Terms and Conditions
SunRADON LLC (“SunRADON”, “we” or “us”), manufactures and sells Radon and Indoor-Air-Quality monitors (“Monitors”) and parts and accessories for Monitors (“Monitor Accessories”, and together with Monitors, “SunRADON Products”) and sells hardware products, accessories and supplies manufactured by third-parties (“Third-Party Products” and together with SunRADON Products, “Products”). We further provide the SunRADON and OneRADON websites located at www.sunradon.com and www.oneradon.com and all other websites associated with the SunRADON business and their related subdomains and the features and functionality provided through such websites and subdomains (the “Site”), software that may be downloaded and installed on your compatible mobile device for use with Monitors (the “Mobile Apps”), software that may be downloaded and installed on your compatible computer workstation (the “Desktop Apps”; and together with the Mobile Apps, the “Apps”), services accessible through the Site and/or the Mobile Apps or Desktop Apps and that may be provided at no additional cost with the Monitor, Mobile App or Desktop App or otherwise (“Included Cloud Services”) or offered separately on a subscription basis for a fee (“Subscription Cloud Services”, and together with the Included Cloud Services, the “Cloud Services”) and calibration services for Monitors (“Calibration Services”) and repair services for out-of-warranty Monitors (“Repair Services” and together with Calibration Services, “Support Services”, and together with the Site, the Apps and the Cloud Services, the “Services”).
PLEASE READ THESE TERMS CLOSELY. THESE TERMS CONTAIN BINDING ARBITRATION AND CLASS ACTION WAIVER PROVISIONS IN THE DISPUTE RESOLUTION SECTION. ARBITRATION ON AN INDIVIDUAL BASIS MEANS THAT YOU WILL NOT HAVE, AND YOU WAIVE, THE RIGHT FOR A JUDGE OR JURY TO DECIDE YOUR CLAIMS, AND THAT YOU MAY NOT PROCEED IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE CAPACITY.
The term “you” or “your”, as used in these Terms, refers to any person or entity who purchases a Product, creates an account with SunRADON, downloads a Mobile or Desktop App, or accesses or uses any Services. All such persons or entities are responsible for their own actions. If you are the owner of a Product or an account, you agree to further be responsible for all actions taken by individuals or entities relating to such Product or account or the Services associated with such Product or account. Accordingly, you should authorize only those individuals or entities that you trust to access your Products, account and Services.
You may not purchase Products or Services, create an account with SunRADON, download an App or access or use any Service if you are under 13 years old. If you are 13 years or older but under the age of majority in your jurisdiction required to form a binding contract, you may download an App or access or use a Service only with the express written consent of your parent or legal guardian to do so, and where your parent or legal guardian has agreed to the terms of this Agreement on your behalf (in which case, the references to “you” and “your” as used in these Terms refer also to your parent or legal guardian). You may only purchase Products or Services or create an account with SunRADON (in which case you are the “owner” of that account) if you have reached the age of majority in your jurisdiction required to form a binding contract.
If you are purchasing Products or Services, creating an account with SunRADON, downloading an App or accessing or using a Service on behalf of an organization or entity, you agree to the terms and condition this Agreement on behalf of such organization or entity and represent and warrant that you are authorized to do so and to bind them to the terms and conditions of this Agreement (in which case, the references to “you” and “your” in these Terms, except for in this sentence, refer to that organization or entity).
If you are purchasing Products or Services, creating an account with SunRADON, downloading an App or accessing or using a Service as a professional for commercial purposes (a “Professional Purchaser”), you acknowledge that you are solely responsible for identifying and procuring any permits, licenses, certifications, approvals and inspections required under applicable laws for your business and your use of the Products or Services (“Required Permits”), and you represent and warrant that you have obtained and will maintain all Required Permits.
Please also be aware that we may change these Terms or any other part of this Agreement at any time. If we make changes that we consider significant, we will make reasonable efforts to notify you by emailing you at the email address associated with your account, by notifying you through your account or the Services, by posting a notice on the Site or other means. Other changes will be made solely by posting the changes on our Site, so please check our Site periodically for updates. Changes will become effective immediately upon our posting them on the Site or our other notice of such changes to you. Your continued use of your account, Products or Services after our posting or notice of changes means that you accept the changes.
- Compliance with Laws. We make no representation that our Products or Services are appropriate or available for all persons or in all jurisdictions. While the Site can be accessed worldwide, the Products and Services are designed for use only in the jurisdictions for which the Products are labeled/certified as set forth in their published documentation and we support the purchase of our Products and access to and use of the Services only in those jurisdictions. If you purchase Products or Services or access or use Products or Services in a jurisdiction in which SunRADON does not support the Products or Services, you do so of your own initiative and you are responsible for compliance with all applicable laws or regulations in such jurisdiction. To the extent permitted under applicable law, we disclaim all responsibility or liability for your purchase of a Product or Service or access to or use of a Product or Service in a jurisdiction in which SunRADON does not support the Product or Service. You further represent and warrant that you are not located in a country that is embargoed or listed as a prohibited or restricted party under applicable export control laws and regulations and that your purchase of Products or Services or access to or use of Products or Services will not violate any applicable law or regulation in the United States or any other jurisdiction.
- Your Account. In purchasing Products or Services through our online store, downloading an App, or accessing and using Services, you will have the opportunity to, and in certain cases may be required to, register and create and account with us. As part of the registration process, you will be asked to create a username and password and will need to provide certain information to us. If you are registering for a professional account, you may be required to provide additional information with respect to your business, and you represent and warrant that you are a Professional Purchaser and have and will maintain the Required Permits for your business. You agree to provide true, accurate, current and complete information about yourself and, if applicable, your business, as prompted by the registration form and to promptly update your information to keep it true, accurate, current and complete. You are responsible for maintaining the confidentiality of your username and password and for the activities that occur through your account. You agree to immediately notify us if your password is no longer confidential or if you become aware of or suspect any unauthorized use of your account or any other breach of security.
