Effective Date: September 9, 2022
These Terms represent a binding contract between Azuluna and you. The Azuluna Services are only intended for individuals who are 18 years of age or above majority in their jurisdiction of residence, whichever is greater (an “Adult”). By creating an account or otherwise accessing or using the Azuluna Services, you expressly represent that you (i) are an Adult, (ii) are legally competent to enter into this agreement, and (iii) agree to be bound by these Terms. If you do not meet the above criteria or otherwise do not agree to any provision of these Terms, you may not use the Azuluna Services.
Certain areas, features, or functionality of the Azuluna Services may be subject to additional terms, rules, guidelines or policies (“Additional Rules”), and we may provide such Additional Rules to you via postings, pop-up notices, links, or other means at the time that you access or use the relevant area, feature or functionality. From time to time, such Additional Rules may conflict with these Terms. In the event of such a conflict, the Additional Rules will control. Any reference to the “Terms” in this agreement includes the Additional Rules.
IMPORTANT ARBITRATION NOTICE: PLEASE NOTE THE ARBITRATION REQUIREMENT AND CLASS ACTION WAIVER SET FORTH BELOW, WHICH, SUBJECT TO LIMITED EXCEPTIONS, REQUIRES YOU TO ARBITRATE ANY CLAIMS YOU MAY HAVE AGAINST US ON AN INDIVIDUAL BASIS. 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 CAREFULLY REVIEW THE SECTION “DISPUTE RESOLUTION AND AGREEMENT TO ARBITRATE” BELOW.
A. Disclaimer of Medical Advice
The Azuluna Services provide access to a variety of information and content related to food products, diet, and healthy lifestyle solutions generally. Such information and content may be provided, without limitation, on the Azuluna Website or in connection with Challenges and Coaching Services.
Importantly, the Azuluna Services and their contents are provided for general informational purposes only. Azuluna and its staff are not health care providers of any kind and do not provide medical advice or treatment, mental health advice or counseling, or any other kind of professional healthcare advice or services. No aspect of the Azuluna Services consists of professional health care advice or treatment and may not be treated by you as such. Without limiting the foregoing, you acknowledge that any Coaching Services provided to you or any guidance received by you in connection with a Challenge does not constitute any kind of medical advice or mental health counseling.
BY USING THE AZULUNA SERVICES, YOU AGREE NOT TO TREAT ANY CONTENT, INFORMATION, OR SERVICES AVAILABLE ON OR THROUGH THE AZULUNA SERVICES AS A SUBSTITUTE FOR THE ADVICE OF A QUALIFIED HEALTH CARE PROFESSIONAL AND YOU ACKNOWLEDGE THAT NO DOCTOR-PATIENT, THERAPIST-PATIENT, OR ANY OTHER SIMILAR PROFESSIONAL HEALTHCARE PROVIDER RELATIONSHIP EXISTS BETWEEN YOU AND AZULUNA OR ANY PARTY ACTING ON ITS BEHALF.
It is important to us that you stay healthy while using the Azuluna Services. Please be responsible and use your best judgment and common sense at all times. You acknowledge that Azuluna has no obligation to monitor your health or wellbeing in connection with your use of any aspect of the Azuluna Services, including any Challenges and Coaching Services. You agree to consult a qualified medical professional if, while using the Azuluna Services or any Azuluna products, you develop any medical condition, have any adverse health reaction, or otherwise have any concerns about your physical or mental health. If you are experiencing a medical emergency, you should immediately stop using the Azuluna Services and any Azuluna products and seek appropriate emergency medical assistance, such as calling “911”.
B. Disclaimer Regarding User Content.
Some aspects of the Azuluna Services may permit users to submit, post, link, share, or otherwise make available information and content (“User Content”). User Content has not necessarily been reviewed or approved by Azuluna, and we, therefore, make no representations or warranties as to the accuracy, reliability, completeness or timeliness of any such content. Any views or opinions expressed in User Content belong to the users who shared the content and not to Azuluna. Your reliance on any User Content is done entirely at your own risk. You understand and agree that we are not responsible for, and shall have no liability related to, any User Content, including your reliance on any such content.
