Welcome to NIDOLIFE, LLC! Please read these terms carefully before you use and interact with our Site as they affect your legal rights and obligations. PLEASE READ THE (1) BINDING ARBITRATION, CLASS ACTION AND JURY TRIAL WAIVER CLAUSE IN ¶15; AND (2) WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY IN ¶7 AND ¶8, AS THESE AFFECT YOUR RIGHTS AND HOW DISPUTES BETWEEN THE PARTIES ARE RESOLVED.
ACCEPTANCE OF TERMS
By visiting, accessing, or viewing any Site or area on the Site, creating an account, making a purchase via the Site, downloading or using Nidolife products or services from the Site, posting a review or creating a profile, or visiting, accessing, or viewing any and all content, information, and material made available by Us through our Site (all of the foregoing are sometimes collectively referred to as “Services”), You are deemed to have explicitly, expressly, irrevocably, unconditionally, voluntarily, intelligently, and with full knowledge of the consequences accepted the Terms, as updated from time to time.
Nidolife may change, modify or update (“Revisions”) any or all of the Terms and any other policies or practices, at any time, and will notify users by posting Revisions on Nidolife website. Any and all Revisions will be effective immediately upon posting to www.nidolifestyle.com. You consent and agree to receive notices of Revisions through Our posting on Nidolife website. Notice will be deemed received and properly served immediately when posted. You should visit the Terms pages regularly to review the current terms. Your continued use of the Site, Services, or Content will be deemed as knowing, voluntary, explicit, unconditional, and irrevocable acceptance of any such Revisions and Your agreement to abide by the Terms as changed, modified, or updated.
3. INTELLECTUAL PROPERTY
(A) The entirety of the Site, and everything on or in it, including without limitation, any and all of Our Services, any and all of the Content (as defined below), and products, features or any portion thereof, is the exclusive property of Nidolife. Using the Site and anything on it, including, without limitations, Services or Content, does not give You ownership or any intellectual property rights.
(B) Any and all content, which includes, without limitation, data, code, material, text, graphics, databases, hidden aspects of the Site (including confidential graphics, source and object code, algorithms, programs or other technical descriptions, data flow charts, logic flow charts, user manuals, and data structures), database branding, products (including those where the final product is purchased from another entity), product and service names, product design, business name, logos, interface, symbols, screen displays, graphic user interface, button icons, images, broadcasts, video and audio clips, music, signs posted on the Site, digital downloads, compilation or arrangement of information, written material, any and all information, documents, and software (collectively “Content”) is the exclusive property of Nidolife and authorized third-parties controlled or licensed by or to Nidolife. All rights are reserved. All and any part of Site, Services, and Content is proprietary and protected by United States and international intellectual property rights laws, including, without limitation, laws protecting the trade dress, copyright, patent, and trademark laws, and any other intellectual property rights and unfair competition laws.
(C) As long You comply with the Terms, Nidolife permits You the right to access, view, and use the Site, Services, and Content strictly for personal, non-exclusive, non-commercial, non-transferable, and limited basis. This permission can be revoked at any time for any reason, including, without limitation, failure to comply with the Terms, at Nidolife’s sole and absolute discretion. The right to access, view, and use the Site, Services, and Content does not constitute a sale.
(D) If You believe Your copyright has been infringed, You must provide Us with a written notice to Our designated agent listed below. Your written notice must include substantially the following:
(i) A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
(ii) Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site.
(iii) Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit the service provider to locate the material.
(iv) Information reasonably sufficient to permit the service provider to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted.
(v) A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.
(vi) A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
(E) If You believe Your trade dress, trademark, service mark, or other mark (“Mark”) has been infringed, You must provide Us with a written notice to Our designated agent listed below. Your written notice must include substantially the following:
(i) A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
(ii) Identification of the Mark or material claimed to have been infringed and information demonstrating that the individual named in 3(E)(i) is the owner possessing exclusive rights to the Mark or the material.
(iii) Identification of usage of the Mark or the material and information to permit Nidolife to locate or view prior or pre-existing usage of the Mark or material and to identify the person claiming exclusive ownership of the Mark or material.
(iv) Information reasonably sufficient to permit the service provider to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted.
(v) A certification that the complaining party has a good faith belief that use of the Mark or material in the manner complained of is not authorized by the claimed owner, its agent, or the law.
(vi) A certification that the information in the notification is accurate and that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
We will remove infringing content and terminate accounts of those Users who infringe the intellectual property rights of others upon receipt of proper notice by intellectual property owner or their legal agent. If You have a good faith belief that a notice of copyright infringement has been wrongly filed against You may send Us a counter-notice. Any and all notices of intellectual property infringement should be directed to Our designated agent at the following address:
Mail: Copyright Agent
5 Auer Court; Ste H
E. Brunswick, NJ 08816
Email: firstname.lastname@example.org subject line – “IP Infringement Notice”
4. YOUR USE OF THE SITE
(A) No part of this Site, Services, or Content may be translated, copied, posted, downloaded, displayed, provided to any person or entity, or distributed to any other person or entity, website, computing device, server, or any other medium for publication or distribution or for any commercial or non-commercial purpose by any person or entity until and unless specifically authorized and permitted in advance and in writing by Nidolife. Your sharing solely for personal purposes on Your personal, non-commercial, social media platform is not prohibited.
(B) Your access to Our Site also prohibits the following:
(i) You are prohibited from attempting to gain unauthorized access to the Site, Services or Content, any portion or feature thereof, any other systems or networks connected to the Site, Services, Content, or to any Nidolife computer or server, or to any of the services offered on or through Us, by hacking, password mining, cracking tools, or any other means.
(ii) You will not search, analyze, examine, monitor, scan or test the vulnerability of the Site, Services, Content, or any network connected to the Site.
