Effective: October 16, 2016
PLEASE READ THESE TERMS CAREFULLY, AS THEY CONTAIN IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS, INCLUDING, BUT NOT LIMITED TO, VARIOUS LIMITATIONS, EXCLUSIONS AND INDEMNITIES.
Your use of the Website is subject to these Terms. If you are not willing to be bound by each and every term and condition, or if any representation made by you herein is not true, you may not use, and must immediately cease accessing, the Website.
SECTION 1 – WEBSITE USE
1. Modifications to Terms. We reserve the right to modify these Terms at any time. Modified Terms will be effective immediately upon posting on the Website. You are responsible for reviewing the current Terms each time you access the Website. If the current Terms are unacceptable to you, immediately discontinue use of the Website and Services. If you continue to access the Website and use the Services you will be conclusively deemed to have accepted the current Terms.
2. Errors and Omissions. Without limiting the remainder of these terms, the Website and all Content (as defined below) is provided on an “as-is”, “as-available” basis, and we do not guarantee, represent or warrant that it will be error free or that the Content will be free of errors or omissions. Before using the Website or any Content obtained from it, you are encouraged to verify any information with the appropriate establishment
3.Access and Use. We provide access to the Website only for as a personal, transitory, non-commercial purposes. You may not:
- modify, copy, reproduce or create derivative works of such materials, except as explicitly provided;
- use the materials for any commercial purpose;
- distribute or transmit the materials;
- publicly display, publish or perform the materials (for any purpose, commercial or non-commercial);
- create derivative works from, transfer, or sell any materials;
- attempt to decompile or reverse engineer any software or database contained in or access through the Website; and
- remove any copyright or other proprietary notations;
without our prior, written consent. All rights not expressly granted to you are reserved by us and, if applicable, our licensors. For greater clarity, you are permitted to provide links to the Website through email, social media, or other similar methods, provided that such methods do not involve framing or embedding of any portion of the Website within another website or service, imply any affiliation between you and us, or you and the Website, or portray us or the Website in in a false, misleading, derogatory or otherwise defamatory manner.
The Website is intended solely for users who are at least 18 years of age (or the age of majority in your jurisdiction) or older, and any registration, use or access to the Website by anyone under such age, is unauthorized, unlicensed, and in violation of these Terms. We may terminate your Account, delete any content or information that you have posted on or through the Website, and/or prohibit you from using or accessing the Website (or any portion, aspect or feature of the Website) for any reason or no reason, at any time in its sole discretion, with or without notice, including without limitation if we have any reason to believe that you do not meet the eligibility criteria set out above.
6. Limited Distribution and Territorial Considerations. This site is controlled and operated by Avadim from its offices within the State of North Carolina, U.S.A. Avadim makes no representation that materials on this Website are appropriate or available for use in other locations. Those who choose to access this Website from other locations do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable. Use of or access to this site shall not be construed as the purposeful availment of the benefits or privilege of doing business in any state other than the State of North Carolina by Avadim or its affiliates.
SECTION 2 – YOUR ACCOUNT
In connection with your Account, you are solely responsible for (i) your Account and the maintenance, confidentiality and security of your Account and all passwords related to your Account; and (ii) any and all activities that occur under your Account, including all activities of any persons who gain access to your account, with or without your permission.
You must not register for an Account on behalf of any individual other than yourself, or register for an account on behalf of any group or non-individual entity unless you are duly authorized to do so by such group or entity.
You agree to immediately notify us of (i) any unauthorized use of your Account, any service provided through your Account or any password related to your Account, or (ii) any other breach of security with respect to your Account or any service provided through it, and (iii) you agree to provide assistance to us, as requested, to stop or remedy any breach of security related to your Account.
You agree to provide true, current, accurate and complete customer information as requested by us or our agents from time to time and you agree to promptly notify us of any changes to this information as required to keep such information held by us current, complete and accurate.
We may assign you, or you may create, a password and account identification to enable you to access and use certain portions of the Website. Each time you use a password or identification, you will be deemed to be authorized to access and use the Website in a manner consistent with these Terms and we have no obligation to investigate the authorization or source of any such access or use of the Website.
