Last Updated Date: June 17th, 2026
Joovv, Inc. (“Joovv,” “we” or “us”) makes available for purchase a range of medical-grade red light therapy devices (“Products”) through the www.joovv.com website and its subdomains (“Website”) and offers an accompanying mobile application (“App”) designed for use with the Products to keep track of your sessions, set goals and receive reminders (collectively, the Products, the Website and the App, and the services made available through each of the foregoing, the “Service(s)”).
PLEASE READ THIS TERMS OF USE AGREEMENT (“AGREEMENT”) CAREFULLY BEFORE USING THE SERVICES OFFERED BY JOOVV. This Agreement sets out the legally binding terms and conditions for: (i) your use of the Products; (ii) the features and functionality made available through the App that allow you to control the Products; and (iii) any other Services you access.
By placing an order for the purchase of any Product, browsing the Website, downloading and installing the App or by accessing or using any of the Services, you: (1) agree to be bound by this Agreement; (2) represent you are at least eighteen (18) years of age; and (3) represent that you have the authority to enter into this Agreement personally. The term “you” refers to the individual identified as the user when you use Services. If you do not agree to be bound by this Agreement, you may not access or use any of the Services, and you should not purchase Products from our Website.
SECTION 13 OF THIS AGREEMENT IS AN ARBITRATION CLAUSE THAT REQUIRES MOST DISPUTES BETWEEN US TO BE RESOLVED ON AN INDIVIDUAL, NON-CLASS ACTION BASIS THROUGH BINDING AND FINAL ARBITRATION INSTEAD OF IN COURT. SEE SECTION 13 FOR MORE INFORMATION REGARDING THIS ARBITRATION CLAUSE, AND HOW TO OPT OUT.
In addition, when using or receiving the Services, you may be subject to any additional terms, conditions and policies that we separately post on the Services (“Supplemental Terms”) which are incorporated by reference into this Agreement. To the extent there is any conflict between this Agreement and the Supplemental Terms, the Supplemental Terms will control with respect to the subject matter of such agreement.
THE AGREEMENT IS SUBJECT TO CHANGE BY COMPANY IN ITS SOLE DISCRETION AT ANY TIME AS SET FORTH IN SECTION 14.12.
THE SERVICES ARE INTENDED TO PROVIDE TOPICAL HEATING FOR THE PURPOSE OF ELEVATING TISSUE TEMPERATURE FOR TEMPORARY RELIEF OF MINOR MUSCLE PAIN, JOINT PAIN, MINOR ARTHRITIS PAIN, MUSCLE SPASMS, TEMPORARY INCREASE IN LOCAL BLOOD CIRCULATION, TEMPORARY RELAXATION OF MUSCLES. THESE PRODUCTS ARE NOT INTENDED TO DIAGNOSE, CURE, OR PREVENT SPECIFIC DISEASES OF MEDICAL CONDITIONS. THE JOOVV WEBSITE IS FOR EDUCATION AND INFORMATION PURPOSES ONLY AND IS NOT INTENDED AS MEDICAL ADVICE OR A SUBSTITUTE FOR MEDICAL ADVICE. JOOVV DOES NOT INTEND THESE PRODUCTS TO CURE ANY PHYSICAL, SKIN, OR MENTAL CONDITIONS SOLELY FROM THEIR USE. A QUALIFIED HEALTH PROFESSIONAL SHOULD ALWAYS BE CONSULTED PRIOR TO USING THE PRODUCTS, AND PROFESSIONAL MEDICAL ATTENTION SHOULD BE SOUGHT WITH REGARD TO ANY SERIOUS OR LIFE-THREATENING CONDITIONS.
PLEASE REVIEW OUR PRIVACY POLICY TO UNDERSTAND HOW JOOVV USES YOUR PERSONAL DATA.
1 SERVICES.
1.1 Overview. Joovv’s Products are designed for home and professional use, intended to reduce pain, relax muscles and joints and increase blood circulation.
1.2 App License. Subject to your compliance with this Agreement, Joovv grants you a limited non-exclusive, non-transferable, non-sublicensable, revocable license to download, install and use a copy of the App on a single Device (as defined below) that you own or control and to run such copy of the App solely for your own personal purposes.
1.3 Updates. You understand that the Services are evolving. As a result, Joovv may require you to install updates to the App or other software that you have installed on the devices through which you access or use the Services (“Device”). You acknowledge and agree that Joovv may update the Services with or without notifying you. You may need to update third-party software from time to time in order to continue to use the Services. Any future release, update or other addition to the Services shall be subject to this Agreement.
1.4 Communications. By entering into this Agreement or using the Services (including by placing an order for Products), you agree to receive communications from us, including via email. Communications from us and our affiliated companies may include but are not limited to: operational communications concerning your Account or your use of the Services, updates concerning new and existing features of the Services, and news concerning Joovv.
2. REGISTRATION.
2.1 Registering Your Account. In order to access certain features of the Service, you may be required to register an account on the Service (“Account”) or have an account with the app store from which you downloaded the App.
2.2 Registration Data. In registering for an Account, you agree to provide only true, accurate, current and complete information requested by the registration form (the “Registration Data”) and to promptly update the Registration Data thereafter as necessary. You represent that you are not barred from using the Services under any applicable law and that you will be responsible for all activities that occur under your Account. You agree to monitor your Account to restrict its use by minors and other unauthorized users and agree not to share your Account or password with anyone. You further agree to notify Joovv immediately of any unauthorized use of your password or any other breach of the security of your Account and to exit from your Account at the end of each session. You agree not to create an Account using a false identity or alias or if you previously have been banned from using any of the Services. You further agree that you will not maintain more than one Account for the same Joovv service at any given time. Joovv reserves the right to remove or reclaim any usernames at any time and for any reason. You acknowledge and agree that you have no ownership or other property interest in your Account and that all rights in and to your Account are owned by and inure to the benefit of Joovv.
3. TERMS OF SALE.
3.1 Introduction. Please read these Terms of Sale carefully. These Terms of Sale cover important information about the Products you purchase. Every time you order Products, these Terms of Sale will apply between you and Joovv. These Terms of Sale are also governed by and subject to the remainder of the Agreement.
The Products offered on the Website are not designed and tested for use in all countries. If you choose to access the Website and/or use the Product(s), you choose to do so on your own initiative and you are solely responsible for complying with applicable local laws in your country. You understand and accept that the Website, the Product(s), and any related services are not designed for use in all countries and some or all of the features of the Website, Product(s), and any related services may not work or be appropriate for use in all countries. It is your responsibility to understand and comply with all applicable local, state, federal and foreign laws (including minimum age requirements) regarding the purchase, possession and use of any Product.
