We are Vioty Solutions, Inc. (“Vioty Solutions”, “our”,“us” or “we”).
Your access to, and use of, all products and services sold or otherwise provided to you as a part of its Internet of Things solutions(collectively, the “Products” and the “Services,” respectively) and the Sites(as defined below) is subject to the terms and conditions set forth in these ViotySolutions Terms of Service (these “Terms”)
PLEASE NOTE THAT THE SECTION OF THESE TERMS LABELED“CLASS-ACTION WAIVER AND AGREEMENT TO ARBITRATION” BELOW CONTAINS A BINDINGARBITRATION CLAUSE AND CLASS ACTION WAIVER. IT AFFECTS YOUR RIGHTS IN ANYDISPUTE WITH US, INCLUDING, WITHOUT LIMITATION, DISPUTES ARISING OUT OF YOURUSE OF THE SERVICES AND/OR YOUR PURCHASE AND/OR USE OF ANY SERVICE OR PRODUCT.
BY CLICKING “I ACCEPT” OR BY ACCESSING AND USING THESERVICES AND/OR THE SITES, YOU ARE AGREEING TO ALL OF THESE TERMS. IF YOU DONOT AGREE WITH ANY OF THESE TERMS, DO NOT CLICK “I ACCEPT” AND DO NOT ACCESS ORUSE THE SERVICES OR ANY OF THE SITES.
Vioty Solutions reserves the right, in its solediscretion, to modify, amend or supplement any term or condition of these Termsat any time, with or without notice, by posting such modifications, amendmentsand/or supplements here. If you continue to use the Services after any suchmodifications, amendments or supplements are made, you are then accepting andagreeing to be bound by them.
- Scope of Services: Vioty Solutions provides access to the Services through both: (i) websites, including, without limitation, those located at Vioty Solutions.com and related domains (each, a “Site,” and all, collectively, the “Sites”); and (ii) software that may be downloaded to a mobile device (each, a “Mobile App” and collectively the “Mobile Apps”). Certain additional paid services or features that Vioty Solutions may offer (such as additional cloud data storage and other premium subscription Services) may have additional or different terms. Vioty Solutions offers only the ability to access and/or use the Services, the Sites and Mobile Apps, and never sells or otherwise transfers ownership to any of them.
- Subscriber Representation; Registration and User Accounts: You represent and warrant that: (i) if you are an individual, you are at least 18 years old and otherwise legally competent in all respects to enter into and be bound by these Terms; or (ii) if you are an entity, (A) you are a legal entity in good standing, (B) you possess all legal authority and power to enter into and be bound by these Terms, (C) the natural person who clicked “I Accept” to accept these terms had full corporate authority to do so, and you hereby bind your entity and all natural persons employed or engaged by your entity that may use the Services, the Sites and/or the Mobile Apps.
As a part of the registration process used by ViotySolutions for you to create an account to access and use the Services, you mustsubmit certain information as prompted, such as your name, email address, phonenumber, zip code/post code, and address. You may be prompted to provide additionaloptional information during setup which is not required to register for anaccount but may be necessary to provide you with full Services, to provide youwith a trial of premium or other subscription-only services, or that might behelpful to Vioty Solutions in providing you with a more customized experience.This information could include, for example, payment information.
As part of the registration process, you will create apassword that will allow you to log in to the Services. You are responsible formaintaining the confidentiality of your password and for all activities thatoccur on your account. You agree not to share your password, let others accessor use your password, or do anything else that might jeopardize the security ofyour password. All the information that you provide when registering for anaccount and otherwise through the Sites and/or the Mobile Apps must beaccurate, complete, and up to date. You may change, correct, or remove anyinformation from your account by either logging into your account directly andmaking the desired changes or contacting Vioty Solutions’ support team.
- Authority to Submit Data from Devices to the Services; License to Such Data: The Services collect, analyze and store data submitted from your IoT-enabled devices, including, without limitation, mobile devices (collectively, “Devices”) that are set up by you and connected to the Services in order to submit such data to the Services. You represent and warrant that you have full legal authority to submit data and information from any Devices that you connect to the Services. By using the Services and submitting such data from any Device, you hereby grant Vioty Solutions a worldwide, perpetual, royalty-free license to use, reproduce, distribute copies of, create derivative works of, and publicly display the information in connection with your use of the Services. Vioty Solutions is not responsible or otherwise liable for data submitted to the Services from Devices except as expressly set forth in these Terms.
Vioty Solutions does not verify the accuracy or ownershipof the data or information submitted from Devices to the Services. You aloneare responsible for determining: (i) the identity of those to whom you grantaccess to Devices, and (ii) the type, character, amount and nature of the datasubmitted from Devices to the Services.
To the extent to which we sell Products and/or theServices to you for any fee or charge that we collect, you will be required toselect a form of payment and provide us information regarding your credit cardor other form of payment authorized by us. You represent and warrant that suchinformation is true and correct and that you are authorized to use the selectedform of payment. When you make a payment, you authorize us (and our designatedpayment processor(s)) to charge the full amount to the payment source youdesignate for the transaction. You acknowledge and agree that you are liablefor any and all applicable sales and use taxes for any purchase you make basedon the mailing address that you provide, and you authorize Vioty Solutions tocharge your payment method for any such applicable taxes. You willpromptly update your account information with any changes (for example, achange in your billing address or credit card expiration date) that may occur.You will pay us, in U.S. dollars, all fees and charges incurred in accordancewith the authorized form of payment and these Terms. If you agreed to purchasea Tracking Device and subscribe to the Monitoring Service, you will pay notonly all fees and charges incurred in accordance with the authorized form ofpayment and these Terms, but also all police, fire department, ambulance orparamedic charges or fees and all false alarm fines or penalties and responsefees (whether charged to you or to us) by any third party. If you dispute anyfees or charges, you must let us know within sixty (60) days after the datethat we invoice or otherwise charge you, and give us the opportunity toremediate any problem that you believe entitles you to dispute those fees or charges.You hereby grant to us the right to fix any payment processing errors that wemay discover, and the right to correct any such processing errors by debitingor crediting the payment method used for the transaction found to be in error.
