Please carefully read these Terms of Service (this “Agreement”). This Agreement between you (“You”, “Your”, or “User”) and Attends Healthcare Products, Inc. (a part of Attindas Hygiene Partners) as well as our affiliates and subsidiaries (collectively “Attindas”, “us”, “our”, or “we”) governs Your use of the websites, applications, and electronic communications that link to this Agreement (collectively, the “Platform”) and the product materials, content, and services available through the Platform (collectively, the Platform and all related materials, content, and services are referred to herein as the “Services”).
By accessing the SERVICES, You agree to be bound by this Agreement. DO NOT ACCESS OR USE THE SERVICES IN ANY WAY IF YOU DO NOT AGREE TO THIS AGREEMENT. IF YOU ARE ACCESSING AND USING THE SERVICES ON BEHALF OF AN ENTITY, YOU HEREBY REPRESENT AND WARRANT THAT YOU ARE AUTHORIZED TO ACT ON BEHALF OF SUCH ENTITY AND TO BIND SUCH ENTITY TO THE TERMS OF THIS AGREEMENT.
IMPORTANT NOTICE: YOUR USE OF THE SERVICES IS SUBJECT TO AN ARBITRATION PROVISION IN SECTION 11, REQUIRING ALL CLAIMS TO BE RESOLVED VIA INDIVIDUAL BINDING ARBITRATION
1. Registration and Eligibility for Services
Refusal of Service.
Attindas reserves the right, with or without notice, to terminate or refuse service to any persons who violate this Agreement, violate any party’s intellectual property rights, misuse the Services, or otherwise engage in inappropriate conduct, as determined by Attindas in its sole discretion.
Notices and Electronic Communications.
You shall provide any notices to us under this Agreement by e-mail or mail using the contact information provided in Section 17.
2. Revisions to this Agreement.
We may revise and update this Agreement from time to time, and will post the updated Agreement to the Services. Unless otherwise stated in the amended version of the Agreement, any changes to this Agreement will apply immediately upon posting. Other than updating the date at the top of the Agreement, we generally will not notify You of any such changes by email or other personal contact, but we reserve the right to do so. You should revisit the Agreement on a regular basis, as revised versions will be binding upon You. Your continued use of the Services will constitute Your agreement to any new provisions within the revised Agreement.
3. Access to and Use of the Services; Proprietary Rights.
All written content, videos, or other materials prepared and posted by Attindas, and the Services design, layout, look, appearance, and graphics, as well as the trademarks, service marks, and logos contained on our Services (collectively, “Attindas Content”) are owned by or licensed to Attindas and are subject to copyright, trademark, and other intellectual property rights under the United States and foreign laws and international conventions. Attindas reserves all rights not expressly granted in, and to, the Services and the Attindas Content.
Access and Use of the Services.
On the condition that you comply with all your obligations under this Agreement, we hereby grant you a limited, non-exclusive, revocable, non-assignable, non-transferable authorization to view and use our Services and any Attindas Content hereon for your personal information and non-commercial use. Except as otherwise provided in this Agreement, no part of the Services and no Attindas Content may be copied, reproduced, uploaded, posted, publicly displayed, transmitted, or distributed in any way to any other computer, server, Services, or other medium for publication or distribution or for any commercial use without Attindas’ prior express written consent. Your access to the Services is provided on a temporary basis with no guarantee for future availability. Nothing in this Agreement is intended to, or may be construed as, conferring by implication, estoppel or otherwise, any license or other grant of right to use any patent, copyright, trademark, service mark or other intellectual property of Attindas or any third party, except as expressly provided in the Terms.
We reserve the right to withdraw or amend the Platform, and any service or material we provide on the Platform, in our sole discretion without notice. There may be times when the Services are unavailable due to technical errors or for maintenance and support activities. You must provide the equipment and Internet connections necessary to access the Services at Your own expense. We do not guarantee that the Services will operate with Your computer, mobile device, internet service plans, or mobile provider service plans or with any particular computer or other piece of hardware, software, equipment, or device You install on or use with Your computer.
Changes to the Platform
We may update the content on the Platform from time to time, but its content is not necessarily complete or up-to-date. Any of the material on the Platform may be out of date at any given time, and we are under no obligation to update such material. We may from time to time develop and provide Platform updates, which may include upgrades, bug fixes, patches and other error corrections or new features (collectively, including related documentation, “Updates”). Updates may also modify or delete in their entirety certain features and functionality. You agree that we have no obligation to provide any Updates or to continue to provide or enable any particular features or functionality.
