Terms of Service
Last Revised: September 17, 2026
These Terms of Service (the "Terms") are entered into between you ("you," or "your") and Rion Aesthetics, Inc. ("Company," "we," "us," and "our"). These Terms govern your purchase and use of our Products (defined below) and services at https://platedskinscience.com/ including any content or functionality offered on or through our websites (collectively, the "Services"). The Services are published, owned, and operated by Company.
THESE TERMS INCLUDE AN ARBITRATION CLAUSE. PLEASE READ THE TERMS CAREFULLY BEFORE YOU START TO USE THE SERVICES.
By accessing, browsing, submitting information to and/or using the Services, or by checking the checkbox or selecting ACCEPT when completing an Order, you agree and acknowledge on your own behalf that you have read, understand and agree to be bound by these Terms and to comply with all applicable laws including, without limitation, all federal, state and local tax and tariff laws, regulations, and/or directives. If you do not agree to these Terms, please do not use the Services.
Purpose of the Services. The Services are provided for informational and commercial purposes, including to enable communication between you and Company, to provide information about Company's products and services, and to market and sell those products and services (collectively, "Products").
The Services include the Company website located at https://platedskinscience.com/, and any related websites, online storefronts, content, features, communications, or functionality that Company makes available and where these Terms are linked.
The information made available through the Services is provided for general informational purposes only and may not address all terms, exclusions, conditions, specifications, or availability applicable to the Products or Services. Although Company endeavors to keep the information on the Services current and accurate, Company does not warrant that such information is complete, accurate, or current. Any reliance on information made available through the Services is at your own risk. Information you provide through, or that Company collects through, the Services will be handled in accordance with the Privacy Policy, which is hereby incorporated by reference.
Eligibility; Use of the Services. Subject to these Terms, Company grants you a limited, non-exclusive, non-transferable, revocable right to access and use the Services for your personal, non-commercial use, including to browse the Services, obtain information about Products, communicate with Company, and purchase Products through the Services. You must be the age of majority in your jurisdiction to make a purchase through the Services. If you are under the age of majority, you may use the Services only with the involvement and consent of a parent or legal guardian. You may not use the Services if you are prohibited from doing so under applicable law or if Company has previously suspended or terminated your access to the Services.
You agree to use the Services only in accordance with these Terms and all applicable laws. You may not use the Services for any fraudulent, unlawful, or unauthorized purpose, interfere with the operation or security of the Services, or attempt to obtain unauthorized access to the Services, Company systems, or information maintained by or for Company. Company may modify, suspend, or discontinue any portion of the Services at any time, with or without notice, including the availability of any Product, content, feature, or functionality. Nothing in these Terms obligates Company to maintain any particular Product, content, feature, or functionality on the Services.
Orders. You may place an order to purchase Products through the Services (each, an "Order"). By submitting an Order, you represent and warrant that: (a) you are the age of majority in your jurisdiction; (b) you have the legal authority to enter into a binding agreement; (c) all information you provide in connection with the Order is accurate, current, and complete; and (d) you are authorized to use the payment method provided.
Each Order is subject to Company's acceptance. Company may, in its sole discretion, refuse, limit, or cancel any Order, including due to Product availability, pricing or product description errors, suspected fraud or unauthorized activity, limitations on quantities available for purchase, or any other reason permitted by applicable law. An automated order confirmation email does not constitute Company's acceptance of an Order. Company's acceptance occurs when Company ships the applicable Product(s) or otherwise expressly confirms acceptance of the Order. Products are offered for purchase through the Services solely for your personal, non-commercial use and may not be purchased for resale, distribution, export, or other commercial purpose without Company's prior written authorization. Company may refuse, limit, or cancel any Order, and may restrict or terminate access to the Services, if Company reasonably believes that an Order is being placed by or for a dealer, reseller, distributor, or other person or entity seeking to resell, distribute, or otherwise commercially exploit the Products.