We may charge your credit or debit card or account foryour first fee for a subscription Service on the date upon which we processyour order for that subscription Service, and on or about each monthly orannual anniversary thereafter. We may also obtain preapproval for an amount upto the amount of the transaction. Once your payment method is charged thefirst fee for a subscription Service, we will send a confirmation email to theemail address that you have provided. If you have any dispute with either anysuch charge or your request that it recur, you must notify us in accordancewith Section 5.
You acknowledge and agree that the amounts billed eachbilling period for subscription Services may vary for reasons that may includediffering amounts due to promotional offers or changing subscription Servicesor prices. You authorize Vioty Solutions to charge your payment method for suchvarying amounts, or provide you a credit, on your next billing cycle.
YOU ACKNOWLEDGE AND AGREE THAT: (I) VIOTY SOLUTIONSRESERVES THE RIGHT TO AUTOMATICALLY RENEW EACH SUBSCRIPTION SERVICE THAT YOUPURCHASE, ON OR ABOUT EACH MONTHLY OR ANNUAL ANNIVERSARY OF THE DATE UPON WHICHVIOTY SOLUTIONS FIRST CHARGES YOU FOR THE SUBSCRIPTION SERVICE; AND (II) VIOTYSOLUTIONS WILL HAVE THE RIGHT TO CHARGE YOU THE APPLICABLE MONTHLY OR ANNUALSUBSCRIPTION FEE ALONG WITH ANY SALES OR SIMILAR TAXES THAT MAY BE IMPOSEDTHEREON UNLESS YOU CANCEL PRIOR TO THE RENEWAL DATE.
If Vioty Solutions is unable to successfully charge yourpayment method for any charges due, Vioty Solutions reserves the right torevoke or restrict access to the Services, delete your stored content and/orterminate your account. If you want to designate a different payment method, orif there is a change in status for your payment method, you may change yourpayment method by logging into your account and making all payment-relatedchanges to your account profile. You hereby acknowledge and agree that makingsuch changes may: (i) temporarily disrupt services while Vioty Solutionsverifies your new payment information; and (ii) may result in a change to yourpayment billing date.
Your access to subscription Services may begin with afree trial for a limited period of time. If you receive a free trial, thespecific offer terms will be as stated in the material describing the free trialoffer. Free trials are for new Vioty Solutions customers only. You may notcombine free trials with any other offers. Vioty Solutions reserves the rightto determine and limit eligibility for any free trial. Once your free trialperiod ends, we will begin billing your payment method for the monthly orannual fee for subscription Services corresponding to the subscription youchose at the time of purchase (plus any applicable taxes), unless you properlyand timely cancel. For that reason, you may be asked to set up a valid paymentmethod for continuation charges when redeeming a free trial offer. If you wishto avoid charges to your payment method, you must cancel subscription Servicesprior to the last day specified therefor in the terms applicable to your freetrial period.
- Orders, Returns, Cancellations and Refunds:
Vioty Solutions will pack and ship each Product thatcomprise hardware (“Hardware”) in accordance with our standard practices andthe rules of our shipping partners. We will charge you for shipping andhandling. Scheduled shipment dates are estimates only, and, while ViotySolutions will use commercially reasonable efforts to meet scheduled shipmentdates, in no event will Vioty Solutions be liable for any loss, damage, orpenalty resulting from any delay in shipment or delivery.
If you are the original purchaser of Hardware that youpurchased from Vioty Solutions (as opposed to from a third party) and you arenot satisfied with the Hardware for any reason, you may return it in itsoriginal condition to us within sixty (60) calendar days of the originalpurchase date and receive a full refund, less any shipping and handling, dutiesand taxes that you paid with your original purchase (i.e., shipping andhandling, duties and taxes are not refundable). Without limiting the foregoing:(i) only Hardware that has been purchased directly from Vioty Solutions can bereturned to Vioty Solutions; and (ii) Hardware purchased from any third partymay be returned, if at all, to such third party in accordance with its returnspolicy.
If you wish to cancel an order that Vioty Solutions hasnot yet fulfilled, or if you would like to schedule a return (including toreceive a refund of a purchase price), contact us via email at support@ViotySolutions.com or telephone at (855) 246-8269 with your order details.
To qualify for a refund or credit (excluding shipping andhandling, duties and taxes) you must:
· Contact Vioty Solutions with your order details withinsixty (60) calendar days from your original order date, either in writing (viae-mail to support@Vioty Solutions.com) or by telephone at (855) 246-8269, andobtain from Vioty Solutions a Return Merchandise Authorization (RMA);
· Return the Hardware along with all parts/componentsincluded with your original shipment, each in its original packaging, to theshipping address set forth below using a shipper that provides you with ashipment tracking number (i.e. FedEx, UPS, DHL); and
· Include with your return shipment the valid RMA numberprovided by Vioty Solutions, plainly visible on the outside of the returnedpackage.
Vioty Solutions reserves the right to reject and eitherdispose of or return to you, at your expense, any return that is sent otherthan in compliance with the foregoing specified instructions. Requests for anRMA received by Vioty Solutions more than sixty (60) calendar days after theoriginal purchase date for purchased Hardware may be evaluated on acase-by-case basis, subject to Vioty Solutions’ management approval andrestocking fee. Products that are software, as well as Hardware that hasbeen customized, modified and/or altered other than by Vioty Solutions are noteligible for return or refund.
Shipping Address for Returns:
Vioty Solutions, Inc.
