Savue Inc., a Delaware corporation, including its subsidiaries, affiliates, successors, and assigns (collectively, "Savue", "we", "us", and/or "our"), operates the www.fundmed.com website accessible through any device (the "Website"), an application on a mobile device enabling the execution of one or more functions (the "Mobile Application"), and an application enabling the execution of one or more functions associated with a transaction purchasing a Product as defined herein (the "Payment Application" including digital and non-digital forms, e.g., a physical payment card in the form of paper or plastic) (the Mobile Application and Payment Application are the "Applications" and the Website and Applications are collectively the "Services").
By using any of our Services as a Beneficiary (as defined herein), a Donor (as defined herein), and/or any other party not a Beneficiary or a Donor, you agree to and hereby become a party to this Agreement. If you do not agree with any of these terms, please immediately stop using all of our Services. Please carefully read this entire Agreement. This Agreement applies to your use of any of our Services as a Beneficiary and/or a Donor except where the Agreement refers specifically to one party or a Third Party as defined herein.
Services. Savue grants you a limited, non-exclusive, revocable, non-transferable, and non-sublicensable license to use any of our Services for your personal purposes, which can include donating to a Beneficiary, buying Products from Sellers, and/or redeeming an Offer through any of our Services. A product can include a good, e.g., a prescription drug, and/or service, e.g., a laboratory test (the "Product"). A price is the amount of currency required to purchase a Product (the "Price"). An offer can include a promise by any party, e.g., a Seller, to pay for part or all of the Price of a Product in the form of cash and/or in-kind Product (the "Offer"). A seller of Products can include without limitation: (a) a retailer, e.g., a pharmacy, selling a Product; (b) a provider selling a Product, e.g., a hospital or physician; and/or (c) a manufacturer selling a good, e.g., a company producing a prescription drug (collectively, the "Seller"). A third party means a person or entity other than Savue or you as a Beneficiary or Donor which is not directly affiliated with Savue and, if directly affiliated with Savue, where you do not reasonably know such affiliation (the "Third Party").>
This license excludes: (a) any collection or use of any data related to a Product except as we expressly authorize; (b) any resale or derivative use of any of our Services or any information (including without limitation: data, text, graphics, images, video, and/or other information) published on any of our Services (the "Content"); (c) any use of data mining, robots, or similar data collection and extraction tools with respect to any of our Services or Content; and (d) any grant of intellectual property rights related to any of our Services and Content. We and our licensors reserve and retain all rights we and our licensors do not expressly grant you in this Agreement. You may use any of our Services only as permitted by law. If you do not comply with this Agreement, we will terminate this license and you must immediately destroy any copies you have downloaded of the Services and made of the Content.
United States copyright laws and international laws and treaties govern the use of any of our Services, including its operation, interface, and Content, which may not be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any unauthorized purpose without our express prior written consent. Any unauthorized use shall immediately terminate the rights and licenses we and any licensors hereunder grant.
We reserve the right to terminate immediately your use of any of our Services if, in our sole discretion, we determine that your use of any automatic devices or software or manual process(es) acts to impose on our infrastructure an unreasonable or disproportionately large load relative to the number of purchases you execute on or through any of our Services.
Applications. The Applications are the property of Savue or its licensors and are protected by applicable intellectual property laws. We license and do not sell the Applications to you. You may use the Applications only as these Terms permit.
Hyperlink. We grant you a limited, non-exclusive, and revocable right to create a hyperlink to any part of our Services as long as the hyperlink does not portray us or our licensors, suppliers, publishers, or other content providers or their respective Products in a false, misleading, derogatory, or otherwise damaging manner. You may not use any logo or other proprietary trademark of Savue, our licensors, suppliers, publishers, or other content providers as part of a hyperlink to any of our Services without the express prior written consent of Savue, our licensors, suppliers, publishers, or other content providers, respectively.
Savue does not allow individuals under 18 years old to use any of our Services. If you are under 18, you should not provide us any information. By using any of our Services, you represent and warrant that you are at least 18 years of age. We reserve the right to terminate your use of any of our Services if we learn you are under 18 years old.
