THIS DOCUMENT CONTAINS VERY IMPORTANT INFORMATION REGARDING YOUR RIGHTS AND OBLIGATIONS, AS WELL AS CONDITIONS, LIMITATIONS, AND EXCLUSIONS THAT MIGHT APPLY TO YOU. PLEASE READ IT CAREFULLY. THESE TERMS REQUIRE THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS. BY PLACING AN ORDER FOR PRODUCTS FROM THIS WEBSITE, YOU ACCEPT AND ARE BOUND BY THESE TERMS AND CONDITIONS.
YOU MAY NOT ORDER OR OBTAIN PRODUCTS FROM OUR WEBSITE IF YOU (A) DO NOT AGREE TO THESE TERMS, (B) ARE NOT THE OLDER OF (i) AT LEAST 18 YEARS OF AGE OR (ii) LEGAL AGE TO FORM A BINDING CONTRACT WITH ADIGICA HEALTH, OR (C) ARE PROHIBITED FROM ACCESSING OR USING OUR WEBSITE OR ANY OF OUR WEBSITE’S CONTENTS OR PRODUCTS BY APPLICABLE LAW.
These terms and conditions (these “Terms”) apply to the purchase and sale of products through this Website (our “Website”), which is owned and operated by EZ Scale Up LLC. (“customfitnessguides.com”). These Terms are subject to change by EZ Scale Up LLC (referred to as “us,” “we,” or “our” as the context may require) without prior written notice at any time, in our sole discretion. The latest version of these Terms will be posted on this Website, and you should review these Terms prior to purchasing any products that are available through our Website. Your continued use of this Website after a posted change in these Terms will constitute your acceptance of and agreement to such changes.
Order Acceptance and Cancellation
(a) General. You agree that your order is an offer to buy, under these Terms, all products listed in your order. All orders must be accepted by us or we will not be obligated to sell the products to you. We may choose not to accept any orders in our sole discretion. We do not guarantee that all products described on our Website are available, and we reserve the right to limit quantities of our products purchased through our Website. We also reserve the right to change or terminate any product promotion or special offer at any time without notice. After we receive your order, we will send you a confirmation e-mail with your order number and details of the items you have ordered. Acceptance of your order and the formation of the contract of sale between EZ Scale Up LLC and you will take place once we have sent an e-mail confirming your order to the email address you have provided to us. You have the option to cancel your order at any time before we have sent your order confirmation e-mail by e-mailing firstname.lastname@example.org
(b) Subscription Services. We may offer subscription services for our products from time to time, including orders that will renew automatically. If you elect to purchase products using an automatic renewal or subscription service, you agree that we may continue to submit charges to you using the payment method you have provided to us, and ship products to you without additional authorization from you, unless and until you notify us that you want to cancel your subscription service. You agree that you will be responsible for any charges made to your designated payment method that occurs before we are able to implement your cancellation request. You are responsible for promptly notifying us if your billing or shipment address, credit card number or expiration date changes. Also, you must notify us immediately if your credit card is lost or stolen or is otherwise no longer valid. If your payment method for a subscription service fails, we may either terminate your subscription service or ship your product to you and invoice you with payment terms of net 30 days from receipt. Invoices that are not timely paid will be considered past due and we will take appropriate collection measures.
(c) Electronic Signatures. You agree that, pursuant to the California Uniform Electronic Transactions Act (Cal. Civ. Code, § 1633.1 et seq.), as amended from time to time, by clicking on any button or link on our Website to indicate your agreement or acceptance of terms and conditions, or to indicate your agreement to purchase products through our Website, you agree that your electronic signature shall have the same force and effect as if you had signed an agreement manually.