3.2 Order Process.
(a) Order Acceptance. Each part of any order that you make from your Account constitutes an offer to purchase. If you do not receive a message from Joovv or its business partner confirming receipt of your order, please contact Joovv’s or such business partner’s customer service department before re-entering your order. Joovv’s or such business partner’s confirmation of receipt of your order does not constitute acceptance of your order. Joovv or such business partner is only deemed to have accepted your order once the Product(s) you ordered have been shipped.
(b) Order Issues. Although we strive to accept all valid orders, Joovv reserves the right to deny any order for any reason, including if: (i) we discover an error in pricing and/or other information about the Product or receive insufficient or erroneous billing, payment, and/or shipping information, (ii) we suspect an order has been placed using stolen payment card information or otherwise appears to be connected to fraud, or (iii) the ordered Product is unavailable due to discontinuance or otherwise. We may also refuse any order that is connected with a previous payment dispute.
(c) Order Cancellation. If any Product is discontinued or otherwise becomes unavailable, Joovv reserves the right to cancel your order and provide you a refund for the amount paid for the Product. Further, all orders are reviewed for fraud or other types of unauthorized activity. We reserve the right to review and refund, cancel, or otherwise not process an order due to suspected fraud or unauthorized activity. We reserve the right to cancel any Accounts or refuse to ship to certain addresses due to suspected fraud or unauthorized or illegal activity. For any questions regarding a cancelled order, please reach out to us via email at help@joovv.com.
3.3 Availability. The Products are subject to availability. We reserve the right to impose quantity limits on any order, to reject all or part of an order, and to discontinue offering certain Products without prior notice. To the extent permitted under applicable laws, we make no representations, warranties, or conditions as to the completeness, accuracy, reliability, validity or timeliness of any listings, content, descriptions or images (including, without limitation, any features and specifications such as weights and sizes) for any Products available through the Website. Such information, including pricing, and the availability of any Product are subject to change at any time without notice. We make reasonable efforts to accurately display the attributes of Products, including the applicable colors, however the actual colors you see on the Website will depend on your computer system, and we cannot guarantee that your computer will accurately display such colors. THE INCLUSION OF ANY PRODUCTS ON THE WEBSITE AT A PARTICULAR TIME DOES NOT IMPLY OR WARRANT THAT THESE PRODUCTS WILL BE AVAILABLE AT ANY TIME.
3.4 Pricing. Prices are stated in U.S. Dollars. Your total price charged for Products will include the price of the Products in your order at the time of order placement, plus any applicable U.S. Sales Tax and shipping charges, less any discounts offered. Joovv does not collect value-added tax, import duties, customs fees, or any other taxes, duties, or charges imposed by foreign jurisdictions in connection with international orders. Any such taxes, duties, or fees assessed on your order are your sole responsibility. We reserve the right to change prices at any time, but changes will not affect any order for Products you have already placed prior to the change in price. We do not provide price protection or refunds in the event of a price drop or promotional offering. In the event that a Product is listed at an incorrect price on the Website due to typographical error or error in pricing information received from our suppliers, we reserve the right to refuse or cancel any orders placed for the Product listed at the incorrect price. We reserve the right to refuse or cancel any such orders whether or not the order has been confirmed and your payment method charged. If your payment method has already been charged for the purchase and your order is canceled, we will promptly issue a credit to payment method account in the amount of the incorrect price paid.
3.5 Payment.
(a) Terms. Any payment terms presented to you in the process of purchasing your Products are deemed part of these Terms of Sale and are incorporated herein by reference. You agree to pay for all orders in accordance with the prices and such billing terms in effect at the time of your order and in accordance with Section 4.1. For all orders, Joovv calculates and charges Sales Tax in accordance with applicable laws. You agree to pay all applicable taxes charged by Joovv and shipping charges. You must provide Joovv with a valid Payment Provider. By providing a Payment Method at the time of purchase, you represent and warrant that you are authorized to use the designated Payment Method and that you authorize us (or our Payment Processor (as defined below)) to immediately charge your Payment Method for the total amount of your order (including any applicable taxes and other charges). If the Payment Method you provide cannot be verified, is invalid or is otherwise not acceptable, your order may be suspended or cancelled. You must resolve any payment problem we encounter in order to proceed with your order.
(b) Billing. We use our Payment Processor to bill you through a payment account selected by you at checkout or linked to your Account in accordance with Section 4.1. The processing of payments by a Payment Processor will be subject to the terms, conditions and privacy policies of such Payment Processor in addition to these Terms of Sale. You hereby consent and authorize Joovv and any Payment Processor to share any information and payment instructions you provide with each other and the provider of your Payment Method to the minimum extent required to complete your transactions. We are not responsible for any errors by a Payment Processor. By choosing to purchase a Product, you agree to pay us, either directly or through a Payment Processor, all amounts for the applicable order in accordance with the applicable payment terms and you authorize us, through a Payment Processor, to charge your designated Payment Method. You agree to make payment using your selected Payment Method. We reserve the right to correct any errors or mistakes that we or a Payment Processor make even if we or a Payment Processor have already requested or received payment.
(c) Payment Method. Your Payment Provider agreement governs your use of the designated Payment Method, and you must refer to that agreement, not this Agreement, to determine your rights and liabilities.
(d) Discount and Promo Codes. We may, in our sole discretion, create discounts and promotional codes that may be redeemed for discounts or other benefits, subject to any additional terms that we establish on a per promotional code basis (“Promo Codes”). Promo Codes may only be used once per person. Only Promo Codes sent to you through official Joovv communications channels are valid. You agree that Promo Codes: (i) must be used for the intended audience and purpose, and in a lawful manner; (ii) may not be duplicated, sold, or transferred in any manner, or made available to the general public (whether posted to a public forum or otherwise), unless expressly permitted by us; (iii) may be disabled by us at any time for any reason without liability to us; (iv) may only be used pursuant to the specific terms that we establish for such Promo Code; (v) are not redeemable for cash; and (vi) may expire prior to your use.
3.6 Resale Restriction. Purchases made on the Website are intended for personal use only and are not authorized for resale (aside from the individual sale of Products by a consumer who purchased same for personal use). We reserve the right to refuse or cancel your order if we suspect you are purchasing Products for resale.
3.7 Shipping and Delivery. Products purchased through the Website will be shipped to the address you designate as the shipping address during the check-out process. Please visit our Shipping Information page for more information on shipping restrictions. Our delivery charges and methods are as described on our Website. The estimated arrival or delivery date is not a guaranteed delivery date for your order, and you agree that we are not liable for late deliveries. Joovv uses a third-party service provider for fulfilling orders. By ordering any Product, you acknowledge that Joovv does not have any responsibility or liability for any delays that may result from orders handled by such third-party service provider.
