TO BE BOUND BY IT.
1.4. This Agreement contains a mandatory arbitration provision that, as further set forth in Section 17 below, requires the use of arbitration on an individual basis to resolve disputes, rather than jury trials or any other court proceedings, or class actions of any kind.
2. Definitions
2.1. Unless this Agreement provide otherwise, wherever used in this Agreement, including the introductory part, the following terms when capitalized shall have the following meanings:
(a) Agreement Agreement for providing Services and/or Goods concluded online by the Company and the Client.
(b) Client user of the Company's Services and/or the buyer of Goods as explained in this Agreement.
(c) Company shall mean 1) UAB "Kilo grupe", company code 303157579, registered address at Antakalnio str. 17, LT-10312 Vilnius, Lithuania, email [email protected], or 2) "Karma processing Incorporated" company code 7138602, office address at 1000 West Street, Suite 1200, Wilmington, Delaware 19801 email [email protected],(depending on the payment method chosen by the Client) which are responsible for providing the subscription services and handling Client's inquires, including refunds and chargebacks for the associated Companies for the Goods and Services. The associated companies Diabetes Solutions UAB, (code 305571148), and Max Nutrition UAB (code: 305442043).
shall mean Diabetes Solutions UAB , code 305571148, with the registered office at Žalgirio St. 90-100, Vilnius, office address at Aludariu str. 3 Vilnius, Lithuania, e-mail [email protected] is responsible for the Services provided via the Website and Mobile app.Notwithstanding the above, for the purposes of Sections 5.5 and 6.1-6.2, and any other provisions related to sale of physical Goods, the Company shall refer to Max Nutrition UAB , code 305420438, registered address at Herkaus Manto g. 4-133, Vilnius, the Republic of Lithuania, office address at Aludariu str. 3 Vilnius, the Republic of Lithuania, e-mail: [email protected].
(d) Offer the offer to enter into this Agreement of Services and/or Goods provided by Company to the Client through the Website or Mobile app.
(e) Privacy Policy the privacy policy of the Company published on the Website or Mobile app.
(f) Services the Digital content provided by the Company to the Client as well as the accessibility to the Website or Mobile app, including information, text, images offered or provided there.
(g) Digital content individual digital plans and/or other digital content sold from time to time online by the Company.
(h) Goods products in physical form sold online by the Company.
(i) Distance contract a contract concluded between the Company and the Client within framework of system organized for the distance sale of Digital content and/or Goods.
(j) Website the website of the Company available at www.cardi.health
(k) Mobile app the mobile applicationof the Companythat may be downloaded by the Client from App Store and/or Google Play.
3. Submission of the Offer
3.1. The Company will provide the Client with a possibility of receiving an Offer.
3.2. The Client will be asked to provide certain information through before receiving the Offer by choosing provided options or typing requested details. The Client is obliged to provide current, correct and comprehensive information that is requested to be provided.
3.3. Upon submission of the information established in Section 3.2 of this Agreement, the Client will be provided with the Offer. The Offer will include information on the following:
3.3.1. payment amount for the relevant Services and/or Goods;
3.3.2. payment options: via credit card or other allowable payment form;
3.3.3. other information Company finds important to include in the Offer.
3.4. Accepting the Offer
3.4.1. The Client accepts the Offer once he/she ticks the box "I agree with the Terms & Conditions". Once the Client agrees with the Terms & Conditions, the Client will be required to press the button "Submit".
4. Distance contract
4.1. The Distance contract will be concluded at the moment when the Client accepts the Offer and as indicated in paragraph 3.4.1.
4.2. As the Client will accept the Offer electronically, the Company will confirm receipt of acceptance of the Offer electronically. In case the Client purchases Digital content, such will be provided to the Client`s e-mail address provided by the Client or on the Mobile app.
4.3. IN CASE THE AGREEMENT BETWEEN THE COMPANY AND THE CLIENT CONSISTS OF DIGITAL CONTENT WHICH IS NOT SUPPLIED ON A TANGIBLE MEDIUM THE CLIENT AGREES TO LOSE HIS/HER RIGHT OF WITHDRAWAL OF THE AGREEMENT.