Prices and Payment Terms
(a) All prices posted on this Website are subject to change without notice. The price charged for a product will be the price in effect at the time the order is placed and will be set out in your order confirmation e-mail. Price increases will only apply to orders placed after such changes. Posted prices do not include taxes, and may not include charges for shipping and handling unless specifically indicated. All such taxes and charges will be added to your merchandise total and will be itemized in your shopping cart and in your order confirmation e-mail. We are not responsible for pricing, typographical or other errors in any offer by us and we reserve the right to cancel any orders arising from such errors.
(b) Terms of payment are within our sole discretion and, unless otherwise agreed by us in writing, payment must be received by us before our acceptance of an order. We accept Visa, MasterCard, American Exprese, Discover Card, PayPal for all purchases. By submitting your credit card information, you grant to us the right to provide such information to third parties for purposes of enabling the product purchases initiated by or on behalf of you. You represent and warrant that: (i) the credit card information you supply to us is true, correct and complete; (ii) you are duly authorized to use such credit card for the purchase; (iii) charges incurred by you will be honored by your credit card company; and (iv) you will pay charges incurred by you at the posted prices, including all applicable taxes, if any.
Shipments; Delivery; Title and Risk of Loss
THE SITE IS HEREBY PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. YOU EXPRESSLY AGREE THAT THE USE OF THIS SITE IS AT YOUR OWN RISK. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE FOREGOING EXCLUSION MAY NOT APPLY TO YOU. COMPANY MAKES NO CLAIMS, GUARANTEES, OR REPRESENTATIONS THAT THE SITE WILL MEET ALL USER REQUIREMENTS, OR THAT ACCESS TO THE SITE WILL BE UNINTERRUPTED, SECURE, ERROR-FREE, TIMELY, OR FREE OF DEFECT. COMPANY MAKES NO CLAIMS, WARRANTIES, OR GUARANTEES AS TO THE RELIABILITY, ACCURACY, OR QUALITY OF THE INFORMATION CONTAINED ON THE SITE. YOU HEREBY ACKNOWLEDGE AND AGREE THAT ANY AND ALL MATERIALS, INFORMATION, IMAGES, AUDIO, FILES, DATA, OR ANY OTHER ELECTRONIC COMMUNICATION DOWNLOADED OR OTHERWISE OBTAINED FROM THE SITE IS USED AT YOUR OWN RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE RESULTING FROM THE USE OF THE SITE, INCLUDING LOSS OF DATA, FAILURE OF COMPUTER SYSTEM, INTRODUCTION OF A VIRUS TO NETWORK OR HARD DRIVE, OR ANY OTHER ISSUES. NO ADVICE, INFORMATION, GUARANTEE, STATEMENT OF WARRANTY, OR COUNSEL, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM COMPANY THROUGH THE SITE SHALL CREATE ANY WARRANTY WHATSOEVER.
Intellectual Property Use and Ownership
You acknowledge and agree that: EZ Scale Up LLC and its licensor(s) are and will remain the sole and exclusive owners of all intellectual property rights in and to each product made available on this Website and any related specifications, instructions, documentation or other materials, including, but not limited to, all related copyrights, patents, and trademarks and other intellectual property rights.. You do not and will not have or acquire any ownership of these intellectual property rights in or to the products made available through this Website, or of any intellectual property rights relating to those products.
We will not be liable or responsible to you, nor be deemed to have defaulted or breached these Terms, for any failure or delay in our performance under these Terms when and to the extent such failure or delay is caused by or results from acts or circumstances beyond our reasonable control, including, without limitation, acts of God, flood, fire, earthquake, explosion, governmental actions, war, invasion or hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest, national emergency, revolution, insurrection, epidemic, lockouts, strikes or other labor disputes (whether or not relating to our workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, materials or telecommunication breakdown or power outage.
Governing law and jurisdiction
These Terms of Service shall be governed by and construed in accordance with the laws of the State of New York, including its conflicts of law rules, and the United States of America. You agree that any dispute arising from or relating to the subject matter of these Terms of Service shall be governed by the exclusive jurisdiction and venue of the state and Federal courts of Clark County, WA.