Challenges and Coaching Services are only available to Adults residing in the United States. Individuals who are pregnant, or who expect to become pregnant during the course of the relevant Challenge or Coaching Services, are not permitted to participate. Individuals with health conditions likely to be negatively affected by a weight loss program or dietary changes are not permitted to participate in Challenges or receive any Coaching Services. By participating in a Challenge or any Coaching Services, you represent and warrant that you have been cleared by a qualified medical professional who has been accurately informed of the details of the relevant Challenge or Coaching Services.
While the goal of Azuluna’s Challenges and Coaching Services is to assist participants in making healthy lifestyle choices and developing practices to help improve their overall health, physical health is highly complex and individualized. What works well for one person might not work as well, or at all, for another. As such, we make no guarantee regarding the results of any Challenge or Coaching Services. By participating in a Challenge or Coaching Services, you expressly acknowledge that (i) results may vary from individual to individual; (ii) Azuluna makes no guarantee or representation that you will achieve any particular health outcome, whether pertaining to weight loss or otherwise; and (iii) any testimonials regarding Challenges and Coaching Services provided by third parties, including other participants, are not necessarily reflective of the results you will experience.
To access certain portions of the Azuluna Services, you must create an account. You agree to provide truthful and accurate information during the account creation process. You also agree to maintain the accuracy of any submitted data. If you provide any information that is untrue, inaccurate, or incomplete, we reserve the right to terminate your account and suspend your use of any and all of the Azuluna Services. You are responsible for preserving the confidentiality of your account password and agree to notify us of any known or suspected unauthorized use of your account. You agree that you are responsible for all acts or omissions that occur on your account while your password is being used.
The Azuluna Services and their content, features, and functionality, including information, text, graphics, logos, button icons, images, audio clips, video clips, data compilations and the design, selection and arrangement thereof (collectively, the “Azuluna Content”), are the exclusive property of Azuluna, our licensors, or other content suppliers, and are protected by United States and international copyright, trademark, patent and other intellectual property or proprietary rights laws, and may not be used or exploited in any way without our prior written consent.
We are providing you with access to the Azuluna Services pursuant to a limited, non-exclusive, non-sub-licensable, non-transferable, revocable license. You can use the Azuluna Services for personal, non-commercial use, and subject to these Terms. This license is available to you as long as you are not barred from the Azuluna Services by applicable law and your access is not terminated by us. If these Terms are not enforceable where you are located, you may not use the Azuluna Services. Azuluna reserves all right, title, and interest not expressly granted under this license to the fullest extent possible under applicable laws.
Under this license, you may download information from the Azuluna Services and print out a hard copy for your personal, non-commercial use provided that you keep intact and do not remove or alter any copyright or other notice (e.g., trademark, patent, etc.) contained thereon. Except as otherwise expressly stated herein, you may not modify, copy, distribute, display, reproduce, sell, license, or create derivative works from any Azuluna Content, in whole or in part, including any text, images, audio, and video in any manner, without the prior written authorization of Azuluna and any applicable third party suppliers. Further, you may not frame, or make it appear that a third-party site is presenting or endorsing, any of the Azuluna Content, or incorporate any intellectual property of the Azuluna Services into another website or other service, without the prior written permission of Azuluna and any applicable third party. Any unauthorized use of the Azuluna Content may violate copyright laws, trademark laws, the laws of privacy and publicity, and applicable regulations and statutes. You agree to comply with reasonable written requests from us to help us protect our proprietary and intellectual property rights.
We may change, restrict access to, suspend or discontinue the Azuluna Services, or any portion of the Azuluna Services, at any time and at our sole discretion. We shall have no liability to any party related to the modification or termination of any aspect of the Azuluna Services.
You will retain any intellectual property rights that you own in the User Content that you post or submit to or through the Azuluna Services, but you automatically grant, or warrant that the owner of such content has expressly granted, Azuluna a royalty-free, perpetual, irrevocable, worldwide, unlimited, non-exclusive license to use, reproduce, create derivative works from, modify, publish, edit, translate, distribute, perform, and display your User Content in any media or medium, or any form, format, or forum now known or hereafter developed. We may sublicense these rights through multiple tiers of sublicenses. You represent and warrant that you have obtained any and all third-party permissions necessary to submit or post you User Content on or through the Azuluna Services and to grant the license required under this section.