4.4. The Company makes reasonable efforts to ensure that Services operate as intended, however such Services are dependent upon internet and other services and providers outside of the control of the Company. By using Company`s Services, the Client acknowledges that the Company cannot guarantee that Services will be uninterrupted, error free or that the information it contains will be entirely free from viruses, hackers, intrusions, unscheduled downtime or other failures. The Client expressly assumes the risk of using or downloading such Services.
4.5. From time to time and without prior notice to the Client, we may change, expand and improve the Services. We may also, at any time, cease to continue operating part or all of the Services or selectively disable certain aspects of the Services. Any modification or elimination of the Services will be done in our sole and absolute discretion and without an ongoing obligation or liability to the Client, and the Client use of the Services do not entitle the Client to the continued provision or availability of the Services.
4.6. The Client furthermore agrees that:
4.6.1 he/she shall not access Services (including for purchasing Goods) if he/she is under the age of 18;
4.6.2 The Client will deny access of Services to children under the age of 18. The Client accepts full responsibility for any unauthorized use of the Services by minors.
5. Payments and Subscription
5.1. During the period of validity indicated in the Offer, the price for the Services and/or Goods being offered will not increase, except for price changes in VAT-tariffs.
5.2. The Client agrees to:
5.2.1. pay all additional costs, fees, charges, applicable taxes and other charges that can be incurred by the Client;
5.2.2. purchase Services and/or Goods by using valid credit card or other allowed form of payment;
5.2.3. provide Company current, correct and comprehensive information as detailed in the purchase order form. If Company discovers or believes that any information provided by Client is not current, inaccurate or incomplete, Company reserves the right to suspend the Service and/or delivery of Goods at its sole discretion and Client forfeits any right to refund paid amount.
5.3. After the Client is transferred to the third party payment service provider, the risk of loss or damages will pass to the Client and/or third party service. The Client's online credit or debit card payments to the Company will be handled and processed by third party payment service provider and none of the sensitive data in relation to your payment will be stored on or used by the Company. The Company shall not be liable for any payment issues or other disputes that arise due to the third party payment services. The Company may change the third party payment service provider from time to time.
5.4. All prices and costs are in US Dollars unless otherwise indicated.
5.5. All Goods remain Company's property until full payment is made. The price applicable is that set at the date on which you place your order. Shipping costs and payment fees are recognized before confirming the purchase. If you are under 18 years old you must have parents' permission to buy from the Company.
5.6. All transfers conducted through the Company are handled and transacted through third party dedicated gateways to guarantee your protection. Card information is not stored and all card information is handled over SSL encryption. Please read the terms & conditions for the payment gateway chosen for the transaction as they are responsible for the transactions made.
5.7. Your payments are processed by 1) Kilo grupė, UAB , company code 303157579, registered address at Antakalnio str. 17, LT-10312 Vilnius, Lithuania, or by 2) "Karma processing Incorporated" company code 7138602, office address at 1000 West Street, Suite 1200, Wilmington, Delaware 19801, USA, depending on the payment method chosen by the Client. For a refund or a complaint, please contact [email protected].
5.8. In order to ensure that Client does not experience an interruption or loss of Services, the Services are offered on automatic renewal.
5.8.1. EXCEPT FOR REASONS DESCRIBED BELOW IN THIS SECTION, AUTOMATIC RENEWAL AUTOMATICALLY RENEWS THE APPLICABLE SERVICE UPON EXPIRATION OF THE CURRENT TERM FOR A RENEWAL PERIOD EQUAL IN TIME TO THE MOST RECENT SERVICE PERIOD. For example, if Clients last service period is for one year, the renewal period will typically be for one year.
5.8.2. Unless Client cancels the subscription, Company will automatically renew the applicable service when it comes up for renewal and will take payment from the payment method associated with the Service in Client's account.
5.8.3. The Company may change the subscription plans and the price of the Services from time to time. Renewals will be charged at Company's then current rates, which Client acknowledges and agrees may be higher or lower than the rates for the original service period.
