PLEASE READ THE FOLLOWING TERMS CAREFULLY.
1. Overview. The Site provides information about Solivus and our solutions for the commercial and residential sectors.
2. Eligibility. You must be at least 18 years old to use the Site. By agreeing to these Terms, you represent and warrant to us that: (a) you are at least 18 years old; (b) you have not previously been suspended or removed from the Site or any other service provided by Solivus; and (c) your use of the Site is in compliance with any and all applicable laws and regulations.
3. Deposits. The Site may provide the option for you to submit a deposit to reserve for purchase (a “Deposit”)one or more units of our Solivus Arc product (“Solivus Arc”) . BY CLICKING “I AGREE,” OR OTHERWISE SUBMITTING A DEPOSIT, YOU AGREE THAT YOU HAVE READ AND UNDERSTOOD, AND, AS A CONDITION TO SOLIVUS ACCEPTING YOUR DEPOSIT, YOU AGREE TO BE BOUND BY, THE THESE TERMS. IF YOU ARE NOT ELIGIBLE, OR DO NOT AGREE TO THE TERMS, THEN YOU DO NOT HAVE OUR PERMISSION TO SUBMIT A DEPOSIT OR RESERVE A SOLIVUS ARC.
3.1. By submitting a Deposit, you confirm your intention to purchase one or more Solivus Arcs after Solivus has notified you in writing that the Solivus Arc is available for purchase and of the applicable financial and other terms applicable to the purchase of the Solivus Arc.
3.2. You acknowledge and agree that submission of a Deposit does not guarantee that the Solivus Arc will be available generally or for purchase by you by any specific date. In addition, you agree that the Solivus Arc is in development and that Solivus makes no representations or warranties regarding any particular features or functionality of the Solivus Arc, and that the Solivus Arc may be modified by Solivus after submission of a Deposit and prior to your purchase of the Solivus Arc.
3.3. Notwithstanding the foregoing, Solivus will refund the amount submitted for the Deposit to you within fourteen (14) days in the event that either: (i) you cancel your Deposit by notifying Solivus in writing at any time prior to completing the purchase of the Solivus Arc that you do not wish to proceed with your Solivus Arc purchase, or (ii) Solivus cancels your preliminary order by notifying you in writing at any time, which Solivus may do in its sole discretion.
3.4. Any purchase of a Solivus Arc will be subject to additional terms and conditions as set forth by Solivus.
4.1. Limited License. Subject to your complete and ongoing compliance with these Terms, Solivus grants you, solely for your personal, use, a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Site.
4.2. License Restrictions. Except and solely to the extent such a restriction is impermissible under applicable law, you may not: (a) reproduce, distribute, publicly display, or publicly perform the Site; (b) make modifications to the Site; or (c) interfere with or circumvent any feature of the Site, including any security or access control mechanism. If you are prohibited under applicable law from using the Site, you may not use it.
4.3. Information You Submit. Do not submit any information or other materials that you consider confidential or proprietary through the Site. If you choose to provide input and suggestions regarding problems with or proposed modifications or improvements to the Site (“Feedback”), then you do so on a non-confidential basis (regardless of any designation or indication to the contrary in the submitted information or any accompanying correspondence) and you hereby grant Solivus an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free transferable, sublicensable right to exploit the Feedback in any manner and for any purpose, including to improve the Site and create other products and services.
5. Ownership; Proprietary Rights. The Site is owned and operated by Solivus. The visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), products, software, services, and all other elements of the Site (“Materials”) provided by Solivus are protected by intellectual property and other laws. All Materials included in the Site are the property of Solivus or its third-party licensors. Except as expressly authorized by Solivus, you may not make use of the Materials. Solivus reserves all rights to the Materials not granted expressly in these Terms.
6. Linked Websites. The Site may contain links to third party websites. Linked websites are not under Solivus’ control, and Solivus is not responsible for their content.
7. Prohibited Conduct. BY USING THE SITE YOU AGREE NOT TO:
7.1. use the Site for any illegal purpose or in violation of any local, state, national, or international law;
7.2. violate, or encourage others to violate, any right of a third party, including by infringing or misappropriating any third-party intellectual property right;
7.3. interfere with security-related features of the Site, including by: (i) disabling or circumventing features that prevent or limit use or copying of any content; or (ii) reverse engineering or otherwise attempting to discover the source code of any portion of the Site except to the extent that the activity is expressly permitted by applicable law;
7.4. interfere with the operation of the Site or any user’s enjoyment of the Site, including by uploading or otherwise disseminating any virus, adware, spyware, worm, or other malicious code or interfering with or disrupting any network, equipment, or server connected to or used to provide the Site;
7.5. perform any fraudulent activity including impersonating any person or entity, or claiming a false affiliation;
7.6. sell or otherwise transfer the access granted under these Terms or any Materials or any right or ability to view, access, or use any Materials; or
7.7. attempt to do any of the acts described in this Section 7 or assist or permit any person in engaging in any of the acts described in this Section 7.
8. Modification of these Terms. We reserve the right to change these Terms on a going-forward basis at any time. Please check these Terms periodically for changes. If a change to these Terms materially modifies your rights or obligations, we may require that you accept the modified Terms in order to continue to use the Site. Except as expressly permitted in this Section 8, these Terms may be amended only by a written agreement signed by authorized representatives of the parties to these Terms. Disputes arising under these Terms will be resolved in accordance with the version of these Terms that was in effect at the time the dispute arose.