SECTION 3 – WEBSITE CONTENT
8. Proprietary Rights. In these Terms, “Content” means all materials and content, including designs, editorial, text, graphics, audiovisual materials, multimedia elements, photographs, videos, music, sound recordings, reports, documents, software, information, formulae, patterns, data and any other work.
- Our Content – Except where expressly stated otherwise, all right, title and interest in and to the Website and all Content, source code, processes, designs, technologies, URLs, domain names, marks and logos forming any part of the Website (collectively, “Our Content”) is fully vested in us, our licensors or our suppliers and are protected by applicable copyrights, trade-marks, patents, trade secrets or other proprietary rights and laws. You agree that Our Content is licensed subject to these Terms, including the disclaimers and limitations of liability herein. Nothing in your use of the Website or these Terms grants you any right, title or interest in or to Our Content except the limited right to access the Website as set out herein.
- Third Party Content – Content accessed or available through the Website or the Internet may be owned by parties other than you or us (collectively, “Third Party Content”) and may be protected by applicable copyrights, trade-marks, patents, trade secrets or other proprietary rights and laws. Nothing in your use of the Website or these Terms grants you any right, title or interest in or to this Third Party Content except for the limited right to access the Website as set out herein.
9. Acknowledgements. You acknowledge and agree that:
- you are exclusively responsible for determining the accuracy, suitability, harmfulness or legality of any content, information or material received, transmitted or sent by you using the Website;
- all use of the Website provided by us is at your own risk, that the content that you may access while using the Website may contain external links, which are provided solely as a convenience to you and the inclusion of any such link does not imply endorsement, investigation or verification by us of such Websites or the information contained therein;
- all products and services provided under these Terms are provided on an “as is” and “as available” basis;
- the technical processing and transmission of the Website, including Content, may involve transmissions over various networks and changes to conform and adapt to technical requirements of connecting networks or devices, and that such Content may be subject to “caching” or other technical processing or transmission policies and procedures by us or at intermediate locations on the Internet;
10. Feedback. All right, title and interest in and to comments, ideas, suggestions and impressions of the Website and our products given by you to us (collectively, the “Feedback”) is and shall be deemed to be our property and, by submitting Feedback to us, you agree that you thereby assign to us all right, title and interest to such Feedback to us. You agree that we may use Feedback for purposes of trade and advertising without any further notice to you. We may edit, refuse to post, remove and disable access to Feedback.
11. Compliance and Complaints. We do not have any obligation to censor or review any Third-Party Content or to monitor use of the Website. However, you agree that we may, without notice or liability, disclose to third parties any of your information, monitor use of the Website and monitor, review and retain any Content if we believe in good faith that such activity is reasonably necessary to provide the Website to customers, ensure adherence to or enforce these Terms, comply with any laws or regulations, respond to any allegation of illegal conduct or claimed violation of third party rights, or protect us or others. If we receive a complaint relating to use of the Website by you, you acknowledge and agree that we may, in our sole and absolute discretion and without notice or liability, investigate the complaint, and restrict, suspend or terminate your access to the Website, including your Account.
12. Proprietary Notices.
- Copyright Notice – The Website and all Content is owned and copyrighted by Avadim and/or its licensors, and is available to you in accordance with these Terms only.
- Trademark Notice – The trademarks, logos, and service marks displayed on or through the Website are the property (whether registered or unregistered) of Avadim, its licensors or other third parties. You are not permitted to use trademarks, logos and service marks for any purpose without our prior, written consent. Except as expressly indicated on the website, no endorsement, sponsorship, affiliation or other authorization is implied by any use of third party trademarks.
- Copyright Complaints – If you believe that any Content on the Website infringes upon any copyright or other intellectual property right that you own or control, you may send a written notification of such infringement to our designated agent
by e-mail at: [email protected], or
by mail at:
Attn:Copyright Complaint Officer
81 Thompson Street
Ashville, NC 28803
To meet the notice requirements under the Digital Millennium Copyright Act, the notification must be a written communication that includes the following:
- a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
- identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
- identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
- information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number and, if available, an electronic mail address at which the complaining party may be contacted;
- a statement that the complaining party has 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
- a statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
- Infringer and Repeat Infringer Policy – We have adopted a policy of terminating, in appropriate circumstances and at our sole discretion, users who are deemed to be repeat infringers of intellectual property. We may also, at our sole discretion, limit access to the Website or terminate the Account of any user who infringes any intellectual property rights of us or others, whether or not there is any repeat infringement.