An Order must identify the applicable Product(s), quantities, delivery address, and any other information reasonably required to process the purchase. All Orders are subject to these Terms. If there is a conflict between these Terms and an Order confirmation issued by Company, the Order will control solely with respect to the applicable Product(s), quantities, pricing, and shipping details. Company reserves the right to limit the quantities of Products purchased by any person, household, account, or Order and to discontinue or modify any Product at any time. Product availability is not guaranteed, and Company may cancel or modify an Order if a Product becomes unavailable. If Company cancels an Order after payment has been processed, Company will refund the amount paid for the unavailable Product(s) to the original payment method, unless otherwise required by applicable law.
Subscriptions; Trials; Subscribe & Save. Company may offer Products through subscription, recurring delivery, free trial, or other promotional programs (each, a "Subscription"). If you enroll in a Subscription, you authorize Company to charge your selected payment method for the initial Order and automatically for each subsequent recurring Order at the frequency and price disclosed when you enroll, unless you cancel your Subscription before the applicable renewal date. Any free or discounted trial will automatically convert to a paid Subscription at the end of the trial period unless you cancel before the trial ends.
Company may offer a "Subscribe & Save" program that provides discounts on recurring deliveries of eligible Products. The applicable discount and any conditions for receiving it will be disclosed at the time of your Order. The price for each recurring Order will be the price in effect for the applicable Product at the time the recurring Order is processed, less any applicable subscription discount. Company may change Product prices, Subscription discounts, eligible Products, delivery frequencies, and other Subscription terms from time to time. Company will provide notice of material changes as required by applicable law, including by email or through your Account. Product availability is not guaranteed. If a Product is unavailable, Company may delay, skip, substitute only with your consent, or cancel the applicable recurring Order. Company may cancel or terminate a Subscription at any time, including if a Product is discontinued, unavailable, or no longer eligible for the Subscription program.
You may manage your Subscription through your Account, including by changing the delivery frequency, shipping address, payment method, or, where available, the quantity or Products included in your Subscription. You may cancel your Subscription at any time through your Account or by contacting Customer Support at privacy@rionax.com.
Prices and Taxes. If you wish to purchase any Products available through our Services, you may be asked to supply certain information relevant to your transaction including, without limitation, information about your method of payment (such as your payment card number and expiration date), your billing address and your shipping information. You represent and warrant that you have the legal right to use any payment cards or other payment methods utilized in connection with any transaction. By submitting such information, you grant Company the right to provide such information to third parties for the purposes of facilitating the Order initiated by you or on your behalf.
You agree to pay all charges that may be incurred by you or on your behalf through the Services, at the prices in effect as of the time the Order is placed, including, without limitation, all shipping and handling charges, and you authorize us to charge all sums for the Orders that you submit to the payment method specified at the time of Order. All prices are subject to change without notice. All prices are shown in U.S. dollars.
List prices do not include any federal, state or local duties, excise, sales, use or other taxes, tariffs or duties (collectively, "Taxes") that may apply to Products. You are responsible for paying all Taxes associated with your purchase hereunder. If Company has the legal obligation to pay or collect Taxes for which you are responsible, you will pay that amount unless you provide us with a valid tax exemption certificate authorized by the applicable taxing authority. In connection therewith, you will indicate which products are tax exempt when you place any Order.
Product Information. Information about our Products is provided on our Services and website for illustrative and informational purposes and despite our best efforts, occasional typographical errors, inaccuracies or omissions that may relate to product descriptions, pricing, specifications and/or availability (see Product Availability below for more detail) may occur. Accordingly, we do not guarantee the accuracy or completeness of any Product information on our Services and website. We reserve the right to correct or update our Services with respect to Products at any time without prior notice (including after you have submitted an Order). If you do not wish to continue your purchase after pricing or other Product information has been corrected, please contact us right away. Additionally, we have made every effort to display as accurately as possible the colors and images of our products that appear at the store. We cannot guarantee that your computer monitor's display of any color will be accurate.