We allow the use of any of our Services only: (a) by a resident of the United States; and (b) if you have the full legal capacity to enter into a contract.
Your use of any of our Services, transmission of an email or any other electronic communications to Savue, and/or reception of an email or other electronic communications from us constitute electronic communications (the "Electronic Communications"). We will transmit information to you only via email and/or by publishing a notice on our Website. You consent to receive from us any Electronic Communications. You agree to transmit any Electronic Communications to us in the English language and consent to receive any Electronic Communications from us in the English language. You agree that any publication of information on any of our Services or your receiving an email from us satisfies any legal requirement for a written communication.
Savue can identify and/or facilitate the processing of sources of funds which can decrease the amount a Beneficiary can pay for Products. We do not sell, resell, or license any Products. We are not licensed to sell health insurance in any state and expressly disclaim the solicitation, sale, or negotiation of insurance. We do not perform on behalf of a broker or agent any insurance activities, including without limitation: the solicitation of insurance, the processing of applications for insurance, and/or the collection of insurance premium payments. You acknowledge that, to the maximum extent permitted by law, we disclaim any responsibility for and liability related to the purchase and/or use of Products. You should direct any questions, complaints, or claims related to any Product to the appropriate Seller or Third Party. While we may facilitate the processing of one or more potential sources of funds, Savue is not a "covered entity" as defined in 45 C.F.R. § 160.103. We protect any health information in accordance with our Privacy Statement.
We do not warrant the continuous, uninterrupted, or secure access to any of our Services. Numerous factors may interfere with the operation of any of our Services.
A source of funds which can potentially decrease the amount a Beneficiary pays for a Product is a transfer of money from one or more parties, including an individual, a business, a government, and/or any other party made through the Services (the "Donor") to a Seller of one or more Products purchased by an individual setting up an account with Savue (the "Beneficiary"). This Agreement defines a Beneficiary Account as an account to which funds are deposited and/or from which funds are withdrawn to purchase a Product. This Agreement defines a Donation as funds deposited to a Beneficiary Account. The Beneficiary may provide information on the Website asking a potential or actual Donor for such Donations (the "Fundraiser").
While we can facilitate a Donation by a Donor to a Beneficiary Account, we are not a party to any contract between the Donor and the Beneficiary. We are not a broker, agent, creditor, debtor, or insurer for any Beneficiary.
E.1 Donation Terms Applicable Exclusively to a Donor
To make a Donation to a Beneficiary Account, you must provide Savue information associated with a payment instrument. You represent and warrant to us that such information is true and you are authorized to use the payment instrument. After making a Donation through the Website, you agree that all Donations are final, we have no obligation to refund any Donation, and you waive any claim to any Balance (as defined herein).
If you are a Donor, you should rely on your financial and/or tax advisor for any tax advice. Because we are a for-profit corporation and are not a charitable organization, you may not deduct from your taxable income a Donation you make through the Website.
You agree to the fees charged by us to process a Donation which are described at www.fundmed.com/pricing. We list the amount of funds available to the Beneficiary after we subtract such fees. You agree to all applicable terms and conditions set forth by any party processing a Donation.
We exercise no control over any communication with or information provided by the Beneficiary whether through or outside of the Services, do not represent or warrant the accuracy or completeness of any Fundraiser, do not endorse any Beneficiary or Fundraiser, and hereby disclaim all liability related to such communication or information to the maximum extent permitted by law.
You must make the final determination whether to make a Donation and/or the amount of the Donation through the Website.
If we terminate any Beneficiary Account with a remaining positive amount of funds (the "Balance"), we will transfer the Balance to an organization at our sole election which is exempt from taxation under 26 U.S.C. § 501(c)(3) and whose primary purpose is to provide healthcare goods and/or services.
E.2 Donation Terms Applicable Exclusively to a Beneficiary
If you are a Beneficiary, you hereby authorize Savue to share with potential and actual Donors any information you provide in a Fundraiser.
