Last Updated: January 04, 2024
IC INNOVATIONS TERMS AND CONDITIONS
Please read the following terms and conditions (“Agreement”) carefully before using the Services (as defined below) offered by IC Innovations Holdings Corp. (“Us”, “We”, “Our” or “IC Innovations”). This agreement sets forth the legally binding terms and conditions for your purchase and use of the CHASKi device, charger, strap, adhesive tape, the software embedded within the CHASKi device, and/or other electronic device(s) (the “Products”), the CHASKi subscription service(s) used in conjunction with the CHASKi device(s) (“Subscription” or “Membership”), the CHASKi web application and mobile application (the “App(s)”), and the services, features, content, websites (or other linked pages) or applications offered, from time to time, by IC Innovations in connection therewith (collectively, the “Service(s)”).
“You”, “your”, “Customer” refer to the person accessing or using the products and services, or if you create an account on behalf of an employer, company, organization, or other entity, then (i) all references to “you” herein includes you and that entity, (ii) you represent and warrant that you are an authorized representative of the entity with the authority to bind the entity to this agreement, and (iii) you agree to this agreement on the entity’s behalf.
In order to use the Services, you must subscribe, pay a device fees (“Device Fees”), pay any applicable subscription fees (“Membership Fees”) as and when due, and create an account (“Account”). You agree to provide true, accurate and complete information and keep your Account information current and updated. You shall not select or use as a username (i) a name of another person with the intent to impersonate that person or (ii) a name subject to any rights of a person other than yourself without appropriate authorization. You are solely responsible for any and all activities that occur under your Account or password, and for keeping your Account password confidential and secure. You may never use another person’s account or registration information for the Services without permission. You agree to notify us immediately of any change in your eligibility to use the Product or Services, breach of security or unauthorized use of your Account or password. You should never publish, distribute or post login information for your Account. You shall have the ability to delete your Account, either directly or through a request made to one of our employees or affiliates. IC Innovations will not be liable for any loss or damage arising from your failure to comply with this Section.
3. USE OF THE SERVICES
You shall not use the Services for any purposes beyond the scope of the access granted in this Agreement. You shall not at any time, directly or indirectly, and shall not permit any third-party to: (i) copy, modify, or create derivative works of the Services, in whole or in part; (ii) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any Product or App(s) component of the Services, in whole or in part; or (iii) use the Services in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any person (including but not limited to web scraping), or that otherwise violates any law, regulation, or other legal requirement.
Purchases are intended for you as the end user only and are not authorized for resale, without IC Innovation’s express authorization. We reserve the right to refuse or cancel your order if we suspect you are purchasing Services for resale. Title for Products purchased from IC Innovations passes to you at the time of delivery by our designated carrier.
Except for the limited license to access the Services identified above, you acknowledge that nothing contained in this Agreement shall be construed as granting or conferring, by implication, estoppel, or otherwise, any right, title, or interest to any intellectual property, including any (i) inventions (whether patentable or not in any country), patents, patent applications, invention disclosures, improvements, trade secrets, proprietary information, know how, information, or technical data; (ii) copyright protected works, copyright registrations, mask works, mask work registrations, or applications in the United States or any foreign country; (iii) trademarks, trademark registrations, service marks, logos, or applications therefore in the United States or any foreign country; (iv) trade secrets; or (v) any other tangible or intangible proprietary rights anywhere in the world.
You acknowledge and agree that at times the Services may be inaccessible or inoperable for any reason whatsoever, including, without limitation: (i) equipment malfunctions; (ii) periodic maintenance procedures or repairs which IC Innovations may undertake from time to time without notice to you; or (iii) causes which are beyond the control of IC Innovations or which are not reasonably foreseeable.
IC Innovations shall make commercially reasonable efforts to provide adequate support services for the Services. Notwithstanding the foregoing, this Agreement does not entitle you to any guaranteed level, availability, or turnaround time of support services for the Services.