Attn: Product Returns Dept
3900 W Alameda Ave.
Burbank CA 91505
Tel: (855) 246-8269
YOU MAY CANCEL YOUR AUTOMATIC RENEWAL FOR SUBSCRIPTION SERVICES AT ANY TIME BY CONTACTING US VIA EMAIL AT: support@Vioty Solutions.com. Unless otherwise noted, any fees paid by you prior to your cancellation are nonrefundable (except as expressly permitted otherwise by these Terms or as maybe required by law), including, without limitation, any fees paid in advance for the billing cycle during which you cancel. Termination past the relevant deadline for cancellation will not relieve you of any obligation to pay any accrued fees or charges to which you committed and failed to timely cancel.Upon cancellation of subscription Services, you will lose access to the benefits thereof to which you had previously had access, and Vioty Solutions will have the right to delete information and data stored as part of your account.
- Limited Hardware Warranty:
For one (1) calendar year from your original order date, ViotySolutions warrants to you (and not to any third party) that Hardware manufactured by or for Vioty Solutions that you received from Vioty Solutions(as opposed to from a third party) will be free from material defects in materials and workmanship conditioned on the following: (i) such Hardware has been used solely normally and in accordance with all technical specifications and/or user manuals that accompany such Hardware; and (ii) such Hardware is associated with an active, fully paid, subscription to Services purchased by you.
For any breach of this limited hardware warranty, youmust contact Vioty Solutions within one (1) calendar year from your originalorder date pursuant to the contact instructions set forth in Section 5.
If you submit a valid limited hardware warranty claim to ViotySolutions, and you follow the instructions for returning the Hardware set forth in Section 5, we will, at our option, either: (i) repair the Hardware using either new or refurbished parts; (ii) replace the Hardware with a new or refurbished Hardware; or (iii) refund the full purchase price of the Hardware, less any shipping and handling, duties and taxes that you paid with your original purchase (i.e., shipping and handling, duties and taxes are not refundable).
This limited hardware warranty does not apply to: (i)consumable parts, such as batteries, unless failure has occurred due to a defect in materials or workmanship of the Hardware itself; (ii) cosmetic damage, including, without limitation, scratches, dents and broken plastic on ports; (iii) defects or damage caused by misuse, accident (including, without limitation, collision, fire and the spillage of solids or liquids), neglect, abuse, alteration, unusual stress, modification, improper or unauthorized repair, installation, testing, or improper storage; (iv) damage caused by operation outside the permitted or intended uses for the Hardware described by ViotySolutions; (v) damage caused by use with non-Vioty Solutions products or services; or (vi) any software, even if packaged or sold with Hardware.
Consumers in some jurisdictions may have legal rights under applicable national legislation governing the sale of consumer goods, including, without limitation, national laws implementing EC Directive 99/44.Any such rights are not affected by the warranties in this limited hardware warranty.
- Terms for Personal Services Emergency Tracking Devices
If you agreed to purchase a personal emergency trackingdevice (a “Tracking Device”) and subscribe to an accompanying monitoringservice (the “Monitoring Service”), you acknowledge and agree that theMonitoring Service is provided by a third-party operating its own call center(the “Call Center”), and that Vioty Solutions will provide monitoring servicesfor the Tracking Device in accordance with these Terms.
You acknowledge and agree that the Tracking Device isintended to be used only for personal emergencies and that the Call Center willhave the right to notify appropriate authorities (i.e., police, fire departmentor other emergency personnel (each, a “Responder”)) if a signal is receivedfrom the Tracking Device. The Monitoring Service is designed to track theTracking Device, and, therefore, if you provide the Tracking Device to anotherperson or become separated from the Tracking Device the Monitoring Service willnot be able to track your location.
THE TRACKING DEVICE AND THE MONITORING SERVICE HAVECERTAIN LIMITATIONS. IN CONSIDERATION FOR THE PROVISION OF THE TRACKING DEVICEAND THE MONITORING SERVICE, YOU ACKNOWLEDGE AND AGREE THAT:
· NEITHER WE NOR THE CALL CENTER REPRESENT OR WARRANT THATTHE TRACKING DEVICE OR THE MONITORING SERVICE WILL PREVENT DEATH, BODILY ORPERSONAL INJURY, OR ANY OTHER INJURY OR DAMAGE TO YOU OR OTHERS WHO USE THETRACKING DEVICE, AND THAT YOU OR OTHERS WHO USE THE TRACKING DEVICE DO NOT ANDHAVE NOT RELIED UPON ANY EXPRESS OR IMPLIED REPRESENTATION BY VIOTY SOLUTIONSOR THE CALL CENTER TO THAT EFFECT.
· NEITHER WE NOR THE CALL CENTER MAKES ANY REPRESENTATIONOR WARRANTY AS TO THE PROMPTNESS OF OUR OR THE CALL CENTER’S RESPONSE, ANDNEITHER WE NOR THE CALL CENTER HAVE ANY CONTROL OVER THE RESPONSE TIME ORCAPABILITY OF ANY AGENCY OR PERSON WHO MAY BE NOTIFIED AS A RESULT OF THETRACKING DEVICE BEING USED.
· WE AND/OR THE CALL CENTER MAY BE NEGLIGENT IN PROVIDINGTHE MONITORING SERVICE, THAT THE CALL CENTER MAY FAIL TO PROPERLY RESPOND TOTHE RECEIPT OF AN EMERGENCY SIGNAL FROM THE TRACKING DEVICE, THAT THE TRACKINGDEVICE MAY FAIL TO FUNCTION PROPERLY, AND THAT THE TRACKING DEVICE RELIES UPONTHE AVAILABILITY OF GPS COVERAGE AND DATA, WIRELESS INTERNET NETWORKAVAILABILITY AND/OR CELLULAR NETWORK COVERAGE TO OPERATE PROPERLY, AND THATEACH OF THOSE THINGS ARE PROVIDED BY THIRD PARTIES THAT ARE NOT CONTROLLED BY VIOTYSOLUTIONS.