Product Availability. Product availability on our Services is not guaranteed, as it may be low in stock or otherwise unavailable due to reasons beyond our control. If any selected Product is not available at the time your Order processes, we will notify you of this.
Shipping. Company will use commercially reasonable efforts to ship Products within the estimated timeframes displayed on the Services or otherwise communicated to you. Any shipping or delivery dates and timeframes are estimates only and are not guaranteed. Company is not responsible for delays caused by carriers, weather conditions, customs processing, inaccurate or incomplete shipping information provided by you, or other circumstances beyond Company's reasonable control.
Unless otherwise stated at checkout or in an applicable Order confirmation, Company will select the carrier and shipping method. Please see our Shipping Policy for more information.
Cancellations; Returns; Refunds. Returns are subject to our Refund Policy posted on the Services, which is incorporated into these Terms. To be eligible for a return, Products must be returned in accordance with the requirements, conditions, procedures, and deadlines set forth in the Refund Policy. Company may update the Refund Policy from time to time by posting an updated version on the Services. Nothing in these Terms or the Return Policy limits any rights that cannot be waived or restricted under applicable law.
Product Safety; Proper Use. You must use each Product only for its intended purpose and in accordance with all applicable product instructions, warnings, labels, safety information, and packaging. You must not misuse, alter, modify, repair, disassemble, or use any Product in a manner inconsistent with those materials. Stop using any Product that is damaged, defective, recalled, or otherwise appears unsafe. Failure to follow applicable product instructions, warnings, labels, safety information, or packaging may result in injury, property damage, or Product malfunction. Nothing in this section limits any rights or remedies that cannot lawfully be waived or restricted under applicable law. Information made available through the Services, including Product descriptions, ingredient information, educational materials, and customer reviews, is provided for general informational purposes only and is not medical advice.
Allergies; Skin Sensitivities; Adverse Reactions. You are responsible for reviewing the applicable Product ingredient list, instructions, warnings, labels, and packaging before use. Do not use a Product if you know or suspect that you are allergic or sensitive to any of its ingredients. Before first use, follow any patch test instructions provided with the Product and, where no such instructions are provided, consider testing the Product on a small area of skin before broader use. Discontinue use immediately if you experience redness, irritation, itching, burning, swelling, rash, or any other adverse reaction, and consult a qualified healthcare professional as appropriate. If you experience a severe or potentially life-threatening reaction, seek emergency medical care immediately. Contact Company at privacy@rionax.com to report a suspected product-related adverse event. Nothing in this section limits any rights or remedies that cannot lawfully be waived or restricted under applicable law.
Force Majeure. Company will not be liable for delays in delivery or for failure to perform its obligations due to causes beyond its reasonable control, including, but not limited to, Product allocations, material shortages, labor disputes, transportation delays, unforeseen circumstances, acts of God, acts or omissions of other parties, acts or omissions of civil or military authorities, government priorities, fire, strikes, floods, severe weather conditions, computer interruptions, terrorism, epidemics, quarantine or other governmental restrictions, riots, or war. The time for delivery or performance will be extended by the period of such delay, or Company, at our sole option, may cancel any order or remaining part thereof without liability by giving you prior notice.
Export Controls. Products purchased may be subject to export control laws, restrictions, regulations and orders of the United States. You agree to comply with all applicable export laws, or transfer for the purpose of re-export, any product to any prohibited or embargoed country or to any denied, blocked, or designated person or entity as mentioned in any such United States or foreign law or regulation. You represent and warrant that you are not on the Denied Persons, Specially Designated Nationals or Debarred Persons List and it's not otherwise prohibited by law from purchasing the Products. If applicable, you shall be responsible for obtaining any required license to export, re-export or import.
User Account Responsibility. You may be permitted to create an account on the Services (an "Account") to facilitate purchases, view order history, manage account preferences, or access other features that Company makes available. You are not required to create an Account to browse the Services unless Company states otherwise. You agree to provide accurate, current, and complete information when creating or updating an Account and to promptly update that information if it changes. You are responsible for maintaining the confidentiality of your Account credentials, including your username and password, and for all activity that occurs through your Account. You must promptly notify Company at privacy@rionax.com of any suspected or actual unauthorized access to, use of, or security breach involving your Account.
