Effective Date: June 5, 2018
THIS AGREEMENT CONTAINS AN ARBITRATION AGREEMENT AND CLASS ACTION WAIVER THAT WAIVE YOUR RIGHT TO A COURT HEARING OR JURY TRIAL OR TO PARTICIPATE IN A CLASS ACTION. ARBITRATION IS MANDATORY AND THE EXCLUSIVE REMEDY FOR ANY AND ALL DISPUTES UNLESS SPECIFIED BELOW OR UNLESS YOU OPT-OUT.
User Obligations. By downloading, accessing or using the Website, you represent that you are at least eighteen (18) years old or the legal age of majority in your jurisdiction, whichever is greater, that you are a resident of the United States of America, and that you agree to these Terms. The Website and its contents, including information concerning PanTheryx products, are intended for personal, non-commercial use only and only by U.S. residents. You agree to abide by all applicable federal, state, and local laws and regulations with respect to your use of the Website, and you shall provide only true, accurate, current, and complete information (and updates thereto) when submitting information to PanTheryx. You shall only use the Website as permitted by this Agreement, and you shall not disrupt or intercept our electronic information posted on this Website or on any of our servers or use the Website for any commercial, illegal, or inappropriate purpose. PanTheryx reserves the right, in its sole discretion, to change, modify, or eliminate, and restrict or block access to, all or any part of the Website, without notice, at any time, for any or no reason.
Website Ownership and Intellectual Property. The Website may contain materials including text, images, designs, photographs, videos, audio clips, graphics, button icons, pictures, advertising, URLs, technology, software, and the overall arrangement or “look and feel” of such materials including copyrightable material, as well as trademarks, logos, and service marks (collectively, “Information”). The Website and the Information are owned, licensed, or controlled by PanTheryx, its subsidiaries, affiliates, or licensors, and all right, title, interest in and to the Information and the Website are the property of PanTheryx, its subsidiaries, affiliates, or licensors, and are protected by United States and international copyright, trademark, trade dress, patent or other intellectual property rights and laws. By using the Website, you shall not obtain any ownership or intellectual property or other interest in the Information or the Website. Subject to your agreement and compliance with this Agreement, PanTheryx grants you a limited, non-exclusive, non-transferrable, non-assignable, revocable license to access, display, view, and use the Information on the Website for your own personal, non-commercial use only.
You shall not use or copy the Website or Information other than for noncommercial personal purposes, with all copyright or other proprietary notices retained. Except as expressly provided herein, you may not copy, display, download, distribute, modify, reproduce, republish or retransmit any content contained on the Website, the Information, or any portion thereof in any electronic medium or in hard copy, or create any derivative work based on such images, text or documents, without the prior express written consent of PanTheryx. Nothing herein or on the Website shall be construed as conferring by implication, estoppel or otherwise any license or right of PanTheryx or any third party.
User-Generated Content. By submitting any materials or content to PanTheryx or posting any materials or content on the Website, including by providing responses to any questions asked on the Website, (“User-Generated Content”), you grant to PanTheryx a perpetual, irrevocable, royalty-free, worldwide, royalty-free, sub-licensable and transferable license to copy, publish, translate, modify, reformat, create derivative works from, distribute, reproduce, and sublicense such materials or any parts of such materials. You represent, warrant and covenant that any User-Generated Content you provide does not violate any law or the rights of any third party, and you have full right to grant PanTheryx the license specified above. PanTheryx shall be entitled to use any User-Generated Content without incurring obligations of confidentiality, attribution or compensation to you.