5.8.4. IF CLIENT DOES NOT WISH FOR SERVICE TO AUTOMATICALLY RENEW, he may elect to cancel the subscription at least 48 hours before the end of current period, in which case, the Services will be terminated upon expiration of the then current term, unless he manually renews the Services prior to that date.
5.8.5. If Client have purchased the subscription on Companies website, Client will not be able to control it through the Apple App Store or Google Play. Instead, Client may easily cancel the subscription by logging in to the Users Account on Companies website or contacting the support team by [email protected].
5.8.6. If Client have purchased the subscription through the Apple App Store or Google Play, client might cancel the subscription only through his Apple or Google Account. Client understands that deleting the app does not cancel the subscriptions.
5.9. From time to time the Company might offer the Special Deals which may contain additional terms and conditions applicable together with this Agreement.The Company may offer the trials of paid subscriptions for the limited time at a special price or without payment ("Trial"). The Company will automatically begin charging the Client for the subscription on the first day following the end of the Trial on recurring basis of the interval what Company discloses in the Special Deal, chosen by the Client. If Client doesn't want to be charged, he must cancel the subscription before the end of the Trial.
5.A. Free version of the app.
5.A.1. The Company also offers a free version of the Cardi App. The free version includes basic functionalities and less features than the ones provided to subscribers of Company's paid Service offerings. Anyone who is eligible for the app as per clause 5.5 can access the free version of the app. Customers using the free version of the app, can at any moment upgrade to the paid version (offered on a subscription basis).
5.A.2. Company reserves the right to discontinue a free version of the app at any moment. Company will inform Customer about the end of the free version offer period. Customers will not be automatically transferred to a paid subscription and there will be no payment obligations after the free version term end unless Customer will select to become a subscriber of the app. Also, Company may add new or remove then current free features of the app, without prior notice.
6. Refund Policy
6.1. The Company follows a no refund policy, unless the product (either Digital content or Goods) is proven to be not as described or faulty. In such cases, Client must contact our customer support at [email protected] within 14 days upon delivery and provide detailed information proving Company's product (either Digital content, Goods) fault (with visual proof attached).
6.1.1. Once a refund is issued, Client no longer has the access to Company's product (either Digital content or Goods).
6.1.2. All refunds are applied to the original method of payment.
6.1.3. By purchasing Services, Client agrees to this refund policy and relinquishes any rights to subject it to any questions, judgment or legal actions.
6.1.4. The Company will not be responsible for the refund or reshipping the order to the other address if Client didn't provide correct or full delivery or contact information (including delivery address, email address).
Return Policy
6.2. Any Goods that you wish to return must be in the original packaging and unopened, in a condition fit for resale. If the Goods to be returned do not meet these conditions, we will be unable to offer a refund. If you decide to return the order, you must inform us at [email protected] before you return it to our warehouse. We'll provide you with our return form which must be filled and sent back together with the Goods within 14 days after the purchase was received. Once the Goods and the form have been received and checked by our staff, a refund will be authorised by the same method that the payment was made. Please be advised that the refund may take up to 14 working days to reach your bank account. If the Client fails to meet the deadlines of our returns policy, we will be unable to offer a refund.
Return address for the Goods:
UAB MAX Nutrition warehouse and address for the returns:
C/O RET_ATL_1 190 Bridgeport Pkwy Moreland, GA 30259
7. Intellectual Property Rights
7.1. As between Company and Client, all intellectual property rights, including but not limited to copyright, design rights, trademark rights, patent rights and any other proprietary rights in or to related to the Services and Services-related content are owned by the Company.
7.2. The Client must not reproduce, disassemble, reverse engineer, decompile, distribute, publicly display or perform, or publish or otherwise make available the Services including but not limited to Digital content, in whole or in part without Company's prior written consent.