(iii) You will not index any part of the Site, Services, or Content, or any portion or feature on the Site, Services, or Content by any means. This includes, without limitation, a prohibition on using any robot, spider, data miner, crawler, scraper, or any other automated system, systems, or algorithms or code.
(iv) You will not decompile, reverse engineer, disassemble, or otherwise reduce the code used in any software, Content, or Services on this Site into a readable form in order to examine the construction of such software or to copy or create other products based (in whole or in part) on such software.
(v) You will not breach or attempt to breach the security or authentication measures on the Site, Services, or Content or any network connected to the Site, Services, or Content. You will not mine, reverse look-up, trace or seek to trace any information on any other user or visitor to the Site or Services, or any other customer of Nidolife, including any Nidolife account not owned by You, to its source. You will not alter or exploit the Site, Services, or Content, or any information made available or offered by or through the Site, Services, or Content, in any way.
(vi) You are prohibited from manually or through the use of any program, software, automatic device, application, web-based service, algorithm, or methodology, or any other similar process or otherwise, from accessing, acquiring, downloading, displaying, streaming, copying, capturing, storing, monitoring, transmitting, transferring, performing, reproducing or archiving any portion of the Site, Services, or Content or any feature or portion thereof. You may not upload, sell, rent, lease, donate, lend, broadcast, transmit, or otherwise provide, disseminate, distribute, display, or perform any part of the Site, Services, or Content, or in any way alter or exploit any part of the Site, Services, or Content.
(vii) You are prohibited from creating derivative works, information, or materials that otherwise are derived from or based in any way on the Site, Services, or any Content, including mash-ups and similar videos, montages, translations, desktop themes, fonts, product designs, icons, wallpaper, greeting cards, merchandise, data, information, or any other content that in any way is similar, based upon, originates, is derived from, or in any way relied upon Nidolife, its Site, Services, or any of its Content. This prohibition is applicable even if You intend to donate or give away the derivative material free of charge.
(viii) Unless otherwise authorized and permitted in advance and in writing by Nidolife, You have no distribution rights and as such You may not license, sublicense or distribute any part of the Site, Services, or Content. You are strictly prohibited from modifying the Site, Services, or Content, or any feature or portion thereof, or creating, distributing or advertising an index of any significant portion of the Site, Services, or Content.
(ix) You will not do anything that will overload, shut down, slow down, take down, impair, damage, disable, or attempt to impose an unreasonable or excessively large load on the Site or Nidolife's systems or networks, or any systems or networks connected to the Site; this includes, without limitation, denial of service attacks, spamming, hacking, or uploading computer viruses, worms, Trojan horses, cancelbots, spyware, corrupted files, and time bombs.
(x) You will not bypass any measures used by Nidolife to protect, prevent, or restrict access to any portion of the Site, Services, or Content or any portion or derivative thereof. You will not frame or utilize framing techniques to enclose any trademark, logo, or any and all other proprietary information (including images, text, page layout, or form). One example of unauthorized access is using any methods of accessing Our website other than the interface provided by Nidolife.
(xi) You will not use any means or methods to interfere nor attempt to interfere by any means or methods with the proper working of the Site, Services, or Content, any transaction being conducted by others, or with any other person’s use of the Site, Services, or Content.
(xii) You will not use Nidolife trademarks, services marks, or logos in any meta tags or any other hidden text or compile, repackage, disseminate, or otherwise use data extracted from the Site, Services or Content.
(xiii) You will not manipulate any software or piece of technology for purposes of hiding or obscuring the origin of any message or transmittal You send to Us on or through the Site or any service offered on or through the Site. You are prohibited from pretending that You are, or that You represent someone else, or impersonate any other individual or entity. You will not share Your password, let anyone else access Your account, or do anything else that might jeopardize the security of Your account.
(xiv) You will not do anything to append, overwrite, tamper, corrupt, or change permissions anywhere on the Site. You will not take control to make changes to a file, grant Yourself advanced access, insert false information, expose sensitive information, alter, tamper, corrupt, or destroy the Site, Services, or Content, or any portion or feature thereof.
(xv) You will not use the Site, Services, or Content for any purpose that is unlawful or prohibited by the Terms, by any state or federal laws or regulations, or to solicit the performance of any illegal activity or any other activity which infringes on the rights of Nidolife or others.
(xvi) You will not encourage, facilitate, or assist any violation of the Terms.
We may take any action we feel appropriate during the investigation, including, without limitation, suspending, terminating, or limiting access of the User under investigation, or deleting the User’s comments, content, profile, or account without notice to the User, and warning other Users, without incurring any liability. See ¶¶7 and 8.
Nidolife reserves the right to notify the appropriate law enforcement agencies and provide Your information if we suspect activity that compromises the security of Our systems and networks or that violates the rights of Nidolife or other users.
5. PRIVACY AND LEGAL DISCLAIMER; ADDITIONAL TERMS
6. SECURITY, PASSWORDS, EMAIL
While using the Site, You are solely responsible for maintaining the confidentiality and security of Your account and password and for restricting access to Your computer. Do not use Your Nidolife password for other websites, applications, or services. You are responsible for all activities that occur under Your account or password. It is Your sole responsibility to protect the security of Your login information and to protect against unauthorized access by any means to or from Your computer. Be sure to sign off when finished using a shared computer and always use a strong password. You understand and fully accept responsibility for all activities that occur within Your account or within the Site or Services.
It is Your obligation to notify Nidolife within 24 hours of discovery of any unauthorized use of Your account or password, or any other breach affecting You.
If You failed to keep Your account information secure and confidential You may be held liable for damages or losses incurred by Nidolife or any other User or visitor to the Site due to someone else using Your Nidolife account information, password, or account.