We reserve the right (but have no obligation) to review your User Content and remove any content that we determine violates these Terms or that we otherwise consider to be inappropriate for the Azuluna Services, all as determined in our sole discretion. We shall have no liability to you or any other party related to the removal of your User Content. Notwithstanding any other provision in these Terms, you are solely responsible for your User Content, and acknowledge that, once published, we cannot always remove it.
User Content shall not be deemed confidential and Azuluna shall not have any obligation to keep any such material confidential. Azuluna shall be free to use any ideas, concepts, know-how or techniques contained in such information for any purpose whatsoever including, but not limited to, developing, manufacturing, and marketing products incorporating such information.
Azuluna strives to be as accurate as possible and eliminate errors on or in connection with the Azuluna Services. However, there may be information provided via the Azuluna Services that contains typographical errors, inaccuracies, or omissions and they may relate to product or service descriptions, pricing, promotions, offers and/or availability. Certain products displayed via the Azuluna Services may have limited quantities and may not always be available.
We reserve the right to correct any errors, inaccuracies, or omissions and to change or update information provided in connection with the Azuluna Services at any time and without prior notice (including after you have submitted an order), at our sole discretion. In the event that any errors, inaccuracies, or omissions affect an order you have already placed, your sole remedy is to cancel or return your order, if these options are available under the applicable Azuluna policies. See “Returns, Refunds & Cancellations” for details. The prices displayed on the Azuluna Services are quoted in U.S. Dollars, and are subject to change without notice.
We strive to display the colors and other visual aspects of our products as accurately as possible, but we cannot guarantee that your device’s display of these qualities will always be accurate. Minor differences in color and other variations in the products displayed on the Azuluna Services may be possible as a result of differences in display technologies or other technical reasons. More generally, we do not warrant that the quality of any products, Azuluna Services, information, or other material purchased or obtained by you on or in connection with the Azuluna Services will meet your expectations. If you feel that a product offered through the Azuluna Services is not as described or pictured, or otherwise does not meet your expectations, your sole remedy is to seek a return, refund, or exchange, if available under Azuluna’s policies. See “Returns & Refunds” below for details.
Azuluna only offers the Azuluna Services to Adults. If you are under the age of majority in your jurisdiction of residence, you may not make a purchase or provide any information to Azuluna through the Azuluna Services. If you wish to purchase any product or service via the Azuluna Services, you will be asked to supply certain information relevant to your order, including information about your method of payment (such as your payment card number and expiration date), your billing address, and your shipping information. YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL RIGHT TO USE ANY PAYMENT CARD OR OTHER PAYMENT METHOD UTILIZED IN CONNECTION WITH ANY ORDER.
You further agree to provide current, complete, and accurate information in connection with all orders placed on the Azuluna Services. You agree to promptly update your account and other information, as applicable, so that we can complete your order and contact you as needed. By submitting any information in connection with an order, you grant to Azuluna the right to provide such information to third parties for purposes of facilitating the completion of transactions initiated by you or on your behalf. Verification of information may be required prior to the acknowledgment or completion of an order.
Azuluna’s acknowledgement of an order means that your order request has been received; it does not mean that your order has been accepted or shipped or that the price or availability of an item has been confirmed. We reserve the right to refuse or limit service, terminate accounts, or cancel or modify orders in our sole discretion and shall have no liability to you other than refunding your order, if applicable. Without limiting the foregoing, we may, in our sole discretion, limit or cancel quantities purchased per person, per household, or per order. These restrictions may include orders placed by or under the same customer account, the same credit card, and/or orders that use the same billing and/or shipping address. If we make a change to or cancel an order, we will attempt to notify you by contacting the email and/or billing phone number provided at the time the order was made.
Purchase of our products for resale purposes is not authorized. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by unauthorized dealers, resellers or distributors, and to cease doing business with such customers, with no further notice.
You agree to pay all charges that may be incurred by you or on your behalf through the Azuluna Services, at the price in effect when such charges are incurred including, all shipping and handling charges. You remain solely responsible for any taxes that may be applicable to your orders. Further, it is your responsibility to ascertain and obey all applicable local, state, federal, and international laws in regard to the receipt, possession, use, and sale of any item purchased through the Azuluna Services. By placing an order, you represent that the products or Azuluna Services ordered will be used only in a lawful manner. Any offer for any product or service made via the Azuluna Services is void where prohibited.