Dispute Resolution by Binding Arbitration and Class Action Waiver
Any dispute relating in any way to your visit to, or use of, the Website, the Information, or otherwise related to this Agreement (“Disputes”) shall be submitted to confidential arbitration and shall be governed exclusively by the laws of the State of Colorado, excluding its conflict of law provisions. If a Dispute arises under this Agreement, you agree to first contact us at (303) 951-6883 (phone) or [email protected] (email). Before formally submitting a Dispute to arbitration, you and PanTheryx may choose to informally resolve the Dispute. If any Dispute cannot be resolved informally, you agree that any and all Disputes shall be submitted to final and binding arbitration before a single arbitrator of the American Arbitration Association (“AAA”) in a location convenient to you or telephonically. Either you or PanTheryx may commence the arbitration process by submitting a written demand for arbitration with the AAA, and providing a copy to the other party. The arbitration will be conducted in accordance with the provisions of the AAA’s Commercial Dispute Resolutions Procedures, Supplementary Procedures for Consumer-Related Disputes, in effect at the time of submission of the demand for arbitration. Except as may be required by law as determined by the arbitrator, no party or arbitrator may disclose the existence, content or results of any arbitration hereunder without the prior written consent of both parties. PanTheryx will pay all of the filing costs. Notwithstanding the foregoing, the following shall not be subject to arbitration and may be adjudicated only in the state and federal courts of Colorado: (i) any dispute, controversy, or claim relating to or contesting the validity of PanTheryx’s intellectual property rights and proprietary rights, including without limitation, patents, trademarks, service marks, copyrights, or trade secrets; (ii) an action by PanTheryx for temporary or preliminary injunctive relief, whether prohibitive or mandatory, or other provisional relief; (iii) any legal action by PanTheryx against a non-consumer; or (iv) interactions with governmental and regulatory authorities. You expressly agree to refrain from bringing or joining any claims in any representative or class-wide capacity, including but not limited to bringing or joining any claims in any class action or any class-wide arbitration.
The arbitrator’s award shall be binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under this Agreement may be joined to an arbitration involving any other party subject to this Agreement, whether through a class action, private attorney general proceeding, class arbitration proceedings or otherwise.
YOU UNDERSTAND THAT YOU WOULD HAVE HAD A RIGHT TO LITIGATE IN A COURT, TO HAVE A JUDGE OR JURY DECIDE YOUR CASE AND TO BE PARTY TO A CLASS OR REPRESENTATIVE ACTION. HOWEVER, YOU UNDERSTAND AND AGREE TO HAVE ANY CLAIMS DECIDED INDIVIDUALLY AND ONLY THROUGH ARBITRATION. You shall have thirty (30) days from the earlier of the date that you visit the Website or the date you submit information to us through the Website to opt-out of this arbitration agreement, by contacting us in writing at [email protected] or by mail at 5480 Valmont Road, Suite 325, Boulder, Colorado 80301. If you do not opt out by the earlier of have thirty (30) days from the earlier of the date that you visit the Website or the date you submit information to us through the Website, then you are not eligible to opt-out of this arbitration agreement.
Links to Third Party Websites. The Website may include links to third-party websites, such as links from advertisers, sponsors, content partners, and third parties. Unless a hyperlink directs to a website operated by PanTheryx, Inc., the inclusion of any link on the Website does not imply our endorsement of it, and PanTheryx expressly disclaims any responsibility, and provides no warranty whatsoever, for the content, the materials, the accuracy of the information, or the quality of the products or services provided by, available through, or advertised on third-party websites, even if those sites are hyperlinked from this Website.
No Physician-Patient or Confidential Relationship Established. No physician-patient relationship, or any other confidential relationship, shall be established by or through your interactions on the Website or with PanTheryx. No director, employee, agent, or representative of PanTheryx, its subsidiaries and affiliates is rendering medical advice, diagnosis, treatment or other medical services that in any way create a physician-patient relationship through this Website.
No Medical Advice. The Website may contain general information about health and wellness. Such information is provided for informational purposes only and is not meant to be a substitute for advice provided by a doctor or other qualified health care professional. You shall not use the information available on or through the Website (including, but not limited to, information provided on the Website by healthcare or nutrition professionals) for diagnosing or treating a health condition or disease, or for prescribing any medication. Information and statements regarding PanTheryx’s products have not been evaluated by the Food and Drug Administration or any other regulatory agency and are not intended to diagnose, treat, cure, or prevent any disease.
Digital Millennium Copyright Act / Takedown Policy. If you believe that any materials made accessible by PanTheryx have been used or copied in a way that infringes your copyright or other intellectual property rights, you may request PanTheryx remove those materials by providing us with the following information:
1. An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
2. A description of the copyrighted work or other intellectual property that you claim has been infringed;
3. A description of where the material that you claim is infringing is located on the website (including the specific URL of each item in dispute, which should help us to quickly locate the relevant content);
4. Your address, telephone number, and email address;
5. A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
6. A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or are authorized to act on the copyright or intellectual property owner’s behalf.
Designated Agent. Notice of claims of copyright or other intellectual property infringement can be delivered as follows, by email, fax or standard mail:
Miscellaneous: If any provision of this Agreement is found by the arbitrator or (if proper) a court of competent jurisdiction to be invalid, the remaining provisions shall not be affected thereby and shall continue in full force and effect, and such provision may be modified or severed from this Agreement to the extent necessary to make such provision enforceable and consistent with the remainder of this Agreement.