You may not create an Account using false or misleading information, create an Account for another person without authorization, transfer or sell your Account, or permit any other person to use your Account credentials. Company is not responsible for losses resulting from your failure to protect your Account credentials or promptly report unauthorized Account activity. Company may suspend, restrict, or terminate your Account if Company reasonably believes that you have violated these Terms, provided inaccurate information, engaged in fraudulent or unauthorized activity, or created a risk of harm to Company, other users, or the Services.
You may request deletion of your Account by contacting Company at privacy@rionax.com. Deleting an Account does not cancel an order that has already been submitted, affect any payment obligation, or eliminate any rights or obligations that accrued before Account deletion.
Prohibited Uses. You agree that you will not:
Use the Services in any manner that could damage, disable, overburden, or impair the Services or interfere with any other party's use and enjoyment of it;
Attempt to gain unauthorized access to any Account, computer systems or networks associated with the Products, Company or the Services;
Reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the Services, or any part thereof;
Obtain or attempt to obtain any materials or information through the Services by any means not intentionally made available or provided by Company;
Bypassing the measures we may use to prevent or restrict access to or use of the Services or the content therein, including, but not limited to, attempting to bypass any age gating or parental consent mechanisms or providing false or inaccurate information regarding your age or country and state (as applicable) of residence;
Use any robot, spider, or other automatic device, process or means to access the Services for any purpose, including monitoring or copying any of the material on the Services;
Introduce any viruses, Trojan horses, worms, logic bombs, or other material which is malicious or technologically harmful;
Attack the Services via a denial-of-service attack or a distributed denial-of-service attack;
Impersonate or attempt to impersonate Company, a Company employee, another user or any other person or entity (including, without limitation, by using email addresses associated with any of the foregoing);
Use the Services for any commercial purposes;
Solicit others to perform or participate in any unlawful acts;
Harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; or
Submit false or misleading information or otherwise impersonate another person or entity.
User Submissions. If you submit, post, upload, transmit, or otherwise make available through the Services or directly to Company any reviews, comments, feedback, photographs, videos, testimonials, suggestions, or other materials (collectively, "User Submissions"), you represent and warrant that you have all rights necessary to provide the User Submissions and that they do not violate any applicable law or third-party right. You retain any ownership rights you may have in your User Submissions, but grant Company a non-exclusive, worldwide, royalty-free, fully paid-up, transferable, sublicensable license to use, reproduce, modify, adapt, publish, display, distribute, and otherwise exploit the User Submissions in connection with operating, improving, promoting, and marketing the Services and Products. Company does not tolerate User Submissions that are unlawful, fraudulent, false or misleading, defamatory, threatening, harassing, abusive, obscene, hateful, discriminatory, infringing, invasive of another person's privacy or publicity rights, or otherwise objectionable or inappropriate in Company's reasonable discretion. Company may, but is not obligated to, monitor, review, remove, or refuse any User Submission in its discretion. You are solely responsible for your User Submissions.
Text Messaging. By opting in to receive SMS/text messages from or on behalf of Company, you agree that Company may send recurring transactional and promotional messages to the mobile number you provide, including order updates, account alerts, offers, promotions, and cart reminders. Message frequency varies, and messages may be sent using automated technology. Your consent to receive promotional messages is not required to purchase Products or use the Services. You may opt out at any time by replying STOP to a message. For help, reply HELP or contact Company at privacy@rionax.com. Message and data rates may apply, and you are responsible for any charges imposed by your wireless carrier. You represent that you are the subscriber for, or are authorized to use, the mobile number you provide. You must promptly update Company if you change or no longer control that number. Company and wireless carriers are not responsible for delayed or undelivered messages. Company may modify or discontinue the mobile messaging service at any time, subject to applicable law.