You represent and warrant that: (a) any information you provide on the Website, including without limitation in a Fundraiser (the "User Content"), is accurate and complete and does not mislead, defraud, or deceive any potential or actual Donor; (b) you will comply with any applicable laws and regulations in your jurisdiction when you solicit Donations; (c) you own all right, title, and interest in and to, or otherwise hold any and all required rights to exploit fully any User Content; and (d) if you share with us any personal data of any Third Party for any purpose, you have the authority and acquired any necessary consent to give us such personal data and allow us to use such personal data.
By uploading any User Content, you hereby grant and will grant us a nonexclusive, worldwide, perpetual, irrevocable, transferable, sublicensable, royalty-free, and fully paid license to upload, store, copy, display, distribute, modify, and/or otherwise use your User Content in connection with our Services or the promotion, advertising, or marketing thereof. If any User Content includes your name, image, or likeness, you hereby release, indemnify, and hold harmless us, our partners, and other parties with which we have a contract, and our and their respective present, former, and future officers, directors, employees, and agents and our and their respective heirs, legal representatives, successors, and assigns from and against: (a) all claims for invasion of privacy, publicity, and/or libel; (b) all claims by virtue of any alteration, use, or exploitation of your name, image, and/or likeness; and (c) any liability for claims made by you in connection with your User Content, name, image, and/or likeness. If any person other than you appears in your User Content, you represent and warrant that you hold all necessary licenses, waivers, and releases from such person(s) for our benefit consistent with the license in this Agreement.
You agree you are solely responsible for all information appearing in a Fundraiser which you upload.
We do not guarantee that a Fundraiser will attract the amount of Donations you specify or any Donations at all.
You acknowledge it is solely your responsibility to: (a) determine if any Donations deposited to your Beneficiary Account qualify as taxable income; (b) report to the appropriate tax authority any Donations qualifying as taxable income; and (c) pay any tax on such taxable income.
You agree that we may limit your use of the Services, including without limitation: the maximum period of time that we will retain any data you provide and the maximum amount of storage we allocate on your behalf.
We prohibit the uploading of the following types of information, including without limitation: information which (a) describes any activity violating any law or regulation in any applicable jurisdiction; (b) defrauds, deceives, and/or misleads any potential or actual Donor; (c) promotes hate, violence, harassment, discrimination, terrorism, and/or intolerance of any kind relating to any group specified in any applicable law or regulation; (d) describes pornography or other sexual content which is not related to health; (e) infringes any intellectual property or other proprietary rights of any party; (f) breaches any contractual or fiduciary duty as a result of your uploading, e.g., by providing us proprietary and/or confidential information; (g) causes or threatens to cause a privacy or security risk to any person; (h) contains software code, files, and/or programs which destroy, interrupt, and/or degrade the functionality of any computer or telecommunications software or hardware; and/or (i) in our sole decision may expose us or our users to any harm or liability (collectively, the "Prohibited Information"). You agree that any failure by us to delete Prohibited Information from your User Content, including a Fundraiser, when you upload such Prohibited Information shall not waive our right to delete Prohibited Information at any time thereafter.
You agree that we reserve the right to terminate any Beneficiary Account or Fundraiser that is inactive for an extended period of time as determined solely by us and which shall be no shorter than one (1) year. You agree that a Beneficiary Account from which funds have not been used to pay a Seller for more than one (1) year or a Fundraiser through which no Donor has made a Donation for at least one (1) year qualifies as an "Inactive Account". We will use our commercially reasonable efforts to provide you through Electronic Communications with reasonable notice before terminating your Inactive Account. We will transfer the Balance to either: (a) the provider which originally communicated to you about our Services; or (b) an organization at our sole election which is exempt from taxation under 26 U.S.C. § 501(c)(3) and whose primary purpose is to provide healthcare goods and/or services.