13. Acceptable Use and Prohibitions. In addition to any other terms or conditions regarding your use of the Website in these Terms, we may require you to agree to specific terms for particular services, products or areas of the Website from time to time by confirming your agreement. Any such additional terms which you agree to will be deemed incorporated into these Terms. Without limiting the generality of anything else contained in these Terms, you must ensure that:
- you only use the Website for lawful purposes; and
- if at any time you become aware of any violation, by any person or entity under your control, of any part of these Terms, you will immediately notify us and provide us with assistance, as requested, to stop or remedy such violation
and you agree that you will not, in connection with the Website, directly or indirectly do or permit any of the following:
- scan or probe another computer system, obstruct or bypass computer identification procedures or engage in unauthorized computer or network trespass without the express permission of the owners of such computer systems;
- forge headers or otherwise manipulate any protocols or identifiers used in any system or protocol in such a manner to disguise the origin of any data transmitted using the Website;
- impersonate or falsely represent your association with any person, including a representative of us;
- disrupt or threaten the integrity, operation or security of any service, computer or any Internet system;
- disable or circumvent any access control or related process or procedure established with respect to the Website;
- share, resell, reproduce, copy, distribute, redistribute, or exploit for any commercial purposes (except for your internal, personal, non-commercial purposes), any portion of, use of or access to, any Website, except where expressly authorized by us;
- harvest, scrape, extract, gather, collect, or store personal information about others without their express consent; or
- harvest, scrape, or use any robot, spider, crawler, script or other automated means or interface not provided by us to access the Website or to extract data, collect information or otherwise interact with the Website.
14. Termination. We may, in our sole discretion, suspend, restrict or terminate your use of the Website, including your Account, effective at any time, without notice to you, for any reason, including if the operation or efficiency of the Website or our or any third party’s equipment or network is impaired by your use of the Website, we have received a third party complaint which relates to your use or misuse of the Website, or you have been or are in breach of any term or condition of this Agreement
SECTION 4 – Disclaimers, Limits of Liability and Indemnities
15. DISCLAIMERS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, USABILITY, SECURITY, QUALITY, CAPACITY, PERFORMANCE, AVAILABILITY, TIMELINESS OR ACCURACY OF THE WEBSITE OR ANY CONTENT, AND WE EXPRESSLY DISCLAIM ALL WARRANTIES AND REPRESENTATIONS, EXPRESS, IMPLIED OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, DURABILITY, TITLE AND NON-INFRINGEMENT, WHETHER ARISING BY USAGE OF TRADE, BY COURSE OF DEALING, BY COURSE OF PERFORMANCE, AT LAW, IN EQUITY, BY STATUTE OR OTHERWISE HOWSOEVER.
16. LIMITS OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL WE, OUR AFFILIATES, OR OUR CONTROLLING PARTIES, AGENTS EMPLOYEES, SUPPLIERS, LICENSORS, RESELLERS OR DISTRIBUTORS BE LIABLE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, FOR
- INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOST DATA, PERSONAL INJURY, OR PROPERTY DAMAGE RELATED TO, IN CONNECTION WITH, OR OTHERWISE RESULTING FROM ANY USE OF THE WEBSITE; OR
- ANY DAMAGES, LIABILITY OR LOSSES ARISING OUT OF: (I) YOUR USE OF OR RELIANCE ON THE WEBSITE, (II) YOUR INABILITY TO ACCESS OR USE THE WEBSITE, (III) THE CONTENT OR ACCURACY OF ANY MATERIAL, INFORMATION OR DATA (INCLUDING ANY SOFTWARE) RELATED TO THESE TERMS OR VIEWED, DOWNLOADED, ACCESSED OR TRANSMITTED USING, OVER OR THROUGH THE INTERNET OR THE WEBSITE; OR (IV) ANY TRANSACTION OR RELATIONSHIP BETWEEN YOU AND ANY THIRD PARTY PROVIDER OR ESTABLISHMENT, WHETHER OR NOT MADE ON OR THROUGH THE WEBSITE; OR
- WITHOUT IN ANY WAY LIMITING THE FULL EXTENT OF THE FOREGOING, AGGREGATE DIRECT DAMAGES IN CONNECTION WITH THE WEBSITE SHALL NOT BE IN EXCESS OF THE AMOUNT YOU PAID US, IF ANY, FOR USE OF THE WEBSITE. YOU AND WE AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF, RELATED TO, OR IN ANY WAY CONNECTED TO THE WEBSITE AND/OR THE SERVICES OR THE TERMS SHALL BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUED OR BE THEREAFTER FOREVER BARRED.
