Terms – veva

Terms

Terms of Use

Hi!  Welcome to Veva! We’re glad that you are here. Below are the terms for accessing and using our online services (the “Services”), available through our website veva.co (the “Website”).

Veva LLC (collectively, “Veva,” “Company”, “we ”, “us”, or “our”) provides Visitors (as defined below) with access to the Website, and Customers (as defined below) with access to the Services subject to the following Terms of Use. By browsing the public areas or by accessing and using the Services, you acknowledge that you have read, understood, and agree to be legally bound by these Terms of Use and our Privacy Policy (collectively, this “Agreement”), and you represent and warrant that you have the right, authority, and capacity to enter into these Terms of Use (on behalf of yourself or the entity you represent).  You accept these Terms of Use each and every time that you access the Services and/or the Website.  If you do not agree to any of the provisions of these Terms of Use, then please do not use the Website and/or the Services. We reserve all ownership and intellectual property rights in and to the Services.

We may change the terms and conditions of these Terms of Use at any time by posting an updated version.  We recommend that you visit this page from time to time to review the most current Terms of Use because you are bound by them if you use the Service.  Your continued use of the Services after a change to these Terms of Use constitutes your binding acceptance of these Terms of Use.  The date of the most recent revision to these Terms of Use will appear at the top of the page.

The Services are intended for use by persons who are 13 years of age or older who are United States residents.  Any use of the Services by persons who are under the age of 13 or who are not United States residents is strictly forbidden.

SECTION 19 BELOW TITLED “BINDING ARBITRATION” CONTAINS A BINDING ARBITRATION AGREEMENT AND A CLASS ACTION WAIVER. THEY AFFECT YOUR LEGAL RIGHTS. PLEASE READ THEM.

1. NO MEDICAL ADVICE

You acknowledge and agree that Veva does not provide any form of medical care, medical opinion, medical advice, diagnosis, or treatment, and that Veva does not evaluate the need to seek medical attention, through the Website and the Services. The Website, the Services and the Content (as defined below in Section 8), such as text, graphics, images, data, graphs, audio, videos, and other material and information, do not provide any medical advice, are for informational purposes only, and are not intended as a substitute for professional medical advice, diagnosis, or treatment. You should not use the information on the Website for diagnosing or treating a health problem or disease, or prescribing any medication or other treatment. The Website the Services, and the Content are not a substitute for the advice of your professional physician or other qualified health care provider and you should always seek the advice of your physician or other qualified health provider before taking any medication or nutritional or herbal supplement and with any questions you may have regarding a medical symptom or a medical condition. Never disregard professional medical advice or delay in seeking it because of something you have read on the Website, the Services and/or the Content. If you think you may have a medical emergency, call your doctor or 911 immediately or go to the nearest hospital. Reliance on the Website, the Services and the Content is solely at your own risk. Information provided on the Website and the use of any products or services purchased from our Website by you does not create a doctor-patient relationship between you and any of the health professionals affiliated with our Website. Information and statements regarding dietary supplements have not been evaluated by the Food and Drug Administration and are not intended to diagnose, treat, cure, or prevent any disease.

2. DESCRIPTION AND USE OF SERVICES

We provide Visitors and Customers with access to the Website and the Services as described below.

Visitors. Visitors, as the term implies, are people who do not register with us, but want to explore the Website. No login is required for Visitors. Visitors can: (i) view all publicly-available content on the Website; (ii) e-mail us, and (iii) chat with us via our website.

Customers. Login is required for all Customers. Customers can do all things that Visitors can do, and can also access their personal account information, post Customer Content (as defined below in Section 9) and use the Services.

Veva is under no obligation to accept any individual as a Customer, and may accept or reject any registration in its sole and complete discretion.

3. USE OF PERSONAL INFORMATION

Your use of the Services may involve the transmission to us of certain Personal Information. Our policies with respect to the collection and use of such Personal Information are governed according to our Privacy Policy (veva.co/privacy), which is hereby incorporated by reference in its entirety.

4. PRODUCT DESCRIPTIONS, SHIPPING, REFUNDS

(a) Product Descriptions. Our Website contains descriptions of dietary supplements and vitamins. We attempt to be as accurate as possible with the descriptions of the supplements and/or vitamins that are made available to you through the Services (collectively, the “Products”). However, we make no warranties that the Product descriptions and any other content are accurate, complete, reliable, current, or error-free. If a Product offered by us is not as described, your sole remedy is to return it in unused condition. We reserve the right, at any time, to modify, suspend, or discontinue the sale of any Product with or without notice and we will not incur any obligation or liability as a result of such change.