4. USER CONTENT
The Services may include functionality to permit the submission of your content, whether manually at the direction of users of the Services or automatically in accordance with your Account settings (“User Content”) and the hosting, sharing, and/or publishing of such User Content. You warrant and represent that all User Content provided by you is accurate, complete, up-to-date, and in compliance with all applicable laws, rules and regulations. User Content includes, without limitation, any user profile information you submit and make publicly available, any information uploaded to the App(s), any information collected by the CHASKi Device, including, without limitation, statistics and measurements, wellness and activity information. You understand that IC Innovations does not guarantee any confidentiality with respect to User Content that you submit and make available to others.
You shall be solely responsible for User Content you submit or allow to be collected and the consequences of our posting or publishing such User Content. In connection with any User Content you submit, you affirm, represent, and/or warrant that: (i) you own or have the necessary licenses, rights, consents, and permissions to use and authorize us to use all patent, trademark, trade secret, copyright or other proprietary rights in and to any and all User Content to enable inclusion and use of the User Content in the manner contemplated by the Services and this Agreement; and (ii) you have the express specific, informed and unambiguous consent, release, and/or permission of each and every identifiable individual person in the User Content to use the name or likeness of each and every such identifiable individual person to enable inclusion and use of the User Content in the manner contemplated by the Services and this Agreement. By submitting the User Content to us, you hereby grant us a perpetual, worldwide, non-exclusive, royalty-free, sublicensable and transferable license to edit, modify, truncate, aggregate, use, reproduce, distribute, prepare derivative works of, modify, display, perform, publish and otherwise commercially exploit all or any portion of the User Content in connection with our provision of the Services and our (and our successors’) business, including without limitation for promoting and redistributing part or all of the Services (and derivative works thereof) in any media formats and through any media channels and sharing the User Content with social media platforms (i.e., posting User Content to Twitter or Meta if enabled in your Account’s sharing settings) with our business partners and licensees for informational and analytical purposes.
In connection with User Content, you further agree that you will not: (i) submit material that is copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner to post the material and to grant us all of the license rights granted herein; (ii) publish falsehoods or misrepresentations that could damage us or any third party; (iii) submit material that is unlawful, obscene, defamatory, libelous, threatening, pornographic, harassing, hateful, racially or ethnically offensive, or encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law, or is otherwise inappropriate; (iv) post advertisements or solicitations of business; or (v) impersonate another person. We do not endorse any User Content or any opinion, recommendation, or advice expressed therein, and we expressly disclaim any and all liability in connection with any User Content. We do not permit copyright infringing activities and infringement of intellectual property rights in connection with the Services, and we will remove all Content and User Content if properly notified that such Content or User Content infringes on another’s intellectual property rights. We may remove any Content and User Content without prior notice. We may also terminate your access to the Services if you are determined to be a repeat infringer. A repeat infringer is anyone who has been notified of infringing activity more than once and/or has had any User Content removed from the Services more than twice. We also reserve the right to decide whether Content or User Content is appropriate and complies with this Agreement for violations other than copyright infringement and violations of intellectual property law, such as, but not limited to, Content or User content that is of excessive length, unlawful, obscene, defamatory, libelous, threatening, pornographic, harassing, hateful, racially or ethnically offensive, or encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law, or is otherwise inappropriate. We may remove such User Content and/or terminate your access for uploading such material in violation of this Agreement at any time, without prior notice and at our sole discretion.
5. PAYMENT AND FEES
a. Fees. You agree to pay (i) the CHASKi Device Fee; and (ii) the Membership Fees as described in this Agreement and during the purchase and payment process. Any payment terms presented to you in the process of obtaining your Membership are deemed part of this Agreement and are incorporated herein by reference.