· THE CALL CENTER IS RESPONSIBLE ONLY FOR ENDEAVORING TONOTIFY RESPONDERS AND FOR THE PROMPTNESS, SUFFICIENCY OR ADEQUACY OF THE ACTIONOR INACTION OF ANY RESPONDER OR ANY THIRD PARTY ACTING AS A RESPONDER.
· IN NO WAY DOES VIOTY SOLUTIONS REPRESENT OR GUARANTEETHAT ANY RESPONDER CAN BE CONTACTED, THAT THEY CAN OR WILL RESPOND, OR THAT ANYRESPONSE WILL BE SAFE OR EFFECTIVE, AND NO RESPONDER IS AN AGENT OR OTHERREPRESENTATIVE OF VIOTY SOLUTIONS AND ANY ACTION TAKEN BY ANY RESPONDER WILL INNO WAY BE IMPUTED TO VIOTY SOLUTIONS.
· WE WILL HAVE THE RIGHT TO PROVIDE THE CALL CENTER AND ANYRESPONDER OR OTHER NECESSARY THIRD PARTY, AS DETERMINED BY US IN OUR SOLEDISCRETION, WITH ACCESS TO ALL INFORMATION PROVIDED BY YOU IN CONNECTION WITHTHESE TERMS.
· ALL COMMUNICATIONS BETWEEN YOU, VIOTY SOLUTIONS AND THECALL CENTER MAY BE RECORDED, AND YOU CONSENT TO SUCH RECORDING.
· IF ANY ALARM SIGNAL IS RECEIVED BY THE CALL CENTER AND ARESPONDER IS SENT TO THE LOCATION OF THE TRACKING DEVICE, IF THE RESPONDERWOULD NEED A KEY, CODE OR OTHER MEANS OF ACCESS TO SUCH LOCATION AND THAT MEANSOF ACCESS IS UNAVAILABLE TO SUCH RESPONDER, THE RESPONDER MAY BE REQUIRED TOFORCIBLY ENTER SUCH LOCATION AS THE RESPONDER DETERMINES IN THEIR SOLEDISCRETION, AND THIS MAY RESULT IN DAMAGE OR PHYSICAL INJURY TO YOU OR A THIRDPARTY OR TO PROPERTY OWNED BY YOU OR A THIRD PARTY.
· IF WE AND/OR THE CALL CENTER WERE TO HAVE ANY LIABILITYGREATER THAN THAT AGREED TO BY YOU PURSUANT TO SECTION 20, WE COULD NOT ANDWOULD NOT PROVIDE THE TRACKING DEVICE OR THE MONITORING SERVICE, THE AMOUNTSBEING CHARGED BY US ARE NOT SUFFICIENT TO GUARANTEE THAT NO LOSS WILL OCCUR, WEARE NOT ASSUMING RESPONSIBILITY FOR ANY LOSSES WHICH MAY OCCUR EVEN IF DUE TOOUR NEGLIGENT PERFORMANCE OR FAILURE TO PERFORM ANY OBLIGATION UNDER THESETERMS, AND YOU WILL LOOK EXCLUSIVELY TO YOUR INSURER(S) TO RECOVER ANY DAMAGESTHAT MAY BE SUFFERED.
· THE AMOUNT YOU PAY TO US IS BASED SOLELY ONLY ON THEVALUE OF THE MONITORING SERVICE AND NOT ON THE VALUE OF YOU OR YOUR PREMISES ORITS CONTENTS, IT IS DIFFICULT TO DETERMINE IN ADVANCE THE VALUE OF ANY PERSONALINJURY OR DEATH OR THE PROPERTY THAT MIGHT BE LOST, STOLEN OR DESTROYED IF THETRACKING DEVICE OR THE MONITORING SERVICE FAILS TO OPERATE PROPERLY AND IT ISDIFFICULT TO DETERMINE IN ADVANCE WHAT PORTION, IF ANY, OF ANY PROPERTY LOSS,PERSONAL INJURY OR DEATH WOULD BE PROXIMATELY CAUSED BY OUR OR THE CALLCENTER’S NON-PERFORMANCE AND/OR NEGLIGENCE OR A FAILURE OF THE TRACKING DEVICE.
· YOU SHOULD OBTAIN ANY LIFE, MEDICAL OR DISABILITYINSURANCE FOR THE PROTECTION OF YOURSELF AND OTHERS WHO MAY USE THE TRACKINGDEVICE.
· THERE ARE ALTERNATIVES AVAILABLE TO YOU SUCH AS 911EMERGENCY TELEPHONE SERVICE AND YOU HAVE SELECTED THE TRACKING DEVICE AND THEMONITORING SERVICE WITH A FULL UNDERSTANDING OF ITS LIMITATIONS, AND THELIMITATION OF LIABILITY SET FORTH IN SECTION 20.
· NEITHER WE NOR THE CALL CENTER ARE AN INSURER OF YOURPREMISES, PROPERTY OR YOUR PERSONAL SAFETY AND YOU ARE SOLELY RESPONSIBLE FORPROVIDING ANY LIFE, HEALTH, DISABILITY AND/OR CASUALTY INSURANCE
You hereby represent and warrant that the emergencycontact information provided by you to Vioty Solutions is accurate. To avoidfalse alarms, the Call Center will have the right to first call your contacttelephone number to determine if an actual emergency exists before contactingany Responder. If the Call Center has reason to believe that no actual emergencyexists, the Call Center will have the right to choose to not place a call to orotherwise notify any Responder. You hereby acknowledge and agree that the CallCenter will have the right to rely absolutely on your statements as well asthose of any Responder or any person acting on your behalf or that of anyResponder.