7. DISCLAIMER OF WARRANTY
(A) YOU EXPLICITLY, EXPRESSLY, IRREVOCABLY, UNCONDITIONALLY, VOLUNTARILY, INTELLIGENTLY, AND WITH FULL KNOWLEDGE OF THE CONSEQUENCES, ACKNOWLEDGE AND AGREE THAT, TO THE FULL AND MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, USE OF THE SITE OR ANY PORTION OR FEATURE OF THE SITE, SERVICES OR CONTENT, REGARDLESS OF WHICH DEVICE WAS USED FOR ACCESS, IS AT YOUR SOLE AND EXCLUSIVE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY, AND EFFORT IS WITH YOU.
(B) TO THE FULL AND MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SITE, SERVICES, OR CONTENT, OR ANY PORTION OR FEATURE THEREOF, AND ANY AND ALL INFORMATION, MATERIALS, INSTRUCTIONS AND ADVICE, ARE PROVIDED “AS IS,” “WHERE IS,” AND “AS AVAILABLE,” WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. NIDOLIFE MAKES NO PROMISES, REPRESENTATIONS, WARRANTIES, OR GUARANTEES OF ANY KIND OR NATURE, WHATSOEVER, EXPRESS OR IMPLIED, REGARDING THE SITE, SERVICES, CONTENT, OR ANY PART OR FEATURE THEREOF, ANY OR ALL OF ITS OPERATION, AND SPECIFICALLY HEREBY DISCLAIMS ANY AND ALL SUCH PROMISES, REPRESENTATIONS, GUARANTEES, WARRANTIES AND CONDITIONS WITH RESPECT TO THE SITE, SERVICE OR CONTENT, ANY OR ALL PORTIONS OR FEATURES THEREOF, AND ANY AND ALL PRODUCTS, INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU. SUCH WAIVERS INCLUDE, WITHOUT LIMITATION, WAIVER OF EXPRESS, IMPLIED, OR STATUTORY WARRANTIES AND CONDITIONS, IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, QUIET ENJOYMENT, TITLE, AND NON-INFRINGEMENT OF THIRD-PARTY RIGHTS (INCLUDING INTELLECTUAL PROPERTY RIGHTS), AND ANY WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE.
(C) WE USE COMMERCIALLY REASONABLE METHODS TO DELIVER OUR SERVICES TO YOU. NIDOLIFE, HOWEVER, DOES NOT PROMISE, REPRESENT, GUARANTEE OR WARRANT THAT ANY OF ITS SITE, SERVICES, CONTENT, INFORMATION, DATA, MATERIALS, PRODUCTS (INCLUDING ANY SOFTWARE), SPECIFICATIONS, PRICING, OR OTHER SERVICES OR CONTENT INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE SITE, ITS SERVERS OR ELECTRONIC COMMUNICATIONS SENT FROM NIDOLIFE ARE: (1) TRUE, ACCURATE, TIMELY, USEFUL, APPROPRIATE, RELIABLE, COMPLETE, UPDATED, CURRENT, OR NON-MISLEADING; (2) ERROR FREE, FREE OF VIRUSES, TROJAN HORSES, SCRIPTS, WORMS OR OTHER HARMFUL COMPONENTS, OR THAT ERRORS WILL BE CORRECTED; OR (3) THAT YOU WILL HAVE CONTINUOUS, UNINTERRUPTED, OR SECURE ACCESS TO THE SITE.
(D) WE STRIVE TO PROVIDE YOU ENTERTAINING AND EDUCATIONAL CONTENT. NO INFORMATION, MATERIAL, SERVICES, ADVICE, OR CONTENT ON OUR SITE CAN BE CONSTRUED AS MEDICAL ADVICE. NOTHING CONTAINED IN OR ON OUR SITE SUBSTITUTES THE ADVICE OF YOUR HEALTHCARE PROFESSIONAL. PLEASE READ OUR DISCLAIMER IN ITS ENTIRETY FOR FURTHER INFORMATION. THE DISCLAIMER IS INCORPORATED BY REFERENCE HEREIN AS IF FULLY STATED HEREIN.
(E) CERTAIN STATE OR COUNTRY LAWS MAY NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS. IN THE EVENT THAT A COMPETENT AUTHORITY FINDS THAT ANY PROVISION OR PORTION THEREOF OF THIS ¶7 IS HELD TO BE OVERBROAD OR UNENFORCEABLE AS WRITTEN, SUCH PROVISION(S) OR PORTIONS THEREOF SHALL NOT BE RENDERED VOID BUT SHALL BE DEEMED AMENDED (BLUE PENCILED) TO NARROW THEIR APPLICATION TO THE MINIMUM EXTENT NECESSARY TO MAKE THE PROVISION ENFORCEABLE ACCORDING TO THIS AGREEMENT AND APPLICABLE LAW AND SHALL BE ENFORCED AS AMENDED.
8. LIMITATION ON LIABILITY
(A) THIS IS A COMPREHENSIVE LIMITATION OF LIABILITY.
(B) YOU EXPLICITLY, EXPRESSLY, IRREVOCABLY, UNCONDITIONALLY, VOLUNTARILY, INTELLIGENTLY, AND WITH FULL KNOWLEDGE OF THE CONSEQUENCES, WAIVE, RELEASE, AND FOREVER DISCHARGE (“RELEASE”) NIDOLIFE, AND ITS PAST, PRESENT AND FUTURE PARENTS, ENTITIES, AFFILIATES, SUBSIDIARIES, DIVISIONS, RELATED BUSINESS ENTITIES, SUCCESSORS AND ASSIGNS, AND ANY AND ALL OF NIDOLIFE'S PAST, PRESENT AND FUTURE OWNERS, SHAREHOLDERS, MEMBERS, PRINCIPALS, OFFICERS, DIRECTORS, FIDUCIARIES, AGENTS, EMPLOYEES, AND REPRESENTATIVES (COLLECTIVELY “RELEASEES”), TO THE FULL AND MAXIMUM EXTENT PERMITTED BY LAW, OF AND FROM ANY AND ALL LEGAL, EQUITABLE OR OTHER CLAIMS, COUNTERCLAIMS, DEMANDS, CAUSES OF ACTION, AND LIABILITIES OF ANY KIND WHATSOEVER, LOSSES, DAMAGES, EXPENSES, COSTS, RIGHTS, ATTORNEYS’ FEES AND COSTS, WHETHER ASSERTED, OR UNASSERTED, KNOWN OR UNKNOWN, ACCRUED OR UNACCRUED, OR SUSPECTED OR UNSUSPECTED, WHICH YOU EVER HAD, NOW HAVE OR HEREAFTER CAN, SHALL OR MAY HAVE AGAINST ANY OF THE RELEASEES FOR UPON, OR BY REASON OF ANY MATTER, CAUSE, OR THING, KNOWN AND UNKNOWN, ASSERTED AND UNASSERTED, TO HAVE IN ANY WAY ARISING OUT OF, BASED ON, ASSOCIATED WITH, CONNECTED OR RELATED TO:
(i) THE SITE, SERVICES, PRODUCT, INFORMATION, MATERIAL, INSTRUCTIONS, ADVICE, OR CONTENT.