Savue does not warrant the accuracy, completeness, reliability, and/or timeliness of any Content regardless of its source, including without limitation: Product descriptions, Prices, Offers by Sellers, Offers by insurers, Offers by Third Parties, shipping costs, and/or sales taxes. Any Price of a Product displayed in our Services is an estimate, unless otherwise described as an exact Price. We provide any such Content solely for informational purposes and do not recommend or endorse any such Content, Product, Offer, Seller, and/or other Third Party displayed on any of our Services. You agree that we assume no liability (financial, medical, or otherwise) for any inaccuracy, incompleteness, unreliability, lack of timeliness, error, and/or omission in our search results or other Content. You assume the entire risk of any inaccuracy, incompleteness, unreliability, lack of timeliness, error, and/or omission in our search results or other Content.
We provide Content about Offers which can pay for part or all of the Price of a Product. While we try to identify one or more Offers for which you may qualify based at least in part on the information you provide, you agree that we assume no liability (financial, medical, or otherwise) for any inaccuracy, incompleteness, unreliability, lack of timeliness, error, and/or omission in our search results or other Content. We encourage you to contact directly the party making an Offer, which is solely responsible for final determination of your qualification or eligibility for the Offer.
We do not provide professional, financial, medical, and/or any other advice. You agree: (a) not to construe any Content as us providing professional, financial, medical, and/or other advice; and (b) not to rely upon any Content as the basis for any decision or action, including without limitation: the making of a financial decision, the diagnosis or treatment of any health condition, and/or the qualification or eligibility for any Product or Offer. The relationship between us and you is not a professional or similar relationship. You agree that your use of any of our Services does not create a provider-patient relationship with us. You should always seek the advice of a qualified professional with respect to any question and never: (a) avoid seeking; (b) delay seeking; or (c) disregard advice of a qualified professional, including your physician or other medical professional, because of any Content you read.
At registration of any of our Services, when using any of our Services, or when otherwise communicating with us, you agree to:
You should recognize your obligations to indemnify us and potentially other parties for your use of any of our Services and/or Content and any content you submit to us as specified in this Agreement's INDEMNITY Section.
Savue provides the Beneficiary the option of using a Payment Application to pay for part or all of the Price of a Product.
You represent and warrant that you will take reasonable care to prevent any Third Party from using the Payment Application we assign to you. For example, you will take reasonable care not to allow a Third Party to use a Payment Application in: (a) non-digital form, e.g., paper or plastic, you download from our Website or receive from us through physical delivery; or (b) in digital form, e.g., as part of a Mobile Application you download from our Website or the website of any Third Party.
We will use our commercially reasonable efforts to enable your use of the Payment Application to pay for a Product with funds donated to your Beneficiary Account through our Website where funds donated before 3:00 pm eastern time on a business day will be available no later than 9:00 am eastern time on the third following business day and where a business day excludes Saturday, Sunday, and any bank holiday. For example, funds donated on a Friday after 3:00 pm eastern time and before 3:00 pm the following Monday will be available for use no later than 9:00 am eastern time on the next Thursday where none of the days from Friday through Thursday is a bank holiday.
You acknowledge that, unless we notify you otherwise, the amounts you pay for a healthcare Product with a Payment Application: (a) may not count toward your deductible for your health insurance plan and your plan is solely responsible for determining whether payments with a Payment Application count toward your deductible; and (b) may not count toward your "out-of-pocket" spending in the coverage gap if you are enrolled in a Medicare Part D plan and your plan is solely responsible for determining whether payments with a Payment Application count toward your "out-of-pocket" spending.
Any funds we receive from a Donor or any Third Party do not qualify as a deposit or investment service under any applicable law or regulation and therefore do not qualify for any deposit guarantee or insurance provided by any authority, including the Federal Deposit Insurance Corporation (the "FDIC").