(b) Shipping. Our packages are shipped via FedEx, UPS, and USPS and packages are delivered between 2-10 business days.  Shipping options are more fully described at the time that you place an order for Products.

(c) Refunds. Unopened Veva packs may be returned within 30 days of receiving them for a full refund.

5. ACCOUNT; SIGNIN NAME; PASSWORD

In order to use certain features of the Services, including becoming a new Customer, you must register for an account (“Account”) and provide us with certain information, including your name and email address.  Your email address will serve as a sign-in name (“Sign-In Name”), and you will be asked to provide a password (“Password”). When creating your Account, you must provide true, accurate, current, and complete information. Each Sign-In Name and corresponding Password can be used by only one Customer. You are responsible for maintaining the confidentiality of your Sign-In Name and Password.  Please do not share your Account login information with, or provide access to your Account to, any third parties, for you are fully responsible for all activities which occur under your account.  You agree to immediately notify us of any unauthorized use, or suspected unauthorized use, of you Account or any other breach of security or other need to deactivate a Password or Sign-In Name. We reserve the right to terminate your Account, suspend your access to the Services, or delete or change your Password, or Sign-In Name at any time and for any reason or no reason.  You will be solely liable to us and others for any losses caused by the unauthorized use of your Account.

6. SUBSCRIPTIONS, PAYMENTS, AUTOMATIC RENEWALS; AND SUSPENSIONS

You agree to pay all fees due for any and all Services purchased hereunder. One of Veva’s purchase options is a subscription service (“Subscription”). You agree to pay all applicable Subscription fees made known to you when you order your Veva subscription (“Subscription Fees”).  You will see a prompt for your payment details, such as your credit card information and any promotional codes you may have. We may use a third party payment vendor (“Third-Party Payment Vendor”) to process your payment of fees and/or Subscription Fees. You warrant and represent that you are the valid owner or an authorized user of the credit card or other payment card that you provide to to such Third Party Payment Vendor, and that all information you provide is accurate.  Veva shall have no liability to you or anyone else for the improper or unauthorized use of a credit card or payment card provided in connection with the purchase of any Veva Products, including a Subscription.  By entering your payment information and submitting your request, you authorize us, our affiliates, or our Third Party Payment Vendor to charge the amount due.

It is important to note that when you sign up for a Subscription, it will automatically renew until you cancel it. You may cancel at any time by notifying us in writing no later than five (5) business days before your next package is due to be shipped, and the cancellation will take effect for any and all packages due to be shipped at least five (5) business days in the future. If you do not cancel your Subscription at least five (5) business days prior to your next package is due to be shipped, your next Veva box will ship and applicable Subscription Fees will be charged to your credit card or other payment care on file.

Your right to receive one or more Veva products via our Subscription service is conditional upon our receipt of payment of your Subscription Fees. Subscription Fees are charged immediately prior to preparing and shipping your Veva box.  If payment cannot be charged to your credit card or payment card, then the shipment of your Veva box will be delayed until you provide us updated payment details to complete the payment.  If you fail to update your payment details within a reasonable time period, we reserve the right to terminate your Subscription.  We reserve the right to change any of the fees that we charge, or to institute new or additional fees, at any time upon notice to you.

You may suspend or postpone the delivery of your Veva Subscription or order by following the instructions on the Website. However, you will not be able to suspend or postpone if your order has already been packed or shipped.  Requests for suspension or postponement of Subscription orders should be made at least five (5) business days prior to the expected shipment date.