7.3. The Client hereby grants to the Company a perpetual, irrevocable, worldwide, fully paid-up and royalty‑free, non-exclusive license, including the right to sublicense (through multiple tiers) and assign to third parties, to reproduce, distribute, perform and display (publicly or otherwise), create derivative works of, adapt, modify and otherwise use, analyze and exploit in any way now known or in the future discovered, his/her User Content (except for User Trademarks) as well as all modified and derivative works thereof. To the extent permitted by applicable laws, the Client hereby waives any moral rights he/she may have in any User Content. "User Content" means any User Trademarks, communications, images, writings, creative works, sounds, and all the material, data, and information, that the Client uploads, transmits or submits through the Services, or that other users upload or transmit. By uploading, transmitting or submitting any User Content, the Client affirms, represents and warrants that such User Content and its uploading, transmission or submission is (a) accurate and not confidential; (b) not in violation of any applicable laws, contractual restrictions or other third‑party rights, and that the Client has permission from any third party whose personal information or intellectual property is comprised or embodied in the User Content; and (c) free of viruses, adware, spyware, worms or other malicious code.
7.4. No part of this Agreement is, or should be interpreted as a transfer of intellectual property rights in relation to the Services or Services-related content, except as expressly set forth in Section 8.1 below.
8. Use of Digital content
8.1. All intellectual property rights specified in Article 7.1 and relating to Digital content are owned by the Company. Digital content is licensed pursuant to this Section 8, and is not sold. The Client will only be granted a limited, revocable, non-exclusive, non-transferable and non-sublicensable license, subject to the terms and conditions of this Agreement, to use (solely for the Client's individual use) any Digital content provided by Company to the Client.
8.2. The term of this licence shall be for a term of 5 years from the date of the Client receiving the applicable Digital content, unless earlier suspended or terminated in accordance with this Agreement.
8.3. Unless expressly otherwise provided, the Client must not use any Digital content except for personal, non-commercial purposes.
8.4. The Client must not edit, reproduce, transmit or lend the Digital content or make it available to any third parties or use it to perform any other acts which extend beyond the scope of the licence provided in this Section 8 by the Company.
8.5. The Company may impose restrictions on the scope of the licence or the number of devices or types of devices on which Digital content can be used.
8.6. If the Client violates this Section 8, the Company may suspend access to the relevant Digital content, without limiting any of Company's rights or remedies under this Agreement or applicable law, including Company's right to recover from the Client the loss suffered as a result of or in connection with the infringement including any expenses incurred.
9. Sale of Digital Content Prohibited
9.1. The Client is prohibited from selling, offering for sale, sharing, renting out or lending Digital content, or copies of Digital content.
10. Privacy Policy
10.1. The processing of Client's personal data is governed by the Privacy Policy. It is recommended for the Client to print and keep a copy of the Privacy Policy together with this Agreement.
11. Indemnity
11.1. The Client will indemnify and hold the Company, its affiliates, officers, directors, employees, agents, legal representatives, licensors, subsidiaries, joint ventures and suppliers, harmless from any claim or demand, including reasonable attorneys` fees, made by any third party due to or arising out of Client's breach of this Agreement or use of the Services, or Client's violation of any law or the rights of a third party in conjunction with Client's breach of this Agreement or use of the Services.
12. Liability
12.1. INFORMATION MAY NOT BE APPROPRIATE OR SATISFACTORY FOR THE CLIENT USE, AND HE/SHE SHOULD VERIFY ALL INFORMATION BEFORE RELYING ON IT. ANY DECISIONS MADE BASED ON INFORMATION CONTAINED IN THE WEBSITE OR MOBILE APP, INCLUDING INFORMATION RECEIVED THROUGH CLIENT`S USE OF THE SERVICES, ARE HIS/HER SOLE RESPONSIBILITY.