Except as otherwise set forth herein, the risk of loss for and title to products purchased via the Azuluna Services passes to the purchaser upon delivery to the carrier.
We take great care in labeling the ingredients of our food products for general nutritional purposes, but we do not guarantee the accuracy or completeness of any nutritional information. We shall not be responsible for any loss or damage resulting from your reliance on nutritional information provided in connection with our food products. We do not guarantee that our food products will meet your dietary needs, restrictions, or preferences. Our food products are not necessarily prepared in allergen-free environments. If you have a food allergy, you should not use our products. Your use or consumption of any food products offered by Azuluna is entirely at your own risk.
Azuluna uses refrigerated transport and storage solutions in an effort to maintain the quality and integrity of perishable items when shipped to you via third-party carrier. Nonetheless, there are many factors out of our control that influence the freshness of food products and whether they are safe to consume. You are responsible for reviewing any food products upon delivery and inspecting for any defects or concerns, including any issues related to freshness and other food safety concerns. We strongly recommend that you review the USDA’s information on food safety available here. You should exercise extreme caution before consuming any food products for which delivery has been delayed, or any products that have been left unattended for any period of time by a third-party carrier.
Upon receipt of any food products, you should immediately refrigerate perishable items and comply with any other refrigeration, freezing, or food handling instructions provided by Azuluna in connection with your order. Our food products will include an expiration date on or in the product packaging. Under no circumstances should you consume any food products after the applicable expiration date, unless the products have been frozen in accordance with instructions provided by Azuluna (if any).
NOTWITHSTANDING ANY OTHER PROVISION IN THESE TERMS, YOU HEREBY AGREE AND ACKNOWLEDGE THAT YOUR CONSUMPTION OF ANY FOOD PRODUCTS SOLD BY AZULUNA IS DONE SOLELY AT YOUR OWN RISK AND THAT AZULUNA SHALL NOT BE RESPONSIBLE FOR ANY INJURY OR LOSS CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY YOUR CONSUMPTION OF OUR FOOD PRODUCTS.
We only ship our products within the United States. To maintain the freshness and quality of our food products, we may determine that it is necessary to place geographic limitations on where we ship within the United States. If the address to provide in connection with your order is outside our geographic limits, you will be unable to submit an order for delivery to such address.
A. General Return Policy
We offer a 30-day return policy for non-perishable food products that are purchased individually, i.e., not as part of a meal. To be eligible for a return, the product must be shipped to us within 30 days of delivery to you, and it must be received by us unused, unopened, and in its original packaging.
To initiate a return under this policy, please contact us at email@example.com. We reserve the right to inspect the returned item upon receipt and to determine whether it complies with this policy, and this decision shall be made by Azuluna in its sole discretion. If the return complies with this policy, we will then issue a refund for the original purchase price, excluding any shipping and handling paid for the initial order. Customers are responsible for any costs associated with return shipping and handling. Refunds will be issued to the original method of payment.
Due to the nature of the goods, the following products are excluded from this return policy: (i) all perishable items and (ii) all meals. Please note that the majority of our items are perishable items and/or meals, and there may be times when we offer no products to which this policy applies. All of our food products are eligible under our Satisfaction Guarantee and our Damaged, Spoiled, or Incorrect Goods Policy. Please see below for details.
All purchases of gift cards and all purchases for services (including payments for Coaching Services or participation in a Challenge) are not eligible under this policy.
B. Damaged, Spoiled, or Incorrect Goods Policy
We will issue a refund, exchange, or credit (at our discretion) for food products that are materially damaged or spoiled upon arrival as a result of Azuluna’s actions, or if we send you the wrong product. Azuluna shall have sole discretion in determining whether a food product is eligible under this policy and we reserve the right to refuse any request under this policy if we determine that your complaint is the result of delays or mishandling by a third-party carrier.
To submit a request under this policy, please contact us at firstname.lastname@example.org. We reserve the right to require a detailed description and/or photographic evidence of the concern with the food product and/or to require the return shipment of the food product to Azuluna (in which case, we will pay for return shipping). If we determine that the food product is eligible under this policy, Azuluna shall have sole discretion as to whether we issue a refund, issue a credit to your Azuluna account, or send you a replacement item. When a refund is issued, it will be issued to the original method of payment.