b. Billing. We may collect payments from you directly or we may use a third-party payment processor (“Payment Processor”) to bill you through a payment account linked to your Account on the Services (your “Billing Account”) for your Membership and the CHASKi Device. The processing of payments by a Payment Processor will be subject to the terms, conditions and privacy policies of such Payment Processor in addition to this Agreement. We are not responsible for any errors by a Payment Processor. By choosing to purchase a CHASKi Device or Membership, you agree to pay us, either directly or through a Payment Processor, all Fees and other charges at the prices then in effect and in accordance with the applicable payment terms and you authorize us, through a Payment Processor, to charge your chosen payment provider (your “Payment Method”). You agree to make payment using your selected Payment Method. We reserve the right to correct any errors or mistakes that we or a Payment Processor make even if we or a Payment Processor have already requested or received payment.
c. Payment Method. The terms of your payment will be based on your Payment Method and may be determined by agreements between you and the financial institution, credit card issuer or other provider of your chosen Payment Method. If we, through a Payment Processor, do not receive payment from you, you agree to pay all amounts due on your Billing Account upon demand.
d. Recurring Billing. The Membership payment terms may consist of an initial period, for which there is a one-time charge, followed by recurring period charges as agreed to by you. By choosing a recurring payment plan, you acknowledge that such Membership Fees have an initial and recurring payment feature and you accept responsibility for all recurring charges prior to cancellation. WE MAY SUBMIT PERIODIC CHARGES (E.G., MONTHLY OR ANNUALLY, DEPENDING ON YOUR SUBSCRIPTION) WITHOUT FURTHER AUTHORIZATION FROM YOU, UNTIL YOU PROVIDE NOTICE (RECEIPT OF WHICH IS CONFIRMED BY US) THAT YOU HAVE TERMINATED THIS AUTHORIZATION OR WISH TO CHANGE YOUR PAYMENT METHOD. SUCH NOTICE WILL NOT AFFECT CHARGES SUBMITTED BEFORE WE REASONABLY COULD ACT. TO TERMINATE YOUR AUTHORIZATION OR CHANGE YOUR PAYMENT METHOD, CONTACT CUSTOMER SUPPORT.
e. Current Information Required. YOU MUST PROVIDE CURRENT, COMPLETE AND ACCURATE INFORMATION FOR YOUR BILLING ACCOUNT. YOU MUST PROMPTLY UPDATE ALL INFORMATION TO KEEP YOUR BILLING ACCOUNT CURRENT, COMPLETE AND ACCURATE (SUCH AS A CHANGE IN BILLING ADDRESS, CREDIT CARD NUMBER, OR CREDIT CARD EXPIRATION DATE), AND YOU MUST PROMPTLY NOTIFY US OR OUR PAYMENT PROCESSOR IF YOUR PAYMENT METHOD IS CANCELED (E.G., FOR LOSS OR THEFT) OR IF YOU BECOME AWARE OF A POTENTIAL BREACH OF SECURITY, SUCH AS THE UNAUTHORIZED DISCLOSURE OR USE OF YOUR USER NAME OR PASSWORD. CHANGES TO SUCH INFORMATION CAN BE MADE BY CONTACTING CUSTOMER SUPPORT. IF YOU FAIL TO PROVIDE ANY OF THE FOREGOING INFORMATION, YOU AGREE THAT WE MAY CONTINUE CHARGING YOU FOR ANY SUBSCRIPTION FEES UNDER YOUR BILLING ACCOUNT UNLESS YOU HAVE TERMINATED YOUR SUBSCRIPTION AS SET FORTH BELOW.
f. Auto-Renewal. The Membership will be automatically extended for (i) successive monthly renewal periods in the event you have purchased a Monthly Membership or (ii) successive 3-month periods in the event you have purchased a 3-month Membership or (iii) successive 6-month periods in the event you have purchased a 6-month Membership or (iv) successive 12-month periods in the event you have purchased an annual Membership.
g. Change or Terminate Membership: To change or terminate your Membership, contact Customer Support. If you terminate your Membership, you may continue to use your Membership until the end of your then-current term and your Membership will not be renewed after your then-current term expires. However, you won’t be eligible for a prorated refund of any portion of the Membership Fee paid for the then-current subscription period. If you do not want to continue to be charged on a recurring basis, you must cancel or terminate your Membership before the end of the then-current term. Your Membership cannot be terminated before the end of the period for which you have already paid, and except as expressly provided in these terms, IC Innovations will not refund any amounts that you have already paid.
g. Reaffirmation of Authorization. Your non-termination or continued use of your Subscription reaffirms that we are authorized to charge your Payment Method for that Subscription. We may submit those charges for payment and you will be responsible for such charges. This does not waive our right to seek payment directly from you. Your charges may be payable in advance or as otherwise described when you initially selected to purchase the Subscription.
