INNOVOKE WEARABLES, LLC WEBSITE TERMS AND CONDITIONS
1. Acceptance of Terms and Conditions
This page states the Terms and Conditions under which you may use Innovoke Wearables, LLC.’s website www.innovoke.com (“We” or “Website” or “Innovoke”). Innovoke may update this posting and may modify these Terms and Conditions of Use at any time, at its discretion and without notice. YOUR USE OF THIS WEBSITE IS SUBJECT TO THE TERMS AND CONDITIONS STIPULATED HEREIN. USAGE OF THIS WEBSITE SIGNIFIES YOUR ACCEPTANCE OF THESE TERMS AND CONDITIONS. PLEASE READ THE TERMS BELOW CAREFULLY AS THEY AFFECT YOUR LEGAL RIGHTS. THE AGREEMENT INCLUDES A CLASS ACTION WAIVER AND REQUIRE BINDING ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES.
3. Terms and Conditions Can Change
Innovoke may update this posting and may modify these Terms and Conditions at any time, at its discretion and without notice. We may also, in our sole discretion, without any obligation and without any notice requirement, change, improve or correct the information, materials and descriptions on this Website and suspend and/or deny access to this Website for scheduled or unscheduled maintenance, upgrades, improvements or corrections. The information and materials on this Website may contain typographical errors or inaccuracies. Any dated information is published as of its date only, and We do not undertake any obligation or responsibility to update or amend any such information. We may discontinue or change any product or service described in or offered on this Website at any time.
4. Site Transactions
Innovoke reserves the right to refuse any order you place with us. We may, in our sole discretion, limit or cancel quantities purchased per person, per household or per order. These restrictions may include orders placed by or under the same customer account, the same credit card, and/or orders that use the same billing and/or shipping address. In the event we make a change to or cancel an order, we will attempt to notify you by contacting the email and/or billing address/phone number provided at the time the order was made. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers or distributors.
5. Ownership of Website and Content; Intellectual Property
All right, title and interest in this Website and any information and content including any software programs available on or through this Website (collectively, "Content") is the exclusive property of Innovoke or other third-parties and is protected by copyright laws. The trademarks, logos and services marks (collectively, "Marks") displayed on this Website are the property of Innovoke Wearables, LLC. and other parties. You are prohibited from using any Marks for any purpose without the written permission of Innovoke or such third-party that may own the Marks.
6. Use Limitations
This Website is intended for your personal, non-commercial use. You may print, copy and download any Content or portion of this Website for your personal use only. You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, frame, create derivative works from, transfer, or otherwise use in any other way for commercial or public purposes in whole or in part any Content, products or services available or obtained from or through this Website, except for the purposes expressly provided herein. You may not sell or resell any of the products or services you purchase or otherwise receive from us.
Unauthorized use of this Website and/or any of our systems including, but not limited to, unauthorized entry into Innovoke’s systems, misuse of passwords or misuse of any Content, is strictly prohibited. You may not use this Website in any manner that could damage, disable, overburden, or impair this Website or any of our servers or interfere with any other party's use and enjoyment of this Website or any of our servers You may not attempt to gain unauthorized access to this Website or any of our servers, computer systems or networks connected to this Website or any of our servers, through hacking, password mining or any other means. You agree that you will not engage in any activities related to this Website that are contrary to applicable laws or regulations.
You are prohibited from transmitting any unlawful, threatening, abusive, libelous, defamatory, vulgar, obscene, inflammatory, pornographic, or profane material or any material that could constitute or encourage conduct that would be considered a criminal offense, give rise to civil liability or would otherwise violate the law. Innovoke will fully cooperate with any law enforcement authorities or court order requesting or directing it to disclose the identity of anyone posting any such information or materials.
7. Links To Other Sites
This Website contains links to third-party websites. These links are provided only as a convenience. The inclusion of any link is not and does not imply an affiliation, sponsorship, endorsement, approval, investigation, verification or monitoring by Innovoke of any information contained in any third-party website. In no event shall We be responsible for the information contained on any third-party website or your use of or inability to use such website. Access to any third-party website linked to this Website is at your own risk. You should be aware that linked websites may contain rules and regulations, privacy provisions, confidentiality provisions, transmission of personal data provisions, and other provisions that differ from the provisions provided on this Website. We are not responsible for such provisions, and expressly disclaims any and all liability related to such provisions.