You will: (i) test the Tracking Device in accordance withthe instructions provided; (ii) use the Tracking Device carefully, so as toavoid causing false alarms; (iii) use the Tracking Device and the MonitoringService only in accordance with these Terms and the procedures andspecifications provided by Vioty Solutions and not use the Tracking Device orthe Monitoring Service for any other purpose; (iv) provide us with accurate,complete, and up to date personal information as requested by us in relation tothe Tracking Device and/or Monitoring Service, and promptly notify us inwriting of any changes thereto; (v) not allow any third party to use theTracking Device unless approved by Vioty Solutions and the Call Center; and(vi) allow us, the Call Center and/or our authorized service representativesaccess to the Tracking Device in order to inspect the Tracking Device,performance maintenance or repairs to the Tracking Device or remove theTracking Device after termination or expiration of these Terms.
- Terms for Loaned or Rented Hardware
If Vioty Solutions has loaned and/or rented Hardware toyou, acknowledge and agree that your possession thereof is pursuant to abailment, under which you: (i) will hold possession of the Hardware in trustfor Vioty Solutions; (ii) bear all risk of loss of the Hardware immediatelyupon your receipt thereof into your control; and (iii) use reasonable care withthe Hardware, and have responsibility for damage, destruction, loss and/ortheft thereof.
Vioty Solutions reserves the right to, at any time, andwith or without notice or further obligation to you of any kind whatsoever, to:(i) discontinue the production or distribution of and/or recall any loanedand/or rented Hardware; and (ii) change the design or specifications of suchHardware. In such event, you will immediately cease use of, and promptlyreturn, such Hardware specified by Vioty Solutions, in the same manner as setforth in Section 5.
Upon expiration or termination of these Terms for anyreason whatsoever, you will immediately cease use of, and promptly return, anyloaned and/or rented Hardware specified by Vioty Solutions, in the same manneras set forth in Section 5.
You will not: (i) permit any loaned and/or rentedHardware to leave the premises at which you have specified with Vioty Solutionsthat such Hardware will be used; (ii) dispose of or destroy any such Hardware,regardless of damage thereto, or permit the sale, gifting or other transferthereof; or (ii) allow any lien to attach to any such Hardware.
If any loaned and/or rented Hardware is stolen, lost,damaged beyond the point of usability or destroyed during use, you willpromptly notify Vioty Solutions in writing thereof, providing details of suchevent, including an identification of the loaned and/or rented Hardwareaffected.
If you do not return to Vioty Solutions any loaned and/orrented Hardware as required by these Terms, you will pay to Vioty Solutions,within five (5) days of The date upon which you were required to return suchHardware, the then-current, retail value of a new and unopened unit of suchHardware.
As between Vioty Solutions and you: (i) Vioty Solutionswill retain all undivided copyrights, patents, trade secrets, trademarks andtrade name rights, and all other right, title and interest, in and to theHardware, including, without limitation, all packaging designs, logos, slogans,advertising materials, promotional materials and all other materials of ViotySolutions; and (ii) you will not have or acquire any right, title or interesttherein under any circumstances whatsoever, except as expressly andunambiguously set forth in these Terms.
You will comply with all applicable international,national, state, regional and local laws and regulations in any dealings withrespect to loaned and/or rented Hardware, including, without limitation, allapplicable United States export control laws and regulations concerning exportand re-export of technology and documentation, including, without limitation,the laws and regulations administered by the United States Department ofCommerce and the United States Department of State. You will promptly notify ViotySolutions in the event that you know or have reason to believe that any act orrefrainment from acting required by or contemplated under these Terms violatesany law, rule or regulation (whether criminal or non-criminal) in effect in anygeographic territory in which you use loaned and/or rented Hardware.
Terms for NIST Certification: Ifyou are the original purchaser of Hardware manufactured by or for ViotySolutions that you received from Vioty Solutions (as opposed to from a thirdparty) and you request our assistance with NIST certification for suchHardware, we will use commercially reasonable efforts to coordinate with anaccredited facility the initial NIST certification, provide you the appropriatecertificates and documentation supplied by the NIST facility, and coordinatewith you with respect to ongoing renewal, recertification or replacement of theNIST-certified Hardware.
- Cookies: The Sites use “cookies.” Cookies are small text files that reside on your computer and identify you as a unique user. Cookies allow us to, among other things, measure activity on the Sites and personalize your experience. For example, cookies enable us to remember your viewing preferences without requiring you to re-type a user name and password. If you choose, you can set your browser to reject cookies, or you can manually delete individual or all the cookies on your computer by following your browser’s help file directions. However, if you reject or delete cookies, you may have some trouble accessing and using some of the Services. We also use other common information-gathering tools such as web beacons and embedded web links.
- Services License & Restrictions; IP Rights: As long as you pay all amounts owed to Vioty Solutions in connection with your purchase of a license to access the Services and to not breach these Terms, Vioty Solutions grants to you a limited, revocable, non-exclusive, non-transferable license to access and use the Services that you purchase. You will not directly or indirectly do any of the following: (i) modify, disassemble, decompile, or reverse engineer any of the technology infrastructure underlying the Services, including, without limitation, the Sites, the Mobile Apps and/or any loaned and/or rented Hardware; (ii) rent, lease, loan, resell, sublicense, distribute, or otherwise transfer the Services to any third-party or use the Services and/or any loaned and/or rented Hardware on a time sharing basis or to provide any security or other services for any third party; (iii) make any copies of the technology infrastructure underlying the Services, including, without limitation, the Sites, the Mobile Apps and/or the firmware on any loaned and/or rented Hardware; (iv) remove, circumvent, disable, damage, or otherwise interfere with security-related features of the Services and/or any loaned and/or rented Hardware; (v) delete the copyright or other proprietary rights notices on the Services, the Sites, the Mobile Apps and/or any Hardware; (vi) attempt to access, monitor, or use the Services accounts or information of other customers; (vii) access the Services in order to build a similar or competitive product; (viii) upload, transmit, or distribute any computer viruses, worms, or software intended to damage or alter a computer or communication network, computer, handheld mobile device, data, the Services, the Sites, the Mobile Apps and/or any other property; (x) interfere with, disrupt, or attempt to gain unauthorized access to the servers or networks connected to the Services; or (xii) violate any applicable law or regulation.