6. RETURN POLICY
Our Thirty (30) Day Return Policy If you are unhappy or unsatisfied with your CHASKi Device or the Services you may cancel your Membership and return your CHASKI Device (at your own cost) for any reason within thirty (30) days of receipt of your CHASKi Device for a full refund of the Device Fee and Membership Fee (which will be paid via your original payment method), less return shipping costs. You may request a return within thirty (30) days of receipt of the CHASKi Device by following the instructions in the “Standard Return” section below.
To request a return, you must contact Customer Support at firstname.lastname@example.org, at which point a return shipping label will be provided to you. Once you have requested your return, you are eligible for a refund of the Device Fee, less return shipping costs, as long as the CHASKi Device is received within thirty (30) days from the date you requested the return. To cancel your Membership within the thirty (30) days of receipt of the CHASKi Device in order to receive your refund, you must return the CHASKi Device in the manner described above and in accordance with our warranty policy.. If you do not return the CHASKi Device within that 30-day period, the refund will not be applied.
OUTSIDE THE STANDARD RETURN PERIOD
Once the 30-day period has passed, you may still return the CHASKi Device, but you will not receive a refund for all or any portion of your Device Fee or Membership Fee. While you may still cancel your Membership at any time, the cancellation of the Membership after the 30-day period has passed will follow the change or terminate membership process.
Once a return is requested, IC Innovations will cancel the Account associated with the return. For the sake of clarity, you will not be able to use the Account associated with the CHASKi Device that was returned. Once a CHASKi Device is returned, we reserve the right to refurbish the CHASKi Device for sale or for the CHASKi Device to be sold as a replacement CHASKi Device.
Our Return Policy for other Products. If you purchased peripherals or accessories from IC Innovations, we will accept all unworn returns within thirty (30) days of delivery, unless marked as final sale. To initiate a return, please contact email@example.com IC Innovations reserves the right to reject the return if the product is worn or used. In this case, the member will not receive a refund.
7. TERMINATION, CANCELATION
Unless otherwise prohibited by law, and without prejudice to IC Innovation’s other rights or remedies, IC Innovations shall have the right to immediately terminate (i) your Membership if you breach any of the terms of this Agreement and (ii) any of the Services, in our sole discretion at any time; provided that if you are not in breach of this Agreement, we will provide you with a pro rata refund of any Membership Fee paid by you in advance reflecting the period where you did not benefit from the terminated Services as a result of such termination.
You must maintain an active Membership to continue using the Services. This Agreement and your Membership may be renewed for additional Membership periods pursuant to the Membership purchased. If you do not maintain an active Membership and pay all Membership Fees when due, this Agreement shall terminate.
If you have obtained a free Membership, IC Innovations reserves the right at any time to modify or discontinue, temporarily or permanently, such free Membership, your Account and your access to the Services with or without notice. Unless modified or discontinued by IC Innovations in its sole discretion, your free Membership shall continue until the end of the applicable free Membership period, or until you cancel or upgrade to a paid Membership.
Unless otherwise stated, all Membership Fees are non-refundable, even if you stop using the Services. Your Membership will begin once you connect your CHASKi Device, or thirty (30) days after shipment of your CHASKi Device, whichever is soonest.
If any Membership Fees are due are outstanding for a period of three (3) days or more, your Account will go into an inactive state. In this inactive state, you will be unable to upload data from your CHASKi Device. You will, however, still be able to access any historical data, that is, data which is uploaded prior to your Account entering into an inactive state. Upon appropriate payment, your Account will be reactivated, and you will be able to utilize the full functionality of the Membership and your CHASKi Device.