8. No Warranties
We do not warrant the quality, accuracy, or completeness of any claims, statements, or Content on this Website. Further, We make no representations about the suitability of any of the Content, products or services available on this Website or any other website for any purpose. All Content is provided "as is" and “as available” without warranty or condition of any kind. Information on this Website may contain typographical errors, inaccuracies, or omissions that relate to product descriptions, pricing, promotions, offers, and availability. We reserve the right to correct any errors, inaccuracies or omissions and to change or update information or cancel orders if any information on the Website is inaccurate at any time without prior notice (including after you have submitted your order).
We do not warrant the Content, products or services provided herein or your use of this Website generally, either expressly or impliedly, for any particular purpose and expressly disclaims any implied warranties including but not limited to, warranties of title, non-infringement, merchantability, or fitness for a particular purpose. We will not be responsible for any loss or damage that could result from interception by third-parties of any information or services made available to you via this Website. Although the information provided to you on this Website is obtained or compiled from sources We believe to be reliable, We cannot and do not guarantee the accuracy, validity, timeliness or completeness of any information or data made available to you for any particular purpose. We attempt to be as accurate as possible when describing our products on the Website; however, to the extent permitted by applicable law, we do not warrant that the product descriptions, colors, information or other content available on the Website are accurate, complete, reliable, current, or error-free. You understand that Innovoke does not operate or control the products, services, information, advice or content offered by any third-party that participates in this Website. Neither Innovoke nor any of its affiliates, directors, officers, managers, members or employees, nor any third-party vendor, will be liable or have any responsibility of any kind for any loss or damage that you incur in the event of any failure or interruption of this Website, or resulting from the act or omission of any other party involved in making this Website the data contained herein or the products or services offered on this Website available to you, or from any other cause relating to your access to, inability to access, or use of this Website or Content, whether or not the circumstances giving rise to such cause may have been within the control of Innovoke or of any vendor providing software or services.
9. Limitation of Liability
In no event will We or any related parties be liable to you, whether in contract or tort, for any direct, special, indirect, consequential or incidental damages or any other damages of any kind even if We or any other related party has been advised of the possibility thereof. This limitation on liability includes, but is not limited to, the transmission of any viruses which may infect your equipment, failure of mechanical or electronic equipment or communication lines, or other interconnect problems (e.g., you cannot access your internet service provider), unauthorized access, theft, operator errors, strikes or other labor problems or any force majeure. Innovoke cannot and does not guarantee continuous, uninterrupted or secure access to this Website.
Any cause of action you may have with respect to your use of this Website must be commenced within one (1) year after the claim or cause of action arises.
In no event shall We be liable for any damages whatsoever, including special, indirect, or consequential damages, arising out of or in connection with the use of Content available on this Website.
10. Products and Services
The products and services available on the Website, and any samples thereof we may provide to you, are for personal use only. You may not sell or resell any of the products or services, or samples thereof, you purchase or otherwise receive from us. We reserve the right, with or without notice, to cancel or reduce the quantity of any order to be filled or products or services to be provided to you that we believe, in our sole discretion, may result in the violation of our Terms and Conditions.
11. User Comments, Feedback, and Other Submissions We do not solicit nor do we wish to receive any confidential, secret or proprietary information or other material from you through the Website, by e-mail or in any other way. Innovoke is pleased to hear from you and welcomes your comments regarding our products and services. While we value your feedback, we are unable to accept or consider any creative ideas, suggestions, proposals, plans, or other materials submitted by you (collectively, “Proposals”) other than those we have specifically requested. The intent of this policy is to avoid the possibility of future misunderstandings when projects developed by Innovoke’s employees and agents might seem to be similar to Proposals. Accordingly, we ask that you not send Proposals to anyone at Innovoke through any communication channel.
If you send certain specific submissions at our request (for example, contest entries, customer reviews or photographs), post comments, photos, reviews or other content on theWebsite, or without a request from us you send creative ideas, suggestions, customer reviews, photographs, proposals, plans, or other materials, whether online, by email, by postal mail, or otherwise (collectively, "Comments"), you agree that we may, at any time, without restriction, edit, copy, publish, distribute, translate, and otherwise use your Comments in any medium. Innovoke is and shall be under no obligation (1) to maintain Comments in confidence; (2) to pay compensation for Comments; or (3) to respond to Comments. We have the right but not the obligation to monitor and edit or remove any Comments. You may not repost, republish, or redistribute Comments outside of the Website.