Third-party Services. The Services may contain links to websites controlled or operated by persons and companies other than Company ("Linked Sites"). Linked Sites are not under the control of Company, and Company is not responsible for the contents of any Linked Site, including without limitation any link contained on a Linked Site, or any changes or updates to a Linked Site. Company is not responsible if the Linked Site is not working correctly or for any viruses, malware, or other harms resulting from your use of a Linked Site. Company is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by Company of the website or any association with its operators. You are responsible for viewing and abiding by the privacy policies and terms of use posted on the Linked Sites. You are solely responsible for any dealings with third parties who support Company or are identified in the Services, including any delivery of and payment for goods and services.
Third-party Applications. You acknowledge that your access and use of any third-party applications or software on our Services and Content, such as a chat window provided by Zendesk (the "Third-party Applications"), is at your discretion and risk, and Company has no liability to you arising from your use of the Third-party Applications. Company hereby disclaims any representation, warranty, or guaranty regarding the Third-party Applications, whether expressed, implied or statutory, including, without limitation, the implied warranties of merchantability or fitness for a particular purpose, and any representation, warranty, or guaranty regarding the availability, quality, reliability, features, appropriateness, accuracy, completeness, or legality of the Third-party Applications, and you agree to indemnify and hold Company harmless for any direct, indirect, punitive, incidental, special, or consequential damages, or any damages whatsoever including, without limitation, damages for loss of use, arising out of or in any way connected with the use or performance of the Third-party Applications.
Intellectual Property Notices. The Services and all content, features, and functionality made available through the Services, including text, graphics, photographs, images, videos, audio, product descriptions, designs, logos, trademarks, service marks, trade names, trade dress, product names, software, compilations, and the selection and arrangement of the foregoing (collectively, "Content"), are owned by or licensed to Company and are protected by applicable intellectual-property and other laws. The Company names, logos, product names, and other brand identifiers are trademarks or other proprietary rights of Company or its licensors.
Subject to these Terms, Company grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Services and Content solely for your personal, non-commercial use, including to browse the Services, obtain information about Products, and make purchases through the Services. No right, title, or interest in or to the Services, Content, or any intellectual-property rights is transferred to you, and all rights not expressly granted are reserved by Company and its licensors.
Except as expressly permitted in writing by Company or under applicable law, you may not copy, reproduce, distribute, modify, create derivative works from, publicly display, publicly perform, republish, download, store, transmit, sell, license, exploit, or otherwise use any portion of the Services or Content for any commercial or other unauthorized purpose. You may not use Company's trademarks, logos, product names, or other proprietary materials in a manner that suggests endorsement, affiliation, or sponsorship without Company's prior written consent. Nothing in these Terms permits you to use any Content or other intellectual property except as expressly authorized. Unauthorized use may violate copyright, trademark, and other applicable laws and may result in legal action.
You acknowledge and agree that you are solely responsible for complying with the applicable restrictions on use of all Content, copyrighted materials and trademarks that you see, hear, and use on the Services. You understand that any unauthorized use of such intellectual property would result in irreparable injury for which money damages would be inadequate. You further acknowledge that, in the event of any such unauthorized use, Company or the applicable intellectual property owner will have the right, in addition to other remedies available at law and in equity, to immediate injunctive relief to prevent any such unauthorized use.
Questions regarding the use of any intellectual property provided on the Services should be directed to privacy@rionax.com.
Location of Services. Company is based in the United States. We make no claims that the Services or any of its contents are accessible or appropriate in all jurisdictions. Access to the Services may not be legal by certain persons or in certain countries.
Disclaimer. EXCEPT AS OTHERWISE PROVIDED HEREIN, THE SERVICES, CONTENT, AND PRODUCTS ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, COMPANY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE.