- Changes to Products or Services. SunRADON is constantly innovating and changing our Products and Services as we deem appropriate. You acknowledge that SunRADON may in its discretion change or remove any of the features and functionality of a Product or Service, add additional features and functionality to a Product or Service, stop (permanently or temporarily) offering or providing the Product or Service, or restrict access to a Product or Service or portions thereof (such as restricting a Service to paying users). You further acknowledge that SunRADON may establish general practices and limits concerning use of the Services at any time, at our discretion, and that we may modify these general practices and limits from time to time. We reserve the right to remove any data, text, photographs, video, images and other types of materials and content contained in, displayed or performed on the Services (excluding Input Data, as hereinafter defined, “Content”), from the Services at any time for any valid reason as determined by us in our sole discretion, including in circumstances where we, in our sole discretion, believe such Content is in violation of any part of this Agreement, poses a threat to the security or operation of the Services and/or our systems, exposes us to potential liability or damage, or would violate any law, regulation court order or government request or would cause compliance with any of the foregoing to be unduly restrictive or burdensome to us.
Orders of Products or Services.
- Placement of Orders. When you place an order with us for a Product or a Service, that does not create a contract for sale but is an offer by you to us to purchase the Product or Service on the terms of this Agreement. We may send you a written order acknowledgement or confirmation, but we do not accept your order until, in the case of Products, we notify you that the Product has shipped or, in the case of Services, we begin providing you with the Services or their access and use, as applicable. We reserve the right to reject or cancel any orders prior to such point for any reason, with no further obligations to you, even after we have issued an order acknowledgement or confirmation.
- Pricing; Taxes and Shipping Charges. We may change the prices for Products or Services at any time without notice to you (provided that if we change the price for Subscription Cloud Services, the change in price will not take effect until your next renewal subscription term). Any promotional pricing is limited in nature and may expire or be discontinued at any time without notice to you. Pricing on our online store for Products or Services may be different from prices available through Third-Party Stores (as defined below). Our prices do not include any taxes (including without limitation VAT, sales and use and withholding taxes), duties, levies or other government fees that may apply to your order. If they apply, it will be your responsibility to pay them. You are also responsible for standard delivery and handling charges, if any. If we pay such taxes or delivery or handling charges, you agree to reimburse us. If possible, we will bill these taxes and charges to you when we charge you for the Product purchase.
- Third-Party Online Stores. If you purchased or downloaded a Product or Service from a third-party website or platform through which we have made the Product or Service available for purchase or download, such as Amazon (each a “Third-Party Online Store”), you acknowledge and agree that such purchase or download is subject to the applicable terms and conditions of such Third-Party Online Store (“Third-Party Online Store Terms”). You agree to comply with the applicable Third-Party Online Store Terms, and your purchase or download of such Product or Service is conditioned upon your compliance with such applicable Third-Party Online Store Terms. To the extent that any term or condition of the Third-Party Online Store Terms is less restrictive than or otherwise conflicts with the terms and conditions of these Terms, the more restrictive or conflicting terms and conditions in these Terms apply.
- Purchases through Distributors and Professional Resellers. In certain jurisdictions, we may sell Products or Services through authorized distributors, and we may also authorize certain professionals such as home inspectors to resell our Products or Services (collectively “Authorized Resellers”). This Agreement shall apply to your purchase of Products or Services through Authorized Resellers, provided that the terms of this Agreement related to shipment and delivery, pricing, payment or taxes shall not apply to any of your purchases of Products or Services through Authorized Resellers, and you shall establish such terms independently with the Authorized Reseller.
- Shipping and Delivery. All Product shipments will be made through a method of shipment offered by us, as presented to you at the time of your order. You are responsible for the shipping costs, which may be charged by us to you at cost or as a flat fee, in our discretion. Products are delivered to you when we deliver them to the commercial carrier. At this point you become responsible for risk of loss and damage. If any Product is lost or damaged while it is being transported, we will use reasonable efforts to help you address the problem with the carrier. Title to Products will pass to you upon our delivery of the Products to the carrier. We will ship the Products to the address designated by you at the time of order, so long as such address is complete and complies with our shipping restrictions, and subject to Section 1 above. You are responsible for all duties and taxes and compliance with all export and import laws for shipment to your designated address. Any arrival or delivery dates provided to you by us are estimates and not guaranteed arrival or delivery dates, and we make no guarantees that Products will arrive or be delivered by such arrival or delivery dates and will not be responsible for any delivery delays. Notwithstanding the foregoing, shipment and delivery of Monitor returns and replacement or repaired Monitors under our Monitor Warranty will be as set forth in the Monitor Warranty.
- Warranties. We provide a limited warranty with respect to our Monitors as provided in our Monitor Warranty. We expressly disclaim all other warranties, expressed or implied as provided in Section 14.
- Monitor System Software. For software that is firmware, system software or other software or code that is incorporated in a Monitor and necessary for use of the Monitor (“Monitor System Software”), SunRADON grants to you a limited, non-exclusive, non-transferable, non-sublicensable, license to use the applicable Monitor System Software as incorporated in such Monitor to the extent you own or are authorized to control such Monitor, in unmodified executable code format only, solely as required for the normal operation and maintenance of the Monitor and in accordance with our published documentation for such Monitor.
- General. We make Support Services for our Monitors available for purchase. In certain cases, Support Services may be included as part of your Subscription Cloud Services.
- Return of Monitors for Support Services. All Monitors returned to our facility for the purpose of Support Services require an authorized case number, which is provided to you at the time your order is submitted for processing. You must clearly label your Monitor package with the case number provided at the time your order is submitted for processing in order for your Monitor to be accepted into our facility for Support Services. You acknowledge that any Monitor returned to our facility without an authorized case number clearly labeled on your package will result in rejection of the delivery. Notwithstanding the foregoing, shipment and delivery of Monitor returns and replacement, repaired or recalibrated Monitors under our Support Services Warranty will be as set forth in the Support Services Warranty.