You agree that your Comments will not violate any right of any third-party, including copyright, trademark, privacy or other personal or proprietary right. You further agree that your Comments will not contain libelous or otherwise unlawful, abusive or obscene material, or contain any computer virus or other malware that could in any way affect the operation of the Website. You may not use a false email address, pretend to be someone other than yourself, or otherwise mislead Innovoke or third-parties as to the origin of any Comments. You are solely responsible for any Comments you make and their accuracy. Innovoke takes no responsibility and assumes no liability for any Comments posted by you or any third-party.
We reserve the right at all times to disclose any information as necessary to satisfy any law, regulation or government request. You agree that you will not deliberately disrupt discussions with repetitive messages, meaningless messages or "spam." You shall not impersonate anyone else or otherwise misrepresent your identity, affiliation or status. You agree not to provide material and misleading information knowingly and with intent to defraud. You shall not use automated means to upload to, or distribute or otherwise publish onto, the Website any content. You are solely responsible for the content of your Comments. However, while Innovoke does not and cannot review every Comment and is not responsible for the content of these messages, Innovoke reserves the right to delete, move, or edit Comments that it, in its sole discretion, deems abusive, defamatory, obscene, in violation of copyright or trademark laws, in violation of these Terms and Conditions, or otherwise unacceptable. You agree to indemnify and Innovoke and its directors, officers, managers, employees, agents, and licensors harmless from any claims, damages, losses, or costs (including reasonable attorney’s fees) that arise out of any Comments that you submit, including, without limitation, any material submitted or otherwise provided by you that infringes upon any copyright, trademark, or intellectual property right of any person, defames any person, or violates any person’s rights of publicity or privacy.
12. Intellectual Property
Innovoke respects the intellectual property of others and requires that you do the same. In accordance with the Digital Millennium Copyright Act ("DMCA"), the text of which may be found on the United States Copyright Office website located here.We will respond expeditiously to notices of alleged copyright infringement that are duly reported to its Designated Copyright Agent identified in the notice below. If you believe your content has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide firstname.lastname@example.org Copyright Agent the following information:- Identify the copyrighted work that you claim has been infringed, or—if multiple works are covered by this Notice—you may provide a representative list of the copyrighted works that you claim have been infringed. - Identify the material or link you claim is infringing and provide a description of where the infringing work is located on this Website. - Provide your mailing address, telephone number and, if available, email address. - Include both of the following statements in the body of the Notice: • I hereby state that I have a good-faith belief that the disputed use of the copyrighted material is not authorized by the copyright owner, its agent, or the law (e.g., fair use). • I hereby state that the information in this Notice is accurate and, under penalty of perjury, that I am the owner or authorized to act on behalf of the owner, of the copyright or of an exclusive right under the copyright that is allegedly infringed. - Provide your full legal name and your electronic or physical signature. Deliver this Notice, with all items completed, to email@example.com.While We consider all such notices seriously, you may be liable for damages (including costs and attorneys' fees) if you materially misrepresent that content or activity is infringing. If you are uncertain whether material infringes your copyrights (including whether use of copyrighted material may constitute fair use) you may wish to seek the advice of an attorney.
13. Governing Law
These Terms and Conditions shall be governed by and construed in accordance with the laws of the State of New Jersey, without regard to conflicts of laws provisions. Any cause of action you may have with respect to your use of this Website must be commenced within one (1) year after the claim or cause of action arises. If for any reason a court of competent jurisdiction finds any provision of these Terms and Conditions, or a portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to effect the intent of these Terms and Conditions, and the remainder of these Terms and Conditions shall continue in full force and effect. Any failure by Innovoke to enforce, or the delay by us to enforce, any right granted herein shall not be deemed a continuing waiver or a modification by us of any such right and Innovoke may, within the time provided by applicable law, commence appropriate legal or equitable proceedings to enforce any or all rights granted herein, and any prior failure to enforce or delay in enforcement shall not constitute a defense.