9. Modification of the Site. Solivus reserves the right to modify or discontinue the Site at any time (including by limiting or discontinuing certain features of the Site), temporarily or permanently, without notice to you. Solivus will have no liability for any change to the Site or any suspension or termination of your access to or use of the Site.
10. Term. Terms are effective beginning when you accept the Terms or first access, or use the Site, and ending when terminated as described in this Section 10. If you violate any provision of these Terms, your authorization to access the Site and these Terms automatically terminate. In addition, Solivus may, at its sole discretion, terminate these Terms, or suspend or terminate your access to the Site, at any time for any reason or no reason, with or without notice. Upon termination of these Terms: (a) your license rights will terminate and you must immediately cease all use of the Site; (b) you will no longer be authorized to access the Site; and (c) Sections 3, 4.3, 5, 10, 11, 12, 13, and 14 will survive.
11. Indemnity. To the fullest extent permitted by law, you are responsible for your use of the Site, and you will defend and indemnify Solivus and its officers, directors, employees, consultants, affiliates, subsidiaries and agents (together, the “Solivus Entities”) from and against every claim brought by a third party, and any related liability, damage, loss, and expense, including reasonable attorneys’ fees and costs, arising out of or connected with: (a) your unauthorized use of, or misuse of, the Site; (b) your violation of any portion of these Terms, any representation, warranty, or agreement referenced in these Terms, or any applicable law or regulation; (c) your violation of any third party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right; or (d) any dispute or issue between you and any third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of those claims.
12. Disclaimers; No Warranties
12.1. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE SITE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SITE ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. SOLIVUS DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE SITE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SITE, INCLUDING: (a) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (b) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. SOLIVUS DOES NOT WARRANT THAT THE SITE OR ANY PORTION OF THE SITE, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE SITE, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND SOLIVUS DOES NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED.
12.2. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SITE OR THE SOLIVUS ENTITIES OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SITE WILL CREATE ANY WARRANTY REGARDING ANY OF THE SOLIVUS ENTITIES, THE SITE, OR ANY SOLIVUS PRODUCT THAT IS NOT EXPRESSLY STATED IN THESE TERMS. WE ARE NOT RESPONSIBLE FOR ANY DAMAGE THAT MAY RESULT FROM THE SITE OR YOUR USE OF THE SITE. YOU UNDERSTAND AND AGREE THAT YOU USE ANY PORTION OF THE SITE AT YOUR OWN DISCRETION AND RISK, AND THAT WE ARE NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE SITE) OR ANY LOSS OF DATA.
12.3. THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN THIS SECTION APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. Solivus does not disclaim any warranty or other right that Solivus is prohibited from disclaiming under applicable law.
13. Limitation of Liability
13.1. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL THE SOLIVUS ENTITIES BE LIABLE TO YOU FOR ANY DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS OR INDIRECT OR INCIDENTAL DAMAGES (AND, TO THE EXTENT AVAILABLE UNDER APPLICABLE LAW, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICE OR ANY MATERIALS OR CONTENT ON THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY SOLIVUS ENTITY HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGES.
13.2. TO THE FULLEST EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF THE SOLIVUS ENTITIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE SITE OR OTHERWISE UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO THE GREATER OF £100 OR THE TOTAL AMOUNT RECEIVED BY SOLIVUS FROM YOU FOR ONE OR MORE DEPOSIT(S), IF ANY.
14. The laws of certain countries, states and jurisdictions do not allow the limitation of liability or certain damages, and if such laws apply to you, some or all of the above limitations may not apply to you, and you may have additional rights.
15.2. Governing Law.
(a) If you live in the United States, these Terms are governed by the laws of the State of California without regard to conflict of law principles. You and Solivus submit to the personal and exclusive jurisdiction of the state courts and federal courts located within San Francisco, California for resolution of any lawsuit or court proceeding permitted under these Terms. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.
(b) If you live in the United Kingdom, the European Union, or any other location outside of the United States, there terms are governed by the laws of England and Wales and all disputes arising out of related to these Terms or your use the Site shall be subject to the exclusive jurisdiction of the courts located in England and Wales.
15.4. Additional Terms. Your use of the Site is subject to all additional terms, policies, rules, or guidelines applicable to the Site or certain features of the Site that we may post on or link to from the Site or that you agree to in connection with certain technology or services made available to you by or on behalf of Solivus (the “Additional Terms”). All Additional Terms are incorporated by this reference into, and made a part of, these Terms.
15.5. Consent to Electronic Communications. By using the Site, you consent to receiving certain electronic communications from us. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that those communications be in writing.
15.6. Contact Information. The Site is offered by Solivus, Inc., currently located at 1st Floor, 3 More London Riverside, London SE1 2RE. You may contact us by sending correspondence to that address (or another address as updated from time to time) or by emailing us at firstname.lastname@example.org.
15.7. Notice to California Residents. If you are a California resident, under California Civil Code Section 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at (800) 952-5210 in order to resolve a complaint regarding the Site or to receive further information regarding use of the Site.
15.8. No Support. We are under no obligation to provide support for the Site. In instances where we may offer support, the support will be subject to published policies.
15.9. Illegal Use. Access to the Site from countries or territories or by individuals where such access is illegal is prohibited.