Vioty Solutions is the exclusive owner of rights andinterests in and to the mark Vioty Solutions® and IoT in a Box® and IoT Ready™in the United States and abroad. Other trademarks, names, and logos on oravailable through the Services are the property of Vioty Solutions or theirrespective third-party owners. Unless otherwise specified in these Terms, alltechnology and intellectual property available or appearing on or through anyof the Services, including, without limitation, the Sites, the Mobile Apps,information, software, documents, services, content, site design, text,graphics, logos, images, and icons, are the sole property of Vioty Solutions orits licensors. All rights not expressly granted herein are reserved by ViotySolutions.
- System Requirements: You are responsible for having all required software, hardware, and other system elements required for your use of the Services, as well as for making sure that they are compatible and properly configured. You acknowledge that Vioty Solutions cannot provide the Services properly if requirements and compatibility are not met. You must have a working cellular and/or internet connection, a supported Device (to use a Site and/or a Mobile App), and other hardware, software, equipment or items specified by Vioty Solutions. We recommend a high-speed internet connection with at least 1 Mbps of upload bandwidth, although lower upload rates may be sufficient as well. Vioty Solutions reserves the right to change any of the minimum system requirements at any time.
- Updates: From time to time, Vioty Solutions may provide updates, upgrades, patches, bug fixes, and other modifications to improve the technology infrastructure underlying the Services, including, without limitation, the Sites and/or the Mobile Apps and related services (“Updates”). You acknowledge and agree that you may be required to install Updates to continue to access and use the Products and/or the Services. You agree and consent to Updates being automatically installed without receiving any additional notice or providing any additional consent. Any Update provided to you is made on a license-exchange basis such that you agree, as a condition for receiving an Update, that you will terminate all of your rights to use any previous version of any software related to Products and/or Services affected by the Update. However, you may continue to use such previous version to the extent to which it may be of assistance to you in transitioning to the Update. Once an Update has been released, Vioty Solutions may cease support for previous versions, with or without any notice to you.
- Support: Unless otherwise expressly agreed by Vioty Solutions in writing, Vioty Solutions is not obligated to provide you with any technical support services relating to either the Products or the Services; provided, however, you may order support services for an additional charge (or as otherwise expressly provided for elsewhere in the Agreement) as Vioty Solutions may offer from time to time.
- Changes; Termination and Suspension: Vioty Solutions reserves the right to, at any time, and with or without notice or further obligation to you of any kind whatsoever: (i) discontinue the production or distribution of, or change the design or specifications of the Services; (ii) suspend the Services for security reasons, system failure, maintenance and repair, or other circumstances; and (ii) change its pricing, service, warranty or other policies. Vioty Solutions does not offer any specific uptime guarantee for the Services. Any termination or suspension of any Services will not result in any credit or refund of any kind except as expressly set forth herein.
These Terms continue in effect while you access and usethe Services. At any time, Vioty Solutions may suspend or terminate your rightsto access or use the Services, or terminate these Terms, if Vioty Solutionsbelieves that you have used the Services in violation of these Terms. Upontermination of these Terms, your right to use the Services will automaticallyterminate. The proprietary rights, disclaimer of warranties, representationsmade by you, indemnities, limitations of liability, governing law &jurisdiction and general provisions will survive any termination of theseTerms.
- Mobile Applications: Vioty Solutions does not warrant that the Mobile Apps will be compatible with all mobile devices. Other applications may interact with the Mobile Apps in unpredictable ways, and Vioty Solutions does not warrant against malfunctions or errors caused by such interactions. Vioty Solutions grants to you a limited, revocable, non-exclusive, non-transferable license to use an object code copy of the Mobile Apps for one registered account on one mobile device owned or leased solely by you for your personal use in connection with the Services. Vioty Solutions and its third-party licensors or suppliers retain all right, title, and interest in and to the Mobile Apps. Standard carrier data charges may apply to your use of the Mobile Apps. The following additional terms and conditions apply with respect to the Mobile Apps:
· You acknowledge that these Terms are between you and ViotySolutions only, and not with Apple, Inc. (“Apple”) or Google, Inc. (“Google”).
· In using the Mobile Apps you will comply with Apple’sthen-current App Store Terms of Service and Google’s then-current Google PlayTerms of Service.
· Vioty Solutions is solely responsible for the Mobile Appsand the Services. You acknowledge that Apple and Google have no obligation toprovide maintenance and/or support services with respect to the Mobile Apps.
· Vioty Solutions is solely responsible for addressing anyclaims by you or any third party relating to the Mobile Apps, including,without limitation: (i) product liability claims; (ii) any claim that theMobile Apps fail to conform to any applicable legal or regulatory requirement;and (iii) claims arising under consumer protection or similar legislation. Allsuch claims are governed solely by these Terms and any applicable laws.
· You will comply with all terms applicable to anythird-party product and service that you access when using the Mobile Apps,including, without limitation, Other Software.
· Apple and Google are third-party beneficiaries to theseTerms as they relate to your license of the Mobile Apps.
· Apple, the Apple logo, and iPhone are trademarks ofApple, Inc., registered in the U.S. and other countries. App Store is a servicemark of Apple, Inc. Android is a trademark of Google, Inc.