By using this Website, you agree that: (1) any claim, dispute or controversy you may have against Innovoke arising out of, relating to, or connected in any way with these Terms and Conditions, this Website, or the purchase or sale of product or service through this Website, shall be resolved exclusively by final and binding arbitration administered by the American Arbitration Association (“AAA”) and conducted before a single arbitrator pursuant to the applicable Rules and Procedures established by AAA (“Rules and Procedures”); (2) the arbitration shall be held at a location determined by AAA pursuant to the Rules and Procedures (provided that such location is reasonably convenient for you), or at such other location as may be mutually agreed upon by you and Innovoke; (3) the arbitrator shall apply New Jersey law consistent with the Federal Arbitration Act and applicable statutes of limitations, and shall honor claims of privilege recognized at law; (4) there shall be no authority for any claims to be arbitrated on a class or representative basis; arbitration can decide only your and/or Innovoke’ individual claims; and the arbitrator may not consolidate or join the claims of other persons or parties who may be similarly situated; and (5) with the exception of subpart (4) above, if any part of this arbitration provision is deemed to be invalid, unenforceable or illegal, or otherwise conflicts with the Rules and Procedures established by AAA, then the balance of this arbitration provision shall remain in effect and shall be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein. If, however, subpart (4) is found to be invalid, unenforceable or illegal, then the entirety of this Arbitration Provision shall be null and void, and neither you nor Innovoke shall be entitled to arbitrate their dispute. For more information on AAA and its Rules and Procedures, you may visit the AAA website athttp://www.adr.org.Waiver of Right to Bring Class Actions and Representative Claims. All arbitrations must proceed on an individual basis. The arbitrator is empowered to resolve the dispute with the same remedies available in court. However, to the extent permissible by applicable law, any relief must be individualized to you and shall not affect any other customer. You and Innovoke agree that each may bring claims against the other in arbitration only in your or Innovoke’s respective individual capacities and in so doing you and Innovoke hereby waive the right to a trial by jury, to assert or participate in a class action lawsuit or class action arbitration (either as a named-plaintiff or class member), and to assert or participate in any joint or consolidated lawsuit or joint or consolidated arbitration of any kind. If it is decided that applicable law precludes enforcement of any of this paragraph’s limitations as to a particular claim, then that claim (and only that claim) must proceed in court and be severed from any arbitration. Sole and exclusive jurisdiction for any action or proceeding arising out of or related to these Terms and Conditions shall be in an appropriate state or federal court located in Morris County, New Jersey.
Other Terms. This Arbitration Agreement shall be governed by, and interpreted, construed, and enforced in accordance with, the Federal Arbitration Act. The terms of the Arbitration Agreement provisions shall survive after this Agreement terminates or your use of the Website ends. Except as set forth above, if any portion of this Arbitration Agreement is deemed invalid or unenforceable, it will not invalidate the remaining portions of the Arbitration Agreement.
15. No Jury Tria
lYou unconditionally waive your right to a jury trial.
If for any reason a court of competent jurisdiction finds any provision of these Terms and Conditions, or a portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to effect the intent of these Terms and Conditions, and the remainder of these Terms and Conditions shall continue in full force and effect.
With the exception of the Arbitration Agreement, which shall survive the termination of these terms, these terms are effective unless and until terminated by either you or Innovoke You may terminate this Agreement at any time. Innovoke also may terminate this Agreement at any time without notice, and accordingly may deny you access to the Website, if in our sole judgment you fail to comply with any term or provision of the Agreement. The obligations and liabilities of the parties incurred prior to the termination date shall survive the termination of this Agreement for all purposes.
18. Severability and Survival
If any portion of this Arbitration Agreement is found to be unenforceable or unlawful for any reason, (1) the unenforceable or unlawful provision shall be severed from this Agreement; (2) severance of the unenforceable or unlawful provision shall have no impact whatsoever on the remainder of the Arbitration Agreement or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant to the Arbitration Agreement; and (3) to the extent that any claims must therefore proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction and not in arbitration, and the parties agree that litigation of those claims shall be stayed pending the outcome of any individual claims in arbitration.
19. Entire Agreement
These Terms and Conditions constitutes the entire agreement between Innovoke Wearables, LLC. and you with respect to this Website and it supersedes all prior or contemporaneous communications, agreements and understandings between Innovoke Wearables, LLC. and you with respect to the subject matter hereof.©2022 Innovoke Wearables, LLC. All rights reserved