3.8 Returns. We want you to be happy with the Product(s) that you purchase. If you are not completely happy with the Product(s), please feel free to contact us at help@joovv.com with any questions or concerns and/or refer to our Return Policy if you would like to return any Product you purchased through the Website.
3.9 Warranties and Disclaimers.
(a) Disclaimers. EXCEPT FOR THE LIMITED WARRANTY DESCRIBED IN SECTION 3.9(B) BELOW, TO THE EXTENT PERMITTED UNDER APPLICABLE LAWS, ALL PRODUCTS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY EXPRESS OR IMPLIED WARRANTIES OR CONDITIONS OF ANY KIND AND WE HEREBY DISCLAIM ALL IMPLIED WARRANTIES AND CONDITIONS, INCLUDING, BUT NOT LIMITED TO, THE WARRANTY OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES’ RIGHTS, AND FITNESS FOR PARTICULAR PURPOSE.
You use any and all Products at your own discretion and risk. Other than as provided for under the limited warranty, to the extent permitted by applicable laws, you will be solely responsible for (and Joovv disclaims) any and all loss, liability, or damages resulting from your use of a Product, including damage or loss to your Product.
(b) Limited Warranty. Joovv extends a limited warranty for Products. For more information, please visit our Warranty Page.
4. FEES AND PURCHASE TERMS.
4.1 Third-Party Service Provider. Joovv currently uses Shopify, Inc. and its affiliates (“Shopify”) as its third-party service provider for payment services (e.g., credit card transaction processing, merchant settlement, and related services) (“Third-Party Service Provider”). If you make a purchase on the Website, you will be required to provide your payment details and any additional information required to complete your order directly to our Third-Party Service Provider. By using the Services, you hereby consent and authorize Joovv to share any information and payment instructions you provide with one or more Third-Party Service Provider(s) to the minimum extent required to complete your transactions. Please note that online payment transactions may be subject to validation checks by our Third-Party Service Provider and your card issuer, and we are not responsible if your card issuer declines to authorize payment for any reason. For your protection, our Third-Party Service Provider uses various fraud prevention protocols and industry standard verification systems to reduce fraud and you authorize it to verify and authenticate your payment information. Your card issuer may charge you an online handling fee or processing fee. We are not responsible for this. In some jurisdictions, our Third-Party Service Provider may use third parties under strict confidentiality and data protection requirements for the purposes of payment processing services.
(a) Financing Vendors. From time to time, Joovv may offer financing options and alternatives through Affirm Inc., Klarna, Inc., Afterpay Limited or other similar third-party vendors (“Financing Vendors”). Joovv acknowledges that to the fullest extent permitted by law, these Financing Vendors are not agents of Joovv, and Joovv is not bound by the representations, promises, warranties or guarantees provided by any Financing Vendors. By purchasing any Products, you hereby waive and release any and all claims against Joovv that arise out of your use of, or the services of, any Financing Vendor. Your purchase is subject to, and you are otherwise bound by, the terms and conditions imposed by the Financing Vendors, including, but not limited to, the Affirm Terms of Service, available here.
4.2 Payment. You agree to pay all fees for any Products you order via the Website (the “Fees”). By providing Joovv or its Third-Party Service Provider with your payment information, you agree that Joovv and/or our Third-Party Servie Provider is authorized to immediately invoice your Account for all fees and charges as they become due and payable and that no additional notice or consent is required. You agree to have sufficient funds or credit available upon placement of any order to ensure that the purchase price is collectible by us. Your failure to provide accurate payment information to Joovv and/or our Third-Party Service Provider or our inability to collect payment constitutes your material breach of this Agreement. Except as set forth in this Agreement, all Fees for the Services are non-refundable.
4.3 Taxes. The Fees do not include any Sales Tax (defined below) that may be due in connection with the Services provided under this Agreement. If Joovv determines it has a legal obligation to collect Sales Tax from you in connection with this Agreement, Joovv shall collect such Sales Tax in addition to the Fees. If any services or products, or payments for any services or products, under this Agreement are subject to any Sales Tax in any jurisdiction and you have not remitted the applicable Sales Tax to Joovv, you shall be responsible for the payment of such Sales Tax and any related penalties or interest to the relevant tax authority, and you shall indemnify Joovv for any liability or expense Joovv may incur in connection with such Sales Taxes. Upon Joovv’s request, you will provide it with official receipts issued by the appropriate taxing authority, or other such evidence that you have paid all applicable taxes. For purposes of this section, “Sales Tax” means any sales or use tax and any other tax measured by sales proceeds that is the functional equivalent of a sales tax where the applicable taxing jurisdiction does not otherwise impose a sales or use tax. For the avoidance of doubt, this Section 4.4 does not apply to value-added tax, import duties, customs fees, or any other taxes, duties, or charges imposed by foreign jurisdictions, which are addressed in Section 3.4.
4.4 Withholding Taxes. You shall make all payments of Fees to Joovv free and clear of, and without reduction for, any withholding taxes. Any such taxes imposed on payments of Fees to Joovv shall be your sole responsibility, and you shall provide Joovv with official receipts issued by the appropriate taxing authority, or such other evidence as we may reasonably request, to establish that such taxes have been paid.
5. CONTENT; USER CONDUCT.
5.1 Types of Content. You acknowledge that any information, data, text, software, music, sound, photographs, graphics, video, messages, tags and/or other materials accessible through the Service (collectively, “Content”), is the sole responsibility of the party from whom such Content originated. This means that you, and not Joovv, are entirely responsible for all Content that you upload, post, email, transmit or otherwise make available (“Make Available”) through the Services (“Your Content”).
5.2 Our Content. We may Make Available certain Content through the Services. We grant to you a worldwide, non-exclusive, non-sublicensable and non-transferable limited license solely to use such Content we Make Available as a part of the Services, solely for your personal use of the Services.
5.3 Storage. Unless expressly agreed to by Joovv in writing elsewhere, Joovv has no obligation to store any of Your Content. Joovv has no responsibility or liability for the deletion or accuracy of any Content, including Your Content; the failure to store, transmit, or receive transmission of Content; or the security, privacy, storage, or transmission of other communications originating with or involving use of the Services. You agree that Joovv retains the right to create reasonable limits on Joovv’s use and storage of Content, including Your Content, such as limits on file size, storage space, processing capacity, and similar limits described on the Services and as otherwise determined by Joovv in its sole discretion.