· Although the Services are accessible worldwide, they arenot available to all persons or in all countries, including, withoutlimitation, persons and countries prohibited by U.S. law. If you are accessingor using the Services from an unsupported country, you do so on your owninitiative and you are solely responsible for complying with applicable locallaws.
- DISCLAIMER OF WARRANTIES: TO THE FULLEST EXTENT ALLOWED BY LAW, THE WARRANTIES EXPRESSLY STATED IN THIS AGREEMENT ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, EITHER IN FACT OR BY OPERATION OF LAW, STATUTORY OR OTHERWISE, OR ARISING FROM THE COURSE OF DEALING BETWEEN THE PARTIES OR USAGE OF TRADE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, ALL OF WHICH ARE HEREBY EXPRESSLY DISCLAIMED. VIOTY SOLUTIONS DOES NOT WARRANT: (I) THAT EITHER ANY PRODUCT OR THE SERVICES IS/ARE ERROR FREE; (II) IN ANY MANNER FOR PROBLEMS CAUSED BY YOU OR ANY THIRD PARTY OR THING, INCLUDING WIRELESS CARRIERS, DATA CENTERS, BUILDINGS, ACCIDENTS, HILLS, NETWORK CONGESTION, TUNNELS, TOWERS AND WEATHER; OR (III) USES REQUIRING FAIL-SAFE PERFORMANCE IN WHICH FAILURE OF A PRODUCT AND/OR THE SERVICES COULD LEAD TO DEATH, SERIOUS PERSONAL INJURY AND/OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE INCLUDING LIFE SUPPORT, MEDICAL DEVICES AND NUCLEAR APPLICATIONS, FOR WHICH NEITHER THE PRODUCTS NOR THE SERVICES ARE DESIGNED AND WITH WHICH NEITHER THE PRODUCTS NOR THE SERVICES SHOULD BE USED. VIOTY SOLUTIONS MAKES NO WARRANTY THAT DEFECTS WILL BE CORRECTED OR THAT EITHER ANY PRODUCT OR THE SERVICES: (I) WILL MEET YOUR NEEDS OR REQUIREMENTS; (II) WILL BE COMPATIBLE WITH YOUR NETWORK, COMPUTER, OR DEVICE; (III) WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; (IV) WILL BE ACCURATE OR RELIABLE; OR (V) WILL GIVE NOTIFICATIONS AT ANY GIVEN TIME OR AT ALL. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM VIOTY SOLUTIONS OR THROUGH THE SERVICES SHALL CREATE ANY WARRANTY. HUMAN ERROR IS ALWAYS POSSIBLE, AND THE RESPONSE TIME OF POLICE, FIRE, AND MEDICAL EMERGENCY PERSONNEL IS OUTSIDE THE CONTROL OF VIOTY SOLUTIONS. YOU MAY NOT RECEIVE ALERTS IF THE INTERNET, MOBILE COMMUNICATION OR TELEPHONE SERVICES, COMMUNICATION LINES OR POWER IS INTERRUPTED FOR ANY REASON.
- LIMITATION OF LIABILITY: VIOTY SOLUTIONS WILL NOT BE LIABLE FOR NONPERFORMANCE OR DELAY IN PERFORMANCE OF THE SERVICES CAUSED BY ANY REASON, WHETHER WITHIN OR OUTSIDE OF ITS CONTROL. IN NO EVENT WILL VIOTY SOLUTIONS BE LIABLE UNDER CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY OR ANY OTHER LEGAL OR EQUITABLE THEORY FOR ANY DIRECT, INDIRECT, INCIDENTAL, EXEMPLARY, PUNITIVE, SPECIAL OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF USE, LOST PROFITS, LOSS OF DATA OR INFORMATION, OR LOSS OF GOODWILL OR OPPORTUNITY) WHETHER OR NOT VIOTY SOLUTIONS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES. VIOTY SOLUTIONS WILL NOT BE LIABLE FOR THE COST OF PROCUREMENT OF SUBSTITUTE GOODS, SOFTWARE OR TECHNOLOGY. IN ANY EVENT, VIOTY SOLUTIONS’ ENTIRE LIABILITY AND YOUR SOLE AND EXCLUSIVE REMEDY IS YOUR RIGHT TO CANCEL YOUR ACCOUNT AND/OR SUBSCRIPTION. IN NO EVENT WILL VIOTY SOLUTIONS’ LIABILITY TO YOU EXCEED THE GREATER OF FIFTY DOLLARS ($50.00) OR ANY AMOUNTS ACTUALLY PAID BY YOU TO VIOTY SOLUTIONS FOR THE SERVICES IN DISPUTE DURING THE ONE (1) YEAR PRECEDING THE DATE UPON WHICH YOUR CLAIM AROSE, WHICHEVER IS LESS. NO ACTION, REGARDLESS OF FORM, ARISING FROM, BASED ON OR RELATED TO THESE TERMS OR THE PROVISION OF THE SERVICES MAY BE BROUGHT BY YOU MORE THAN ONE (1) YEAR AFTER THE EVENT WHICH GIVES RISE TO THE APPLICABLE CAUSE OF ACTION. YOUR RIGHTS MAY VARY FROM STATE TO STATE, AND SOME JURISDICTIONS DO NOT ALLOW A LIMITATION ON LIABILITY DAMAGES AS CONTAINED IN THESE TERMS. IN SUCH JURISDICTIONS, VIOTY SOLUTIONS’ LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW. THE FOREGOING LIMITATIONS WILL APPLY, WITHOUT LIMITATION, TO ALL SUPPORT AND MAINTENANCE PROVIDED TO YOU BY VIOTY SOLUTIONS AND/OR ANY OTHER USERS.