(ii) THE OPERATION OF THE SITE, SERVICES, OR CONTENT.
(iii) ACTION WE TAKE AS A RESULT OF OUR INVESTIGATION, OR FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY NIDOLIFE OR LAW ENFORCEMENT, WHATSOEVER, AND ANY OTHER ALLEGATIONS RAISED, OR WHICH COULD HAVE BEEN RAISED IN ANY LAWSUIT IN ANY JURISDICTION.
(iv) PROVIDING LINKS TO THIRD-PARTY SITES. NIDOLIFE IS NOT RESPONSIBLE FOR AND EXPRESSLY DISCLAIMS ANY AND ALL RESPONSIBILITY OR LIABILITY FOR THE ACTIONS, CONDUCT, ERRORS OR OMISSIONS OF THIRD-PARTIES. USE OF THE SITE, SERVICES, OR CONTENT MAY AFFECT THE USABILITY OF THIRD-PARTY SOFTWARE, APPLICATIONS OR THIRD-PARTY SERVICES. NIDOLIFE EXPRESSLY DISCLAIMS ANY AND ALL RESPONSIBILITY OR LIABILITY FOR ANY DISCLOSURE OF INFORMATION OR ANY OTHER CONDUCT, PRACTICES OR OMISSIONS OF ANY THIRD-PARTIES. NIDOLIFE DOES NOT WARRANT AND EXPRESSLY DISCLAIMS ANY WARRANTY REGARDING THE SECURITY OF YOUR INFORMATION ON THIRD-PARTY SITES, INCLUDING, WITHOUT LIMITATION, WHETHER YOUR CREDIT CARD OR PERSONAL INFORMATION IS CAPTURED BY ANY THIRD-PARTY APPLICATION PROVIDER, OR THE USE TO WHICH SUCH CREDIT CARD OR PERSONAL INFORMATION MAY BE PUT BY SUCH THIRD-PARTY PROVIDER. YOU RELEASE (AS THAT TERM IS DEFINED ABOVE) NIDOLIFE RELEASEES FOR ANY CLAIMS YOU MAY HAVE AGAINST SUCH THIRD-PARTIES. SEE ALSO ¶13.
(v) THE DISCUSSIONS. NIDOLIFE EXPRESSLY DISCLAIMS ANY AND ALL RESPONSIBILITY OR LIABILITY FOR ANY DISCLOSURE OF INFORMATION OR ANY OTHER CONDUCT, PRACTICES OR OMISSIONS OF ANY PARTIES ON THE DISCUSSIONS. DISCUSSIONS IS A PUBLIC FORUM. EXERCISE CAUTION WHEN POSTING ANY INFORMATION ABOUT YOURSELF ON OR IN ANY DISCUSSIONS. ANY AND ALL USE OF THE DISCUSSIONS WILL BE AT YOUR SOLE AND EXCLUSIVE RISK. YOU ARE SOLELY AND EXCLUSIVELY RESPONSIBLE FOR ANY AND ALL DISCUSSIONS. NIDOLIFE DOES NOT WARRANT AND EXPRESSLY DISCLAIMS ANY WARRANTY REGARDING THE SECURITY OF ANY OF YOUR INFORMATION ON THE DISCUSSIONS. SEE ALSO ¶16.
(vi) YOUR SUBMISSION. THIS INCLUDES, WITHOUT LIMITATION, CLAIMS OF INTELLECTUAL PROPERTY INFRINGEMENT AND ANY AND EVERY OTHER INTELLECTUAL PROPERTY OR UNFAIR COMPETITION CLAIM RELATED TO YOUR SUBMISSION, AND ANY OTHER ALLEGATIONS RAISED, OR WHICH COULD HAVE BEEN RAISED IN ANY LAWSUIT IN ANY JURISDICTION. SEE ALSO ¶18.
(vii) ANY CLAIM YOU HAVE FOR YOUR USE OF THE SITE, SERVICE OR CONTENT WHILE OPERATING A MOVING VEHICLE. Do not use the Site, SERVICES, OR CONTENT IF any of THE features, PORTIONS, content, or products distract You and prevent You from obeying traffic or safety laws.