7. ACCESS RIGHTS AND PROHIBITED USE

Subject to your compliance with these Terms of Use, we hereby grant to you a personal, limited, revocable, non-exclusive, and nontransferable right to view, download, access, and use the Website, the Services, and the Content in the United States and to use the Services solely for your personal and non-commercial use and only as permitted under these Terms of Use and the Privacy Policy. No other right, title, or interest in or to the Website, the Services, and the Content is transferred to you, and all rights not expressly granted are reserved by Veva or its licensors. We reserve the right, in our sole discretion, to deny or suspend use of the Website or Services to anyone for any reason. You agree that you will not, and will not attempt to: (a) impersonate any person or entity or otherwise misrepresent your affiliation with a person or entity; (b) use the Website or Services to violate any local, state, national or international law; (c) reverse engineer, disassemble, decompile, or translate any software or other components of the Website; (d) distribute, input, upload, transmit, or otherwise run or propagate any virus, application, Trojan horse, or any other harmful computer code that could damage or alter a computer, portable device, computer network, communication network, data, or the Website, or any other system, device, or property; (e) access or use the Website, the Services, or the Content in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any third party; (f) license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Website, the Services, the Content, or related materials in any way; (g) use or access the Website, the Services, or the Content to create or develop competing products or services or for any other purpose that is to Veva’s detriment or commercial disadvantage; (h) take any action or use the Website in any manner which could damage, destroy, disrupt, disable, impair, overburden, interfere with, or otherwise impede or harm in any manner our Website or any content, in whole or in part; (i) disrupt, interfere with, violate the security of, or attempt to gain unauthorized access to our Website or any computer network; (j) bypass, breach, avoid, remove, deactivate, impair, descramble, or otherwise circumvent any security device, protection, or technological measure implemented by Veva or any of our service providers to protect our Website; (k) remove, delete, alter, or obscure any trademarks, specifications, warranties, or disclaimers, or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from our Website or any content made available to you on or through our Website; (l) use any manual process or automated device to monitor or copy any content made available on or through our Website for any unauthorized purpose except as permitted by this section; (m) copy, duplicate, download, store in a retrieval system, publish, transmit or otherwise reproduce, transfer, distribute, store, disseminate, aggregate, use as a component of or as the basis for a database or otherwise use in any form or by any means any data, text, reports, or other materials related to Veva or third-party content from the Website; (n) otherwise use the Website in any manner that exceeds the scope of use granted above; or (o) encourage or enable any other individual to do any of the foregoing.  If you violate any part of this Agreement, your permission to access and/or use the Content, the Website, and the Services automatically terminates and you must immediately destroy any copies you have made of the Content.

8. INTELLECTUAL PROPERTY

The Website and the Services contain materials, such as software, text, graphics, images, sound recordings, audiovisual works, and other material provided by or on behalf of Veva (collectively referred to as the “Content”). The Content may be owned by us or by third parties. The Content is protected under both United States and foreign laws. Unauthorized use of the Content may violate copyright, trademark, and other laws. You have no rights in or to the Content, and you will not use the Content except as permitted under this Agreement. No other use is permitted without prior written consent from us. You must retain all copyright and other proprietary notices contained in the original Content on any copy you make of the Content. You may not sell, transfer, assign, license, sublicense, or modify the Content or reproduce, display, publicly perform, make a derivative version of, distribute, or otherwise use the Content in any way for any public or commercial purpose. The use or posting of the Content on any other website or in a networked computer environment for any purpose is expressly prohibited.

The trademarks, service marks, and logos of Veva (“Veva Marks”) used and displayed on the Website and the Services are registered and unregistered trademarks or service marks of Veva. Other company, product, and service names located on the Website and the Services may be trademarks or service marks owned by others (the “Third-Party Marks”, and, collectively with the Veva Marks, the “Marks”). Nothing on the Website and the Services should be construed as granting, by implication, estoppel, or otherwise, any license or right to use the Marks without our or the third party owner’s prior written permission specific for each such use. Use of the Marks as part of a link to or from any site is prohibited unless establishment of such a link is approved in advance by us in writing. All goodwill generated from the use of the Veva Marks inures to our benefit.

Elements of the Website and the Services are protected by trade dress, trademark, unfair competition, and other state and federal laws and may not be copied or imitated in whole or in part, by any means, including but not limited to the use of framing or mirrors. None of the Content may be retransmitted without our express, written consent for each and every instance.

9. CUSTOMER CONTENT

Customers may post and/or create content through the Website and the Services, including but not limited to, reviews and comments about Veva products and service (collectively, “Customer Content”). You are solely responsible for any Customer Content that you create or post, and by submitting Customer Content to us, you certify and warrant that you have obtained all required permissions relating to accessing, entering, sharing, and using your Customer Content.    We do not review Customer Content but instead are merely acting as a passive conduit for distribution of the Customer Content to other users of the Website and the Services.  We make no guarantees regarding the accuracy, currency, suitability, or quality of any Customer Content.

We reserve the right to delete any Customer Content at any time and for any reason, including because it violates the terms of this Agreement or is offensive or otherwise unacceptable to us in our sole discretion.

You expressly acknowledge and agree that once you submit your Customer Content for inclusion into the Website and the Services, it will be accessible by others, and that there is no confidentiality or privacy with respect to such Customer Content, including, without limitation, any personally identifying information that you may make available. You, and not Veva, are entirely responsible for any content you post.