5.4 Your Content. Joovv does not claim ownership of any of Your Content. However, when you post or publish Your Content on or in the Services, you represent that you have all of the necessary rights to grant Joovv the license set forth below. Except with respect to Your Content, you agree that you have no right or title in or to any content that appears on or in the Services. Subject to any applicable Account settings that you select, you grant Joovv (as well as any business partners with whom Joovv is working with to provide you with Services and/or that referred you to Joovv) a right to use, display, distribute, reproduce, and create derivative works of Your Content (in whole or in part) for its own lawful business purposes, including without limitation, to operate and improve the Services, analyze users’ use of the Services, and develop new products and services. For the avoidance of doubt, the foregoing license grant permits Joovv to use Your Content in de-identified form, in connection with the development and training of artificial intelligence algorithms, models, software, and technology. Note that other Users may search for, see, use, modify and reproduce any of Your Content that you submit to any “public” area of the Services.
5.5 Other Restrictions on User Conduct. In connection with Your Content, you further agree that you will not: (i) submit material that is copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner to post the material and to grant us all of the license rights granted herein; (ii) publish falsehoods or misrepresentations that could damage us or any third party; (iii) submit material that is unlawful, obscene, offensive, profane, defamatory, libelous, threatening, pornographic, abusive, harassing, hateful, racially or ethnically offensive, deceptive, fraudulent, invasive of another’s privacy, tortious, involves commercial activities and/or sales, such as contests, sweepstakes, barter, advertising, or pyramid schemes, or encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law, or is otherwise inappropriate; (iv) post advertisements or solicitations; or (v) impersonate another person or entity, including any employee or representative of Joovv. The rights granted to you in this Agreement are subject to your compliance with the restrictions set forth in this Section. If we determine, in our sole discretion, that Your Content is in violation of this Agreement or is otherwise inappropriate, we may remove such Content, terminate your ability to Make Available such Content, and/or terminate your access to the Services at any time, without prior notice. Any unauthorized use of the Services terminates the licenses granted by Joovv pursuant to this Agreement.
6. OWNERSHIP.
6.1 Services. Except with respect to Your Content, Joovv and its suppliers own all rights, title and interest in the Services. The Services are protected by copyright and other intellectual property laws throughout the world. Subject to this Agreement, Joovv grants you a limited license to use the Services solely for your personal non-commercial purposes. Any future release, update or other addition to the Services shall be subject to this Agreement. Joovv, its suppliers and service providers reserve all rights not granted in this Agreement.
6.2 Trademarks. Joovv’s stylized name and other related graphics, logos, trademarks, service marks and trade names used on or in connection with the Services are the property of Joovv and may not be used without our written permission in connection with any third-party products or services. Other trademarks, service marks and trade names that may appear on or in the Services are the property of their respective owners. You will not remove, alter or obscure any copyright notice, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services.
6.3 Feedback. If you submit comments, ideas, or feedback to us in any form (“Feedback”), you agree, and hereby grant us a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Feedback, and to sublicense the foregoing rights, in connection with the operation and maintenance of the Services and/or Joovv’s business. We do not waive any rights to use similar or related ideas or feedback previously known to us, developed by Joovv, or obtained from sources other than you.
7. RESTRICTIONS ON USE OF SERVICES.
The rights granted to you in this Agreement are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit the Services or any portion of the Services; (b) you shall not frame or use framing techniques to enclose any trademark, service mark, logo or Services (including images, text, page layout or form) of Joovv; (c) you shall not use any metatags or other “hidden text” using Joovv's name, service marks, or trademarks; (d) you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of the Services except to the extent the foregoing restrictions are expressly prohibited by applicable law; (e) you shall not use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools or the like) to “scrape” or download data from the Services (except that we grant the operators of public search engines revocable permission to use spiders to copy materials from the Website for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials); (f) you shall not access the Services to build a similar or competitive website, application or service; (g) except as expressly stated herein, no part of the Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means; (h) you shall not remove or destroy any copyright notices or other proprietary markings contained on or in the Services; (i) you shall not interfere with or attempt to interfere with the proper functioning of the Services or use the Services in any way not expressly permitted by this Agreement; and (j) you shall not attempt to harm our Services, including but not limited to, by violating or attempting to violate any related security features, introducing viruses, worms, or similar harmful code into the Services, or interfering or attempting to interfere with use of the Services by any other user, host or network, including by means of overloading, “flooding,” “spamming,” “mail bombing”, or “crashing” the Services. Any unauthorized use of the Services terminates the licenses granted by Joovv pursuant to this Agreement.
8. THIRD-PARTY SERVICES.
8.1 Third-Party Links. The Services may contain links to third-party services such as third party websites, applications, or ads (“Third-Party Links”). When you click on such a link, we will not warn you that you have left the Services. Joovv does not control and is not responsible for Third-Party Links. Joovv provides these Third-Party Links only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to them, or any content, products or services accessible through such links. Your use of all Third-Party Links is at your own risk. When you leave the Services, our Agreement and policies no longer govern. You should review applicable terms and policies, including privacy and data gathering practices, of any Third-Party Links, and should make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party.
8.2 Third-Party Application Access. With respect to any App accessed through or downloaded from the Apple App Store (an “App Store Sourced Application”), you shall only use the App Store Sourced Application (i) on an Apple-branded product that runs the iOS (Apple’s proprietary operating system) and (ii) as permitted by the “Usage Rules” set forth in the Apple Media Terms of Service, except that such App Store Sourced Application may be accessed, acquired, and used by other accounts associated with the purchaser via Apple’s Family Sharing function, volume purchasing, or Legacy Contacts function. Notwithstanding the first sentence in this section, with respect to any Application accessed through or downloaded from the Google Play store (a “Google Play Sourced Application”), you may have additional license rights with respect to use of the Application on a shared basis within your designated family group.
8.3 Accessing and Downloading the Application from the Apple App Store. The following applies to any App Store Sourced Application accessed through or downloaded from the Apple App Store:
(a) You acknowledge and agree that (i) this Agreement is concluded between you and Joovv only, and not Apple, and (ii) Joovv, not Apple, is solely responsible for the App Store Sourced Application and content thereof. Your use of the App Store Sourced Application must comply with the App Store Terms of Service.
(b) You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the App Store Sourced Application.
(c) In the event of any failure of the App Store Sourced Application to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the App Store Sourced Application to you and to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App Store Sourced Application. As between Joovv and Apple, any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be the sole responsibility of Joovv.