(viii) IN NO EVENT SHALL NIDOLIFE, OR ANY OF ITS SHAREHOLDERS, MEMBERS, PRINCIPALS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, REPRESENTATIVES, AFFILIATES, SUCCESSORS, OR ASSIGNS, BE LIABLE, JOINTLY OR SEVERALLY, TO A CUSTOMER (INDIVIDUAL OR CORPORATE) OR ANY OTHER PERSON OF THE GENERAL PUBLIC (COLLECTIVELY “PERSON”), FOR LOSS OR DAMAGES, EITHER EXPRESS OR IMPLIED, DIRECT OR INDIRECT, INCIDENTAL, PUNITIVE, CONSEQUENTIAL, SPECIAL, STATUTORY, EXEMPLARY DAMAGES, LOST PROFITS, LOST SAVINGS, LOST REVENUE, FINANCIAL LOSS, OR OTHER BENEFITS, ARISING OUT OF, RELATED TO OR IN CONNECTION WITH: (1) BREACH OF THIS AGREEMENT OR OBLIGATIONS UNDER THIS AGREEMENT; (2) CORRUPTION OR LOSS OF DATA, OPERATION OR USE OF THE SITE, SERVICES, OR CONTENT, OUTAGES, TECHNICAL FAILURES, DEFECTS, DAMAGE TO EQUIPMENT, FAILURE TO TRANSMIT OR RECEIVE ANY DATA, BUSINESS INTERRUPTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF, IN CONNECTION WITH OR RELATED TO THE PERSON’S USE OR INABILITY TO USE THE SITE, SERVICES OR CONTENT, OR ANY THIRD-PARTY APPLICATIONS IN CONJUNCTION WITH THE SITE, SERVICE, OR CONTENT; (3) ANY OR ALL OF NIDOLIFE’S SERVICES, CONTENT, INFORMATION, MATERIAL, INSTRUCTIONS, OR ADVICE, REGARDLESS OF THEIR METHOD OF COMMUNICATION OR DELIVERY, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, NEGLIGENCE (INCLUDING PERSONAL INJURY CLAIMS), TORT OR ANY OTHER THEORY OF LIABILITY), AND EVEN IF NIDOLIFE HAS BEEN ADVISED OF THE POSSIBILITY OF OR COULD HAVE FORESEEN ANY OF THE EXCLUDED DAMAGES, AND IRRESPECTIVE OF ANY FAILURE OF AN ESSENTIAL PURPOSE OF A LIMITED REMEDY.
(C) WITHOUT LIMITING ANY OF THE FOREGOING, AND TO THE FULL AND MAXIMUM EXTEND PERMITTED BY LAW, NIDOLIFE’S AGGREGATE LIABILITY TO ANY PERSON OR ENTITY WILL NOT EXCEED THE AMOUNT PAID FOR PURCHASES OF PRODUCTS OR SERVICES MADE VIA THE SITE DURING THE SIX (6) MONTH PERIOD IMMEDIATELY PRECEDING THE DATE ON WHICH NIDOLIFE IS NOTIFIED OF SUCH CLAIM IN WRITING.
(D) IN CONSIDERATION OF NIDOLIFE MAKING ITS SITE, SERVICES, CONTENT, INFORMATION, MATERIALS, LECTURES, INSTRUCTIONS, OR ADVICE, AVAILABLE TO PAID CUSTOMERS AND THE PUBLIC ANY CLAIM, DEMAND, RIGHT, DEFENSE, OR COUNTERCLAIM OF ANY KIND THAT ARISES OUT OF, IS BASED IN, IS IN CONNECTION WITH, OR RESULTS FROM NIDOLIFE SITE, SERVICES, CONTENT, INFORMATION, MATERIAL, INSTRUCTIONS, OR ADVICE, REGARDLESS OF THE METHOD AND MEANS OF COMMUNICATION AND OF DELIVERY OF THE FOREGOING, SHALL BE BARRED UNLESS AN ACTION COMMENCES PURSUANT TO ¶15 BELOW, OR A COUNTERCLAIM OR DEFENSE IS INTERPOSED, WITHIN TWELVE (12) MONTHS AFTER THE DATE OF THE INACTION, OMISSION, EVENT, OR ACTION THAT GAVE RISE TO SUCH CLAIM, DEMAND, RIGHT, DEFENSE, OR COUNTERCLAIM. THIS PROVISION SHALL SURVIVE ANY EXPIRATION OR TERMINATION OF THE PARTIES RELATIONSHIP, HOWEVER ARISING.
(E) IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE §1542, WHICH SAYS: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.
(F) SOME JURISDICTIONS DO NOT ALLOW OR LIMIT THE EXCLUSION OR LIMITATION OF LIABILITY FOR PERSONAL INJURY, OR OF INCIDENTAL OR CONSEQUENTIAL DAMAGES. THE ABOVE LIMITATIONS AND EXCLUSIONS WILL APPLY TO YOU ONLY TO THE EXTENT PERMITTED BY APPLICABLE LAW. FURTHERMORE, IN THE EVENT THAT A COMPETENT AUTHORITY FINDS THAT ANY PROVISION OR PORTION THEREOF OF THIS ¶ 8 IS HELD TO BE OVERBROAD OR UNENFORCEABLE AS WRITTEN, SUCH PROVISION(S) OR PORTIONS THEREOF SHALL NOT BE RENDERED VOID BUT SHALL BE DEEMED AMENDED (BLUE PENCILED) TO NARROW THEIR APPLICATION TO THE EXTENT NECESSARY TO MAKE THE PROVISION ENFORCEABLE ACCORDING TO THIS AGREEMENT AND APPLICABLE LAW AND SHALL BE ENFORCED AS AMENDED.
(G) OTHER SECTIONS OF THESE TERMS MAY HAVE ADDITIONAL WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY. PLEASE READ THE AGREEMENT IN ITS ENTIRETY TO UNDERSTAND YOUR RIGHTS AND OBLIGATIONS.