Upon cancellation or termination, all licenses granted to you hereunder shall terminate automatically, your right to use the Services shall cease and your User Content, as defined below, will no longer be available to you through the Services.
8. DATA AND COMMUNICATIONS
By agreeing to the terms and conditions in this Agreement and providing your contact information to IC Innovations, you give your express consent to allow IC Innovations, its affiliates, and agents to contact you from time to time at any mailing address, phone number, or email address you provide to IC Innovations. Your consent means you agree to be contacted by IC Innovations and its service providers via phone, email, text message, or other means for any purpose, including but not limited to notifications related to the Services and your account, subscriptions, purchases, available upgrades, billing and payment processing issues, and telemarketing communications. Such authorized communications may include use of automated dialing technology or the use of pre-recorded messages. You are responsible for any charges that may be billed to you by your service provider(s) when we contact you. You further acknowledge that your consent to the foregoing is not a condition of using the CHASKi Services, and if you do not wish to consent, you may contact us and request to be placed on a do not contact list, or you may opt out any time using the opt-out mechanism provided in any such communications.
IC Innovations may provide notifications to you as required by law or for marketing or other purposes via (at its option) email to the primary email associated with your Account, hard copy, or posting of such notice on the IC Innovations website. IC Innovations is not responsible for any automatic filtering you or your network provider may apply to email notifications. IC Innovations recommends that you add @chaski.fit URLs to your email address book to help ensure you receive email notifications from IC Innovations. For notifications made by e-mail, the date on which the message is sent will be deemed the date on which such notification is transmitted.
You are communicating with IC Innovations electronically when you use our App(s), website, or send an email to IC Innovations. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. When you place an order with IC Innovations, we collect and store your email address. From that point forward, your email address is used to send you information about our products and services unless you opt-out of such emails.
IC Innovations disclaims all liability under this Agreement for any information you provide to IC Innovations that may constitute electronic patient health records or similar information supplied by you or an end user, notwithstanding anything to the contrary in this Agreement or as otherwise required by any applicable federal, state, or international laws, rules, or regulations.
9. RESALE AND TITLE TRANSFER
Purchases made through IC Innovations are intended for end users only and are not authorized for resale. We reserve the right to refuse or cancel your order if we suspect you are purchasing Products for resale. Title for Products purchased from IC Innovations passes to you at the time of delivery by IC Innovations or our designated carrier.
10. SHIPPING AND DELIVERY
For purchases made from IC Innovations, our delivery charges and methods are as described when purchasing. The estimated arrival or delivery date is not a guaranteed delivery date for your order, and you agree that we are not liable for late deliveries. Refused deliveries will be returned to our warehouse. It may take up to 45 days for the returned items to be identified as refused and processed for a refund.
All Products offered form IC Innovations are subject to availability. We reserve the right to impose quantity limits on any order, to reject all or part of an order, and to discontinue offering certain Products without prior notice. To the extent permitted under applicable laws, we make no representations, warranties, or conditions as to the completeness, accuracy, reliability, validity or timeliness of any listings, descriptions or images (including, without limitation, any features and specifications such as weights and sizes) for any Products available through IC Innovations. Such information and the availability of any Product (including, without limitation, the validity of any coupon or discount) are subject to change at any time without notice. It is your responsibility to understand and comply with all applicable local, state, federal and foreign laws (including minimum age requirements) regarding the purchase, possession and use of any Product.
12. CHANGES TO SERVICES
The Services may change over time. We may suspend or discontinue any part of the Services, or we may introduce new features or impose limits on certain features or restrict access to parts or all of the Services. We will try to give you notice when we make a material change to the Services, but this is not always practical. Similarly, we reserve the right to remove any Content or User Content from the Services at any time, for any reason (including, but not limited to if someone alleges you contributed Content or User Content in violation of this Agreement), in our sole discretion, and without notice.