(d) You and Joovv acknowledge that, as between Joovv and Apple, Apple is not responsible for addressing any claims you have or of any third party relating to the App Store Sourced Application or your possession and use of the App Store Sourced Application, including, but not limited to: (i) product liability claims; (ii) any claim that the App Store Sourced Application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
(e) You and Joovv acknowledge that, in the event of any third-party claim that the App Store Sourced Application or your possession and use of that App Store Sourced Application infringes that third party’s intellectual property rights, as between Joovv and Apple, Joovv, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by this Agreement.
(f) You and Joovv acknowledge and agree that Apple, and Apple’s subsidiaries, are third-party beneficiaries of this Agreement as related to your license of the App Store Sourced Application, and that, upon your acceptance of the terms and conditions of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement as related to your license of the App Store Sourced Application against you as a third-party beneficiary thereof.
(g) Without limiting any other terms of this Agreement, you must comply with all applicable third-party terms of agreement when using the App Store Sourced Application.
9. INDEMNIFICATION.
You agree to indemnify and hold Joovv, its corporate parents, subsidiaries, and affiliates, and the officers, directors, employees, agents, representatives, partners and licensors of each (collectively, the “Joovv Indemnitees”) harmless from any damages, losses, costs, liabilities and expenses (including reasonable attorneys' fees) relating to or arising out of any claims concerning: (a) Your Content; (b) your misuse of the Services; (c) your violation of this Agreement; (d) your violation of any rights of another party, including any Users; or (e) your violation of any applicable laws, rules or regulations. Joovv reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Joovv in asserting any available defenses. This provision does not require you to indemnify any of the Joovv Indemnitees for any unconscionable commercial practice by such party or for such party's negligence, fraud, deception, false promise, misrepresentation or concealment, suppression or omission of any material fact. You agree that the provisions in this section will survive any termination of your Account, this Agreement or your access to the Services.
10. DISCLAIMER OF WARRANTIES AND CONDITIONS.
10.1 AS IS. YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF THE SERVICES AND ANY PRODUCTS OFFERED THROUGH THE SERVICES IS AT YOUR SOLE RISK, AND THE SERVICES AND ANY PRODUCTS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE JOOVV INDEMNITEES EXPRESSLY DISCLAIM ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT ARISING FROM THE PRODUCTS AND SERVICES. THIS SECTION 11 DOES NOT AFFECT IN ANY WAY OUR RETURN POLICY FOR THE PRODUCTS.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
10.2 PRODUCTS. DESCRIPTIONS, IMAGES, REFERENCES, FEATURES, CONTENT, SPECIFICATIONS, PRODUCTS, PRICES, AND AVAILABILITY OF ANY PRODUCTS ARE SUBJECT TO CHANGE WITHOUT NOTICE. OUR CURRENT PRICES CAN BE FOUND ON THE SERVICES. WE MAKE REASONABLE EFFORTS TO ACCURATELY DISPLAY THE ATTRIBUTES OF OUR PRODUCTS, INCLUDING THE APPLICABLE COLORS; HOWEVER, THE ACTUAL COLOR YOU SEE WILL DEPEND ON YOUR COMPUTER SYSTEM, AND WE CANNOT GUARANTEE THAT YOUR COMPUTER WILL ACCURATELY DISPLAY SUCH COLORS. THE INCLUSION OF ANY PRODUCTS ON THE SERVICES AT A PARTICULAR TIME DOES NOT IMPLY OR WARRANT THAT THESE PRODUCTS WILL BE AVAILABLE AT ANY TIME.
10.3 NO LIABILITY FOR CONDUCT OF THIRD PARTIES OR PRODUCTS. YOU ACKNOWLEDGE AND AGREE THAT THE JOOVV INDEMNITEES ARE NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD JOOVV INDEMNITEES LIABLE, FOR THE CONDUCT OF THIRD-PARTIES OR ANY PRODUCTS THAT THEY MAY PROVIDE, INCLUDING OPERATORS OF EXTERNAL SITES, AND THAT THE RISK OF INJURY FROM SUCH THIRD-PARTIES AND/OR PRODUCTS RESTS ENTIRELY WITH YOU.
10.4 MEDICAL DISCLAIMER. THE PRODUCTS ARE INTENDED TO PROVIDE TOPICAL HEATING FOR THE PURPOSE OF ELEVATING TISSUE TEMPERATURE FOR TEMPORARY RELIEF OF MINOR MUSCLE PAIN, JOINT PAIN, MINOR ARTHRITIS PAIN, MUSCLE SPASMS, TEMPORARY INCREASE IN LOCAL BLOOD CIRCULATION, AND TEMPORARY RELAXATION OF MUSCLES. THE PRODUCTS ARE NOT INTENDED TO DIAGNOSE, TREAT, CURE OR PREVENT ANY DISEASE OR MEDICAL CONDITION. JOOVV IS NOT A LICENSED HEALTH CARE PROVIDER, NOR DOES IT RENDER HEALTHCARE ADVICE OR SERVICES. YOU ARE SOLELY RESPONSIBLE FOR USING YOUR OWN JUDGEMENT IN ASSESSING THE VALIDITY AND USEFULNESS OF ANY RESULTS OR OTHER INFORMATION MADE AVAILABLE THROUGH THE SERVICES.
10.5 THE CONTENTS OF THE SERVICE, INCLUDING TEXT, GRAPHICS, IMAGES, AND OTHER DATA CREATED BY THE SERVICE OR OTHERWISE CONTAINED IN OR THROUGH THE SERVICE ARE FOR EDUCATIONAL AND INFORMATIONAL PURPOSES ONLY, AND ARE NOT INTENDED TO BE MEDICAL ADVICE OR A SUBSTITUTE FOR MEDICAL ADVICE. JOOVV DOES NOT INTEND THESE PRODUCTS TO CURE ANY PHYSICAL, SKIN, OR MENTAL CONDITIONS SOLELY FROM THEIR USE. A QUALIFIED HEALTH PROFESSIONAL SHOULD ALWAYS BE CONSULTED PRIOR TO USING THE PRODUCTS, AND PROFESSIONAL MEDICAL ATTENTION SHOULD BE SOUGHT WITH REGARD TO ANY SERIOUS OR LIFE-THREATENING CONDITIONS.
11. LIMITATION OF LIABILITY.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL JOOVV OR OUR SUPPLIERS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOST DATA, COSTS OF PROCUREMENT OF SUBSTITUTE PRODUCTS, OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THE AGREEMENT OR YOUR USE OF, OR INABILITY TO USE, THE SERVICES OR ANY PART THEREOF, EVEN IF JOOVV HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE SERVICES ARE 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 THE AGREEMENT (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO ONE HUNDRED DOLLARS ($100). 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 THE AGREEMENT.