To the full and maximum extent permitted by law, You agree to defend, indemnify, and hold harmless Nidolife, its parent, affiliates, successors, subsidiaries, officers, principals, shareholders, members, directors, employees, consultants, agents, representatives, suppliers, distributors, licensors, and resellers from any and all first and third-party claims, whether foreign or domestic, from any and all matters, any and all liability, actions, causes of actions, claims, suits, demands, damages, loss, penalties, costs, fees, and expenses, including, but not limited to, reasonable expert or attorney costs and fees, that may arise from or relate to Your use of the Site, Services, or Content, breach or threatened breach of the Terms, Your uploading, placement, or transmission of any information, material, or content on the Site, Services, or Content (including, without limitation Your Discussions or Submissions), the infringement or violation by You of any agreement of any kind or any intellectual property or other right, including but not limited to, patent, trademark, copyright, or trade secret rights of any person or entity, any and all uses of Your account, or any claims that may or are alleged to result in the invasion of privacy, slander, libel, or for infringement on a person’s rights of publicity due to Your use of the Site, Services, or any Content, feature or portion thereof. If You are using our Site, Services, or Content on behalf of an entity or a business, that entity or a business accepts these terms.
10. MAINTENANCE; AVAILABILITY
Nidolife reserves the right to, at any time and without notice and liability: (1) modify, suspend, or terminate operation of or access to the Site, Services, Content or any portion or feature thereof, for any reason or no reason; (2) remove, modify, or change the Site, Services, or Content, or any portion or feature thereof, and any applicable policies or terms; and (3) interrupt the operation of the Site, Services, or Content, or any portion or feature thereof, as necessary to perform routine or non-routine maintenance, error correction, or other changes as determined solely and absolutely by Nidolife. Nidolife shall not be responsible for any outages, technical failures, or defects. See ¶¶7 and 8.
We do not guarantee that the Site, Services, or Content will be available at all times, in all locations, or at any given time or that we will continue to offer a particular Site, Services, or Content for any particular length of time. Nidolife does not guarantee that its Site, Services, or Content can be accessed on all devices, by means of a specific web browser or connection provider. See ¶¶7 and 8.
11. SUSPENSION OR TERMINATION
Nidolife may, at its sole and absolute discretion, with or without notice, and without any liability to Nidolife, take actions if Nidolife reasonably believes that You are or may be violating the Terms, any other Nidolife policy, or You are or may be violating any law or regulation. Nidolife's action could include a warning, temporarily suspension, indefinite suspension, termination of Your right to use or access all or any part of the Site, Services, or Content including any account thereon, and referral to the appropriate government authorities for further action. See also ¶4(B).
12. ACCOUNT; ORDERS
If You register or otherwise have an account with Us, You must provide Us with current, complete, and accurate information. Nidolife reserves the right to refuse service, terminate accounts, remove or edit content, or cancel orders in its sole and absolute discretion.
13. THIRD-PARTY SITES
The Site may link to third-party websites (“3rd Party Sites”). Such 3rd Party Sites are not under Nidolife's control. Nidolife is not responsible for any 3rd Party Site content, including any data, content, information, or materials contained on such 3rd Party Sites. You may find 3rd Party Sites offensive or inappropriate. You may be dissatisfied with the results of 3rd Party Sites products or services. Nidolife’s inclusion of links to 3rd Party Sites is solely for convenience to Our visitors and does not represent endorsement.
Only the person or entity that owns, controls or makes the Site is responsible. Nidolife does not warranty, ensure, or guarantee that you will be satisfied with any products or services that You purchase from any 3rd Party Sites that links to or from Nidolife. We have not verified the accuracy, correctness, timeliness, or reliability of any of the information contained on such 3rd Party Sites. You use these links at Your own exclusive risk. You are encouraged to read the 3rd Party Sites policies, including their terms of service and privacy policies and make any and all investigations You feel necessary or appropriate before proceeding with any transaction with any of these 3rd Party Sites. See also ¶¶7 and 8.
14. PRICES; DISCOUNTS; REFUNDS
The price for an item on the Site or Service may differ from the price shown in a Your shopping cart. The price may also increase or decrease between the time the item is placed in a shopping cart and the time that the purchase is made. On rare occasions, Nidolife products may be priced incorrectly on the Site. If the price for the item on the Site is incorrect, Nidolife reserves the right to make appropriate adjustments without incurring any liability. We may also adjust prices at any time and without prior notice to You. Please see ¶7 for more information regarding limitation of warranty and ¶8 for limitation of liability.
We reserve the right to change our prices or subscription plans for any reason and at any time as We may determine in Our sole and absolute discretion.
Any promotional offer may not be used in conjunction with any other promotional offer, past or present. Except as otherwise provided in the offer, introductory offers are only available to new Users. New users exclude previous, existing, or trial Users. Corporate account holders/subscribers are not eligible for promotional discounts. Except as may be otherwise provided in the offer, any and all pricing discounts will only apply to the initial period of the subscription, and any renewals will be charged at the rate in effect at the time of renewal for the type of Services purchased.
You acknowledge and agree that Our products and services are of a unique quality. All t-shirt purchases are subject to the terms, conditions, and returns of the Tee-Spring company. ALL PURCHASE ORDERS FOR PRODUCTS AND SERVICES ARE FINAL.
Purchases made within the Apps downloaded from the Apple® iTunes store are not refundable and are subject to Apple's iTunes Terms of Service.
15. DISPUTE RESOLUTION – BINDING ARBITRATION; WAIVER OF CLASS ACTION
(i) Parties shall endeavor to resolve any and all of their disagreements, disputes, or claims (for purposes of this Arbitration paragraph, collectively “Claims”) through informal negotiation. The informal negotiations commence upon receipt of written notice from a person or entity to the other (“Notice of Dispute”). The Notice of Dispute must: (a) include the full name and contact information of the complaining party; (b) describe the nature and basis of the claim or dispute; (c) set forth the specific relief sought; (d) be sent by certified, registered return receipt mail. Nidolife will send its Notice of Dispute to your billing address or email. You will send your Notice of Dispute to: NidoLife LLC, P.O. Box 312, Allendale, NJ 07401. Parties will attempt to resolve their Claims through informal negotiations for at least sixty (60) days after receipt of the Notice of Dispute prior to initiating binding arbitration.