- Shipping. You are responsible for shipping costs and any applicable customs/duties/taxes/fees for shipment of the Monitor to and from our facility for Support Services.
- Pricing for Support Services. Charges for Support Services are based on a Monitor specific set fee schedule determined by us, which is subject to change at any time without notice to you.
- Repair Services. Our standard Repair Services cover repair of the Monitor generally but exclude replacement of printed circuit boards (“PCBs”). If replacement of a PCB is required, the Monitor will be considered unrepairable. If you return a Monitor for standard Repair Services and we determine that the Monitor requires a PCB replacement or is otherwise unrepairable, we will stop all service activities and will engage you to obtain further authorization to proceed. In such event you may elect to (i) receive a credit for the fee you paid for the standard Repair Services towards the purchase of a new Monitor in lieu of proceeding with the standard Repair Services or (ii) receive a refund of the fee you paid for the standard Repair Services. You may further elect to have the original Monitor returned to you at your expense without completion of the Calibration Services or Repair Services. If you do not elect to have the original Monitor returned to you, you acknowledge and agree that the Monitor will become the property of SunRADON. If you elect a credit towards a new Monitor and purchase a new Monitor, the purchased new Monitor will be provided with our Monitor Warranty.
- Calibration Services. Calibration Services do not include Repair Services. However, we may offer packages where you can purchase our standard Repair Services together with Calibration Services. If you return a Monitor for Calibration Services, you pre-authorized us to perform standard Repair Services at our then-current fees. If we determine that the Monitor requires Repair Services in addition to the Calibration Services and can be repaired with standard Repair Services, we will use reasonable efforts to notify you of the need for such standard Repair Services and the applicable fee. Our notification of or failure to notify you shall not affect your pre-authorization and agreement to pay such fee. If you return a Monitor to us for Calibration Services and we determine that a PCB replacement is required or the Monitor is otherwise unrepairable, we will stop all calibration activities and will engage you to obtain further authorization to proceed. In such event you may elect to (i) receive a credit for the fee you paid for the Calibration Services towards the purchase of a new Monitor or (ii) receive a refund of the fee you paid for the Calibration Services. You may further elect to have the original Monitor returned to you at your expense without completion of the Calibration Services. If you do not elect to have the original Monitor returned to you, you acknowledge and agree that the Monitor will become the property of SunRADON. If you elect a credit towards a new Monitor and purchase a new Monitor, the purchased new Monitor will be provided with our Monitor Warranty.
- Cancellation of Orders for Support Services. You may cancel an order for Support Services by providing us with written notice. If you cancel the order prior to your shipment of the Monitor to use, we will issue you a full refund. If you cancel the order after shipping the Monitor to us, but before we have started to provide the Support Services, we will provide you with a full refund less shipping and handling fee per Monitor. If you cancel the order after Support Services have begun, no refund will be issued.
- Warranty for Support Services. We provide a limited warranty with respect to our Support Services as provided in our Support Services Warranty. We expressly disclaim all other warranties, expressed or implied as provided in Section 14.
Apps and Cloud Services
- User Systems. To use an App or a Cloud Service, you will need a computer, mobile device or other device that is compatible with such App or Cloud Service (a “Device”), as well as telecommunications services, Internet connections and access, and other hardware, software, networking, services, networking, and other appliances and procedures (collectively “User Systems”) needed for access to and use of the App or Cloud Service. You are solely responsible for, and assumes the risk and expense of, obtaining, provisioning, configuring, maintaining and paying for such User Systems and for ensuring that such User Systems are compatible with and meet the then-current requirements for use with the App or Cloud Service or the applicable portion of the App or Cloud Service (for example Mobile Apps may be compatible only with certain mobile Devices and operating system software). You are also solely responsible for maintaining the security of the User Systems and their interface and connectivity to the Apps or Cloud Services, and for implementing and maintaining audit controls, check points, safeguards, operating methods, and procedures for the User Systems and their use to access and use the Apps and Cloud Services.
- Charge for Apps and Included Cloud Services. We do not currently charge you for downloading or use of our Apps or our Included Cloud Services; however, we reserve the right to charge for an App or Included Cloud Service, or certain features enabled by or portions of an App or Included Cloud Service, at a future date, which we would do by advance written notice to you. If we notify users of a charge for use of all or certain portions of an App or other Included Cloud Service, if you elect to use or continue to use such App or Included Cloud Service or the applicable portions thereof after such notice, you agree to the pricing and payment terms posted by SunRADON for such use. We may further change such fees and payment terms or add new aspects of an App or other Service for additional fees and on different payment terms, in each case from time to time in our discretion. If you do not wish to pay such fees, you may discontinue your use of such App or other Service or the applicable portions thereof prior to such fees going into effect.
- Installation and Use of the Apps. Subject to the terms and conditions of this Agreement, SunRADON grants to you a limited, non-transferable, non-exclusive right under our intellectual property rights to download and install the Apps on your compatible Device and to use the Apps including any Content, for your personal, non-commercial use (or if you are a Professional Purchaser, for your internal business purposes) in the context of and in compliance with the technical limitations with which they are provided. For Apps that are designed for use with Monitors, your rights to use such Apps is limited solely to use in connection with Monitors that you own or are authorized to control and monitor. You may make reasonable copies of applicable Content solely for such permitted purposes.
- Access to and Use of Included Cloud Services. Subject to the terms and conditions of this Agreement, SunRADON grants to you a limited, non-transferable, non-exclusive right under our intellectual property rights to access and use the Included Cloud Services, for your personal, non-commercial use (or if you are a Professional Purchaser, for your internal business purposes) in the context of and in compliance with the technical limitations with which they are provided. For Included Cloud Services that are designed for use with Monitors, your rights to use such Included Cloud Services is limited solely to use in connection with Monitors that you own or are authorized to control and monitor.