C. One-Time Satisfaction Guarantee
If you are not satisfied with our food products, Coaching Services, or Challenges, we will gladly provide a refund. The refund will be in the amount of the purchase price, minus any shipping and handling (if applicable). The refund will be issued to the original method of payment.
To receive a refund under this satisfaction guarantee, you must initiate the refund within 30 days of the product’s delivery to you or within 30 days of the completion of the Coaching Services or Challenge. Each customer is eligible for a single refund under this satisfaction guarantee. If you invoke our satisfaction guarantee and receive a refund, the satisfaction guarantee does not apply to any future purchases you make from Azuluna. To initiate a refund under this policy, please contact us at email@example.com.
D. Order Cancellations
Once an order has been placed with us it cannot be cancelled. Upon receipt of the product, you may seek to return it in accordance with our General Return Policy, if applicable to the product.
By using the Azuluna Services, you agree to not use the Azuluna Services in any manner, including by posting or submitting any User Content, that:
• Is designed to interrupt, destroy or limit the functionality of, any computer software or hardware or telecommunications equipment (including by means of software viruses or any other computer code, files or programs);
• Interferes with or disrupts the Azuluna Services, services connected to the Azuluna Services, or otherwise interferes with our operations in any way;
• Infringes any copyright, trademark, trade secret, patent or other right of any party, or defames or invades the publicity rights or the privacy of any person, living or deceased (or impersonates any such person);
• Consists of any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;
• Causes Azuluna to lose (in whole or in part) the services of our Internet service providers or other suppliers;
• Links to materials or other content, directly or indirectly, to which you do not have a right to link;
• Is false, misleading, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable, as determined by Azuluna in our sole discretion;
• Copies, modifies, creates a derivative work of, reverse engineers, decompiles or otherwise attempts to extract the source code of the software underlying the Azuluna Services or any portion thereof;
• Violates, or encourages anyone to violate these Terms; or
• Violates, or encourages to violate, any applicable local, state, national, or international law, regulation, or order.
Azuluna shall have the right, but not the obligation, to monitor, evaluate, and analyze any use of and access to the Azuluna Services for any reason, including to determine compliance with these Terms.
The Azuluna Services may contain links to or otherwise provide access to third-party websites, content, or services (“External Content”). External Content is provided solely as a convenience to you. We are not responsible for the availability of any External Content, nor do we endorse the activities or services provided on or in connection with External Content. Under no circumstances shall we be held responsible or liable, directly or indirectly, for any loss or damage caused or alleged to have been caused to a user in connection with the use of or reliance on any External Content.
By consenting to Azuluna’s SMS program (the “SMS Program”) during the checkout process or via other subscription tools we provide, you are agreeing to receive recurring text messages regarding marketing offers, transactional matters (including related to your orders and account), and any other matters related to the Azuluna Services, even if your mobile number is registered on any state or federal do-not-call list. Message frequency varies. Consent to the SMS Program is not a condition of purchase.
If you wish to stop from receiving text messages from Azuluna, reply with STOP to any text message sent from us or use the unsubscribe link provided to you within our commercial email messages. You understand and agree that alternative methods of opting out, such as using alternative words or requests, will not be considered a reasonable means of opting out. We do not charge for the SMS Program, but you are responsible for all charges and fees associated with text messaging imposed by your wireless provider. Message and data rates may apply. For any questions, please text HELP in response to any of our messages or reach out to us at the contact information provided in these Terms.
We have the right to modify any telephone number or short code we use to operate the SMS Program at any time. You will be notified on such occasions. You agree that any messages you send to a telephone number or short code we have changed, including any STOP or HELP requests, may not be received, and we will not be liable for honoring requests made in such messages. To the extent permitted by applicable law, you agree that we will not be liable for failed, delayed, or misdirected delivery of any information sent through the SMS Program, any errors in such information, and/or any action you may or may not take in reliance on the information or SMS Program.