You shall be solely responsible for the security, confidentiality and integrity of all information that You receive, transmit through or store on the Services. You are responsible for implementing sufficient procedures and checkpoints to satisfy Your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to the Platform for any reconstruction of any lost data. No data transmission over the Internet can be guaranteed to be 100% safe. Thus, we cannot warrant that Your information will be absolutely secure. You shall be solely responsible for any authorized or unauthorized access and use of Your account by any person.
4. User Representations; Restrictions on Use of Services.
You represent and warrant to Attindas that:
You are at least 18 years of age;
You will not use the Services to violate any statute, law, rule or regulation, to violate any agreement between Attindas and You, or to otherwise violate the legal rights of Attindas or any third person;
All information provided by You to Attindas is truthful, accurate and complete;
You are an authorized signatory of the credit or debit card, ACH account or other payment method, if any, provided to Attindas to pay the fees, taxes, purchase prices, and other charges;
You have provided and will maintain accurate and complete registration information with Attindas, including, without limitation, Your legal name, address and telephone number;
You will not access or use the Services in order to gain competitive intelligence about Attindas, the Services, or any product or service offered by Attindas or to otherwise compete with Attindas;
In addition to complying with any other posted terms and conditions applicable to Your use of the Services, You agree that when using the Services, You will not:
Use our Website for any illegal or unauthorized purpose;
Use the Services or any Attindas Content in any way or for any purpose that would violate, or would have the effect of violating, any applicable laws, rules or regulations or any rights of any third parties, including without limitation, any law or right regarding any copyright, patent, trademark, trade secret, or other proprietary or property right, false advertising, telemarketing, unfair competition, defamation, invasion of privacy, rights of celebrity, or other federal or state law, rule, or regulation;
Delete, modify, or attempt to change or alter any of the Attindas Content or notices on the Services;
Introduce into the Services any virus, rogue program, time bomb, drop dead device, back door, Trojan horse, worm, or other malicious or destructive code, software routines, denial of service attack, or equipment components designed to permit unauthorized access to the Services, or to otherwise harm other users, Attindas Content, or any third parties, or perform any such actions;
Use the Services in any manner that could disable, overburden, damage, or impair the Platform or interfere with any other party’s use of the Platform, including their ability to engage in real time activities through the Platform;
Use the Services to commit fraud or conduct other unlawful activities or to impersonate any person or otherwise falsely state or misrepresent Your relationship with a person;
Access or attempt to access any other person’s information without permission;
Copy, modify, create derivative works of, reverse engineer, decompile, disassemble, or otherwise attempt to learn the source code, structure, or ideas upon which the Services are based;
Use any bot, spider, or other automatic or manual device or process for the purpose of harvesting or scraping the information contained on the Services for any reason;
Frame or mirror any part of the Services;
Connect to or access any Attindas computer system or network without authorization;
Use any of Attindas’ trademarks without approval, or remove or modify any copyright, trademark, or other intellectual property notice that appear on the Platform;
Use the information in the Services to create or sell a similar service; or
Attempt to, or permit or encourage any third party, to do any of the
5. Your Suggestions.
We welcome Your comments regarding the Services and Attindas Content, and our services. If You elect to provide or make available suggestions, comments, ideas, improvements, or other information or materials (collectively, “Suggestions”) to us in connection with or related to the Platform, Attindas Content or our Services (including any related technology), whether You send such Suggestions to us through the Services or through a separate communication channel, You grant us a worldwide, perpetual, irrevocable, non-exclusive, royalty-free, sub-licensable, and transferable license under any and all rights in and to the Suggestions to use, reproduce, distribute, create derivative works of, adapt, display, perform, and otherwise exploit, and to make, have made, sell, offer to sell, and import any products and services incorporating or based on, Suggestions in any manner. Please do not send us such information or materials if You do not wish to grant us the rights set forth in this Section.