If any government entity notifies us of a court order or other legal process affecting a Beneficiary or we otherwise believe applicable law or regulatory requirements requires us to, we may take certain actions, including without limitation: holding payments from a Beneficiary Account. We will decide, in our sole election, which action we must take. Unless the court order, applicable law, regulatory requirement, or other legal process requires otherwise, we will notify the Beneficiary of these actions. We have no obligation to contest any court order or legal process affecting the Beneficiary or Beneficiary Account.
Our Services may provide hyperlinks to the websites of and/or may exchange data with Sellers, other third party Sellers, partners, and/or other parties (the "Outbound Hyperlink"). Other websites may provide hyperlinks to any of our Services (the "Inbound Hyperlink") with or without our authorization. Our provision of any Outbound Hyperlinks or your connection to any of our Services through any Inbound Hyperlink does not constitute our endorsement of such third parties, their websites, or their business practices. We do not warrant or claim responsibility for in any way the Products, Offers, content, business practices, or privacy policies of any party operating a website associated with an Outbound Hyperlink or Inbound Hyperlink and you agree that we are not liable for any expenses, losses, or damages (financial, medical, or otherwise) incurred in connection therewith.
We have no control over in any way the business practices of any Seller or other Third Party or the quality, safety, or legality of any Product listed on any of our Services or any Transaction occurring related to a Product listed on any of our Services.
If you use any of our Services through a mobile device, your wireless service provider may charge you fees for exchanging data with us. We assume no liability for such fees. If you change or stop using your mobile phone number, you agree to update immediately your new mobile phone number at our registration so that we will not send any information to the party acquiring your prior phone number.
SAVUE PROVIDES ANY OF OUR SERVICES AND ANY CONTENT ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF ANY OF OUR SERVICES OR THE INFORMATION, CONTENT, GRAPHICS, HYPERLINKS, MATERIALS, GOODS, OR SERVICES INCLUDED ON ANY OF OUR SERVICES, OR THEIR ACCURACY, COMPLETENESS, RELIABILITY, AND/OR TIMELINESS. IN ADDITION, THIRD PARTIES PROVIDE SOME OF THE MATERIAL ON ANY OF OUR SERVICES. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE SHALL NOT BE RESPONSIBLE FOR ANY SUCH THIRD PARTY MATERIAL. YOU EXPRESSLY AGREE THAT YOUR USE OF ANY OF OUR SERVICES OR ANY TRANSACTION RESULTING THEREOF IS AT YOUR SOLE RISK. WE DO NOT WARRANT CONTINUOUS, UNINTERRUPTED, AND/OR SECURE ACCESS TO ANY OF OUR SERVICES. NUMEROUS FACTORS OUTSIDE OF OUR CONTROL MAY INTERFERE WITH THE OPERATION OF ANY OF OUR SERVICES.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION: IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY OR THIRD PARTY RIGHTS REGARDING ANY OF OUR SERVICES, AND WARRANTIES ARISING BY USAGE OF TRADE, COURSE OF DEALING, OR COURSE OF PERFORMANCE. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE MAKE NO WARRANTIES REGARDING ANY GOODS OR SERVICES PRESENTED ON ANY OF OUR SERVICES, ANY OFFERS PRESENTED ON ANY OF OUR SERVICES, OR ANY TRANSACTIONS EXECUTED ON OR THROUGH ANY OF OUR SERVICES, OR THAT ANY OF OUR SERVICES, OUR SERVERS, OR E-MAIL OR OTHER COMPUTER PROGRAMS SENT FROM US ARE FREE OF VIRUSES OR OTHER COMPONENTS WHICH MAY AFFECT YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ANY AND ALL LIABLITIES FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF ANY OF OUR SERVICES, INCLUDING WITHOUT LIMITATION: INJURY, DEATH, LOSS, CLAIM, DIRECT, INDIRECT, SPECIAL, EXEMPLARY, INCIDENTAL, PUNITIVE, AND CONSEQUENTIAL DAMAGES, ANY DAMAGES RELATED TO LOSS OF BUSINESS OR BUSINESS OPPORTUNITIES, ANY DAMAGES RELATED TO LOSS OF COMPUTER PROGRAMS OR DATA ON YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY, OR ANY OTHER TYPE OF DAMAGES, WHETHER BASED IN WARRANTY, CONTRACT, TORT, STRICT LIABILITY, AND/OR ANY OTHER LEGAL THEORY, ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR USE OF ANY OF OUR SERVICES OR CONTENT, EVEN IF ANY PARTY ADVISES US OF THE POSSIBILITY OR LIKELIHOOD OF DAMAGES.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OF IMPLIED, ABOUT THE SATISFACTION OF ANY GOVERNMENT REGULATIONS REQUIRING DISCLOSURE OF INFORMATION ON PRODUCTS.