- Termination of Use of Apps and Included Cloud Services. You may discontinue your use of the Apps and Included Cloud Services at any time. You agree that we may, with immediate effect and without advance notice to you, at any time restrict, terminate or suspend your access to the Apps and Included Cloud Services without liability to your or any third party for any reason, including in circumstances where we, in our sole discretion, believe you to be in violation of any part of this Agreement or that your use of the Services or Products (a) poses a threat to the security or operation of the Services and/or our systems, (b) exposes us to potential liability or damage, or (c) would violate any law, regulation court order or government request or would cause compliance with any of the foregoing to be unduly restrictive or burdensome to us. When we terminate your access to an App or Included Cloud Service all rights and licenses granted to you hereunder with respect to such App or Included Cloud Service will immediately terminate, you will cease all use of the App or Included Cloud Service, and we may further bar access to your account and delete any and all information associated with your account.
- Initial Term and Charges for Subscription Cloud Services. Subscription Cloud Services are provided through paid subscriptions and may be limited to purchase by specific categories of purchasers, such as Professional Purchasers. You may only purchase Subscription Cloud Services for which you are eligible. If you purchase Subscription Cloud Services through our online purchasing process, the initial subscription term (the “Initial Term”) for your subscription is selected by you when you purchase your subscription through our online purchasing process and if you purchase pursuant to a separate ordering document or process acceptable to, it is set forth in such ordering document or in our order confirmation. Notwithstanding the foregoing, if no initial subscription term is set forth in the online purchasing process or any ordering document or order confirmation, your Initial Term is one year. Fees for the Initial Term of your subscription are our standard rates at the time of purchase as presented to you in the online purchasing price or as are set forth on the ordering document or ordering confirmation, as applicable. Except as otherwise expressly provided in our online purchasing process or the applicable separate ordering document or order confirmation, you will be required to pay the subscription fee for the full Initial Term in advance. Subscription fees are non-refundable.
- Renewal of Subscription Cloud Services. Unless we have provided you with the option of opting-out of automatic renewal, and you have elected that option, upon expiration of the Initial Term of your subscription to a Subscription Cloud Service, and upon expiration of any renewal term thereafter, your subscription will automatically renew for an additional subscription term of the same period unless either party notifies the other of non-renewal in writing or through other means we make available for such purpose through the Subscription Cloud Service prior to expiration of the then-current subscription term. The subscription fee for your subscription during any renewal term is our then-current standard (non-promotional) rate as disclosed on the Site as of the commencement date of any such renewal term, unless we have provided you with a different rate in a new ordering document or renewal confirmation. Your credit card or other authorized payment account associated with your subscription will be billed automatically for the subscription fee for the full renewal term unless you have notified us of non-renewal as provided above at least 30 days before commencement of the renewal term, and you hereby grant us and our third-party payment processors permission to charge your credit card or other authorized payment account for such subscription fee. This does not waive our right to seek payment directly from you.
- Access to and Use of Subscription Cloud Services. Subject to the terms and conditions of this Agreement, SunRADON grants to you a limited, non-transferable, non-exclusive right under our intellectual property rights to access and use the Subscription Cloud Services for which you have purchased and fully paid for a subscription for the purchased subscription term and for your personal, non-commercial use (or if you are a Professional Purchaser, for your internal business purposes) in the context of and in compliance with the technical limitations with which they are provided and any other limitations presented to you in the online purchasing process or applicable ordering document or order confirmation. For Subscription Cloud Services that are designed for use with Monitors, your rights to use such Subscription Cloud Services is limited solely to use in connection with Monitors that you own or are authorized to control and monitor. You may not share your subscription with any other user.
- Warranty for Subscription Cloud Services. SunRADON warrants that the Subscription Cloud Services substantially conform to, and will continue to substantially conform with, our published documentation for such Subscription Cloud Services. We will use commercially reasonable efforts to resolve any substantial non-conformity notified to us. The foregoing rights and remedies shall be your exclusive rights and remedies for breach of this warranty.
- Termination of Use of Subscription Cloud Services. You may not terminate your subscription to a Subscription Cloud Service during the applicable subscription term. If you wish to terminate your subscription as of the end of your subscription term, and have not opted-out of auto-renewal in circumstances where we have offered you that option, then you may notify us of termination prior to expiration of your then-current term in writing or through other means we make available to you for such purpose through the Subscription Cloud Service. Provided that you have so notified us, your subscription will not be renewed after your then-current term expires. However, you won't be eligible for a prorated refund of any portion of the subscription fee paid for the then-current subscription term. You agree that we may terminate your subscription for your breach of any term or condition of this Agreement upon written notice to you. We may further, with immediate effect and without advance notice to you, at any time restrict or suspend your access to the Subscription Cloud Services without liability to your or any third party where we, in our sole discretion, believe you to be in violation of any part of this Agreement or that your use of the Subscription Cloud Services (a) poses a threat to the security or operation of the Services and/or SunRADON’s systems, (b) exposes us to potential liability or damage, or (c) would violate any law, regulation court order or government request or would cause compliance with any of the foregoing to be unduly restrictive or burdensome to us. When we terminate your access to a Subscription Cloud Service all rights and licenses granted to you hereunder with respect to such Subscription Cloud Service will immediately terminate, you will cease all use of the Subscription Cloud Service, and we may further bar access to your account associated with the Subscription Cloud Service and delete any and all information associated with your account.