12.2. THE CLIENT EXPRESSLY UNDERSTANDS AND AGREES THAT THE COMPANY SHALL NOT BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR THOSE RESULTING FROM LOST PROFITS, LOST DATA OR BUSINESS INTERRUPTION, LOSS OF GOODWILL, LOSS OF USE, OR OTHER LOSSES WHETHER BASED ON WARRANTY, CONTRACT, TORT OR ANY OTHER LEGAL THEORY (EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING OUT OF: (i) THE USE OR INABILITY TO USE SERVICES, (ii) ANY LINK PROVIDED IN CONNECTION WITH THE SERVICES, (iii) THE MATERIALS OR INFORMATION CONTAINED AT ANY OR ALL SUCH LINKED WEBSITES OR MOBILE APP, (iv) CLIENT`S RELIANCE ON ANY OF THE SERVICES; (v) THE INTERRUPTION, SUSPENSION, TERMINATION OF THE SERVICES OR ANY PORTION THEREOF, (vi) THE TIMELINESS, DELETION, MISDELIVERY OR FAILURE TO POST OR STORE ANY INFORMATION, OR (vii) ANY MATTER OTHERWISE RELATED TO THE CLIENT`S USE OF THE SERVICES. IN NO EVENT SHALL THE COMPANY'S AGGREGATE LIABILITY TO THE CLIENT RELATING TO HIS/HER USE OF THE SERVICES EXCEED ONE HUNDRED DOLLARS ($100).
12.3. A party to the Agreement shall be released from responsibility for non-fulfilment if it proves that this Agreement was not fulfilled due to force majeure. In particular, the Company shall not be liable for any losses caused by force majeure, riot, war or natural events or due to other occurrences for which the Company is not responsible (e.g. strike, lock-out, traffic hold-ups, administrative acts of domestic or foreign high authorities). The Client must provide written notification of the occurrence of force majeure, which prevents the fulfilment of this Agreement, within 30 calendar days from the date of the occurrence of these circumstances. The Company shall inform the Client about the occurrence of force majeure by e-mail or on the Website or Mobile app if possible.
12.4. Liable company: 1) Diabetes Solutions UAB, is only an administrator of the Website or Mobile App and provider of the Services, 2) Max Nutrition UAB, is the owner and the seller of the Goods, 3) Kilo grupe UAB or Karma Processing Incorporated is the company responsible for the managing subscription services and payments for Services and Goods, refunds and chargebacks (depending on the payment method chosen), for Associated Companies. THE LIABILITY OF THE COMPANY IS LIMITED TO DIRECT LOSSES, UNLESS OTHERWISE PROVIDED UNDER THE APPLICABLE LAWS.
12.5. Due to the nature of Services and/or Goods that the Company provides and as the Company cannot control the Client's adherence to the provided use instructions, the Company provides no warranty as to any results or outcomes coming from using Services and/or Goods.
12.6. DIABETES SOLUTIONS UAB, SHALL NOT IN ANY CASE BEAR ANY RESPONSIBILITY WITH RESPECT TO THE GOODS OR DELIVERY THEREOF. ALL CLAIMS, REQUESTS AND OTHER COMMUNICATION RELATED TO THE GOODS MUST BE SUBMITTED DIRECTLY TO MAX NUTRITION UAB. ACCORDINGLY, MAX NUTRITION UAB SHALL NOT IN ANY CASE BEAR ANY RESPONSIBILITY WITH RESPECT TO THE WEBSITE AND/OR SERVICES PROVIDED BY DIABETES SOLUTIONS UAB.
12.7. When using Services the Client may receive links to other websites or mobile apps that are not owned and/or controlled by the Company. These are provided "as is". The Client acknowledges and agrees that the Company is not responsible for the operation of such links. Furthermore, the Company is not responsible or liable for any content, advertising, products or other materials that may be accessed through such links and therefore the Client agrees that the Company shall not be responsible or liable, directly or indirectly for any damage or loss caused or alleged to be caused by or in connection with use or reliance on any such content, goods, services available on or through any such websites or mobile apps.
13. Medical disclaimer
13.1. BEFORE TRYING MEAL PLAN AND/OR GOODS BY THE COMPANY, THE CLIENT SHOULD CONSULT WITH HIS/HER HEALTHCARE SERVICE PROVIDER.