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. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN JOOVV AND YOU.
12. TERMINATION.
At its sole discretion, Joovv may modify or discontinue the Services, or may modify, suspend or terminate your access to the Services, for any reason, with or without notice to you and without liability to you or any third party. In addition to suspending or terminating your access to the Services, Joovv reserves the right to take appropriate legal action, including without limitation pursuing civil, criminal or injunctive redress. Even after your right to use the Services is terminated, this Agreement will remain enforceable against you and unpaid amounts you owe to Joovv for Products purchased will remain due. Upon termination of this Agreement, all provisions which by their nature are intended to survive termination will survive, including without limitation, ownership provisions, warranty disclaimers, and limitations of liability.
13. ARBITRATION AGREEMENT.
Please read this section (the “Arbitration Agreement”) carefully. It is part of your contract with Joovv and affects your rights. It contains procedures for MANDATORY BINDING ARBITRATION AND A CLASS ACTION WAIVER.
13.1 Agreement to Arbitrate. Subject to the terms of this Arbitration Agreement, you and Joovv agree that any and all disputes, claims, controversies or disagreements that have arisen or may arise between you and Joovv, whether arising out of or relating in any way to your access to or use of the Service, any communications you receive, any products sold or distributed through the Service or this Agreement and prior versions of this Agreement, including claims and disputes that arose between you and us before the effective date of this Agreement (each, a “Dispute”) will be resolved exclusively by final and binding arbitration, in accordance with the terms of this Arbitration Agreement, rather than in court, except that: (i) you and Joovv may assert individual claims in small claims court if such claims qualify and remain in small claims court; and (ii) you or Joovv may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). For purposes of this Arbitration Agreement, “Dispute” will also include disputes that arose or involve facts occurring before the existence of this or any prior versions of this Agreement as well as claims that may arise after the termination of this Agreement. Further, this Arbitration Agreement does not preclude you from bringing issues to the attention of federal, state, or local agencies, and such agencies can, if the law allows, seek relief against us on your behalf.
13.2 Waiver of Jury Trial. YOU AND JOOVV HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and Joovv are instead electing that all Disputes shall be resolved by arbitration under this Arbitration Agreement, except as specified in Section 13.1. There is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.
13.3 Waiver of Class and Other Non-Individualized Relief. EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT ON A CLASS, REPRESENTATIVE, OR COLLECTIVE BASIS, AND THE PARTIES HEREBY WAIVE ALL RIGHTS TO HAVE ANY DISPUTE BE BROUGHT, HEARD, ADMINISTERED, RESOLVED, OR ARBITRATED ON A CLASS, COLLECTIVE, REPRESENTATIVE, OR MASS ACTION BASIS. ONLY INDIVIDUAL RELIEF IS AVAILABLE. Subject to this Arbitration Agreement, the arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by the party’s individual claim. Nothing in this paragraph is intended to, nor shall it, affect the terms and conditions under Section 13.9. Notwithstanding anything to the contrary in this Arbitration Agreement, if a court decides by means of a final decision, not subject to any further appeal or recourse, determines that the limitations of this section are invalid or unenforceable as to a particular claim or request for relief (such as a request for public injunctive relief), you and Joovv agree that that particular claim or request for relief (and only that particular claim or request for relief) shall be severed from the arbitration and may be litigated in the state or federal courts located in the State of Nevada. All other Disputes shall be arbitrated or litigated in small claims court. This section does not prevent you or Joovv from participating in a class-wide settlement of claims.
13.4 Informal Dispute Resolution. Joovv is always interested in resolving disputes amicably and efficiently, and most customer concerns can be resolved quickly and to the customer’s satisfaction by emailing Joovv’s customer support at legal@joovv.com. If such efforts prove unsuccessful, you and Joovv agree that good faith informal efforts to resolve Disputes before starting an arbitration or initiating an action in small claims court (“Informal Dispute Resolution”). You and Joovv agree that as part of these efforts, either party has the option to ask the other to meet and confer telephonically or via videoconference (“Informal Dispute Resolution Conference”). If you are represented by counsel, your counsel may participate in the conference, but you must also personally participate in the conference.
To initiate Informal Dispute Resolution, a party must give notice to the other party (“Notice”). Such Notice to Joovv should be sent by email to legal@joovv.com or regular mail to our offices located at Joovv, Inc., 3000 Airway Drive, Suite 110, Reno, Nevada 89502 (“Notice Address”). The Notice must include: (1) your name, telephone number, mailing address, e‐mail address associated with your Account (if you have one); (2) the name, telephone number, mailing address and e‐mail address of your counsel, if any; and (3) a description of your Dispute. Joovv will send Notice, including a description of the Dispute, to your email address or regular address on file. It is your responsibility to ensure your email and regular address are correct and remain up to date.
The Informal Dispute Resolution process lasts 45 days and is a mandatory precondition to commencing arbitration. During this period, either party has the option to ask the other to participate in an Information Dispute Resolution Conference as part of a good faith effort to resolve the Dispute. The Informal Dispute Resolution Conference shall be individualized such that a separate conference must be held each time either party initiates a Dispute, even if the same law firm or group of law firms represents multiple users in similar cases, unless all parties agree; multiple individuals initiating a Dispute cannot participate in the same Informal Dispute Resolution Conference unless all parties agree.
The statute of limitations and any filing fee deadlines shall be tolled while the parties engage in Informal Dispute Resolution.
13.5 Rules and Forum. This Agreement evidences a transaction involving interstate commerce; and notwithstanding any other provision herein with respect to the applicable substantive law, the Federal Arbitration Act, 9 U.S.C. § 1 et seq., will govern the interpretation and enforcement of this Arbitration Agreement, including the procedures governing Batch Arbitration, and any arbitration. If the Informal Dispute Resolution process described above does not resolve satisfactorily within forty-five (45) days after receipt of your Notice, you and Joovv agree that either party shall have the right to finally resolve the Dispute through binding arbitration. The arbitration will be conducted by National Arbitration & Mediation (“NAM”) in accordance with the NAM Comprehensive Dispute Resolution Rules and Procedure (the “NAM Comprehensive Rules”) in effect at the time of arbitration, except as supplemented, where applicable, by the NAM Mass Filing Supplemental Dispute Resolution Rules and Procedures (the “NAM Mass Filing Rules”; together with the NAM Comprehensive Rules, the “NAM Rules”), and as modified by this Arbitration Agreement. The NAM Rules are currently available at https://www.namadr.com/resources/rules-fees-forms/.