- Third Party Websites, Applications or Resources. The Services may contain, or User Submissions or other Content may contain, links to other websites, applications or resources or such websites, applications or resources may be otherwise accessible through the Services. You acknowledge that these other websites, applications or resources are not controlled by us, different terms of service and privacy policies may apply, and we are not responsible for any such third-party websites, applications or resources. You are responsible for compliance with the terms of service for such third-party websites, applications or resources. We do not endorse and are not responsible or liable for any content, advertising, products or other materials on or available from such third-party web sites, applications or resources. You acknowledge and agree that SunRADON is not liable for any damage or loss that may be incurred by you in connection with your use of any such website, application or resource.
- Automatic Software Updates. SunRADON may, but is not obligated to, develop patches, bug fixes, bug fixes, error corrections, updates, upgrades, improvements or other modifications to the Services or the Monitor System Software (“Software Updates”) from time to time. You agree that Software Updates may be automatically installed without any additional notice to or consent from you. SunRADON may further provide you with certain Software Updates that you are required to install, and you agree to install any such Software Updates promptly after they are provide to you. If you do not want to receive Software Updates for a Product or Service, your sole remedy is discontinue using such Product or Service.
- Data. As between you and SunRADON, you retain all right, title, and interest in and to the data and information that you input into an App or Cloud Service (“Input Data”). You agree, however, that we may use Input Data in order to provide you with the applicable App or Cloud Service or to carry out our legal responsibilities. You represent and warrant that you have all rights to Input Data Required to grant us such rights to use the Input Data. You further acknowledge and agree that Monitors may transmit data regarding the presence of radon or other air-contaminants collected by the Monitor to an App or Cloud Service or otherwise to us through functionality on the monitors if such functionality has been enabled (“Monitor Data”). You agree that we may use Monitor Data for providing, supporting and enhancing our products and services, and for our other business purposes, provided that we will not disclose Monitor Data to third parties who are no subject to confidentiality obligations with respect to such Monitor Data unless such Monitor Data has been aggregated or otherwise anonymized so it cannot be traced to you. We may further collect diagnostic, environmental, operational, usage, and other performance data related to Products and Services and their use (“Performance Data”). You agree that SunRADON owns such Performance Data and may use Performance Data for any purpose, provided again that we will not disclose Performance Data that contains data or information traceable to you to third parties who are no subject to confidentiality obligations with respect to such Performance Data unless such Performance Data has been aggregated or otherwise anonymized so it cannot be traced to you.
- User Submissions. The Content also includes information that you and other users provide to us or upload, post, email, transmit or otherwise disseminate using, or in connection with, the Services (“User Submissions”). You represent and warrant that you have all rights to do so with respect to your User Submissions, and you are solely responsible for such User Submissions. You hereby grant to us a perpetual, irrevocable, worldwide, royalty-free, non-exclusive, sub-licensable and transferable license to use, reproduce, modify, create derivative works of, publish, adapt, translate, reformat, transmit, display and perform your User Submissions in any form, medium or technology now known or later developed in order to provide, support and improve the Services and for any other purpose. You also hereby grant to each user of the Services a non-exclusive license to use your User Submissions in connection with their use of the Services and as permitted by the functionality of the Services. If you do not wish to grant the foregoing rights, do not provide or share content on or through the Services.
- Proprietary Rights.
- You understand and acknowledge that all patents, copyrights, trademarks, trade secrets and other intellectual property rights in the Products and the Services, including without limitation in the software downloaded for Apps, the technology used to provide the Services, the Content (excluding your User Submissions) and any documentation and other materials provided with the Products or Services, are owned, controlled or licensed by SunRADON, our affiliates, or our respective suppliers or licensors (collectively, “SunRADON Parties”), and are protected by intellectual property laws and rights and unfair competition laws. Your purchase, download, possession, access to or use of Products or Services in no way transfer to you or any other party any rights, title or interest in or to such intellectual property rights. Downloading or using our software (including our Apps) or accessing or using our Services does not give you title to such software or Services, including any technology or Content incorporated in or associated with the software or Services.
- You shall abide by, and shall not remove, alter, or obscure, any copyright, trademark, trade secret, government restricted rights, or other proprietary or confidentiality notices or legends that are applied to the Products, their packaging, labels, or any associated documentation or materials or that are placed or embedded in any App, or otherwise contained in any Content accessed through the Services.
- You acknowledge that all brand names, logos, trademarks and service marks displayed on or in the Products or Services or associated with the Products or Services or their packaging, labels or other documentation (collectively, the “Marks”) are and remain the exclusive property of SunRADON or its third-party suppliers or licensors, and you may not use them without the prior written consent of SunRADON or the third party that owns them. Nothing in this Agreement grants you any right or license to reproduce or otherwise use any Marks, except for the normal use of such Marks as part of your authorized use of the Products and Services. All use of any the Marks shall inure to the owner of the Mark.
- You shall not, directly or indirectly analyze, reverse engineer, decompile, disassemble, translate or convert any Product or Service, or apply any procedure or process to any Product or Service in order to ascertain, derive, or appropriate for any reason or purpose, the source code or source listings for software or any trade secret or other proprietary information or processes embodied by or otherwise contained in the Product or Service, except to the extent such prohibition is void under applicable law. This provision will survive termination of this Agreement.
- Certain software code incorporated into or used to provide you with access to or use of the Apps or the Cloud Services may be licensed by third parties under various “open-source” or “public-source” software licenses (such as the GNU General Public License, the GNU Lesser General Public License, the Apache License, the Berkeley Software Distribution License, and the MIT License) (collectively, the “Open Source Software”). Notwithstanding anything to the contrary in this Agreement, the Open Source Software is separately licensed pursuant to the terms and conditions of its respective open-source software license. You agree to comply with the terms and conditions of those open-source software license agreements. Nothing in this Agreement will grant you rights that supersede, or limit, the rights granted to you under the terms and conditions of the applicable open-source software license agreement with respect to such Open Source Software.