13.2. THE COMPANY IS NOT A MEDICAL ORGANIZATION AND IS NOT PROVIDING ANY MEDICAL ADVICE OR ASSISTANCE. NOTHING WITHIN THE SERVICES PROVIDED BY THE COMPANY IS ASSOCIATED WITH, SHOULD BE TAKEN AS, OR UNDERSTOOD AS MEDICAL ADVICE OR ASSISTANCE, NOR SHOULD IT BE INTERPRETED IN SUBSTITUTION FOR ANY MEDICAL ADVICE OR ASSISTANCE, OR USED OR REFERRED TO INSTEAD OF SEEKING APPROPRIATE MEDICAL ADVICE OR ASSISTANCE FROM HEALTH CARE PROVIDERS. THE CLIENT IS SOLELY RESPONSIBLE FOR EVALUATING AND ASSESSING HIS OWN HEALTH, INCLUDING ANY NEED TO SEEK APPROPRIATE GUIDANCE FROM A HEALTH CARE PROVIDER.
14. Validity and Termination
14.1. This Agreement is effective after the Client accepts and electronically expresses his/her consent to comply with them, and they shall remain in effect until terminated in accordance with the following section.
14.2. The Company may terminate the relationship with the Client at any time in the following cases: (1) the Client does not agree with the Agreement; (2) the Client commits any breach of the Agreement; (3) the Client does not provide information requested by the Company and/or provides incorrect and/or incomprehensive information. Notwithstanding the foregoing, statutory termination rights shall not be affected.
15. Changes to Agreement
15.1. This Agreement, Privacy Policy and any additional terms and conditions that may apply are subject to change. The Company reserves the right to modify and update the Agreement from time to time and such changes shall be effective immediately upon posting to the Company's Website or Mobile App.
15.2. All amended Agreement, Privacy Policy and any additional terms and conditions will be posted online. The Company may give notice to the Client of any upcoming changes by sending an email to the primary email address provided by the Client, or notifying through the Website or Mobile app.
15.3. The Client understands and agrees that any continued use and access to the Services after any posted updates of the Agreement, means that Client voluntary agrees to be bound by this Agreement. If Client does not agree to be bound by the updated Agreement, he/she should not use (or continue to use) the Services.
16. Communication
16.1. In general, the Company prefers communication by e-mail. By accepting this Agreement, the Client accepts communication by e-mail. For this purpose, the Client is requested to have a valid e-mail address and provide it when filling required information as stipulated in Section 3.2. The Company may publish information related to this Agreement or Services on the Website or Mobile app as well. The Client should check his/her e-mail messages as well as information provided on the Website or the Mobile app regularly and frequently. E-mails may contain links to further information and documents.
16.2. Where applicable laws require provision of information on a durable medium, the Company will either send the Client an email with an attachment or send the Client a notification referring to the Services with download function to retain such information and documents permanently for future reference. It is the Client's responsibility requested to keep copies of all communications from the Company.
16.3. The Client may request a copy of this Agreement or any other contractual document by contacting [email protected].
16.4. The communication with the Client will be made in English, unless the Company and the Client agree to communicate in another language.
16.5. The Client may contact us at any time by sending a message to [email protected].
17. Dispute resolution
17.1. Governing Law. This Agreement is governed by the laws of Texas without regard to its principles of conflicts of law, and regardless of Client's location.
17.2. Informal Dispute Resolution. Client agrees to participate in informal dispute resolution before filing a claim against the Company.
17.2.1. Any complaints in relation to the Company and the Services provided to the Client should be addressed to the Company Diabetes Solutions, UAB by contacting [email protected].
17.2.2. Any complaints in relation to the Goods provided to the Client should be addressed to Max Nutrition, UAB by contacting [email protected].
17.2.3. Any complaints in relation with subscriptions, refunds and chargebacks for the Goods and Services, should be addressed to UAB "Kilo grupe" or Karma Processing Incorporated by contacting [email protected].
17.2.4. Client should clearly indicate that a complaint is being submitted and specify the grounds and circumstances concerning the complaint. The Company will send a complaint acknowledgement to the e-mail address from which the complaint has been received. We will consider the complaint and respond to the Client within 14 calendar days of the day of receipt of a relevant complaint. If a dispute is not resolved within 30 calendar days of the day of receipt of a relevant complaint, Client or Company may bring a formal claim.