You retain all copyrights and other intellectual property rights in and to the Customer Content. By sending or posting your Customer Content, you grant us an irrevocable, non-exclusive, royalty-free, fully-paid, sublicensable, transferable, perpetual license to modify, compile, combine with other content, copy, record, synchronize, reproduce, transmit, translate, format, distribute, publicly display, publicly perform, and otherwise use or exploit your Customer Content as reasonably necessary to provide the Website and the Services. You hereby irrevocably waive (and agree to cause to be waived) any claims and assertions of moral rights or attribution with respect to your Customer Content. 

If you submit Customer Content to us, each such submission constitutes a representation and warranty to Veva that such Customer Content is your original creation (or that you otherwise have the right to provide the Customer Content), that you have the rights necessary to grant the license to the Customer Content under the prior paragraph, and that it and its use by Veva and its content partners as permitted by this Agreement does not and will not infringe or misappropriate the intellectual property or moral rights of any person or contain any libelous, defamatory, or obscene material or content that violates the terms of this Agreement or any applicable law.

10. SOCIAL MEDIA CONTENT

From time to time, Veva’s social media accounts (including Instagram, Twitter, Facebook, and Pinterest) repost a consumer’s photos, experiences, or stories from such consumer’s personal social media account. Veva will never repost your personal social media content (“User Generated Content” or “UGC”) without first obtaining your express written permission.

By agreeing to allow Veva to use your UGC, you represent and warrant: · You own all rights to the UGC and have the right to grant Veva a license to use the UGC (including any material embodied in the UGC); · You have express permission from any person, living or dead, in the UGC to use their likeness; · The UGC does not contravene or infringe on anyone else’s copyright or other intellectual property, moral rights, privacy or publicity rights; and · The UGC does not in any way violate any law, or the applicable social media platform’s terms of use, privacy policy, or other applicable rules or conditions.

Further, by agreeing to allow Veva to use your UGC, you agree to grant Veva an irrevocable, perpetual, non-exclusive, fully paid-up, royalty-free, sub-licensable license and right to reproduce, transmit, display, perform, comment on, edit, modify, alter, exploit, create derivative works based upon, combine with other works (and all copyrights therein and thereto and all renewals and extensions thereof), and otherwise distribute the UGC and all elements of the UGC, including without limitation, the photo and the likeness of any persons embodied therein, in any and all media now known or hereafter devised, worldwide, in perpetuity without compensation, permission, notification, attribution, or restriction from you or any third party.

You hereby release, discharge and agree to hold Veva and any person acting on Veva’s behalf harmless from all claims, demands, and liabilities whatsoever in connection with use of the UGC.

11. COMMUNICATIONS TO US

With respect to all emails you send to us, including but not limited to, feedback, questions, comments, suggestions, and the like (collectively, “Feedback”), you hereby assign to us all rights in such Feedback and agree that we shall have the right to use and fully exploit any ideas, concepts, know-how, or techniques contained in your Feedback for any purpose whatsoever, including but not limited to, the development, production and marketing of products and services that incorporate such information.  We will treat any Feedback you provide to us as non-confidential and non-proprietary.  You agree that you will not submit to us any information or ideas that you consider to be confidential or proprietary.

12. NO WARRANTIES/LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE WEBSITE, THE PRODUCTS, THE CONTENT, THE CUSTOMER CONTENT, AND THE SERVICES (COLLECTIVELY, THE “VEVA OUTPUT”) ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS AND WITHOUT ANY WARRANTIES OF ANY KIND, AND WE HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE VEVA OUTPUT AND ANY FUNCTIONS OF THE VEVA OUTPUT, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO, THE IMPIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OR ACCURACY, OF QUIET ENJOYMENT, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS.  WE DO NOT WARRANT AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE SERVICES, THAT THE FUNCTIONS CONTAINED IN THE SERVICES WILL MEET YOUR REQUIREMENTS, THAT THE OPERATION OF THE SERVICES OR FUNCTIONS OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, THAT THE RESULTS THAT MAY BE OBTAINED FROM THE SERVICES WILL BE ACCURATE OR RELIABLE, OR THAT DEFECTS IN THE SERVICES OR FUNCTIONS OF THE SERVICES WILL BE CORRECTED.  NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY COMPANY, ITS AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY.  SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO THE ABOVE EXCLUSION AND LIMITATIONS MAY NOT APPLY TO YOU.