6. User Privacy.
7. Third Party Websites and Services.
EXCEPT AS WE OTHERWISE EXPRESSLY PROVIDE IN THIS AGREEMENT, THE SERVICES AND ALL RELATED SERVICES OF ATTINDAS ARE PROVIDED “AS IS”. USE OF THE SERVICES IS AT YOUR SOLE RISK. WE, OUR THIRD-PARTY LICENSORS, AND BUSINESS PARTNERS DO NOT WARRANT OR MAKE ANY PROMISES REGARDING THE CORRECTNESS, USEFULNESS, ACCURACY, AVAILABILITY, OR RELIABILITY OF: (i) YOUR USE OR THE RESULTS OF YOUR USE OF THE SERVICES; (ii) ANY ADVICE YOU GLEAN FROM THE SERVICES WHETHER PROVIDED BY US OR A THIRD PARTY; OR (iii) ANY OTHER CONTENT AVAILABLE THROUGH THE SERVICES. WE DO NOT PROMISE THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT ANY DEFECTS WILL BE CORRECTED. WE GIVE NO WARRANTY OF ANY KIND, INCLUDING ANY WARRANTY OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE. WE, OUR THIRD-PARTY LICENSORS, AND BUSINESS PARTNERS WILL HAVE NO RESPONSIBILITY FOR THE TIMELINESS, DELETION, MISDELIVERY, OR FAILURE TO STORE ANY COMMUNICATION, OR CONTENT. WE DO NOT MAKE ANY REPRESENTATION OR WARRANTY CONCERNING ERRORS, OMISSIONS, DELAYS, OR DEFECTS IN THE SERVICES OR ANY INFORMATION SUPPLIED TO YOU VIA THE SERVICES, OR THAT FILES AVAILABLE THROUGH SERVICES ARE FREE OF VIRUSES, WORMS, TROJAN HORSES, OR OTHER CODE THAT INCLUDE OR MANIFEST CONTAMINATING OR DESTRUCTIVE CHARACTERISTICS. THE FOREGOING EXCLUSIONS AND DISCLAIMERS ARE AN ESSENTIAL PART OF THIS AGREEMENT. SOME STATES DO NOT ALLOW EXCLUSION OF AN IMPLIED WARRANTY, SO THESE DISCLAIMERS MAY NOT APPLY TO YOU. ALL PRODUCTS YOU PURCHASE THROUGH THE SERVICES ARE SOLD BY THE SELLER AND NOT BY ATTINDAS.
9. Limitation of Liability
Services and Related Conduct
NEITHER ATTINDAS, NOR ANY OF ITS SUBSIDIARIES, AFFILIATES, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, CONTRACTORS, BUSINESS PARTNERS, LICENSORS, EMPLOYEES, ASSIGNEES, AND SUCCESSORS-IN-INTEREST (COLLECTIVELY, THE “ATTINDAS PARTIES”), WILL BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY CLAIMS, DEMANDS, OR CAUSES OF ACTION, DIRECT OR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES OR LOST PROFITS OR LOSS OF GOODWILL OR BUSINESS REPUTATION OR LOSS OF DATA OR COST OF PROCUREMENT OF SUBSTITUTE PRODUCTS OR SERVICES OR OTHER INTANGIBLE LOSS, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, RELATING TO THIS AGREEMENT, YOUR USE OF THE SERVICES, OR ANY INFORMATION YOU OBTAIN ON IT, OR ANY OTHER INTERACTION WITH THE SERVICES, AND YOU VOLUNTARILY AND UNEQUIVOCALLY WAIVE ANY LIABILITY OF THE ATTINDAS PARTIES. FURTHER, ATTINDAS SHALL NOT BE LIAVLE FOR ANY LOSS OR DAMAGE TO YOU AS A RESULT OF: (A) THE USE OF OR INABILTY TO USE THE PLATFORM OR THE SERVICES; (B) PERSONAL INJURY OR PROPERY DAMAGE OF ANY KIND WHATSOEVER CAUSED BY YOUR ACCESS TO, USE, OR MISUSE OF THE SERVICES; (C) ANY RELIANCE, WHETHER DIRECTLY OR INDIRECTLY, PLACED BY YOU ON THE COMPLETENESS, ACCURACY OR EXISTENCE OF THE SERVICES, INCLUDING BUT NOT LIMITED TO, AS A RESULT OF ANY RELATIONSHIP OR TRANSACTION BETWEEN YOU AND ANY FINANCIAL INSTITUTION, LENDER, LICENSOR, DISTRIBUTOR, FULFILLMENT CENTER, SUPPLIER, SPONSOR OR ANY OTHER THIRD PARTY FOR WHOM YOU ARE ASKING PRODUCTS OR SERVICES; (D) ANY CHANGES WHICH ATTINDAS MAY MAKE TO THE SERVICES, OR FOR ANY PERMANENT OR TEMPORARY CESSATION IN THE PROVISION OF THE SERVICES (OR ANY FEATURES WITHIN THE SERVICES); (E) THE DELETION OF, CORRUPTION OF, OR FAILURE TO CURE, ANY CONTENT, DATA, INFORMATION AND/OR OTHER COMMUNICATIONS DATA MAINTAINED OR TRANSMITTED BY OR THROUGH YOUR USE OF THE SERVICES; OR (F) YOUR FAILURE TO PROVIDE ATTINDAS WITH ACCURATE INFORMATION. ATTINDAS IS NOT AN INSURER WITH REGARD TO
PERFORMANCE OF THE SERVICES. THE DISCLAIMER OF WARRANTIES AND THE LIMITATION OF LIABILITY AND REMEDY ARE A REFLECTION OF THE RISKS ASSUMED BY THE PARTIES IN ORDER FOR USER TO OBTAIN THE RIGHTS TO USE THE SERVICES AT THE SPECIFIED PRICE, IF ANY. USER AGREES TO ASSUME THE RISK FOR: (i) ALL LIABILITIES DISCLAIMED BY ATTINDAS CONTAINED HEREIN; AND (ii) ALL ALLEGED DAMAGES IN EXCESS OF THE AMOUNT, IF ANY, OF THE LIMITED REMEDY PROVIDED HEREUNDER. YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THE SERVICES WILL BE TO STOP USING THE SERVICES.