WITHOUT LIMITING THE FOREGOING, COMPANY DOES NOT WARRANT THAT: (A) THE SERVICES, CONTENT, OR PRODUCT DESCRIPTIONS WILL BE ACCURATE, COMPLETE, RELIABLE, CURRENT, OR ERROR-FREE; (B) THE SERVICES WILL BE UNINTERRUPTED, SECURE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; (C) ANY PRODUCT WILL BE AVAILABLE AT A PARTICULAR TIME; OR (D) ANY PRODUCT WILL MEET YOUR PARTICULAR NEEDS, EXPECTATIONS, OR INTENDED USE. PRODUCT IMAGES, COLORS, PACKAGING, SPECIFICATIONS, PRICING, AND AVAILABILITY DISPLAYED ON THE SERVICES ARE SUBJECT TO CHANGE WITHOUT NOTICE. COMPANY MAKES COMMERCIALLY REASONABLE EFFORTS TO DISPLAY PRODUCTS ACCURATELY, BUT ACTUAL COLORS, APPEARANCE, AND PACKAGING MAY VARY DEPENDING ON YOUR DEVICE, DISPLAY SETTINGS, OR PRODUCT UPDATES. NOTHING IN THESE TERMS EXCLUDES, RESTRICTS, OR MODIFIES ANY WARRANTY, RIGHT, REMEDY, OR GUARANTEE THAT CANNOT LAWFULLY BE EXCLUDED, RESTRICTED, OR MODIFIED UNDER APPLICABLE LAW.
No Human Consumption. Unless Company expressly states otherwise in writing for a particular Product, Products are not intended for human consumption, ingestion, or internal use. Products are not food, beverages, dietary supplements, medicines, medical treatments, or drugs. Do not ingest, consume, chew, swallow, or use any Product in a manner inconsistent with the applicable Product instructions, warnings, labels, and packaging. If a Product is accidentally ingested or consumed, contact a qualified healthcare professional or Poison Control. Keep Products out of the mouth and reach of children, except where a Product's instructions, warnings, labels, and packaging expressly state that the Product is intended for age-appropriate oral use.
Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL COMPANY, ITS AFFILIATES, LICENSORS, SUPPLIERS, OR SERVICE PROVIDERS, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, DATA, OR USE, ARISING OUT OF OR RELATING TO THE SERVICES, CONTENT, PRODUCTS, OR THESE TERMS, REGARDLESS OF THE FORM OF ACTION OR THEORY OF LIABILITY, WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, COMPANY'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO A PRODUCT, THE SERVICES, OR THESE TERMS WILL NOT EXCEED THE GREATER OF: (A) THE AMOUNT YOU PAID TO COMPANY FOR THE PRODUCT GIVING RISE TO THE CLAIM; OR (B) ONE HUNDRED U.S. DOLLARS ($100).
THE LIMITATIONS IN THIS SECTION APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. HOWEVER, NOTHING IN THESE TERMS LIMITS OR EXCLUDES LIABILITY THAT CANNOT BE LIMITED OR EXCLUDED UNDER APPLICABLE LAW. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.
Indemnity. You agree to defend, indemnify, and hold harmless Company, its affiliates, and their respective officers, directors, employees, agents, licensors, suppliers, and service providers (collectively, the "Company Indemnitees") from and against any third-party claims, demands, actions, proceedings, damages, liabilities, losses, costs, and expenses, including reasonable attorneys' fees, arising out of or relating to: (a) your violation of these Terms; (b) your violation of applicable law; (c) User Submissions, including any allegation that User Submissions infringes, misappropriates, or otherwise violates a third party's intellectual-property, privacy, publicity, or other rights; (d) your fraud, willful misconduct, or unauthorized use of the Services; or (e) your misuse of a Product or use of a Product contrary to applicable instructions, warnings, or these Terms.
Company will provide you with prompt written notice of any claim for which it seeks indemnification, except that any delay in notice will not relieve you of your obligations except to the extent you are materially prejudiced by the delay. Company may assume the exclusive defense and control of any matter subject to indemnification, at your expense, and you agree to cooperate reasonably in the defense of that matter. You may not settle any indemnified claim without Company's prior written consent if the settlement imposes any obligation, admission of liability, or restriction on a Company Indemnitee.