13. PROTECTION OF CONFIDENTIALITY AND INTELLECTUAL PROPERTY RIGHTS
Notwithstanding anything contained herein, IC Innovations may seek injunctive or other equitable relief to protect its confidential information and intellectual property rights or to prevent loss of data or damage to its servers in any court of competent jurisdiction.
IC Innovations Content, IC Innovations Products, IC Innovations features and Services, and our underlying technology are protected by copyright, trademark, patent, intellectual property, and other laws of the United States and foreign countries. All rights reserved. You are not granted, by implication or otherwise, any license or right to use any marks appearing on, or used or displayed in connection with, the Services (“Trademarks”). The Services may also contain or refer to third-party trademarks, trade names, product names, and logos that may be registered trademarks of their respective owners. Under no circumstances may you use or copy any of the Trademarks. Nothing herein should be construed as granting any license or right to use any Trademarks displayed in connection with the Services without IC Innovation’s express written permission.
All content provided in association with the Services and this Agreement, including, but not limited to, the Product, the App(s), the website (the “Site”), all text, graphics, user interfaces, visual interfaces, photographs, images/video, electronic art, sounds/audio, data, communications programs, executable code, computer code, and data (collectively, “Content”) formatted, organized, and collected in a variety of forms, including design, structure, selection, coordination, expression, “look and feel,” arrangement, layouts, pages, screens, and databases of such Content, contained in the Content, Services, and underlying technology, and any and all other copyright-protected work associated with the Services (“Copyrighted Works”), are exclusively owned, controlled, or licensed by or to IC Innovations and are protected by U.S. and international copyright laws. You agree you will not directly or indirectly copy, reproduce, modify, create derivative works from, distribute, or publicly display the Copyrighted Works without the prior express written permission of IC Innovations.
If you provide any communications or materials to IC Innovations by mail, email, telephone, or otherwise, suggesting or recommending changes to the Services, including without limitation, new features or functionality relating thereto, or any comments, questions, suggestions, or the like (“Feedback”), IC Innovations is free to use such Feedback irrespective of any other obligation or limitation between the Parties governing such Feedback. IC Innovations is free to use, without any attribution or compensation to any party, any ideas, know-how, concepts, techniques, or other intellectual property rights contained in the Feedback, for any purpose whatsoever, although IC Innovations is not required to use any Feedback.
IC Innovations respects the intellectual property rights of others and it is our policy to expeditiously process and review notices of claimed infringement of copyright or other applicable intellectual property laws. Any notices of claimed infringement should be sent to IC Innovations Team at firstname.lastname@example.org, and must contain all of the following: (i) a signature (physical or electronic) of the copyright owner or a person authorized to act on behalf of the copyright owner; (ii) a description of the copyrighted work that you claim has been infringed; (iii) a description of the material that you claim is infringing and is to be removed or have access to same disabled, and information sufficient to permit IC Innovation’s administrators to locate the material; (iv) information sufficient for us to contact you, such as address, telephone number, and email address; (v) a statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (vi) a statement that the information in the notification is accurate and, under penalty of perjury, that you are the copyright owner or are authorized to act on behalf of the owner of a copyright that is allegedly infringed.