We do not represent or guarantee the truthfulness, accuracy, or reliability of any content, CUSTOMER CONTENT, or User GENERATED Content posted by you or any other third party.  You accept that any reliance on such materials will be at your own risk.  You are solely responsible for the CUSTOMER Content you submit.  We do not endorse or accept responsibility for any customer Content submitted by you or other third parties on the Services. You assume all risks associated with your customer Content, including anyone’s reliance on their quality, accuracy, or reliability. You are solely responsible for any and all fees or costs you may incur to access the veva output through any wireless or other communication service.

YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE VEVA OUTPUT AND YOUR RELIANCE ON THE OPERATION, OUTPUT, OR RESULTS OF THE VEVA OUTPUT IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU.  We make no promises and disclaim all liability of specific results from the use of the VEVA OUTPUT. THE WEBSITE AND THE SERVICES MAY CONTAIN TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS OR OMISSIONS. WE ARE NOT RESPONSIBLE FOR ANY SUCH TYPOGRAPHICAL, TECHNICAL, OR PRICING ERRORS LISTED ON THE WEBSITE AND THE SERVICES. WE RESERVE THE RIGHT TO MAKE CHANGES, CORRECTIONS, AND/OR IMPROVEMENTS TO THE WEBSITE AND THE SERVICES AT ANY TIME WITHOUT NOTICE.

WE RESERVE THE RIGHT TO CANCEL OR MODIFY AN ORDER WHERE IT APPEARS THAT A CUSTOMER HAS ENGAGED IN FRAUDULENT OR INAPPROPRIATE ACTIVITY OR UNDER OTHER CIRCUMSTANCES WHERE IT APPEARS THAT THE ORDER CONTAINS OR RESULTED FROM A MISTAKE OR ERROR.

YOU SHOULD ALWAYS CONSULT YOUR PHYSICIAN OR MEDICAL ADVISORS BEFORE STARTING ANY DIET, EXERCISE, OR SUPPLEMENTATION PROGRAM. IN ADDITION, YOU SHOULD CAREFULLY READ ALL INFORMATION PROVIDED BY THE MANUFACTURERS OF THE PRODUCTS OR IN THE PRODUCT PACKAGING AND LABELS BEFORE USING ANY PRODUCT PURCHASED FROM OUR WEBSITES. INFORMATION PROVIDED ON THE WEBSITE AND THE USE OF ANY SERVICES PURCHASED FROM OUR WEBSITE BY YOU DOES NOT CONSTITUTE A DOCTOR-PATIENT RELATIONSHIP BETWEEN YOU AND ANY OF THE HEALTH PROFESSIONALS AFFILIATED WITH OUR WEBSITES. INFORMATION AND STATEMENTS REGARDING DIETARY SUPPLEMENTS HAVE NOT BEEN EVALUATED BY THE FOOD AND DRUG ADMINISTRATION AND ARE NOT INTENDED TO DIAGNOSE, TREAT, CURE OR PREVENT ANY DISEASE.

YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL WE (OR OUR SUPPLIERS) BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, SPECIAL, PUNITIVE, EXEMPLARY, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, GOODWILL, USE, OR DATA, ARISING FROM OR RELATING TO: (I) THESE TERMS OF USE OR YOUR USE OF, OR INABILITY TO USE, THE VEVA OUTPUT; (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION, OR SERVICES OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH, FROM, OR AS A RESULT OF THE VEVA OUTPUT; (III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (IV) STATEMENTS OR CONDUCT OF ANY USER OR THIRD PARTY ON OR THROUGH THE SERVICES; (V) YOUR RELIANCE ON ANY CONTENT MADE AVAILABLE BY US; (VI) DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION RESULTING FROM THE USE OR INABILITY TO ACCESS AND USE THE SERVICES, OR THE CONTENT, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; OR (VII) ANY OTHER MATTER RELATING TO THE VEVA OUTPUT.  ACCESS TO AND USE OF THE SERVICES IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR COMPUTER SYSTEM, OR LOSS OF DATA RESULTING THEREFROM.  TO THE MAXIMUM EXTENT PERMITTED BY LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO YOUR USE OF THE SERVICE (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO A MAXIMUM OF THE MONIES YOU HAVE PAID US IN CONNECTION WITH YOUR USE OF THE SERVICES DURING THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENTS GIVING RISE TO THE CLAIM. THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT.  YOU AGREE THAT OUR SUPPLIERS WILL HAVE NO LIABILITY OF ANY KIND ARISING FROM OR RELATING TO YOUR USE OF THE SERVICE.

SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.  

13. EXTERNAL SITES

The Website and the Services may contain links to third-party websites (“External Sites”). These links are provided solely as a convenience to you and not as an endorsement by us of the content on such External Sites. The content of such External Sites is developed and provided by others. You should contact the site administrator or webmaster for those External Sites if you have any concerns regarding such links or any content located on such External Sites. We do not control and are not responsible for the content of any linked External Sites.  We provide access to External Sites only as a convenience to you, and we do not review, approve, monitor, endorse, warrant, or make any representations regarding the content or accuracy of materials on such External Sites.  You use all External Sites at your own risk and should apply a suitable level of caution and discretion in doing so, including when downloading files from all websites to protect your computer from viruses and other destructive programs. If you decide to access linked External Sites, you do so at your own risk, and we disclaim all liability thereunder.  When you click on any of the links to External Sites, the applicable third party’s terms and policies apply, including the third party’s privacy and data gathering practices.  You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction in connection with any External Site.

14. MINORS

Due to the nature of the internet, we cannot prohibit minors from visiting our Website. However, all purchases of goods or services on our Website must be made by adults 18 years of age or older, and all users who register with our Websites must be 18 years of age or older or provide parental consent (see our Privacy Policy.)

15. INDEMNIFICATION AND RELEASE

You agree to indemnify and hold Company and its affiliates, officers, employees, partners, licensors, and agents (collectively, the “Released Parties”) harmless, including costs and attorneys’ fees, from any claim or demand made by any third party due to or arising out of (a) your use of or reliance on the Services, the Website, External Links, or the Content, (b) your violation of these Terms of Use, (c) your violation of applicable laws or regulations, (d) your Customer Content, (e) your misuse of the Content, the Website, or the Services, or (f) your violation of any third-party right, including without limitation any copyright, trademark, property, or privacy right. Company reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims.  You agree not to settle any matter without the prior written consent of Company.  Company will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.

You hereby release and forever discharge the Released Parties from, and hereby waive and relinquish, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injuries, death, and property damage), that has arisen or arises directly or indirectly out of, or that relates directly or indirectly to, the Services or any External Links.  IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”

16. COMPLIANCE WITH APPLICABLE LAWS

The Website and the Services are based in the United States. We make no claims concerning whether the Content may be downloaded, viewed, or be appropriate for use outside of the United States. If you access the Website, the Services, or the Content from outside of the United States, you do so at your own risk. Whether inside or outside of the United States, you are solely responsible for ensuring compliance with the laws of your specific jurisdiction.

17. TERMINATION OF THE AGREEMENT

We reserve the right, in our sole discretion, to restrict, suspend, or terminate this Agreement and your access to all or any part of the Services, at any time and for any reason without prior notice or liability. We reserve the right to change, suspend, or discontinue all or any part of the Services at any time without prior notice or liability.

18. DIGITAL MILLENNIUM COPYRIGHT ACT

Veva attempts to comply with all relevant laws. We will review all claims of copyright infringement received and remove any Content or user submissions deemed to have been posted or distributed in violation of any such laws.  The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. 

If you believe in good faith that your work has been copied on the Website and/or the Services in a way that constitutes copyright infringement and wish to have the allegedly infringing material removed, you may send a written “Notice of Claimed Infringement” containing the following information (pursuant to 17 U.S.C. § 512(c)) to our designated Copyright Agent:

  1. the physical or electronic signature of a person authorized to act on behalf of the owner of the copyright;
  2. identification of the copyrighted work(s) that you claim to have been infringed;
  3. identification of the material on our services that you claim is infringing and that you request us to remove;
  4. sufficient information to permit us to locate such material;
  5. your address, telephone number, and e-mail address;
  6. a statement that you have a good faith belief that use of the objectionable material is not authorized by the copyright owner, its agent, or under the law; and
  7. a statement that the information in the notification is accurate, and under penalty of perjury, that you are either the owner of the copyright that has allegedly been infringed or that you are authorized to act on behalf of the copyright owner.

If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, the DMCA permits you to send Vyvlo a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA; see http://www.loc.gov/copyright for details. 

Please note that, pursuant to 17 U.S.C. § 512(f), any misrepresentation of material fact (falsities) in a written notification automatically subjects the complaining party to liability for any damages, costs and attorney’s fees incurred by us in connection with the written notification and allegation of copyright infringement.