Termination and Restriction of Access. In its sole discretion, Company may terminate or suspend your access to the Services for any reason or no reason at all, including, but not limited to, your breach of these Terms. Company shall not be liable for any losses or damages arising from any such termination of service.
Agreement to Arbitrate and Waiver of Class Action Claims ("Agreement to Arbitrate").
Scope; Prior and Future Transactions. This Agreement to Arbitrate applies to all Disputes between you and Company, whether arising before, on, or after the date you accept these Terms, including Disputes arising out of or relating to any prior, current, or future Product purchase, Order, payment, delivery, return, refund, warranty claim, marketing communication, use of the Services, or other interaction or relationship between you and Company.
Informal Resolution. Before either party commences arbitration or a court proceeding, the party asserting a dispute will provide the other party with written notice describing the nature and basis of the dispute and the relief requested. You must send any notice to Company at privacy@rionax.com. Company will send any notice to the email address associated with your Account or Order. The parties will attempt in good faith to resolve the dispute informally for at least thirty (30) days after receipt of the notice.
Agreement to Arbitrate. Except as expressly provided below, you and Company agree that any dispute, claim, or controversy arising out of or relating to these Terms, the Services, any Product, an Order, payment, delivery, return, refund, warranty claim, marketing, or the relationship between you and Company, including any such dispute based on events or transactions that occurred before you accepted these Terms (collectively, "Disputes"), will be resolved exclusively by final and binding individual arbitration rather than in court.
Exceptions. Either party may: (a) bring an individual action in small claims court if the claim qualifies and remains in that court; or (b) seek temporary, preliminary, or permanent injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of that party's intellectual-property rights. Nothing in this section prevents either party from reporting a matter to a government agency or regulator.
Arbitration Administrator and Rules. The arbitration will be administered by the American Arbitration Association ("AAA") under its Consumer Arbitration Rules and Mediation Procedures in effect when the arbitration is filed, except as modified by this section. The AAA Consumer Arbitration Rules are available at www.adr.org. If the AAA is unavailable or unwilling to administer the arbitration, the parties will select another nationally recognized arbitration provider. If the parties cannot agree, a court of competent jurisdiction will appoint an arbitrator or arbitration administrator consistent with this section.
Arbitration Procedures; Location; Fees. The arbitration may be conducted based on written submissions, by video conference, by telephone, or through an in-person hearing, as permitted by the AAA Consumer Arbitration Rules. Any in-person hearing will take place in the county where you reside or at another location mutually agreed upon by the parties, unless applicable law requires otherwise. Payment of arbitration fees and costs will be governed by the AAA Consumer Arbitration Rules.
Individual Proceedings; Class Action Waiver. YOU AND COMPANY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF, CLASS MEMBER, OR PRIVATE ATTORNEY GENERAL IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, REPRESENTATIVE, OR PRIVATE ATTORNEY GENERAL PROCEEDING. THE ARBITRATOR MAY AWARD RELIEF ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF WARRANTED BY THAT PARTY'S INDIVIDUAL CLAIM. THE ARBITRATOR MAY NOT CONSOLIDATE CLAIMS OR PRESIDE OVER ANY FORM OF CLASS, COLLECTIVE, REPRESENTATIVE, OR PRIVATE ATTORNEY GENERAL PROCEEDING, EXCEPT TO THE EXTENT SUCH RESTRICTION IS PROHIBITED BY APPLICABLE LAW.
Arbitrator Authority. The arbitrator will have exclusive authority to resolve all Disputes, including disputes regarding the interpretation, applicability, enforceability, or formation of this arbitration agreement, except that a court of competent jurisdiction will decide the enforceability of the class-action waiver above and the enforceability of any mass-arbitration procedure, if applicable.