14. NO MEDICAL ADVICE
IC INNOVATIONS PROVIDES THE SERVICES FOR YOU TO BENCHMARK, TRACK, MANAGE, AND SHARE YOUR PERFORMANCE-RELATED INFORMATION. THE SERVICES AND ANY RESULTS OR CONTENT DISPLAYED VIA THE SERVICES, WHETHER PROVIDED BY IC INNOVATIONS OR THIRD PARTIES, DO NOT PROVIDE MEDICAL ADVICE AND ARE NOT INTENDED TO BE A SUBSTITUTE FOR (I) ADVICE FROM YOUR DOCTOR OR OTHER MEDICAL PROFESSIONALS, OR ANY DIAGNOSIS OR TREATMENT OR (II) A VISIT, CALL OR CONSULTATION WITH YOUR DOCTOR OR OTHER MEDICAL PROFESSIONALS. THE SERVICES DO NOT AND ARE NOT INTENDED TO TREAT OR PREVENT ANY MEDICAL CONDITION. ALL CONTENT AVAILABLE THROUGH THE SERVICES IS FOR GENERAL INFORMATIONAL PURPOSES ONLY. USE OF THE SERVICES, OR COMMUNICATION WITH US VIA THE INTERNET, E-MAIL OR OTHER MEANS, DOES NOT CREATE ANY DOCTOR-PATIENT RELATIONSHIP. IF YOU HAVE ANY HEALTH-RELATED QUESTIONS, PLEASE CALL OR SEE YOUR DOCTOR OR OTHER HEALTHCARE PROVIDER. YOU SHOULD NEVER DISREGARD MEDICAL ADVICE OR DELAY IN SEEKING MEDICAL ADVICE BECAUSE OF ANY CONTENT PRESENTED ON THE SERVICES, AND YOU SHOULD NOT USE THE SERVICES OR ANY CONTENT ON THE SERVICES FOR DIAGNOSING OR TREATING A HEALTH PROBLEM. YOU SHOULD ALWAYS CONSULT A QUALIFIED AND LICENSED MEDICAL PROFESSIONAL PRIOR TO BEGINNING OR MODIFYING ANY DIET, EXERCISE, CONSULTATIONS, OR TRAINING PROGRAM. YOU AGREE THAT YOUR EXERCISE ACTIVITIES CARRY CERTAIN INHERENT AND SIGNIFICANT RISKS OF BODILY INJURY, DEATH OR PROPERTY DAMAGE, AND THAT YOU VOLUNTARILY ASSUME ALL KNOWN AND UNKNOWN RISKS ASSOCIATED WITH THESE ACTIVITIES.
15. DISCLAIMER OF WARRANTY
THE SERVICES ARE PROVIDED TO YOU “AS IS WITH ALL FAULTS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND, AND IC INNOVATIONS AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES, AGENTS, PARTNERS, AND LICENSORS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE SERVICES WHETHER EXPRESS OR IMPLIED AND EXPRESSLY DISCLAIMS ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, AND NON-INFRINGEMENT. IC INNOVATIONS DOES NOT WARRANT AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE SERVICES, THE AVAILABILITY OF CONTENT, THAT THE FUNCTIONS CONTAINED IN THE SERVICES WILL MEET YOUR REQUIREMENTS, THAT THE SERVICES WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, THAT THE OPERATION OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS IN THE SERVICES WILL BE CORRECTED, OR THAT THE FUNCTIONS CONTAINED IN THE SERVICES WILL FUNCTION WITH OTHER MOBILE APPS OR HARDWARE, OR WITHIN A SYSTEM. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY IC INNOVATIONS OR AN IC INNOVATIONS AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO THE ABOVE EXCLUSION MAY NOT APPLY.
NOTWITHSTANDING THE FOREGOING, IC INNOVATIONS WARRANTS TO THE ORIGINAL END USER PURCHASER THAT THE PRODUCT IS FREE FROM DEFECTS IN MATERIAL AND WORKMANSHIP FOR ONE (1) YEAR FROM THE DATE OF PURCHASE. If your local law in effect at the time of purchase requires a warranty period longer than one (1) year, this warranty shall be extended to the extent required by such law. Within the warranty period, IC Innovations shall repair or replace at no charge to you any components of the Product that fail the limited warranty provided. You shall be responsible for any related transportation charges. Replacement products may be new or refurbished at our discretion. This limited warranty does not apply to (i) normal wear and tear, including scratches and dents; (ii) consumable parts included in the Product, such as batteries, unless product damage has occurred due to a defect in materials or workmanship; (iii) damage resulting from your failure to use the Product in accordance with the instructions accompanying the CHASKi Product or available at the website; (iv) damage resulting from an accident, flood, fire, misuse, or abuse; (v) damage resulting from service performed, or damage resulting from tampering with or alterations to the Product, by anyone not authorized by IC Innovations; or (vi) use of the Product with any application or software other than the App(s).