EXCEPT FOR ANY WARRANTY OR GUARANTEE EXPRESSLY OFFERED IN THESE TERMS, THE AZULUNA SERVICES (WHICH, FOR THE AVOIDANCE OF DOUBT, INCLUDES ALL OF THE CONTENT AVAILABLE, AND ALL PRODUCTS AND SERVICES OFFERED THROUGH THE AZULUNA SERVICES) ARE PROVIDED “AS IS AND AZULUNA MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND WHATSOEVER TO YOU OR ANY OTHER PERSON RELATING IN ANY WAY TO THE AZULUNA SERVICES OR ANY WEBSITE OR OTHER CONTENT OR SERVICE THAT MAY BE ACCESSIBLE DIRECTLY OR INDIRECTLY THROUGH THE AZULUNA SERVICES, TO THE EXTENT PERMITTED BY LAW. AZULUNA DISCLAIMS IMPLIED WARRANTIES THAT ANY ASPECT OF THE AZULUNA SERVICES (WHICH, AGAIN, INCLUDES ALL CONTENT, PRODUCTS, AND SERVICES OFFERED THROUGH THE AZULUNA SERVICES) ARE OF SATISFACTORY QUALITY, ACCURATE, TIMELY, FIT FOR A PARTICULAR PURPOSE OR NEED, OR NON-INFRINGING. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY AZULUNA OR A REPRESENTATIVE SHALL CREATE A WARRANTY.
WE DO NOT GUARANTEE THAT THE AZULUNA SERVICES WILL MEET YOUR REQUIREMENTS, OR THAT THEY ARE ERROR-FREE, RELIABLE, WITHOUT INTERRUPTION OR AVAILABLE AT ALL TIMES. WE DO NOT GUARANTEE THAT THE PRODUCTS OR SERVICES THAT MAY BE OBTAINED FROM THE USE OF THE AZULUNA SERVICES, INCLUDING ANY SUPPORT AZULUNA SERVICES, WILL BE EFFECTIVE, RELIABLE, AND ACCURATE OR MEET YOUR REQUIREMENTS. WE DO NOT GUARANTEE THAT YOU WILL BE ABLE TO ACCESS OR USE THE AZULUNA SERVICES (EITHER DIRECTLY OR THROUGH THIRD-PARTY NETWORKS) AT ALL TIMES OR LOCATIONS OF YOUR CHOOSING.
FURTHER, AZULUNA DOES NOT ENDORSE AND MAKES NO WARRANTY REGARDING THE ACCURACY OR RELIABILITY OF ANY OPINION, INFORMATION, ADVICE OR STATEMENT ON OR PROVIDED IN CONNECTION WITH THE AZULUNA SERVICES. UNDER NO CIRCUMSTANCES WILL AZULUNA BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY YOUR RELIANCE ON INFORMATION OBTAINED THROUGH THE AZULUNA SERVICES. IT IS YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS OR USEFULNESS OF ANY INFORMATION, OPINION, ADVICE OR OTHER CONTENT AVAILABLE THROUGH THE AZULUNA SERVICES. PLEASE SEEK THE ADVICE OF PROFESSIONALS, AS APPROPRIATE, REGARDING THE EVALUATION OF ANY SPECIFIC INFORMATION, OPINION, ADVICE OR OTHER CONTENT OF THE AZULUNA SERVICES.
SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OF CERTAIN WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
TO THE FULLEST EXTENT PERMITTED UNDER LAW, AZULUNA WILL HAVE NO OBLIGATION OR LIABILITY (WHETHER ARISING IN CONTRACT, WARRANTY, TORT, INCLUDING NEGLIGENCE, PRODUCT LIABILITY, OR OTHERWISE) FOR ANY DAMAGES OR LIABILITIES, INCLUDING DIRECT, INCIDENTAL, INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES (INCLUDING ANY LOSS OF DATA, REVENUE OR PROFIT OR DAMAGES ARISING FROM PERSONAL INJURY/WRONGFUL DEATH) ARISING WITH RESPECT TO YOUR USE OF OR RELIANCE ON THE AZULUNA SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS LIMITATION APPLIES TO DAMAGES ARISING FROM (I) USE OF OR INABILITY TO USE THE AZULUNA SERVICES, (II) COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES, (III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS BY THIRD PARTIES, (IV) CONTENT MADE AVAILABLE TO YOU THROUGH THE AZULUNA SERVICES, (V) USE OF PRODUCTS OR SERVICES OBTAINED VIA WITH THE AZULUNA SERVICES, OR (VI) ANY OTHER MATTER RELATING TO THE AZULUNA SERVICES.