Attindas’ Maximum Liability for Any Claim.
IN ANY EVENT, THE MAXIMUM TOTAL LIABILITY OF THE ATTINDAS PARTIES, FOR ANY CLAIM WHATSOEVER RELATING IN ANY WAY TO THIS AGREEMENT OR YOUR USE OF THE SERVICES OR PURCHASE OF A PRODUCT THROUGH THE SERVICES OR YOUR USE OF ANY SUCH PRODUCT, INCLUDING CLAIMS FOR BREACH OF CONTRACT, TORT (INCLUDING, NEGLIGENCE OR STRICT LIABILITY) OR OTHERWISE, AND YOUR SOLE REMEDY, SHALL BE AN AWARD FOR DIRECT, PROVABLE DAMAGES NOT TO EXCEED ONE HUNDRED U.S. DOLLARS ($100.00 USD).
State Law Waiver
By entering into this release You expressly waive any protections (whether statutory or otherwise), including Section 1542 of the California Civil Code if applicable (and any other comparable statute), that would otherwise limit the coverage of this release to include only those claims which You may know or suspect to exist in Your favor at the time of agreeing to this release. Section 1542 of the California Civil Code reads as follows: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.”
To the fullest extent permitted by applicable law, You agree to hold harmless, indemnify, and defend Attindas from and against any and all claims (including liabilities, fines, damages, losses, costs, expenses, and reasonable attorneys’ fees) arising out of or relating to (i) Your use or inability to use the Services or Attindas Content; (ii) Your breach of any term or condition of this Agreement, (iii) your violation of any rights of any third party, including privacy and intellectual property rights . You will have the right to defend and compromise such claim at Your expense for the benefit of the Attindas Parties; provided, however, You will not have the right to obligate the Attindas Parties in any respect in connection with any such settlement without the written consent of the indemnified party; provided, further, Attindas will have the right to participate in the defense of such claim at its expense using counsel of its choice. Notwithstanding the foregoing, if You fail to assume Your obligation to defend or if Attindas elects to defend such claims itself, the Attindas Parties may do so to protect their interests and You will reimburse all costs incurred by the Attindas Parties in connection with such defense.
11. Agreement to Arbitrate and Prohibition on Class Actions
Choice of Law.
The validity, construction, and effect of this Agreement will be governed by the laws of the state of North Carolina, without giving effect to that state’s conflict of laws rules. Any legal suit, action or proceeding arising out of, or related to, this Agreement or the Services, shall be instituted exclusively in the federal courts of the United States or the courts of the State of North Carolina, although we retain the right to bring any suit, action, or proceeding against You for breach of this Agreement in Your country or county of residence, or any other relevant country or county. You waive any and all objections to the exercise of jurisdiction over You by such courts and to venue in such courts.
If You have any issues or dispute with Attindas You agree to first contact us at firstname.lastname@example.org (with the reference “Legal Department”) and attempt to resolve the dispute with us informally. All disputes arising out of, or relating to, this Agreement (including formation, performance, breach, enforceability, and validity of this Agreement), the Services, or a purchase made through the Services, shall be resolved by final and binding arbitration pursuant to the Commercial Arbitration Rules of the American Arbitration Association. The arbitration will be held in Raleigh, North Carolina, or another location if Attindas consents to such other location, which consent may be withheld in the sole discretion of Attindas. The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, or formation of this Agreement, including any claim that all or any part of this Agreement is void or voidable. The award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys' fees, and reasonable costs for expert and other witnesses, and any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
Waiver of Class Actions; Jury Trials.