IC Innovations retains the exclusive right to repair or replace the Product, or offer a full refund, at its sole discretion. Such remedy shall be your sole and exclusive remedy for any breach of this limited warranty. Warranty repairs and replacements have a new warranty which is the longer of ninety (90) days or the balance of the original one (1) year warranty.
16. LIMITATION OF LIABILITY
IN NO EVENT SHALL WE BE LIABLE FOR ANY DAMAGES (INCLUDING, WITHOUT LIMITATION, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION) RESULTING FROM THE USE OR INABILITY TO USE THE CHASKI PRODUCTS, THE SERVICES AND/OR THE CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, IN EXCESS OF ONE HUNDRED DOLLARS, EVEN IF A WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
SOME STATES DO NOT ALLOW EXCLUSION OF IMPLIED WARRANTIES OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. IN SUCH STATES, OUR LIABILITY SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
IF YOU ARE A USER FROM NEW JERSEY, SECTION 15 (DISCLAIMER OF WARRANTY) AND SECTION 16 (LIMITATION OF LIABILITY) ARE INTENDED TO BE ONLY AS BROAD AS IS PERMITTED UNDER THE LAWS OF THE STATE OF NEW JERSEY. IF ANY PROVISION OF THESE SECTIONS IS HELD TO BE INVALID UNDER THE LAWS OF THE STATE OF NEW JERSEY, THE INVALIDITY OF SUCH PROVISION SHALL NOT AFFECT THE VALIDITY OF THE REMAINING PROVISIONS OF THE APPLICABLE SECTIONS.
You agree to defend, indemnify, and hold us and our subsidiaries, affiliates, officers, agents, suppliers, employees, partners and licensors harmless from and against any claims, actions or demands, including, without limitation, reasonable legal and accounting fees, arising or resulting from (i) your User Content, (ii) your breach of this Agreement, (iii) your uploading of, access to, connection to, or use or misuse of the Content or the Services, or (iv) your violation of law. We shall provide notice to you of any such claim, suit, or proceeding and shall assist you, at your expense, in defending any such claim, suit or proceeding. We reserve the right to assume the exclusive defense and control of any matter which is subject to this section. In such case, you agree to cooperate with any reasonable requests assisting our defense of such matter.
18. FORCE MAJEURE
We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under a contract that is caused by an act or event beyond our reasonable control, including without limitation acts of God, strikes, lock-outs or other industrial action by third parties, civil commotion, riot, terrorist attack, war, fire, explosion, storm, flood, earthquake, epidemic or other natural disaster, failure of public or private telecommunications networks or impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport.
19. EXPORT CONTROLS
You will not export or re-export, directly or indirectly, the products or services, or any technical information related thereto, to any destination or person prohibited or restricted by applicable law, including, without limitation, U.S. export control laws and regulations.
a. Assignment. This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by us without restriction. This Agreement will inure to the benefit of our successors and permitted assigns.
b. Governing Law; Venue. This Agreement is governed by the internal substantive laws of Delaware, without respect to its conflict of law provisions. You expressly agree to submit to the exclusive personal jurisdiction of the state and federal courts sitting in the City of Wilmington.
c. Severability. If any provision of this Agreement is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect.
d. Non-Waiver. Failure by us to act on or enforce any provision of this Agreement shall not be construed as a waiver of that provision or any other provision in this Agreement. No waiver shall be effective against us unless made in writing, and no such waiver shall be construed as a waiver in any other or subsequent instance.
f. Headings. The section headings are provided merely for convenience and shall not be given any legal import.
g. Survival. All sections of this Agreement that, by their nature, should survive termination will survive termination, including, without limitation, the sections entitled User Content, Indemnity, Disclaimer of Warranty, Limitation of Liability, and Miscellaneous.
21. NOTICE FOR CALIFORNIA MEMBERS
Under California Civil Code Section 1789.3, California users of the Services are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 N. Market Blvd., Suite N 112, Sacramento, California 95834, or by telephone at (800) 952-5210.
If you have any questions regarding the Products and Services, please contact IC Innovations via contact email@example.com.