Our designated Copyright Agent under the Digital Millennium Copyright Act for the receipt of any Notification of Claimed Infringement which may be given under that Act is as follows:

Hayden Hamilton
Founder
Veva LLC
1314 NW Irving St #414
Portland, OR 97209

19. BINDING ARBITRATION

Dispute Resolution. Please read this Arbitration Agreement carefully.  It is part of your contract with Company and affects your rights.  It contains procedures for MANDATORY BINDING ARBITRATION AND A CLASS ACTION WAIVER.

(a) Applicability of Arbitration Agreement.  All claims and disputes (excluding claims for injunctive or other equitable relief as set forth below) in connection with the Terms of Use or the use of any Products or Services provided by the Company that cannot be resolved informally or in small claims court shall be resolved by binding arbitration on an individual basis under the terms of this Arbitration Agreement.  Unless otherwise agreed to, all arbitration proceedings shall be held in English.  This Arbitration Agreement applies to you and the Company, and to any subsidiaries, affiliates, agents, employees, predecessors in interest, successors, and assigns, as well as all authorized or unauthorized users or beneficiaries of services or goods provided under the Terms of Use.

(b) Notice Requirement and Informal Dispute Resolution.  Before either party may seek arbitration, the party must first send to the other party a written Notice of Dispute (“Notice”) describing the nature and basis of the claim or dispute, and the requested relief.  A Notice to the Company should be sent to: Veva LLC 1314 NW Irving St #414 Portland, OR  97209.  After the Notice is received, you and the Company may attempt to resolve the claim or dispute informally.  If you and the Company do not resolve the claim or dispute within thirty (30) days after the Notice is received, either party may begin an arbitration proceeding.  The amount of any settlement offer made by any party may not be disclosed to the arbitrator until after the arbitrator has determined the amount of the award, if any, to which either party is entitled.

(c) Arbitration Rules.  Arbitration shall be initiated through the American Arbitration Association (“AAA”), an established alternative dispute resolution provider (“ADR Provider”) that offers arbitration as set forth in this section.  If AAA is not available to arbitrate, the parties shall agree to select an alternative ADR Provider.  The rules of the ADR Provider shall govern all aspects of the arbitration, including but not limited to the method of initiating and/or demanding arbitration, except to the extent such rules are in conflict with the Terms of Use.  The AAA Consumer Arbitration Rules (“Arbitration Rules”) governing the arbitration are available online at www.adr.org or by calling the AAA at 1-800-778-7879.  The arbitration shall be conducted by a single, neutral arbitrator.  Any claims or disputes where the total amount of the award sought is less than Ten Thousand U.S. Dollars (US $10,000.00) may be resolved through binding non-appearance-based arbitration, at the option of the party seeking relief.  For claims or disputes where the total amount of the award sought is Ten Thousand U.S. Dollars (US $10,000.00) or more, the right to a hearing will be determined by the Arbitration Rules.  Any hearing will be held in a location within 100 miles of your residence, unless you reside outside of the United States, and unless the parties agree otherwise.  If you reside outside of the U.S., the arbitrator shall give the parties reasonable notice of the date, time, and place of any oral hearings. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.  If the arbitrator grants you an award that is greater than the last settlement offer that the Company made to you prior to the initiation of arbitration, the Company will pay you the greater of the award or $2,500.00.  Each party shall bear its own costs (including attorney’s fees) and disbursements arising out of the arbitration and shall pay an equal share of the fees and costs of the ADR Provider.

(d) Additional Rules for Non-Appearance Based Arbitration.  If non-appearance based arbitration is elected, the arbitration shall be conducted by telephone, online, and/or based solely on written submissions; the specific manner shall be chosen by the party initiating the arbitration.  The arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise agreed by the parties.

(e) Time Limits.  If you or the Company pursue arbitration, the arbitration action must be initiated and/or demanded within the statute of limitations (i.e., the legal deadline for filing a claim) and within any deadline imposed under the AAA Rules for the pertinent claim.

(f) Authority of Arbitrator.  If arbitration is initiated, the arbitrator will decide the rights and liabilities, if any, of you and the Company, and the dispute will not be consolidated with any other matters or joined with any other cases or parties.  The arbitrator shall have the authority to grant motions dispositive of all or part of any claim.  The arbitrator shall have the authority to award monetary damages, and to grant any non-monetary remedy or relief available to an individual under applicable law, the AAA Rules, and the Terms of Use.  The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded.  The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have.  The award of the arbitrator is final and binding upon you and the Company.