(iii) The number of arbitrators shall be one. The location of the arbitration shall be in Allendale, New Jersey, and if not available, New York, New York. Each side pays its share of the AAA administrative costs as well as its share of the arbitrator fees. Each side must also pay its own legal fees and other costs associated with any Claim. The arbitrator may award reasonable attorneys’ fees, costs, and other reasonable expenses to the prevailing party.
(iv) For claims under ten thousand dollars ($10,000), the arbitration will be conducted solely on the basis of documents submitted to the arbitrator. The arbitrator is authorized to award all appropriate remedies under AAA rules, the Terms, and applicable law.
(v) Any arbitrator’s final decision and award shall be in writing and shall be non-appealable. Counterpart copies thereof shall be delivered to both parties. A judgment or order based upon such award may be entered in any court of competent jurisdiction. All actions necessary to implement the decision of the arbitrator shall be undertaken as soon as possible, but in no event later than three (3) business days after the rendering of such decision.
B. Exception. Any claim or dispute in which either party seeks equitable relief for the alleged unlawful use of copyrights, trademarks, trade names, logos, trade secrets, or patents, including claims for injunctive or other equitable relief (“Proceeding”) shall be adjudicated by a court of competent jurisdiction located in Bergen County, New Jersey or in a county where the New Jersey District Court is located. Parties explicitly, expressly, irrevocably, unconditionally, voluntarily, intelligently, and with full knowledge of the consequences accept and submit to the exclusive personal and subject matter jurisdiction of such court in any such Proceeding. The parties explicitly, expressly, irrevocably, unconditionally, voluntarily, intelligently, and with full knowledge of the consequences waive any objection they may now or hereafter have, and shall not object or assert, by way of motion, as a defense or otherwise, to jurisdiction, venue, or convenience of forum, and agrees that any and all Proceedings shall be heard and determined only and exclusively in any such court as specified in this ¶15(B). Parties shall not bring any Proceeding in any other court. The parties agree that either or both may file a copy of this ¶15(B) with any court as written evidence of the knowing, voluntarily, explicit, express, irrevocable, unconditional and bargained agreement between them to waive any objections to jurisdiction, venue or to convenience of forum.
(C) How Arbitration is Different. The rules in arbitration are different. There is no judge or jury, and review is limited, but an arbitrator can award the same damages and relief and must honor the same limitations stated herein as a court would. The decision of the arbitrator shall be final and binding and may be entered into judgment by any court of competent jurisdiction. BY AGREEING TO BINDING ARBITRATION YOU ARE EXPRESSLY WAIVING YOUR RIGHTS TO SEEK RELIEF IN COURT FOR BREACH OF YOUR CONTRACTUAL, CONSTITUTIONAL OR STATUTORY RIGHTS INCLUDING, WITHOUT LIMITATION, THE NEW JERSEY CONSUMER FRAUD ACT AS WELL AS THE TRUTH IN CONSUMER CONTRACT, WARRANTY AND NOTICE ACT, AND ANY AND ALL CLAIMS RELATED TO PERSONAL INJURY OR ILLNESS. YOU UNDERSTAND AND AGREE THAT YOU WILL ALSO BE WAIVING YOUR RIGHT TO A JURY TRIAL (see also ¶15(D)).
(D) Waiver of Jury Trial. BY AGREEING TO BINDING ARBITRATION, AS WELL AS FOR ANY CLAIMS THAT ARE EXEMPTED FROM ARBITRATION PURSUANT TO ¶15(b) ABOVE, Each of the parties hereby EXPLICITLY, EXPRESSLY, IRREVOCABLY, UNCONDITIONALLY, VOLUNTARILY, INTELLIGENTLY, AND WITH FULL KNOWLEDGE OF THE CONSEQUENCES waives any AND ALL right it may have to a trial by jury with respect to any claim (including but not limited to any counterclaims, cross-claims, or THIRD-PARTY claims) under any legal theory as specified in ¶15(a)(ii). Further, each party hereto certifies that no representative or agent of either party has represented, expressly or otherwise, that it would not seek to enforce this waiver of right to A jury trial provision. Each of the parties acknowledges that this PARAGRAPH IS PART OF THE BARGAIN BETWEEN THE PARTIES.
(E) Waiver of Class Action Status. Any and all Claims shall be arbitrated or litigated, as the case may be, pursuant to this paragraph, on an individual basis only and shall not be consolidated with any Claim of any other party whether through class action proceedings, class arbitration proceedings or otherwise. Also prohibited are any and all private attorney general action and any other proceeding where someone acts in a representative capacity.
(F) Survival. The entirety of ¶15 shall be interpreted broadly and shall survive the settlement or expiration or termination of the parties’ relationship.
16. POSTING COMMENTS AND OPINIONS
The materials, information and opinions expressed or included in or on any and all of Our bulletin boards, social media, comment sections, community pages, or other forums (“Discussions”) are not those of Nidolife or content providers. We reserve the right to review content to determine if it is illegal or violates Our Terms but we do not undertake to police, monitor, or review Discussions. The content of Discussions is not our responsibility.
While We do not police, monitor or review Discussions, We have Discussions rules: (1) do not post comments or upload images that are obscene, contain pornography or pornographic content or images, or use vulgar, offensive, defamatory or profane language or images; (2) do not defame, abuse, harass, stalk, spam, threaten, or otherwise violate the rights of others (such as rights of privacy and publicity) and do not make any comments about someone’s race, sexual orientation, religion, heritage, or ethnicity; (3) do not use Discussions for fraud, spam, spim, pyramid schemes, chain letters, solicitation, or other unsolicited communication; (4) do not collect information regarding other users; (5) do not create a false or misleading identity when participating in Discussions; (6) do not violate any laws or incite illegal activities.
We may delete or modify any content, or delete, terminate, or restrict Discussions account or access, without notice or liability, for any reason at Nidolife's sole and absolute discretion.