- Indemnification: You will defend and hold harmless Vioty Solutions (and its affiliates, representatives, agents, shareholders, directors, officers, employees, successors and assigns) from and against any third-party claim, action, suit or proceeding that arises from, is based on or related to your breach of these Terms or any unauthorized use of the Services, and indemnify Vioty Solutions for all losses, damages, expenses and costs (including, without limitation, reasonable attorneys’ fees and costs) incurred by Vioty Solutions as a result of any such claim, action, suit or proceeding.
- CLASS-ACTION WAIVER AND AGREEMENT TO ARBITRATION:
o PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS RIGHTSTHAT YOU MAY OTHERWISE HAVE. IT PROVIDES FOR RESOLUTION OF DISPUTES THAT YOUAND WE MAY HAVE WITH EACH OTHER BY USING ARBITRATION RATHER THAN COURT TRIALS,JURY TRIALS, OR CLASS ACTIONS. ARBITRATION IS FINAL AND BINDING AND SUBJECT TOLIMITED REVIEW BY A COURT. THIS ARBITRATION CLAUSE WILL SURVIVE TERMINATION OFTHESE TERMS.
o ANY DISPUTE OR CLAIM MADE BY YOU AGAINST US ARISING OUTOF OR RELATING TO THESE TERMS, THE SERVICES AND/OR YOUR PURCHASE AND/OR USE OFTHE PRODUCT(S), REGARDLESS OF WHETHER SUCH DISPUTE OR CLAIM IS BASED INCONTRACT, TORT, PRODUCTS LIABILITY, STATUTE, FRAUD, MISREPRESENTATION, OR ANYOTHER LEGAL THEORY (TOGETHER, A “DISPUTE”) WILL BE RESOLVED BY BINDINGARBITRATION, AS DESCRIBED BELOW.
Either you or we will have the right to elect to initiatebinding arbitration to resolve any Dispute by providing the other party withwritten notice of such election. You and we each hereby agree, and agree in thefurther to take all steps required, to waive the right to litigate any Disputein court, be it by way of court trial, jury trial or class action, and agreethat: (i) such arbitration will be governed by the Consumer Arbitration Rulesof the American Arbitration Association (the “Rules”), which areavailable here or by calling+1-800-778-7879; (ii) the arbitration will be conducted by one arbitratorappointed in accordance with the Rules; (iii) the language of the arbitrationwill be English; (iv) the arbitration will be conducted in Los Angeles County,California using California law, irrespective of its choice of law rules; (v)we each irrevocably consent and submit to exclusive personal jurisdiction andvenue as such for the purposes of arbitrating any such action; (vi) thearbitrator in such arbitration will be without jurisdiction to conduct a classarbitration or other representative proceeding, and may not consolidate oneperson’s claims with another; (vii) all issues of enforceability of thisarbitration provision, including, without limitation, issues relating to scope,validity, and unconscionability, will be decided by the arbitrator; (viii) theentirety of any arbitration will be confidential, and neither you nor us willhave any right to disclose the existence, content, or results of anyarbitration, except as may be required by law or for purposes of enforcement ofthe arbitration award; (ix) payment of all arbitrator compensation, expenses,and administrative fees (which include, without limitation, filing and hearingfees) will be governed by the Rules; (x) each of us will bear our own fees andcosts related to any arbitration, including, without limitation, the expense ofour respective counsel, experts, witnesses, and preparation and presentation ofevidence at the arbitration; and (xi) notwithstanding (ix) and (x) above, thearbitrator will have the right to re-allocate his or her compensation, expensesand/or administrative fees, as well as your and our fees and costs related tothe arbitration, if he or she determines that a claim, defense and/orcounterclaim was filed for purposes of harassment or is patently frivolous.
In the event that this arbitration provision is found tobe invalid, illegal or unenforceable, a modified provision will be substitutedthat carries out as nearly as possible our original intent, and the validity,legality and enforceability of any of the remaining provisions of these Termswill not in any way be affected or impaired thereby. If for any reason thisarbitration provision is deemed inapplicable or invalid, you and we each herebywaive, to the fullest extent allowed by law, any right to a jury trial, anyright to recover punitive or exemplary damages, and any right to pursue anyclaims on a class or consolidated basis or in a representative capacity.
Judgment on any arbitration award may be entered in anycourt having proper jurisdiction.
- Venue: Any action arising under, relating to or connected with these Terms or the use of the Services that is not required to be arbitrated as set forth in Section 22 will be filed only in an appropriate court located in Los Angeles County, California, and the parties irrevocably consent and submit to the exclusive personal jurisdiction of such courts for such purposes. These Terms will not be governed by: (i) the conflict of law rules of any jurisdiction; (ii) the United Nations Convention on Contracts for the International Sale of Goods; or (3) any laws based on the Uniform Computer Information Transactions Act (UCITA).
- Reservation of Rights: Vioty Solutions reserves all rights not expressly granted to you by these Terms.
- Benefit of Provisions: All provisions of these Terms that disclaim warranties, exclude damages and limit liability will be for the benefit of Vioty Solutions and its affiliates, representatives, agents, shareholders, directors, officers, employees, successors and assigns.
- Modification; Entire Agreement: If any of these Terms is found to be inconsistent with applicable law, then such term will be interpreted to reflect the intentions of the parties, and no other terms will be modified. Vioty Solutions’ failure to enforce any of these Terms is not a waiver of such terms. These Terms contain the entire agreement between you and Vioty Solutions with respect to the Services, and supersede all prior or contemporaneous negotiations, discussions, or agreements between you and Vioty Solutions.
- California Consumer Notice: Under California Civil Code Section 1789.3, California users may be entitled to the following consumer rights notice:
California residents may reach the Complaint AssistanceUnit of the Division of Consumer Services of the California Department ofConsumer Affairs by post at 1625 North Market Blvd., Sacramento, CA 95834 or by telephone at (916) 445-1254 or (800) 952-5210 or Hearing Impaired at TDD (800)326-2297 or TDD (916) 322-1700.