(g) Waiver of Jury Trial.  THE PARTIES HEREBY WAIVE THEIR CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY, instead electing that all claims and disputes shall be resolved by arbitration under this Arbitration Agreement.  Arbitration procedures are typically more limited, more efficient and less costly than rules applicable in a court and are subject to very limited review by a court.  In the event any litigation should arise between you and the Company in any state or federal court in a suit to vacate or enforce an arbitration award or otherwise, YOU AND THE COMPANY WAIVE ALL RIGHTS TO A JURY TRIAL, instead electing that the dispute be resolved by a judge.

(h) Waiver of Class or Consolidated Actions.  YOU AGREE THAT YOU MAY BRING CLAIMS AGAINST US ONLY IN YOUR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS CUSTOMER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING, AND CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER.  YOU ARE GIVING UP YOUR RIGHT TO SERVE AS A REPRESENTATIVE, AS A PRIVATE ATTORNEY GENERAL, OR IN ANY OTHER REPRESENTATIVE CAPACITY, OR TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, IN ANY LAWSUIT INVOLVING ANY SUCH DISPUTE. 

(i) Confidentiality.  All aspects of the arbitration proceeding, including but not limited to the award of the arbitrator and compliance therewith, shall be strictly confidential.  The parties agree to maintain confidentiality unless otherwise required by law.  This paragraph shall not prevent a party from submitting to a court of law any information necessary to enforce this Agreement, to enforce an arbitration award, or to seek injunctive or equitable relief.

(j) Severability.  If any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable by a court of competent jurisdiction, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Agreement shall continue in full force and effect.

(k) Right to Waive.  Any or all of the rights and limitations set forth in this Arbitration Agreement may be waived by the party against whom the claim is asserted.  Such waiver shall not waive or affect any other portion of this Arbitration Agreement.

(l) Survival of Agreement.  This Arbitration Agreement will survive the termination of your relationship with Company and/or these Terms of Use. 

(m) Small Claims Court.  Notwithstanding the foregoing, either you or the Company may bring an individual action in small claims court.

(n) Emergency Equitable Relief.  Notwithstanding the foregoing, either party may seek emergency equitable relief before a state or federal court in order to maintain the status quo pending arbitration.  A request for interim measures shall not be deemed a waiver of any other rights or obligations under this Arbitration Agreement.  Nothing in this Agreement will prevent Veva from seeking injunctive relief in any court of competent jurisdiction as necessary to protect Veva’s proprietary interests.

(o) Claims Not Subject to Arbitration.  Notwithstanding the foregoing, claims of defamation, violation of the Computer Fraud and Abuse Act, and infringement or misappropriation of the other party’s patent, copyright, trademark or trade secrets shall not be subject to this Arbitration Agreement.

(p) Courts.  In any circumstances where the foregoing Arbitration Agreement permits the parties to litigate in court, the parties hereby agree to submit to the personal jurisdiction of the courts located within Multnomah County, Oregon, for such purpose.

(q) Cooperation.  The parties shall cooperate in good faith in the voluntary and informal exchange of all non-privileged documents and other information (including electronically stored information) relevant to the Dispute immediately after commencement of the arbitration.

20. MISCELLANEOUS

This Agreement is governed by the internal substantive laws of the State of Oregon, without respect to its conflict of laws provisions. If this Agreement is terminated in accordance with the Termination provision above, such termination shall not affect the validity of the following provisions of this Agreement, which shall remain in full force and effect: Sections 1, 3, 7-13, and 15-20.

Our failure to act on or enforce any provision of the Agreement shall not be construed as a waiver of that provision or any other provision in this Agreement. No waiver shall be effective against us unless made in writing, and no such waiver shall be construed as a waiver in any other or subsequent instance. Except as expressly agreed by us and you in writing, this Agreement constitutes the entire Agreement between you and us with respect to the subject matter, and supersedes all previous or contemporaneous agreements, whether written or oral, between the parties with respect to the subject matter. The section titles in these Terms of Use are for convenience only and have no legal or contractual effect. The word “including” means “including without limitation”.  If any provision of these Terms of Use is, for any reason, held to be invalid or unenforceable, the other provisions of these Terms of Use will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law.   Your relationship to Company is that of an independent contractor, and neither party is an agent or partner of the other.   These Terms of Use, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Company’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.  Company may freely assign these Terms of Use.  The terms and conditions set forth in these Terms of Use shall be binding upon assignees.