17.3. Arbitration. Except for disputes that qualify for small claims court, all disputes arising out of or related to this Agreement or any aspect of the relationship between Client and Company, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory, will be resolved through final and binding arbitration before a neutral arbitrator instead of in a court by a judge or jury. Client and Company agrees that Client and Company are each waiving the right to trial by a jury. Such disputes include, without limitation, disputes arising out of or relating to interpretation or application of this arbitration provision, including the enforceability, revocability or validity of the arbitration provision or any portion of the arbitration provision. All such matters shall be decided by an arbitrator and not by a court or judge.
17.4. Client agrees that any arbitration under this Agreement will take place on an individual basis; class arbitrations and class actions are not permitted and Client is agreeing to give up the ability to participate in a class action.
17.5. Client may opt out of this agreement to arbitrate by emailing [email protected] with Client's first name, last name, and address within thirty (30) days of accepting this agreement to arbitrate, with a statement that Client declines this arbitration agreement.
17.6. The arbitration will be administered by the American Arbitration Association under its Consumer Arbitration Rules, as amended by this Agreement. The Consumer Arbitration Rules are available online at https://www.adr.org/consumer. The arbitrator will conduct hearings, if any, by teleconference or videoconference, rather than by personal appearances, unless the arbitrator determines upon request by Client or Company that an in-person hearing is appropriate. Any in-person appearances will be held at a location that is reasonably convenient to both parties with due consideration of their ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, such determination should be made by the AAA or by the arbitrator. The arbitrator's decision will follow the terms of this Agreement and will be final and binding. The arbitrator will have authority to award temporary, interim or permanent injunctive relief or relief providing for specific performance of this Agreement, but only to the extent necessary to provide relief warranted by the individual claim before the arbitrator. The award rendered by the arbitrator may be confirmed and enforced in any court having jurisdiction thereof. Notwithstanding any of the foregoing, nothing in this Agreement will preclude Client from bringing issues to the attention of federal, state or local agencies and, if the law allows, they can seek relief against us for you.
18. Miscellaneous
18.1. No person other than the Client shall have any rights under this Agreement.
18.2. Client may not assign any rights under this Agreement to any third party without the prior consent of the Company. The Company at its sole discretion may assign its rights and obligations under this Agreement in full or in part to any third party.
18.3. If any part of this Agreement is found by a court of competent jurisdiction to be invalid, unlawful or unenforceable then such part shall be severed from the remainder of the Agreement, which shall continue to be valid and enforceable to the fullest extent permitted by law.
18.4. THE USE OF THE SERVICES IS SOLELY AT CLIENT`S OWN RISK. THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND WITH RESPECT TO THE SERVICES, WHETHER EXPRESS OR IMPLIED INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF INTELLECTUAL PROPERTY OR ARISING FROM A COURSE OF DEALING, USAGE OR TRADE PRACTICE. SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO THE CLIENT. THE COMPANY MAKES NO WARRANTY THAT THE SITE OR SERVICE WILL MEET CLIENT`S REQUIREMENTS, OR WILL BE UNINTERRUPTED, TIMELY, SECURE, CURRENT, ACCURATE, COMPLETE OR ERROR-FREE OR THAT THE RESULTS THAT MAY BE OBTAINED BY USE OF THE SITE OR SERVICE WILL BE ACCURATE OR RELIABLE. CLIENT UNDERSTAND AND ACKNOWLEDGE THAT HIS/HER SOLE AND EXCLUSIVE REMEDY WITH RESPECT TO ANY DEFECT IN OR DISSATISFACTION WITH THE SITE OR SERVICE IS TO CEASE TO USE THE SERVICES. CLIENT MAY HAVE OTHER RIGHTS, WHICH MAY VARY FROM STATE TO STATE.
18.5. BY USING OR ACCESING THE SERVICES, CLIENT HEREBY ACKNOWLEDGES THAT HE/SHE HAS READ THIS AGREEMENT, UNDERSTOOD IT, AND AGREES TO BE BOUND BY ITS TERMS AND CONDITIONS.
Last modified 11/01/2023.