A party who wishes to initiate arbitration must provide the other party with a request for arbitration (the “Demand”). The Demand must include: (1) the name, telephone number, mailing address, e‐mail address of the party seeking arbitration and the account username (if applicable) as well as the email address associated with any applicable Account; (2) a statement of the legal claims being asserted and the factual bases of those claims; (3) a description of the remedy sought and an accurate, good‐faith calculation of the amount in controversy in United States dollars; (4) a statement certifying completion of the Informal Dispute Resolution process as described above; and (5) evidence that the requesting party will pay any necessary filing fees in connection with such arbitration. Any Demand you send to Joovv should be sent by email to legal@joovv.com or the Notice Address. Joovv will provide the Demand to your email address on file.
If the party requesting arbitration is represented by counsel, the Demand shall also include counsel’s name, telephone number, mailing address, and email address. Such counsel must also sign the Demand. By signing the Demand, counsel certifies to the best of counsel’s knowledge, information, and belief, formed after an inquiry reasonable under the circumstances, that, consistent with the standards set forth in Federal Rule of Civil Procedure 11(b): (1) the Demand is not being presented for any improper purpose, such as to harass, cause unnecessary delay, or needlessly increase the cost of dispute resolution; (2) the claims, defenses and other legal contentions are warranted by existing law or by a nonfrivolous argument for extending, modifying, or reversing existing law or for establishing new law; and (3) the factual and damages contentions have evidentiary support or, if specifically so identified, will likely have evidentiary support after a reasonable opportunity for further investigation or discovery (“Counsel’s Certification”).
Unless you and Joovv otherwise agree, or the Batch Arbitration process discussed in Section 13.9 is triggered, the arbitration, including any in-person arbitration hearing, will be conducted in Washoe County, Nevada, or, at your election, in the county where you reside. Subject to the NAM Rules, the arbitrator may direct a limited and reasonable exchange of information between the parties, consistent with the expedited nature of arbitration. If NAM is not available to arbitrate, the parties will select an alternative arbitral forum. Your responsibility to pay any NAM fees and costs will be solely as set forth in the applicable NAM fee schedules (the “Fee Schedules”). However, if you demonstrate to the arbitrator that the costs of arbitration will be prohibitive as compared to the costs of litigation, Joovv will pay as much of the arbitration fees as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive.
You and Joovv agree that all materials and documents exchanged during the arbitration proceedings shall be kept confidential and shall not be shared with anyone except the parties’ attorneys, accountants, or business advisors, and shall be subject to the condition that they agree to keep all materials and documents exchanged during the arbitration proceedings confidential.
You and Joovv agree that at least 14 days before the date set for an arbitration hearing, any party may serve an offer in writing upon the other party to allow judgment on specified terms. If the offer made by one party is not accepted by the other party, and the other party fails to obtain a more favorable award, the other party shall not recover any post-offer costs to which they otherwise would be entitled and shall pay the offering party’s costs from the time of the offer.
13.6 Arbitrator. The arbitrator will be either a retired judge or an attorney licensed to practice law in the State of Nevada and will be selected by the parties from the NAM’s roster of consumer dispute arbitrators. If the parties are unable to agree upon an arbitrator within thirty-five (35) days of delivery of the Demand, then the NAM will appoint the arbitrator in accordance with the NAM Rules, provided that if the Batch Arbitration process under Section 13.9 is triggered, NAM, without soliciting input or feedback from any party, will appoint the arbitrator for each batch, subject to your right to object to that appointment.
13.7 Authority of Arbitrator. The arbitrator shall have exclusive authority to resolve any Dispute, including, without limitation, disputes arising out of or related to the interpretation or application of the Arbitration Agreement, including the enforceability, revocability, scope, or validity of the Arbitration Agreement or any portion of the Arbitration Agreement, except that all Disputes arising out of or relating to Section 13.3, including any claim that all or part of Section 13.3 is unenforceable, illegal, void or voidable, or that Section 13.3 has been breached, shall be decided by a court of competent jurisdiction and not by an arbitrator The arbitrator shall have the authority to grant motions dispositive of all or part of any Dispute. 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 award of the arbitrator is final and binding upon you and us. Judgment on the arbitration award may be entered in any court having jurisdiction.
13.8 Attorneys’ Fees and Costs. The parties shall bear their own attorneys’ fees and costs in arbitration unless the arbitrator finds that either the substance of the Dispute or the relief sought in the Demand was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)). To the extent, following a presentation on the merits, on its own motion or a party’s, and after affording a reasonable opportunity to respond, an arbitrator determines that a party who commenced arbitration did not bring its claim(s) consistent with Counsel’s Certification and the standards set forth in Federal Rule of Civil Procedure 11(b), the parties agree that the arbitrator shall, as part of its award, impose sanctions by ordering that the initiating party reimburse the responding party for all arbitration filing and administrative fees and arbitrator costs the responding party incurred under the Fee Schedules.
13.9 Batch Arbitration. To increase the efficiency of administration and resolution of arbitrations, you and Joovv agree that in the event that there are twenty-five (25) or more individual Demands of a substantially similar nature filed against Joovv by or with the assistance of the same law firm, group of law firms, or organizations(“Claimants’ Counsel”), within a reasonably proximate period of time, for example, a ninety (90) day period, NAM shall (1) administer the arbitration demands in batches of 100 Demands per batch (or, if between twenty-five (25) and ninety-nine (99) individual Demands are filed, a single batch of all those Demands, and, to the extent there are fewer than 100 Demands remaining after the batching described above, a final batch consisting of the remaining Demands); (2) appoint one arbitrator for each batch; and (3) provide for the resolution of each batch on a consolidated basis with one set of filing and administrative fees per batch, one procedural calendar, one hearing (if any) in a place to be determined by the arbitrator, and one final award, which will provide for any and all relief to which the arbitrator determines each individual party is entitled (“Batch Arbitration”). NAM shall administer all batches concurrently, to the extent possible.
All parties agree that Demands are of a “substantially similar nature” if they arise out of or relate to the same event or factual scenario and raise the same or similar legal issues and seek the same or similar relief. To the extent the parties disagree on the application of the Batch Arbitration process, the disagreeing party shall advise NAM, and NAM shall appoint a sole standing Procedural Arbitrator or, should the circumstances so require, an Emergency Arbitrator, according to the NAM Rules, to determine the applicability of the Batch Arbitration process (the Procedural Arbitrator or Emergency Arbitrator, the “Administrative Arbitrator”). In an effort to expedite resolution of any such dispute by the Administrative Arbitrator, the parties agree the Administrative Arbitrator may set forth such procedures as are necessary to resolve any disputes promptly. The Administrative Arbitrator’s fees shall be paid by Joovv.