CERTAIN STATE LAWS IN THE UNITED STATES DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS, IN WHICH CASE YOU AGREE TO FILE A CLAIM(S) WITHIN ONE (1) CALENDAR YEAR OF THE OCCURRENCE OF THE FACTS GIVING RISE TO THE CLAIM(S) (THE "FILING PERIOD"). IF YOU DO NOT FILE A CLAIM(S) WITHIN THE FILING PERIOD, YOU AGREE TO THE PERMANENT BAR OF FILING THE CLAIM(S). IF YOU ARE DISSATISFIED WITH ANY OF OUR SERVICES OR CONTENT OR DISAGREE WITH ANY TERMS OF THIS AGREEMENT, YOUR SOLE REMEDY IS TO STOP USING ALL OF OUR SERVICES.
To the maximum extent permitted by law, you agree to defend, indemnify, and hold harmless Savue, our partners, and other parties with which we have a contract, and our and their respective present, former, and future directors, officers, employees, agents, and legal representatives and our and their respective heirs, successors, and assigns from and against any and all present or future, actual, contingent, or consequential, direct or third party, known or unknown, disclosed or undisclosed: (a) claims, (b) counterclaims, (c) demands, (d) actions, (e) causes of action, (f) losses, (g) damages, (h) liens, (i) attachments, (j) injury (including death), (k) cost of defense, settlement, mediation, or appeal (including without limitation any legal and accounting fees), and (l) any other liabilities of any kind, where (a)-(l) arises from or is in connection with your use of any of our Services and/or Content, your transmission of any content to us, your violation of any rights of a third party in connection with your use of any of our Services or Content, and/or your breach or alleged breach of this Agreement (the "General Indemnity"). We shall provide notice to you of any such claim, suit, and/or proceeding.
In the event of a dispute between a Beneficiary and a Seller, partner, and/or other party listed on any of our Services and/or a dispute between a Donor and a Beneficiary, to the maximum extent permitted by law, the Beneficiary and Donor each releases us, our partners, and other parties with which we have a contract, and our and their respective present, former, and future directors, officers, employees, agents, and legal representatives and our and their respective heirs, successors, and assigns from and against any and all present or future, actual, contingent, or consequential, direct or third party, known or unknown, disclosed or undisclosed items (a)-(l) listed in the immediately previous paragraph arising from or in connection with such a dispute (the "Dispute Release").
In authorizing either the General Indemnity or Dispute Release, you expressly waive any protections, to the maximum extent permitted by law, that would otherwise limit the coverage of this release, to include only those claims you may know or suspect to exist in your favor when agreeing to this release.
If you are a California resident and you use any of our Services, you expressly waive the rights granted to you under: (a) California Civil Code § 1542, 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"; as well as (b) any other similar statute or common law principle.
Savue and/or our licensors own all content included in or made available through any of our Services, which can include without limitation: text, graphics, logos, images, audio clips, video clips, digital downloads, data compilations, format, design, user interface, software, and/or other copyrighted material (collectively the "Materials"). United States and international copyright laws protect these Materials. We are the exclusive owner of the compilation of all content included in or made available through any of our Services.
Savue owns one or more patents which can apply to any of our Services.