- You may provide suggestions, comments or other feedback (“Feedback”) to us with respect to the Products, the Services, or our business either in response to our request or invitation for such Feedback or of your own volition. You acknowledge and agree that any Feedback you provide is voluntary and will not place us under any fiduciary or other obligation to you. We are not required to hold Feedback in confidence and may use, copy, modify, create derivative works of, publish or distribute it for any purpose without any compensation or other obligation of any kind to you. You also acknowledge and agree that SunRADON may already be aware of similar or related ideas or may develop similar or related ideas through other sources, and SunRADON does not waive any rights with respect to such other ideas.
- Additional Use Restrictions. You are solely responsible for compliance with any and all laws, rules, regulations that may apply to your use of the Products and Services. As a condition of use, you promise not to use any Product or Service for any purpose that is unlawful or prohibited by this Agreement. In addition to the restrictions elsewhere in this Agreement, you agree that you will not do or attempt to do any of the following:
- modify, make derivative works of, publish, publicly display, translate, rent, lease, loan, sell, resell, transmit, distribute or otherwise exploit the Products or Services, including any Content (other than your own User Submissions), or any portion thereof for any commercial purposes or any other purpose whatsoever
- except as expressly permitted herein, you shall not copy or reproduce any part of the Products or Services, including any Content (other than your own User Submissions)
- access or use the Services for purposes of creating competing products and/or services
- damage, interfere with or disrupt the integrity, performance or use of the Services
- disrupt, interfere with or attempt to gain unauthorized access to any Service or related systems or networks or violate the regulations, policies or procedures of such systems or networks
- upload, transmit, distribute or store material containing viruses, worms, trojan horses or other harmful computer code, files, scripts, agents or programs
- use the Services in any manner which is fraudulent, false, inaccurate, misleading, defamatory, libelous, malicious, derogatory, degrading, harassing, obscene, hateful, threatening, pornographic or otherwise objectionable
- use the Services in any manner that violates or infringes or promotes the violation or infringement of another’s rights, including intellectual property rights and rights of privacy
- collect third party or our content or information, or otherwise access the Services using automated means (such as harvesting bots, robots, spiders, or scrapers) without our express advance written permission
- access or use any Service by means other than the means that are provided by SunRADON
- access or use the Services for any purpose not expressly permitted hereunder or in a manner not reasonably contemplated by SunRADON
- advocate, encourage, or assist anyone in doing any of the above or in otherwise violating this Agreement.
13. Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, IN NO EVENT WILL WE OR ANY OTHER SUNRADON PARTY BE LIABLE (JOINTLY OR SEVERALLY) FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, EVEN IF WE OR SUCH OTHER SUNRADON PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OR COULD HAVE FORESEEN SUCH DAMAGES, AND IRRESPECTIVE OF ANY FAILURE OF AN ESSENTIAL PURPOSE OF A LIMITED REMEDY.
WITHOUT LIMITING THE FOREGOING, THE COLLECTIVE LIABILITY OF SUNRADON AND THE OTHER SUNRADON PARTIES SHALL NOT EXCEED AMOUNTS ACTUALLY PAID BY YOU TO SUNRADON FOR THE PRODUCT OR THE SERVICE GIVING RISE TO THE CLAIMS WITHIN THE PRIOR SIX MONTHS (IF ANY). THIS LIMITATION IS CUMULATIVE AND WILL NOT BE INCREASED BY THE EXISTENCE OF MORE THAN ONE CLAIM OR INCIDENT.
The limitations and exclusions in this Section will apply regardless of the theory of liability, including without limitation liability for breach of contract, breach of any express or implied representation or warranty, strict product liability, negligence or any other tort, subrogation, or indemnification or contribution. Notwithstanding the foregoing, applicable law in some jurisdictions may not allow the limitation or exclusion of certain damages or liability, such as damages or liability arising from our willful misconduct, and the limitations and exclusions in this Section will not apply to damages or liability to the extent that such damages or liabilities cannot be excluded or limited under applicable law. However to the extent that in a particular circumstance any exclusion or limitation of damages or liability set forth in this Agreement is prohibited by applicable law or held to be unenforceable, then the limitations on damages and liability in this Agreement will apply to the maximum extent permitted by applicable law in that particular circumstance.
14. Warranty Disclaimers. EXCEPT FOR THE LIMITED WARRANTIES SET FORTH IN OUR MONITOR WARRANTY, THE PRODUCTS AND SERVICES ARE PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SUNRADON PARTIES DISCLAIM ANY AND ALL OTHER REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OR ANY WARRANTY ARISING FROM A COURSE OF DEALING, PERFORMANCE, OR TRADE USAGE.
15. Indemnification. To the fullest extent permitted by applicable law, you agree to indemnify, defend and hold harmless, SunRADON and the other SunRADON Parties, and each of our respective officers, directors, employees, agents, licensors, representatives, and third party providers, from and against all claims, actions, proceedings, liability, losses, expenses, damages and costs, including without limitation court costs and reasonable attorneys’ fees, arising out of or in connection your use of the Products or the Services, or your violation of this agreement or of any applicable law. We reserve the right to assume control of the defense of any third-party claim that is subject to indemnification by you, in which event you will cooperate with us in asserting any available defenses.
16. Force Majeure. SunRADON will not be liable to the extent our performance under this Agreement is prevented, hindered or delayed due to any cause beyond our reasonable control, such as acts of God, fire flood, storm, epidemic, earthquake or other natural disaster, acts of any government, war, embargo, riot, acts of terrorism, strike or other labor action, power failures, equipment failures, interruption of the use of railways, shipping, aircraft, motor transport or other means of public or private transport, or interruption of internet, mobile or other communication method.