You and Joovv agree to cooperate in good faith with NAM to implement the Batch Arbitration process including the payment of single filing and administrative fees for batches of Demands, as well as any steps to minimize the time and costs of arbitration, which may include: (1) the appointment of a discovery special master to assist the arbitrator in the resolution of discovery disputes; and (2) the adoption of an expedited calendar of the arbitration proceedings.
This Batch Arbitration provision shall in no way be interpreted as authorizing a class, collective and/or mass arbitration or action of any kind, or arbitration involving joint or consolidated claims under any circumstances, except as expressly set forth in this provision, and nothing about the Batch Arbitration process will preclude any party from participating in any arbitration administered according to that process.
13.10 30-Day Right to Opt Out. You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out to the Notice Address, within thirty (30) days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address, the email address associated with your Account (if you have one), and an unequivocal statement that you want to opt out of this Arbitration Agreement. Any opt-out notice will be effective only if you send it yourself, on an individual basis, and opt out notices from any third-party purporting to act on your behalf will have no effect on your or Joovv’s rights. If you opt out of this Arbitration Agreement, all other parts of this Agreement will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have with us, including any previous versions of this Arbitration Agreement to which you agreed and did not timely opt out, which will remain in effect, and has no effect on any arbitration agreements with us you may enter in the future.
13.11 Invalidity, Expiration. Except as provided in Section 13.3, if any part or parts of this Arbitration Agreement (other than Section 13.9) are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Arbitration Agreement shall continue in full force and effect. However, if Section 13.9 of this Arbitration Agreement is found under the law to be invalid or unenforceable then, in that case, the entire Arbitration Agreement shall be void, and the parties agree that all Disputes will be heard in the state or federal courts located in Washoe County, Nevada. You further agree that any Dispute that you have with Joovv as detailed in this Arbitration Agreement must be initiated within the applicable statute of limitation for that claim or controversy, or it will be forever time barred. Likewise, you agree that all applicable statutes of limitation will apply to such arbitration in the same manner as those statutes of limitation would apply in the applicable court of competent jurisdiction.
13.12 Future Changes to Arbitration Agreement. You and we agree that Joovv retains the right to modify this Arbitration Agreement in the future. Any such changes will be posted within your Account and on the website and you should check for updates regularly. We agree that if Joovv makes any future material change to this Arbitration Agreement, it will notify you. Your continued use of the website or Services, including purchase of Products through the Services, following the posting of changes to this Arbitration Agreement, constitutes your acceptance of any such changes. If you have previously agreed to a version of this Agreement with an arbitration agreement and you did not validity opt of arbitration then, changes to this Arbitration Agreement do not provide you with a new opportunity to opt out of your previous agreement to arbitrate. Joovv will continue to honor any valid opt outs of the Arbitration Agreement that you made to a prior version of this Agreement.
14. GENERAL PROVISIONS.
14.1 Electronic Communications. The communications between you and Joovv use electronic means, whether you visit the Services or send Joovv e-mails, or whether Joovv posts notices on the Services or communicates with you via e-mail. For contractual purposes, you (1) consent to receive communications from Joovv in an electronic form; and (2) agree that all terms and conditions, agreements, notices, disclosures, and other communications and documents that Joovv provides to you electronically will have the same legal effect that such communications or documents would have if they were set forth in “writing.” The foregoing sentence does not affect your statutory rights.
14.2 Assignment. This Agreement, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by you without Joovv’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.
14.3 Force Majeure. Joovv shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.
14.4 Questions, Complaints, Claims. If you have any questions, complaints or claims with respect to the Services, please contact our customer service department using the contact information available on the Services. We will do our best to address your concerns.
14.5 Exclusive Venue. To the extent the parties are permitted under this Agreement to initiate litigation in a court, both you and Joovv agree that all claims and disputes arising out of or relating to this Agreement that are not brought in a small claims court will be litigated exclusively in the state courts in Reno, Nevada, or federal courts located in Washoe County, Nevada.
14.6 Governing Law. THIS AGREEMENT AND ANY ACTION RELATED THERETO WILL BE GOVERNED AND INTERPRETED BY AND UNDER THE LAWS OF THE STATE OF NEVADA, CONSISTENT WITH THE FEDERAL ARBITRATION ACT, WITHOUT GIVING EFFECT TO ANY CONFLICT OF LAW OR OTHER PRINCIPLES THAT PROVIDE FOR THE APPLICATION OF THE LAW OF ANOTHER JURISDICTION. THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS DOES NOT APPLY TO THIS AGREEMENT.
14.7 Notice. Where Joovv requires that you provide an e-mail address, you are responsible for providing Joovv with your most current e-mail address. In the event that the last e-mail address you provided to Joovv is not valid, or for any reason is not capable of delivering to you any notices required/permitted by this Agreement, Joovv’s dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to Joovv at the following address: Joovv, Inc., 3000 Airway Drive, Suite 110, Reno, Nevada 89502. Such notice shall be deemed given when received by Joovv by letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail at the above address.
14.8 Waiver. Any waiver or failure to enforce any provision of this Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.
14.9 Severability. If any portion of this Agreement is held invalid or unenforceable, that portion shall be construed in a manner to reflect, as nearly as possible, the original intention of the parties, and the remaining portions shall remain in full force and effect.
14.10 Export Control. You may not use, export, import, or transfer the Services except as authorized by U.S. law, the laws of the jurisdiction in which you obtained the Services, and any other applicable laws. In particular, but without limitation, the Services may not be exported or re-exported (a) into any United States embargoed countries, or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Department of Commerce's Denied Person's List or Entity List. By using the Services, you represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. You also will not use the Services for any purpose prohibited by U.S. law.
14.11 Consumer Complaints. In accordance with California Civil Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.
14.12 Agreement Updates. When changes are made, Company will make a new copy of this Terms of Use and/or Supplemental Terms, as applicable, available on the Service, and we will also update the “Last Updated” date at the top of this Agreement. If we make any material changes and you have registered an Account with us, we will also send an email with an updated copy of this Agreement to you at the email address associated with your Account. Unless otherwise stated in such update, any changes to this Agreement will be effective immediately for users without an Account and thirty (30) days after posting for users with an Account. Company may require you to provide consent to the updated Agreement in a specified manner before further use of the Service is permitted. IF YOU DO NOT AGREE TO ANY CHANGE(S) AFTER RECEIVING A NOTICE OF SUCH CHANGE(S), YOU SHALL STOP USING THE SERVICE.
14.13 Entire Agreement. This Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.
JV-MKT-DOC-10486 Ver.1