Savue is a trademark of Savue. In addition, graphics, logos, format, design, and user interface included in or made available through any of our Services are trade dress of Savue in the U.S. and other countries. No party may use our trademarks and/or trade dress in connection with any good or service that is not offered by us in any manner that: (a) is likely to cause confusion, cause mistake, or deceive as to the affiliation, connection, or association with Savue; and/or (b) disparages or discredits Savue.
Any other Product or company names, marks, graphics, and/or logos appearing within any of our Services are the property of their respective owners and appear through the courtesy of and/or a license from such owners, which may or may not be affiliated with, connected to, and/or associated with us.
Savue disclaims any responsibility for the content of any Third Party materials provided through or on any of our Services or other services (the "Third Party Content"). We will reply to written notices complying substantially with 17 U.S.C. § 512(c)(3)(A) which allege infringement regarding Third Party Content as follows.
You should transmit to the Digital Millennium Copyright Act (the "DMCA") address herein a written communication that includes substantially the following:
Upon receiving the written notification including substantially the information in (1) through (6) above, we will:
We will receive at the DMCA Address any Counter Notification from a Subscriber that includes substantially the following:
The DMCA Address is:
P.O. Box 931
Darien, CT 06820
By Email: firstname.lastname@example.org
Savue and you agree first to contact each other with any dispute between us and provide a written explanation of the dispute, all relevant information, and the proposed resolution. You agree to transmit any such information in electronic form to email@example.com and we agree to transmit any such information in electronic form to the email address you registered.
If we cannot resolve the dispute originated in this Arbitration Clause 1 within sixty (60) days, Savue and you agree to settle any controversy, claim, or counter-claim arising out of or relating to this Agreement or the breach or alleged breach thereof (the "Claim") by binding and final arbitration administered by the American Arbitration Association (the "AAA") in accordance with its Commercial Arbitration Rules (the "AAA Rules") including any applicable Supplementary Procedures for the Resolution of Consumer-Related Disputes (the "Supplementary Procedures"), except as this DISPUTES Arbitration Section modifies. If this Agreement conflicts with the AAA Rules and/or Supplementary Procedures, we and you agree that this Agreement governs.
Except as specified in this DISPUTES Arbitration next paragraph, claims shall include without limitation: (a) any past, present, and future disputes; and (b) any dispute of the validity, interpretation, applicability, and/or enforcement of any clause in this DISPUTES Section.
Claims shall exclude: (a) any disputes arising from an alleged violation of intellectual property rights (the "IPR Dispute") for which the injured party may suffer irreparable harm and may seek any: (i) equitable remedies, including without limitation: a restraining order, a preliminary injunction, an injunction, and/or specific performance; and/or (ii) legal remedies, and (b) any action to enforce an arbitration decision(s) (the "Arbitration Decision Enforcement") which any court of competent jurisdiction may enforce.
Judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.
We and you agree to: (a) have a single arbitrator decide the Claim(s); and (b) expressly waive any right to have more than one arbitrator decide the Claim(s). The AAA shall appoint a single arbitrator in accordance with the AAA Rules. For any Claims(s) whose aggregate value is $10,000 or more, the AAA shall appoint a single arbitrator based in Connecticut with knowledge of Internet commerce in Connecticut, in particular, and the United States, in general.
For any Claim(s) whose aggregate value is less than $10,000, we and you agree to: (a) resolve any Claim(s) exclusively through the parties submitting arguments and evidence in writing and the arbitrator deciding the Claim(s) based only on the documents (the "Desk Arbitration"); and (b) waive expressly any right to a hearing.
For any Claim(s) whose aggregate value is $10,000 or more, we and you agree to: (a) request the arbitrator to hold a hearing, either telephonic or in-person to be determined by the arbitrator; and (b) conduct the hearing in accordance with the Expedited Procedures of the Commercial Dispute Resolution Procedures. If the arbitrator determines to hold an in-person hearing, we and you agree to hold the hearing in Fairfield County, Connecticut, USA and conduct the hearing in English.