17. Notice and Procedure for Making Claims of Copyright Infringement. If you are a copyright owner or an agent thereof and believe that any content or other material available through the Services infringes upon your copyrights, you may submit a written notification pursuant to the Digital Millennium Copyright Act by submitting notice to our designated agent to receive such notices as follows:
Attn: Copyright Agent
1335 Gateway Drive, STE 2004, Melbourne, FL 32901
To be effective, your written notification must include the following:
- An electronic or physical signature of the copyright owner or the person authorized to act on the copyright owner’s behalf;
- A description of the copyrighted work claimed to have been infringed;
- A description of the location of the infringing material and information reasonably sufficient to permit us to locate the material;
- Your contact information, including your address, telephone number, and email address;
- A statement by you that you have 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; and
- A statement that the information in the notification is accurate, and, under the penalty of perjury, that you are authorized to act on behalf of the copyright owner.
Upon our receipt of a proper notice of copyright infringement, we reserve the right to remove or disable access to the infringing material and to notify the provider of the material that is alleged to have infringed that we have removed or disabled access to such material. We further reserve the right to terminate such provider’s access to any or all of our Services if they are a repeat offender.
If you are the provider of material that was removed (or to which access was disabled) and believe that such material is not infringing, or that you have the necessary authorization from the copyright owner, the copyright owner's agent, or pursuant to the law, you may send us a counter-notice to our designated agent. To be effective, your counter-notice must include the following information:
- Your electronic or physical signature;
- Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or disabled;
- A statement that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material; and
- Your name, address, telephone number, and, if available, email address, and a statement that you consent to the jurisdiction of the Federal Court for the judicial district in which your address is located, or, if your address is located outside the United States, for any judicial district in which SunRADON is located, and that you will accept service of process from the person who provided notification of the alleged infringement.
If a counter-notice is received by our designated agent, we may, in our discretion, send a copy of the counter-notice to the original complaining party informing that person that we may replace the removed material or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider accused of committing infringement, the removed material may be replaced or access to it restored in 10 to 14 business days or more after receipt of the counter-notice, in our sole discretion.
19. Governing Law. This Agreement and all matters arising out of or relating to this Agreement will be governed by the internal laws of the State of Florida without giving effect to any choice of law rule, and the United Nations Convention for the International Sale of Goods shall not apply. You hereby irrevocably consent to the jurisdiction of the state courts located in Brevard County, Florida and the federal courts for the Middle District of Florida.
20. Dispute Resolution. PLEASE READ THIS SECTION CAREFULLY, AS IT CONTAINS BINDING ARBITRATION AND CLASS ACTION WAIVER PROVISIONS. ARBITRATION ON AN INDIVIDUAL BASIS MEANS THAT YOU WILL NOT HAVE, AND YOU WAIVE, THE RIGHT FOR A JUDGE OR JURY TO DECIDE YOUR CLAIMS, AND THAT YOU MAY NOT PROCEED IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE CAPACITY. PLEASE FOLLOW THE INSTRUCTIONS BELOW IF YOU WISH TO OPT OUT OF THE REQUIREMENT OF ARBITRATION ON AN INDIVIDUAL BASIS.
SunRADON and you agree to arbitrate all disputes, controversies and claims arising out of or relating to this Agreement, our relationship, the Products or Services or any use of the Products or services by you, except that either of us may (1) assert claims on an individual basis in small claims court if such claims qualify; (2) seek an individualized preliminary injunction or temporary restraining order, pending arbitration, in any court that has jurisdiction; or (3) seek injunctive or other equitable relief in any court that has jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of our copyrights, trademarks, trade secrets, patents, or other intellectual property rights or to prevent loss or damage to our services.
THIS ARBITRATION IS MANDATORY AND NOT PERMISSIVE. This agreement to arbitrate is intended to be broadly interpreted, and to include any and all disputes, controversies and claims between you and SunRADON against each other that arise out of or relate in any way to this Agreement, our relationship, the Products or Services or any use of the Products or Services by you, including without limitation sales, returns, refunds, cancellations, product or service defects, data security, privacy or any communications or other interactions you and SunRADON, even if the claim arises after you or SunRADON has terminated this Agreement, any order or Services or any account. These include disputes, controversies and claims that you bring against our subsidiaries, parent companies or other affiliates or our or their officers, directors, employees, agents, successors and assigns.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE, LAW, YOU UNDERSTAND AND AGREE THAT WE ARE EACH (A) WAIVING THE RIGHT TO A TRIAL BY JURY; (B) WAIVING THE RIGHT TO PARTICIPATE IN A CLASS OR REPRESENTATIVE ACTION; AND (C) WAIVING THE RIGHT TO CLAIM OR RECOVER PUNITIVE DAMAGES AGAINST THE OTHER. The Federal Arbitration Act, 9 U.S.C. § 1, et seq., and federal arbitration law apply to this Agreement and govern all questions as to whether a dispute is subject to arbitration.
A party wishing to initiate an arbitration proceeding must first provide the other with notice in writing in accordance with Section 24 of this Agreement. The notice should (a) provide the notifying party’s name, mailing address, and email address; (b) a description of the dispute; and (c) state the relief the notifying party is requesting. Upon issuance of such notice, you and SunRADON agree to attempt in good faith to resolve the dispute, and agree not to commence an arbitration proceeding until a period of forty-five (45) days after such notice is received has expired.
If the parties do not reach an agreed upon solution within forty-five (45) days from the original notice of the dispute, then either party may initiate binding arbitration as the sole means to resolve claims, subject to these terms. Arbitration shall (1) be administered by the Judicial Arbitration and Mediation Services, Inc. (“JAMS”), pursuant to the JAMS Streamlined Arbitration Rules & Procedures then in effect (the “JAMS Rules”) and as modified by this agreement to arbitrate, including the rules regarding filing, administration, discovery, and arbitrator fees; and (2) be conducted by a single, neutral arbitrator. The JAMS Rules are available on its website at http://www.jamsadr.com/rules-streamlined-arbitration/. Notwithstanding any JAMS Rules to the contrary or any other provision in the arbitration rules chosen, by agreement, to govern, you and SunRADON each agree that all issues regarding the dispute are delegated to the arbitrator to decide. You and SunRADON further agree that the arbitrator shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability or formation of this Agreement, including, but not limited to any claim that all or any part of this Agreement is void or voidable, or whether a claim is subject to arbitration. The arbitrator’s award shall be written, and binding on the parties and may be entered as a judgment in any court of competent jurisdiction. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party's individual claim.