We each agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. Class actions and class arbitrations are prohibited. If for any reason a claim proceeds in court rather than in arbitration, we each waive any right to a jury trial.
Limitation on Claims.
No action arising under this Agreement may be brought by User more than one (1) year after the cause of action has accrued.
Without prejudice to the agreement to resolve disputes in binding arbitration set forth in the previous paragraph, either party to this Agreement may seek to obtain preliminary injunctive relief in a court of competent jurisdiction, for the purpose of enforcing any of the terms of this Agreement pending a final determination in arbitration or permanent relief for the purpose of enforcing arbitral awards.
12. Special Admonitions for International Use. We make no claims that the Services are accessible or appropriate outside of the United States. Access to the Services may not be legal by certain persons or in certain countries. If You access the Services from outside the United States, You do so on Your own initiative. Recognizing the global nature of the Internet, You agree to comply with all local rules regarding online conduct and acceptable content. Specifically, You agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which You reside, and to comply with any other local laws affecting the transmission or posting of content or affecting the privacy of persons.
The U.S. Department of the Treasury, through the Office of Foreign Assets Control ("OFAC"), prohibits U.S. companies from engaging in all or certain commercial activities with certain sanctioned countries (each a "Sanctioned Country") and certain individuals, organizations or entities, including without limitation, certain "Specially Designated Nationals" ("SDN") listed by OFAC. If You are located in a Sanctioned Country or are listed as an SDN, You are prohibited from registering or signing up with, subscribing to, or using the Services. If we determine that the Services are being used by prohibited persons, we will terminate any impacted accounts. We reserve the right to also provide notification of any such usage to the US DOT/OFAC.
13. Cooperation with Law Enforcement and Regulatory Bodies.
We have the right to fully cooperate with any law enforcement authorities, regulatory agencies, or court order requesting or directing us to disclose the identity or other information of anyone sharing information with us through the Services. YOU WAIVE AND HOLD HARMLESS ATTINDAS AND ITS AFFILIATES, LICENSEES AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ATTINDAS AND/OR ANY OF THE FOREGOING PARTIES DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER ATTINDAS OR SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.
14. Miscellaneous Terms
Term and Termination.
Attindas shall not be liable for any failure to perform any services or other obligations related to this Agreement or the Services to the extent that performance of its obligations are delayed or prevented by reason of any act of God, fire, natural disaster, accident, riots, acts of government, shortage of materials or supplies, or any other cause beyond the reasonable control of Attindas.
If any portion of this Agreement is ruled invalid or otherwise unenforceable, it shall be deemed amended in order to achieve as closely as possible the same effect as originally drafted. Any invalid or unenforceable portion should be construed as narrowly as possible in order to give effect to as much of the Agreement as possible.
Our failure to enforce or exercise any provision of this Agreement or related right will not constitute a waiver of that right or provision. This Agreement shall not be modified by any course of performance or course of dealing.
No Assignments and Transfers.
No rights or obligations under this Agreement may be assigned or transferred by You, either voluntarily or by operation of law, without our express prior written consent and in our sole discretion.
No Third Party Beneficiaries.
Subject to Sections 9 and 10, nothing in this Agreement will confer upon any person or entity, other than the parties, any rights, remedies, obligations, or liabilities whatsoever.
Survival of Certain Provisions.
Those provisions outlined here that normally would survive after you cease using the Services and all provision indicating an ongoing obligation, which include but are not limited to Section 8 (Disclaimers); Section 9 (Limitation of Liability); Section 10 (Indemnification); Section 11 (Agreement to Arbitrate and Prohibition on Class Actions) and Section 14 (Miscellaneous Terms), shall survive any termination or expiration of this Agreement, but shall not imply or create any continued right to use the Service after the termination of this Agreement.
15. Contact Us. If You have any questions or need to contact us for any reason relating to this Agreement, please e-mail: email@example.com, with the reference “Legal Department”. You may also send us mail at the following address: Attends Healthcare Products Inc. (a part of Attindas Hygiene Partners) Legal Department/Paralegal 8020 Arco Corporate Drive, Raleigh, North Carolina, US, 27167.