WHEN USING THE AZULUNA SERVICES, INFORMATION WILL BE TRANSMITTED OVER A MEDIUM WHICH IS BEYOND THE CONTROL AND JURISDICTION OF AZULUNA, ITS PARTNERS, ADVERTISERS, AND SPONSORS OR ANY OTHER THIRD PARTY MENTIONED ON OR IN CONNECTION WITH THE AZULUNA SERVICES. ACCORDINGLY, AZULUNA ASSUMES NO LIABILITY FOR OR RELATING TO THE DELAY, FAILURE, INTERRUPTION, OR CORRUPTION OF ANY DATA OR OTHER INFORMATION TRANSMITTED IN CONNECTION WITH THE USE OF THE AZULUNA SERVICES.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
You agree to defend (at Azuluna’s option), indemnify, and hold Azuluna harmless from and against any and all liabilities, claims, damages, costs, and expenses, including attorneys’ fees and costs, arising from or related to your misuse of the Azuluna Services, or any breach by you of these Terms. We reserve the right, at our expense, to assume exclusive defense and control of any matter otherwise subject to indemnification by you and, in any case, you agree to cooperate with us if and as requested by us in the defense and settlement of such matter. In any case, you agree not to settle any matter for which your indemnification is required without our prior, written consent.
By using the Azuluna Services, you and Azuluna agree that, if there is any controversy, claim, action, or dispute arising out of or related to your use of the Azuluna Services (which, again, includes any products or services offered through the Azuluna Services) or the breach, enforcement, interpretation, or validity of these Terms or any part of them (“Dispute”), both parties shall first try in good faith to settle such Dispute by providing written notice to the other party describing the facts and circumstances of the Dispute and allowing the receiving party thirty (30) days in which to respond to or settle the Dispute. Notice shall be sent to:
• Notice to Azuluna: You must send notice by (1) email to firstname.lastname@example.org and (2) first class or certified mail to 211 Pulpit Rock Rd., Woodstock, CT 06281.
• Notice to You: We will send notice by (1) first class or certified mail to the physical address we have on file for you (if any) and (2) email to the address we have on file for you (if any). If we do not have a physical or email address on file for you, or if we are, for any reason, unable to provide notice via the contact information on file, we reserve the right to provide notice by such means as we deem reasonable.
Both you and Azuluna agree that this dispute resolution procedure is a condition precedent that must be satisfied before initiating any litigation or filing any claim against the other party.
IF ANY DISPUTE CANNOT BE RESOLVED BY THE ABOVE DISPUTE RESOLUTION PROCEDURE, YOU AGREE THAT SUCH DISPUTE WILL BE DECIDED BY BINDING ARBITRATION ON AN INDIVIDUAL BASIS. ARBITRATION ON AN INDIVIDUAL BASIS MEANS THAT YOU WILL NOT HAVE, AND YOU WAIVE, THE RIGHT TO HAVE A JUDGE OR JURY TO DECIDE YOUR CLAIMS, AND THAT YOU MAY NOT PROCEED IN A CLASS, CONSOLIDATED, COLLECTIVE, OR REPRESENTATIVE CAPACITY. Other rights that you and we would otherwise have in court will not be available or will be more limited in arbitration, including discovery and appeal rights.
All such Disputes shall be exclusively submitted to Judicial Arbitration and Mediation Services (JAMS) (www.jamsadr.com) for binding arbitration under its rules then in effect (as modified by this agreement to arbitrate), before one arbitrator to be mutually agreed upon by both parties. The arbitration shall be conducted in accordance with the JAMS Consumer Arbitration Minimum Standards (https://www.jamsadr.com/consumer-minimum-standards/) if it is determined by JAMS or the arbitrator that these standards are applicable to the Dispute. The location of any hearings will be determined by the applicable JAMS rules, provided that if the claim is for $10,000 or less, you may choose to have the arbitration conducted (1) solely on the basis of the documents submitted to the arbitrator or (2) through a non-appearance based hearing by teleconference or videoconference.