Jury Trial Waiver. TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOU AND COMPANY WAIVE ANY RIGHT TO A JURY TRIAL FOR DISPUTES SUBJECT TO ARBITRATION.
Mass Arbitration. If twenty-five (25) or more substantially similar Disputes are asserted against Company by the same or coordinated counsel, or otherwise are coordinated for arbitration, the parties agree that the Disputes will be administered in batches. The parties will first proceed with ten (10) individual arbitrations, selected equally by the claimants and Company, followed by good-faith mediation of the remaining Disputes. If unresolved, the remaining Disputes will proceed in batches of up to fifty (50) individual arbitrations, selected equally by the claimants and Company, until resolved. During this process, applicable limitations periods will be tolled for Disputes that have been submitted for arbitration but are not then being adjudicated. A court of competent jurisdiction will resolve disputes concerning the applicability, enforceability, or administration of this Mass Arbitration provision. If this provision is found unenforceable, the remainder of this Agreement to Arbitrate will remain in effect to the fullest extent permitted by applicable law.
Opt-Out. You may opt out of this agreement to arbitrate by sending written notice to privacy@rionax.com within thirty (30) days after you first accept a version of these Terms containing this Agreement to Arbitrate or place an Order, whichever occurs first. Your notice must include your name, the email address used in connection with the Services or Order, and a clear statement that you wish to opt out of arbitration. Opting out of arbitration will not affect any other provision of these Terms.
Severability. If any portion of this arbitration agreement is found unenforceable, that portion will be severed and the remainder will remain in effect, except that, if the class-action waiver is found unenforceable as to a particular claim or request for relief, that claim or request for relief must proceed in a court of competent jurisdiction and not in arbitration.
Limitation on Time to File Claims. Any cause of action or claim you may have arising out of or relating to these Terms, our Products or the Services must be commenced within six (6) months, unless a greater period is required in accordance with applicable laws, after the cause of action accrues, otherwise, such cause of action or claim is permanently barred.
Governing Law & Jurisdiction. Except to the extent preempted by the Federal Arbitration Act ("FAA"), these Terms are governed by the laws of the State of Minnesota without regard to conflict of law provisions. You hereby irrevocably consent to the exclusive jurisdiction and venue of the state and federal courts in Minneapolis, Minnesota, in all disputes arising out of or relating to these Terms.
Changes to these Terms. Company may update or change these Terms from time to time in order to reflect changes in any offered services, changes in the law, or for other reasons as deemed necessary by Company. The effective date of any Terms will be reflected in the "Last Revised" entry at the top of these Terms. Company may provide notice of material changes by posting the updated Terms on the Services, by sending an email to the email address associated with your Account or Order, or by other reasonable means. Your continued use of the Services after any such change is communicated shall constitute your consent to such change(s).
Survival. Provisions of these Terms that by their nature should survive termination, expiration, suspension, cancellation, or completion of any Order will survive, including the provisions concerning payment obligations, Taxes, Product restrictions, User Submissions, intellectual property, disclaimers, limitation of liability, indemnity, dispute resolution, arbitration, class-action waiver, limitation on time to file claims, governing law and jurisdiction, and this Survival provision.
General. You agree that no joint venture, partnership, employment, or agency relationship exists between you and Company as a result of these Terms or use of the Services. You may not assign these Terms without the prior written consent of Company in all instances. Company may assign these Terms, in whole or in part, at any time. Company's performance of these Terms is subject to existing laws and legal process, and nothing contained in these Terms is in derogation of Company's right to comply with governmental, court, and law enforcement requests or requirements relating to your use of the Services or information provided to or gathered by Company with respect to such use.
If any part of these Terms are determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision, and the remainder of these Terms shall continue in effect.
These Terms, including the Privacy Policy and all other documents expressly incorporated herein by reference, constitute the entire agreement between you and Company with respect to the Services, and supersede all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between you and Company. A printed version of these Terms and of any notices given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. The failure of Company to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision.
Company Contact Information. Questions can be directed to Company at: privacy@rionax.com.