Nidolife does not knowingly advertise, market, or sell its products or Services to children under 18. If You are under 18, please do not use the Site, Services, or Content and do not provide us with any of Your personal information (including Your name, email address, or any other personal identifiers). Nidolife reserves the right to refuse service, terminate accounts, remove or edit content, or cancel orders in its sole and absolute discretion.
18. YOUR REVIEWS OR OTHER POSTED CONTENT
If you send Us Your ideas, content, ways to improve a service or product, or any other submission, regardless of whether it was solicited by Us or You send it to Us on Your own accord and without Our solicitation, or by posting, uploading, or submitting Your reviews or comments or any other content, regardless of whether it is posted in a public forum or provided directly to Nidolife (collectively “Submissions”), You explicitly, expressly, irrevocably, unconditionally, voluntarily, intelligently, and with full knowledge of the consequences grant and assign to Nidolife and its affiliates, successors and assigns, perpetual, irrevocable, royalty-free, non-exclusive, and world-wide permission, right, and license to: use, copy, distribute, transmit, publish, publicly display, license, publicly perform, reproduce, incorporate, edit, translate, modify, adapt, create derivate works, and reformat Your Submissions; benefit, obtain payment or other remuneration, or exploit the Submissions, directly or indirectly (including for marketing, commercial or promotional purposes), in whole or in part, to publish Your name in connection with Your Submission without obtaining any permission from You, or refrain from publishing Your name, or use Your Submissions in any other works in any form, media, or technology now known or later developed, for the full term of any and all copyrights, trademarks, and other intellectual and proprietary rights that may exist in such Submissions.
No additional notices will be provided to You with regards to Your Submissions. Nothing You send to Us is treated confidentially.
No compensation will be paid with respect to the use (as described in this paragraph) of Your Submissions. Nidolife is under no obligation to post or use Your Submissions and we may remove any Submissions at any time in Our sole and absolute discretion.
You explicitly, expressly, irrevocably, unconditionally, voluntarily, intelligently, and with full knowledge of the consequences: (1) waive any and all moral rights to the Submissions that may be available to You in any world-wide jurisdiction; (2) represent and warrant that You are the rightful owner of the Submissions; (3) appoint Nidolife as Your agent with full power and authority to sign or enter into any agreement and/or do any act Nidolife may consider appropriate to confirm the grant and assignment, consent and waiver as stated above; and (4) acknowledge and confirm that Your Review is not confidential. If You are not the exclusive holder of all intellectual property rights in the Submissions, You represent and warrant that any holder of any intellectual property rights, including moral rights, has explicitly, expressly, irrevocably, unconditionally, voluntarily, intelligently, and with full knowledge of the consequences waived all such rights and granted You the right in and to the Submissions to do and dispense with them as you may see fit.
19. BUSINESS USE OF OUR SITE
If You are using our Site on behalf of an entity or business, that entity or business accepts these Terms in their entirety, including, without limitations, ¶9 herein.
20. SHIPMENT CONTRACT - FOB
Any and all purchases of products made through the Site is made pursuant to a shipment contract. This means that You not only take ownership of the goods at the point we deliver products to the carrier but that the risk of loss or damage passes to You at that point as well.
In the event that any provision of these Terms, or any part thereof, becomes or is declared by a court of competent jurisdiction to be illegal, invalid, unenforceable or void, this Agreement, or the remainder of any such provision (if a part of a provision has been declared to be illegal, invalid, unenforceable or void), shall continue in full force and effect without such provision or the voided part thereof.
22. NO WAIVER
Nidolife shall not by any act, delay, omission, or by consent to any departure by User from strict compliance with any of the provisions of the Terms, or otherwise, irrespective of the length of time for which such failure continues, be deemed to have waived any of its rights or remedies hereunder, and no waiver shall be valid unless in writing, signed by Nidolife, and then such waiver or consent will be effective only in the specific instance and for the specific purpose for which it was given. A waiver by Nidolife of any right or remedy hereunder on any one occasion shall not be construed as a bar to any right or remedy that Nidolife would otherwise have had on any future occasion. No failure to exercise, nor any delay in exercising, on the part of the Nidolife, expressed or implied, to or any right, power, or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right, power, or privilege hereunder preclude any other or future exercise thereof or the exercise of any other right, power, or privilege. These rights and remedies are cumulative and may be exercised singly or concurrently and are not exclusive of any rights and remedies provided by law.
23. APPLICABLE LAW
This Agreement, including its existence, validity, construction, and operating effect, shall be interpreted and construed in accordance with the laws of the State of New Jersey. Any and all claims, controversies, and causes of action arising out of or relating to this Agreement, whether sounding in contract, tort, or statute, shall be governed by the laws of the State of New Jersey, including its statutes of limitations, without giving effect to any conflict-of-laws or other rule that would result in the application of the laws of a different jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement.
24. FORCE MAJEURE
25. ENTIRE AGREEMENT; ASSIGNMENT
26. NOTICE TO CALIFORNIA USERS
Under California Civil Code Section 1789.3, California Users are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 400 R Street, Suite 1080, Sacramento, California 95814, or by telephone at (916) 445-1254 or (800) 952-5210.
The words “include” and “including” shall be deemed to be followed by the phrase “without limitation.” All pronouns and any variations thereof are deemed to refer to the masculine, feminine, neuter, singular or plural as the identity of the persons may require. These Terms shall be construed without regard to any presumptions against the party causing the same to be prepared.
28. BLUE PENCIL DOCTRINE
In the event that any provision or portion thereof of this Agreement is held to be overbroad or unenforceable as written, neither such provision(s) or portions thereof, nor the Agreement, shall not be rendered void but shall be deemed amended to narrow the application of a provision or a portion thereof to the extent necessary to make the provision enforceable according to this agreement and applicable law and the Agreement shall be enforced as amended.
29. CONTACTING US
P.O. Box 312
Allendale, NJ 07401
Last Updated: March 28, 2019