Arbitration clause & class action waiver – IMPORTANT – PLEASE REVIEW AS THIS AFFECTS YOUR LEGAL RIGHTS
Arbitration. YOU AGREE THAT ALL DISPUTES BETWEEN YOU AND US (WHETHER OR NOT SUCH DISPUTE INVOLVES A THIRD PARTY) WITH REGARD TO YOUR RELATIONSHIP WITH US, INCLUDING WITHOUT LIMITATION DISPUTES RELATED TO THESE TERMS OF SERVICE, YOUR USE OF THE SERVICES, AND/OR RIGHTS OF PRIVACY AND/OR PUBLICITY, WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION UNDER THE AMERICAN ARBITRATION ASSOCIATION'S RULES FOR ARBITRATION OF CONSUMER-RELATED DISPUTES AND YOU AND WE HEREBY EXPRESSLY WAIVE TRIAL BY JURY; PROVIDED, HOWEVER, THAT TO THE EXTENT THAT YOU HAVE IN ANY MANNER VIOLATED OR THREATENED TO VIOLATE OUR INTELLECTUAL PROPERTY RIGHTS, WE MAY SEEK INJUNCTIVE OR OTHER APPROPRIATE RELIEF IN ANY STATE OR FEDERAL COURT IN THE STATE OF WASHINGTON. DISCOVERY AND RIGHTS TO APPEAL IN ARBITRATION ARE GENERALLY MORE LIMITED THAN IN A LAWSUIT, AND OTHER RIGHTS THAT YOU AND WE WOULD HAVE IN COURT MAY NOT BE AVAILABLE IN ARBITRATION. As an alternative, you may bring your claim in your local “small claims” court, if permitted by that small claims court's rules and if within such court’s jurisdiction, unless such action is transferred, removed or appealed to a different court. You may bring claims only on your own behalf. Neither you nor we will participate in a class action or class-wide arbitration for any claims covered by this agreement to arbitrate. YOU ARE GIVING UP YOUR RIGHT TO PARTICIPATE AS A CLASS REPRESENTATIVE OR CLASS MEMBER ON ANY CLASS CLAIM YOU MAY HAVE AGAINST US INCLUDING ANY RIGHT TO CLASS ARBITRATION OR ANY CONSOLIDATION OF INDIVIDUAL ARBITRATIONS. You also agree not to participate in claims brought in a private attorney general or representative capacity, or consolidated claims involving another person's account, if we are a party to the proceeding. This dispute resolution provision will be governed by the Federal Arbitration Act and not by any state law concerning arbitration. In the event the American Arbitration Association is unwilling or unable to set a hearing date within one hundred and sixty (160) days of filing the case, then either we or you can elect to have the arbitration administered instead by the Judicial Arbitration and Mediation Services. Judgment on the award rendered by the arbitrator may be entered in any court having competent jurisdiction. Any provision of applicable law notwithstanding, the arbitrator will not have authority to award damages, remedies or awards that conflict with these Terms of Service. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of, related to or connected with the use of the Services or these Terms of Services must be filed within one (1) year after such claim of action arose or be forever banned.
Severability. If the prohibition against class actions and other claims brought on behalf of third parties contained above is found to be unenforceable, then all of the preceding language in this Arbitration section will be null and void. This arbitration agreement will survive the termination of your relationship with us.
These Terms of Service are personal to you, and are not assignable, transferable or sublicensable by you except with our prior written consent. We may assign, transfer or delegate any of our rights and obligations hereunder without consent.
The failure by us to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any right or provision will be effective only if in writing and signed by a duly authorized representative of EZ Scale Up LLC.
No Third Party Beneficiaries
These Terms do not and are not intended to confer any rights or remedies upon any person other than you.
If any provision of these Terms is invalid, illegal, void or unenforceable, then that provision will be deemed severed from these Terms and will not affect the validity or enforceability of the remaining provisions of these Terms.
July 1, 2018