Unless you and we agree otherwise, the arbitration will take place in the county (or parish) in the United States where you reside or any reasonable location within the United States convenient for you. To the extent that this agreement to arbitrate conflicts with the JAMS Policy on Consumer Arbitrations Pursuant to Pre-Dispute Clauses Minimum Standards for Procedural Fairness (the “Minimum Standards”), the Minimum Standards in that regard will apply.
If, for any reason, a claim proceeds in court rather than in arbitration, we each waive our right to a jury trial.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AND SUNRADON AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED GROUP LITIGATION OR PRIVATE ATTORNEY GENERAL PROCEEDING. Further, unless all affected parties agree otherwise, the arbitrator may not consolidate more than one person’s claims and may not otherwise preside over any form of a representative or group proceeding. If a court decides that applicable law precludes enforcement of any of this Section’s limitations as to a particular claim for relief, then that claim (and only that claim) must be severed from the arbitration and may be brought in court.
YOU THEREFORE UNDERSTAND AND AGREE THAT BY ENTERING INTO THIS AGREEMENT, YOU ARE WAIVING THE RIGHT TO A TRIAL BY JURY AND THE RIGHT TO PARTICIPATE IN A CLASS OR REPRESENTATIVE ACTION FOR ANY CLAIMS COVERED BY THIS AGREEMENT.
It is each parties’ responsibility to pay any JAMS filing, case management/administrative, and arbitrator fees as set forth in the JAMS Rules. To the extent the filing fee for the arbitration exceeds the cost of filing a lawsuit, SunRADON will pay the additional cost. If your claim for damages does not exceed $25,000 (USD) and you follow the dispute notice procedure set forth above, Ring will pay all such fees unless the arbitrator finds that either the substance of your Dispute or the relief sought was frivolous or was brought for an improper purpose (as measured by the standards set forth in the Federal Rule of Civil Procedure 11(b)).
If you do not wish to be bound by the arbitration and class-action waiver provisions in this Section, you must notify SunRADON in writing within 30 days of the date that you first accept these Terms (unless a longer period is required by applicable law). Your written notification must be mailed to SunRADON in accordance with Section 24:: If you do not notify SunRADON in accordance with this paragraph, you agree to be bound by the arbitration and group litigation waiver provisions of this Agreement, including the changes to this Section 20 in any revised Agreement after the date of your first acceptance, but excluding any changes you have rejected in accordance with the following paragraph.
If SunRADON makes any changes to this Section (but for the avoidance of doubt excluding any changes to the address for notices as provided in Section 24), you may reject any such change by sending us written notice within 30 days of the change in accordance with Section 24.
21. Limitation of Claims. Any claim you have under this Agreement must be brought within one (1) year after the cause of action arises.
22. Questions and Disclosures. Should you have any questions concerning this Agreement, or if you desire to contact us for any reason with respect to the Products or Services, please do so by email at [email protected] or by writing to us at SunRADON, Attention: Customer Service, 425-B Pineda Court, Melbourne, FL 32940. You may report a complaint, if you are a resident of California, to the Complaint Assistance Unit of the Division of Consumer Services at the California Department of Consumer Affairs by telephone at (800) 952-5210 or by mail at 400 R Street, Sacramento, CA 95814, United States.
23. Electronic Communications. You agree that when you purchase Products from our online store, access and use your SunRADON account, the Site or the Services or send us an email you are communicating with us electronically. You further agree that we may communicate with you electronically by providing you with these Terms and other agreements and notices, disclosures and other communications, by email, through the Site or Services or other electronic means, and all such electronic communications satisfy any legal requirement that such communications be in writing.
24. Notices. We may provide you with notices relating to this Agreement, as required by law, or for other purposes. You acknowledge and consent that all such notices to you may be delivered to you and will be effective if they are (a) personally delivered or sent by means of overnight or express courier or certified mail, postage prepaid, to you at the address associated with your SunRADON account, (b) emailed to you at the email address associated with your SunRADON account, or (ii) by posting such notices through the Services or by other reasonable means. We are not responsible for any filtering that you or your service provider applies to email notifications. You shall deliver any notices relating to this Agreement to us by personal delivery or by means of overnight or express courier or certified mail, postage prepaid, to SunRADON, Attention: Legal Department, 425-B Pineda Court, Melbourne, FL 32940.
25. Assignment. You will not transfer any of your rights or obligations under this Agreement to anyone else without our consent. All of our rights and obligations hereunder are freely assignable by us without restriction.
26. Survivability. Provisions that expressly, or by their nature should survive termination of this Agreement shall survive termination. By way of example, all of the following will survive termination: any obligation you have to pay us or indemnify us, any limitations on our liability, any terms regarding ownership of intellectual property rights, terms regarding disputes between us and general provisions regarding construction and interpretation of this Agreement.
27. General. These Terms and all other terms and conditions incorporated herein constitute the entire agreement between you and SunRADON with respect to the use of the Services and supersedes all prior or contemporaneous understandings regarding such subject matter, whether oral or written. If for any reason a court of competent jurisdiction finds any provision, or portion thereof, to be unenforceable, the remainder of this Agreement shall continue in full force and effect. The failure to act with respect to a breach by the other party or by others does not waive a party’s right to act with respect to subsequent or similar breaches. Except as otherwise expressly provided in this Agreement, all rights and remedies, including termination rights, are cumulative, and the exercise of any right or remedy shall be without prejudice to the right to exercise any other right or remedy provided herein, at law or in equity.
Revised: March 27, 2020
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