The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any Dispute arising under or relating to the interpretation, applicability, enforceability, or formation of these Terms, including any claim that all or any part of these Terms are void or voidable. For the avoidance of doubt, you and Azuluna agree that the arbitrator shall have the exclusive power to rule on his or her own jurisdiction, including any objections with respect to the existence, scope, or validity of this agreement to arbitrate or the arbitrability of any claim or counterclaim. The arbitrator may award (on an individual basis) any relief that would be available in a court. The award rendered by the arbitrator may be confirmed and enforced in any court having jurisdiction thereof.
Notwithstanding the foregoing, in lieu of arbitration either you or Azuluna may (1) bring an individual claim in small claims court in the United States consistent with any applicable jurisdictional and monetary limits that may apply and (2) file an individual claim in court to enjoin the infringement or other misuse of its intellectual property rights, provided that any such claim is brought and maintained on an individual basis.
These Terms have been made in and shall be construed in accordance with the laws of the United states (including federal arbitration law) and the state of Rhode Island, without giving effect to any conflict of laws principles.
Except for claims properly lodged in a small claims court in the United States, any Dispute not subject to the arbitration agreement in these Terms shall be resolved by a court located in Rhode Island and you agree and submit to the exercise of personal jurisdiction of such courts for the purpose of litigating any such claim or action. You further agree that any such claims will be brought and maintained solely on an individual basis and not as part of any class, consolidated, collective or representative capacity, and that you waive your right to a jury trial with respect to any such action.
You and Azuluna acknowledge that these Terms evidence a transaction involving interstate commerce. Any arbitration conducted pursuant to these Terms shall be governed by the Federal Arbitration Act (9 U.S.C. §§ 1-16).
We reserve the right to modify these Terms at any time. When we do so, we will update the “Effective Date” above. By continuing to use the Azuluna Services, or any portion thereof, after we post any such changes, you accept these Terms, as modified.
We shall have the right to immediately terminate these Terms and prohibit further use of the Azuluna Services (either temporarily or permanently) with respect to any user which we, in our sole discretion, consider to be unacceptable, or in the event of any actual or suspected breach by you of these Terms. The following provisions shall survive any termination of these Terms: General, Specific Content Disclaimers, The Azuluna Services, User Content, Food Products, Disclaimer of Warranties, Limitation of Liability, Indemnification, Links to External Content, Dispute Resolution and Agreement to Arbitrate, Choice of Law & Forum, and Miscellaneous, as well as any other provisions of these Terms that, either explicitly or by their nature, must remain in effect even after termination of these Terms.
A. No waiver. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to a subsequent or similar breach or breaches. If Azuluna does not exercise or enforce any legal right or remedy which is contained in these Terms (or which Azuluna has the benefit of under any applicable law or regulation), such action or inaction shall not be taken to be a formal waiver of Azuluna’s rights, and all such rights or remedies shall still be available to Azuluna.
B. Interpretation. In these Terms, the words “include,” “includes,” and “including” are used in an illustrative sense and shall not limit the generality of the language preceding such term. Titles and headings to sections herein are inserted for the convenience of reference only and are not intended to be a part of or to affect the meaning or interpretation of these Terms. Any limited or specific disclaimers or limitations of liability found in these Terms shall not limit the effect, forth, or breadth of any other disclaimers or limitations of liability in these Terms.
C. Severability. If any provision of these Terms is held to be invalid by a court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms, which shall remain in full force and effect.
D. Entire Agreement. These Terms set forth the entire understanding and agreement between us with respect to your use of the Azuluna Services.
E. Assignment. You may not assign, transfer, or sublicense any or all of your rights or obligations under these Terms without our express prior written consent. We may assign, transfer, or sublicense any or all of our rights or obligations under these Terms without restriction.
F. No Relationship. These Terms do not, and shall not be construed to, create any partnership, joint venture, employer-employee, agency, or franchisor-franchisee relationship between you and Azuluna.
G. Notice to California Residents. You may reach Azuluna at the contact information provided below in the “CONTACT US” section. California residents may also reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by mail at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.
If you have any questions, comments or concerns about these Terms, please contact us at:
• Mail: 211 Pulpit Rock Rd., Woodstock, CT 06281
• Email: email@example.com
• By phone: 1-800-394-1939