17. Applicability. Some jurisdictions prohibit the disclaimer of certain warranties or conditions or the limitation of certain types of liability. In such circumstances, to the extent that such prohibitions prohibit any exclusions and limitations in these Terms, such exclusions and limitations will not apply to you strictly to the extent necessary to make these Terms consistent with such prohibitions.
18. Indemnity By You. You agree to indemnify and hold us harmless from all liabilities, actions, proceedings, claims, causes of action, demands, debts, losses, damages, charges and costs, including reasonable legal costs, any amount paid to settle any such action, or to satisfy a judgment, and expenses of any kind and character whatsoever incurred by us relating to or arising from (i) access to or use, by you or permitted by you, of the Website or your Account, or (ii) any of your acts or omissions, including breach or non-performance of these Terms and any violation of any third party rights.
SECTION 5 – GENERAL PROVISIONS
19. Interpretation. In these Terms, (i) the captions and headings are for convenience only and do not constitute substantive matter and are not to be construed as interpreting the contents of these Terms, (ii) the word “including”, the word “includes” and the phrase “such as”, when following a general statement or term (whether or not non-limiting language such as “without limitation” or “but not limited to” or other words of similar import are used with reference thereto), is not to be construed as limiting, and the word “or” between two or more listed matters does not imply an exclusive relationship between the matters being connected, (iii) all references to website addresses or URLs shall also include any successor or replacement websites containing substantially similar information as the referenced website(s), and (iv) any monetary amounts expressed are in US Dollars.
20. Waiver of Rights and Remedies. Our failure to insist upon or enforce strict performance of any provision of these Terms will not be construed as a waiver of any provision or right. Neither the course of conduct between you and us nor trade practice shall act to modify any provision of these Terms. Our rights, powers and remedies in these Terms, including without limitation the right to suspend, restrict or terminate your access to any portion of the Website, are cumulative and in addition to and not in substitution for any right, power or remedy that may be available to us at law or in equity.
TO THE FULLEST EXTENT ALLOWED BY LAW, YOU AND WE EACH WAIVE ANY RIGHT TO PURSUE ANY DISPUTES ON A CLASSWIDE BASIS, INCLUDING THE JOINING OF A CLAIM WITH THE CLAIM OF ANY OTHER PERSON OR ENTITY OR ASSERTING A CLAIM IN A REPRESENTATIVE CAPACITY ON BEHALF OF ANYONE ELSE.
21. Severability. If any provision of these Terms is determined to be invalid or unenforceable in whole or in part, such invalidity or unenforceability will attach only to such provision or part thereof and the remaining part of such provision and all other provisions hereof will continue in full force and effect.
24. Assignment and Inurement. We may at any time assign our rights and obligations under these Terms, in whole or in part, without notice to you. You may not assign these Terms without our prior, written consent. These Terms will inure to the benefit of and bind you and us and our respective personal and legal representatives, successors and permitted assigns.
25. Survival. All provisions that, by their meaning or nature, are intended to survive termination or expiry of these Terms shall survive termination or expiration of these Terms.
26. Relationship. You agree that no joint venture, partnership, employment or agency relationship exists between us and you as a result of these Terms or your use of the Website.
27. Entire Agreement. These Terms, as amended from time to time, including any and all documents, websites, rules, terms and policies referenced herein, constitutes the entire agreement between us and you with respect to the matters referred to in these Terms and supersedes all prior and contemporaneous agreements and understandings, whether electronic, oral or written, between us and you with respect to such matters.
28. Questions and Concerns. If you have any questions or concerns about these Terms, please contact us at http://www.avadimtechno.wpengine.com/contact-us/.