For any Claim(s) of any value, we and you agree that: (a) we and you will share equally all expenses: (i) of the arbitrator, including without limitation his/her compensation, any required travel, and any other required expenses; (ii) of the AAA, including without limitation filing fees and hearing room rentals; and (iii) relating to proof and witnesses produced at the direction of the arbitrator ((i)-(iii) collectively the "Arbitration Expenses"); and (b) we and you will each be responsible for its own attorney, expert, and other fees (the "Attorney Expenses"). If the arbitrator determines that a party filed the Claim(s) which is/are patently frivolous or for purposes of harassment or any other improper purpose, the non-prevailing party shall be responsible for all Arbitration Expenses and its Attorney Expenses and the prevailing party's reasonable Attorney Expenses. No party shall construe any indemnification provision hereunder as having any bearing on the award of Arbitration Expenses or Attorney Expenses under this clause.
We and you agree to file any Claim(s) within the Filing Period. If we or you do not file a Claim(s) within the Filing Period, both parties agree on the permanent bar of filing the Claim(s).
Except as may be required by law, neither party nor the arbitrator may disclose the existence, content, or results of any arbitration hereunder without the express prior written consent of both parties.
We and you agree to settle any Claim(s) in any forum only on an individual basis. Savue and you each waive any right either to: (a) join any Claim(s) with the Claim(s) of any other person or entity; or (b) assert any Claim(s) in a representative capacity on behalf of any other person or entity (including without limitation: a class action, consolidated action, representative action, or any other proceeding in which either we or you act in a representative capacity) in any lawsuit, arbitration, or other proceeding. The arbitrator may award remedy (including equitable and/or legal) only to the extent necessary to provide remedy necessitated by one person's or one entity's individual Claim(s). If for any reason any court or arbitrator holds that this limitation to settle any Claim(s) in any forum on an individual basis is unenforceable, then our agreement to arbitrate does not apply and we agree to submit the Claim(s) to a court. To the maximum extent allowed by law, we and you each waive any right to trial by jury in any suit or other proceeding.
2. IPR Dispute and Arbitration Decision Enforcement
We and you agree to bring suit in court only to resolve an IPR Dispute or Arbitration Decision Enforcement. In any such suit, Savue and you agree to waive any right to trial by jury.
We and you agree to resolve any IPR Dispute or Arbitration Decision Enforcement exclusively in state or federal court located in Fairfield County, Connecticut, USA. Savue and you agree to submit to the personal jurisdiction of the courts located in Fairfield County, Connecticut, USA for the purpose of litigating any IPR Dispute or Arbitration Decision Enforcement. Notwithstanding the above, you agree that we can still apply for equitable remedy in any jurisdiction.
Savue and you agree that applicable federal law and the laws of the State of Delaware, without regard to principles of conflict of law, govern this Agreement and any dispute that might arise between us, except as this Agreement otherwise states. We and you acknowledge that this Agreement evidences a transaction involving interstate commerce. The Federal Arbitration Act (9 U.S.C. §§1-16), and not any state arbitration law, governs any and all issues related to arbitration in this Agreement.
While you may use any of our Services from outside the United States unless you are an individual residing in the European Union ("EU"), Savue does not represent that any of our Services or Content is appropriate for use outside the United States. If you use any of our Services from outside the United States, you: (a) are responsible and we disclaim any responsibility for complying with any and all applicable local laws; and (b) agree that we may collect, store, use, and disclose your information in accordance with the Privacy Statement, regardless of the laws of your residence country. If you are an EU resident, you may not use any of our Services or Content.
If a legal authority holds any provision of this Agreement to be invalid, void, or unenforceable for any reason, Savue and you agree to delete such provision and the remaining provisions shall remain enforceable. Headings are for reference purposes only and in no way define, limit, construe, or describe the scope or extent of such section. Any Savue failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. You agree that we may, in our sole discretion, automatically assign to a Third Party these Terms, the Privacy Statement, and all agreements and notices incorporated herein. You may not assign your rights or obligations to any other entity.
A party can send any notices to Savue (other than for DMCA infringement notices) to the following email address: