Last Updated: February 10, 2023
By accessing or using the Site, these Terms form a binding agreement (hereinafter “Agreement”) between us and you, or if you represent an entity or organization, that entity or organization (in either case “you” or “your”) regarding the use of the Site and the information, content, or materials you access through the Site (“Materials”). Materials may include publications, news, and press releases relating to Elo Life Systems and its services and offerings. While this information is believed to be accurate as of the date it was prepared, Elo Life Systems disclaims any duty or obligation related to the accuracy of any Materials.
Eligibility: You may access and use the Site and Materials only if you are legally able to enter into a binding contract with us, and only in compliance with this Agreement and all laws, rules and regulations applicable to your use of the Site and Materials. The Site and Materials are not directed to or intended for access by anyone under the age of 16. The Site is not available to anyone who has been previously removed from the Site by Elo Life Systems.
PLEASE READ THIS AGREEMENT CAREFULLY BEFORE USING THE SITE. ALL USE OF THE SITE IS SUBJECT TO YOUR COMPLIANCE WITH THIS AGREEMENT. BY ACCESSING OR USING THE SITE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THIS AGREEMENT. IF YOU DO NOT AGREE TO BE BOUND BY THE AGREEMENT, YOU MAY NOT USE THESE SITE.
By accessing or using the Site, you represent and warrant that you have not been previously suspended or removed from the Site, or engaged in any activity that could result in suspension or removal from the Site.
This Agreement may be revised at any time for any reason, and Elo Life Systems may provide you notice of these changes by any reasonable means, including by providing notice through the Site. You can determine when we last updated the Site by referring to the “Last Updated” legend at the top of this Agreement. Except to the extent that your express consent to any revised Agreement is required under data protection law, by continuing to access, browse or use the Site, you confirm your acceptance of this Agreement and all the terms incorporated herein by reference. We strongly recommend that you periodically visit this page of the Site to review this Agreement. It is Your responsibility to check the Site for updates to this Agreement. Your continued use of the Site following posting of any changes to this Agreement signifies that you agree to the terms and conditions of this Agreement.
Elo Life Systems and its licensors retain all rights, title, and interest, including all intellectual property and proprietary rights, in and to the Site and all Materials, including any additions, improvements, updates, and modifications thereto. You receive no ownership interest or other rights in or to the Site or Materials.
The Site and Materials, and the databases, software, hardware, and other technology used by or on behalf of Elo Life Systems to operate the Site, and the structure, organization, and underlying data, information and software code thereof (“Technology”), may constitute valuable trade secrets of Elo Life Systems and are protected by all applicable laws and international treaties. You will not, and will not permit any third party to: (a) access or attempt to access the Site, Materials, or Technology except as expressly provided in this Agreement; (b) use the Site, Materials, or Technology in any unlawful manner or in any other manner that could damage, disable, overburden, or impair the Site or Technology; (c) use automated scripts to collect information from or otherwise interact with the Site or Technology; (d) alter, modify, reproduce, create derivative works of the Site, Materials, or Technology; (e) distribute, sell, resell, lend, loan, lease, license, sublicense, or transfer any of your rights to access or use the Site or Materials or otherwise make the Site or Materials available to any third party; (f) reverse engineer, disassemble, decompile, or otherwise attempt to derive the method of operation of the Technology; (g) attempt to circumvent or overcome any technological protection measures intended to restrict access to any portion of the Site, Materials, or Technology; (h) monitor the availability, performance, or functionality of the Site, Materials, or Technology; (i) interfere with the operation or hosting of or damage the Site, Materials, or Technology; (j) copy or attempt to copy, in whole or in part, any part of the Site, Materials, or Technology; or (k) alter, obscure or remove any copyright notice, copyright management information, or proprietary legend contained in or on the Site, Materials, or Technology.
Unless otherwise indicated in writing by us, the Site and Materials contained therein, including, without limitation, the Elo Life Systems logo and all designs, text, graphics, pictures, information, data, software, User Content (as defined in Section 6), other files and the selection and arrangement thereof (collectively, “Content”) are the property of Elo Life Systems or our licensors or users, as applicable, and are protected by U.S. and international copyright and other laws.
Subject to this Agreement, you are hereby granted a personal, non-exclusive, non-transferable, non-sublicensable license to access and make personal, non-commercial use of the Site and Content. All rights not expressly granted herein are reserved. You do not acquire any ownership interest in the Site, Materials, or Content under this Agreement, or any other rights thereto other than to use the Site and Materials in accordance with the license granted, and subject to all terms, conditions and restrictions of this Agreement.
However, such license is subject to this Agreement and does not include any right to, and you shall not, directly or indirectly: (a) sell, resell or use commercially the Site, Materials, or Content, (b) distribute, publicly perform or publicly display any Content, (c) modify or otherwise make any derivative uses of the Site, Materials, or Content, or any portion thereof, (d) use any data mining, robots or similar data gathering or extraction methods, (e) download (other than page caching) any portion of the Site, Materials, or Content, except as expressly permitted by us, (f) use the Site or Materials to stalk, threaten, or otherwise violate the rights of others, including without limitation others’ privacy rights or rights of publicity; (g) interfere with the Site, Materials, or servers or networks used in connection with the Site (or as discussed in Section 2 above); or (h) use the Site, Materials, or Content other than for their intended purposes. You may not modify or change any Materials or Contents. You will not otherwise use the Site, Materials, or Content other than as expressly permitted.
Any use of the Site, Materials, or Content other than as specifically authorized herein, without our prior written permission, is strictly prohibited and will terminate the license granted herein. Such unauthorized use may also violate applicable laws, including, without limitation, copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated by us, nothing in this Agreement shall be construed as conferring any right or license to any patent, trademark, copyright, or other proprietary rights of Elo Life Systems or any third party, whether by estoppel, implication or otherwise. This license is revocable at any time.
You will not remove, alter, or conceal any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Content and you will not reproduce, modify, adapt, prepare derivative works based on, perform, display, publish, distribute, transmit, broadcast, sell, license or otherwise exploit the Site, Materials, or Content.
The Elo Life Systems logo, and any other Elo Life Systems product or service names, trademarks, logos, or other indicia (“Marks”) that may appear on the Site are the property of Elo Life Systems or its subsidiaries, affiliates or third parties, and may not be copied, imitated, or used, in whole or in part, without our prior written permission. Nothing contained in the Site shall be construed as granting, by implication or otherwise, any license or right to use any such Mark without the prior written permission of Elo Life Systems or such third party that may own such Mark. Your misuse of any such Mark, or any other Materials or Content on the Site, is strictly prohibited.
You are solely responsible and liable for all data, information, and other materials (“User Content”) that you submit, upload, post, e-mail or otherwise transmit (“Transmit”) in connection with the Site. In addition, we have no control over, and shall have no liability for, any damages resulting from the use (including without limitation republication) or misuse by any third party of information made public through the Site. IF YOU CHOOSE TO SUBMIT TO US, OR OTHERWISE MAKE ANY USER CONTENT PUBLICLY AVAILABLE, YOU DO SO AT YOUR OWN RISK AND WE SHALL HAVE NO LIABILITY.
You agree that you will not, and will not permit anyone else to, directly or indirectly:
Although we have no obligation to screen, edit or monitor User Content, we reserve the right, and have absolute discretion, to remove, screen or edit User Content posted or stored on the Site at any time and for any reason, and you are solely responsible for creating backup copies of and replacing any User Content you post or store on the Site at your sole cost and expense.
We do not claim any ownership interest in your User Content.
You acknowledge and agree that Company may disclose or use any User Content that you Transmit for purposes that include, but are not limited to: (a) enforcing this Agreement; (b) complying with any laws, regulations or rules of any federal, state or local government or agency; (c) responding to claims that any User Content violates the rights of third parties; or (d) protecting the rights or property of Elo Life Systems, its customers or the public.
You can submit questions, comments, suggestions, ideas, original or creative materials or other information about Elo Life Systems, the Site or the services (collectively, “Feedback”). Feedback is non-confidential and shall become the sole property of Elo Life Systems. Elo Life Systems shall own exclusive rights, including, without limitation, all intellectual property rights, in and to such Feedback and shall be entitled to the unrestricted use and dissemination of this Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
We have not reviewed all of the websites linked to the Site and are not responsible for the content of any third-party pages, any other websites linked to the Site, or any products or services offered by third parties linked to the Site. Nothing in the Site, including, without limitation, any links to other websites, should be construed as an endorsement of any products, services or information of any other persons or companies by Elo Life Systems. Your choice to access a link to any other website is at your own risk, and you agree to comply with all terms and conditions relating to such websites. Elo Life Systems reserves the right not to link, or to remove the link, to a particular website at any time. Any links to third party websites are provided as a convenience to you and are neither owned nor operated by Elo Life Systems. We have no control over these linked websites and make no representations or warranties with respect to these linked websites or third-party products or services. Your viewing and use of any third-party websites is at your sole discretion and risk.
You represent and warrant that: (a) you have the legal right and authority to enter into this Agreement, either for yourself or the entity you represent; (b) this Agreement forms a binding legal obligation on either yourself or the entity you represent; and (c) you have the legal right and authority to perform your obligations under this Agreement. You represent and warrant that your use of and access to the Site and the Materials will comply with all applicable laws, rules, or regulations and will not cause Elo Life Systems itself or any other third party to violate any applicable laws. Elo Life Systems is not responsible for notifying you of any such laws, enabling your compliance with any such laws, or for your failure to comply.
You shall indemnify, hold harmless, and, at our option, defend Elo Life Systems from and against any and all losses, damages, liabilities, costs (including reasonable attorneys’ fees) (“Losses”) incurred by Elo Life Systems resulting from any third-party claim, suit, action or proceeding relating to or arising from your use of the Site or Materials, any User Content that you Transmit to or through the Site, any Feedback you provide, any violation of this Agreement by you, or any other act or omission by you, including your violation of any rights of another, arising from your use of the Site, Materials, or any other features. You further agree that Elo Life Systems shall have control of the defense or settlement of any third party claims, unless Elo Life Systems exercises its option to require you to defend Elo Life Systems. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and Elo Life Systems.
THE SITE, MATERIALS, AND THE CONTENT ARE PROVIDED ON AN “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS” BASIS. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, ELO LIFE SYSTEMS DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER, EXPRESS, OR IMPLIED, AS TO: (A) THE SITE; (B) THE CONTENT; (C) USER CONTENT; OR (D) SECURITY ASSOCIATED WITH THE TRANSMISSION OF INFORMATION TO THE SITE. IN ADDITION, ELO LIFE SYSTEMS HEREBY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, THAT ANY RESULTS WILL BE ACHIEVED, NON-INFRINGEMENT, TITLE, CUSTOM, TRADE, QUIET ENJOYMENT, SYSTEM INTEGRATION AND FREEDOM FROM COMPUTER VIRUS.
ELO LIFE SYSTEMS DOES NOT REPRESENT OR WARRANT THAT THE SITE WILL BE ERROR-FREE OR UNINTERRUPTED; THAT DEFECTS WILL BE CORRECTED; OR THAT THE SITE OR THE SERVER THAT MAKES THE SITE AVAILABLE IS FREE FROM ANY HARMFUL COMPONENTS, INCLUDING, WITHOUT LIMITATION, VIRUSES. ELO LIFE SYSTEMS DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT THE INFORMATION (INCLUDING ANY INSTRUCTIONS) ON THE SITE IS ACCURATE, COMPLETE, OR USEFUL. YOU ACKNOWLEDGE THAT YOUR USE OF THE SITE IS AT YOUR SOLE RISK. ELO LIFE SYSTEMS DOES NOT WARRANT THAT YOUR USE OF THE SITE IS LAWFUL IN ANY PARTICULAR JURISDICTION, AND ELO LIFE SYSTEMS SPECIFICALLY DISCLAIMS SUCH WARRANTIES. SOME JURISDICTIONS LIMIT OR DO NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES SO THE ABOVE DISCLAIMER MAY NOT APPLY TO YOU TO THE EXTENT SUCH JURISDICTION’S LAW IS APPLICABLE TO YOU AND THIS AGREEMENT.
BY ACCESSING OR USING THE SITE YOU REPRESENT AND WARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE THE SITE.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ELO LIFE SYSTEMS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING, BUT NOT LIMITED TO, LOSS OF REVENUE, INCOME OR PROFITS, LOSS OF USE OR DATA, LOSS OR DIMINUTION IN VALUE OF ASSETS OR SECURITIES, OR DAMAGES FOR BUSINESS INTERRUPTION) ARISING OUT OF OR IN ANY WAY RELATED TO THE ACCESS TO OR USE OF THE SITE (INCLUDING, BUT NOT LIMITED TO, USER CONTENT, AND LINKS TO THIRD PARTY SITES), OR THE ORDER, RECEIPT OR USE OF ANY PRODUCT OR SERVICE, OR OTHERWISE RELATED TO THIS AGREEMENT (INCLUDING, BUT NOT LIMITED TO, ANY DAMAGES CAUSED BY OR RESULTING FROM RELIANCE ON ANY INFORMATION OBTAINED FROM ELO LIFE SYSTEMS, OR FROM EVENTS BEYOND ELO LIFE SYSTEMS’S REASONABLE CONTROL, SUCH AS SITE INTERRUPTIONS, DELETIONS OF FILES OR EMAILS, ERRORS OR OMISSIONS, DEFECTS, BUGS, VIRUSES, TROJAN HORSES, DELAYS IN OPERATION OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO ELO LIFE SYSTEMS RECORDS, PROGRAMS OR SYSTEMS), REGARDLESS OF THE FORM OF ACTION, WHETHER BASED IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, SIMPLE NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED) OR ANY OTHER LEGAL OR EQUITABLE THEORY (EVEN IF THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE).
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF ELO LIFE SYSTEMS ARISING OUT OF OR IN ANY WAY RELATED TO THE SITE EXCEED $10. THE FOREGOING LIMITATIONS SHALL APPLY EVEN IN THE EVENT YOUR REMEDIES HEREUNDER FAIL OF THEIR ESSENTIAL PURPOSE, AND THE FOREGOING SHALL CONSTITUTE ELO LIFE SYSTEMS’S SOLE LIABILITY AND OBLIGATION IN RESPECT HEREOF, REGARDLESS OF THE FORM OF ACTION, WHETHER BASED IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, SIMPLE NEGLIGENCE, WHETHER ACTIVE, PASSIVE, OR IMPUTED), OR ANY OTHER LEGAL OR EQUITABLE THEORY.
IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE YOUR RIGHTS UNDER CALIFORNIA CIVIL CODE 1542, WHICH STATES “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”
PLEASE READ THE FOLLOWING SECTION CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE CERTAIN DISPUTES AND CLAIMS WITH ELO LIFE SYSTEMS AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US.
YOU AND ELO LIFE SYSTEMS AGREE THAT ANY DISPUTE, CLAIM OR CONTROVERSY ARISING OUT OF OR RELATING IN ANY WAY TO THIS AGREEMENT, OR THE SERVICES SHALL BE FINALLY DECIDED BY BINDING ARBITRATION UNDER THE RULES OF THE AMERICAN ARBITRATION ASSOCIATION GOVERNING CONSUMER DISPUTES. Arbitration uses a single, neutral arbitrator to decide a dispute (instead of a judge or jury); arbitration allows for more limited discovery than in a court case; and the arbitration process and result is subject to very limited review by courts. In an arbitration you have the right, at your expense, to be represented by an attorney of your choosing. Arbitrators can award the same damages and relief under this Agreement that a court can award under this Agreement. You and Elo Life Systems agree that any in-person arbitral hearing would occur in the United States in the same county and state as your billing address. Elo Life Systems further agrees that your filing fee for an arbitration will be capped at the amount set by the American Arbitration Association. You agree that, by agreeing to this Agreement, the U.S. Federal Arbitration Act governs the interpretation and enforcement of this provision, and that you and Elo Life Systems are each waiving the right to a trial by jury or to participate in a class action. This arbitration provision shall survive termination of this Agreement and the termination of your use of the services. REGARDLESS OF THE FORUM, YOU AND ELO LIFE SYSTEMS AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Elo Life Systems agree otherwise, the arbitrator may not join or consolidate more than one person’s claims with your claims and may not otherwise preside over any form of a representative or class proceeding. If this specific provision is found to be unenforceable, then the entirety of this arbitration provision shall be null and void. 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 that party’s individual claim.
YOU HEREBY RELEASE EACH OWNER, PRINCIPAL, MEMBER, DIRECTOR, OFFICER, OR EMPLOYEE OF ELO LIFE SYSTEMS FROM ANY AND ALL LIABILITY IN CONNECTION WITH ACCESS TO THE SITE AND MATERIALS, INCLUDING WITHOUT LIMITATION ANY DAMAGES OR HARM THAT YOU MAY INCUR IN CONNECTION WITH THE INTERCEPTION OF DATA BY A THIRD PARTY OR ANY EVENT OUTSIDE OF THE REASONABLE CONTROL OF ELO LIFE SYSTEMS.
We reserve the right in our sole discretion to modify, suspend or discontinue, temporarily or permanently, the Site (or any features or parts thereof) at any time. You agree that Elo Life Systems shall not be liable to you or to any third party for any modification, suspension, or discontinuance of the Site.
This Site is hosted in the United States of America. If you are located outside of the United States of America and you contact us, please be advised that any information you provide to us will be transferred to the United States of America and that by submitting information, you explicitly authorize such transfer.
Notwithstanding anything contained in this Agreement, we reserve the right, without notice and in our sole discretion, to terminate your right to access or use the Site and Materials at any time and for any or no reason, and you acknowledge and agree that we shall have no liability or obligation to you in such event and that you will not be entitled to a refund of any amounts that you have already paid to us, to the fullest extent permitted by applicable law.
Elo Life Systems operates the Site from North Carolina, U.S.A. This Agreement and the transactions they contemplate, including without limitation their interpretation, construction, performance, and enforcement shall be governed by the laws of the State of North Carolina, U.S.A., including its statutes of limitations, but without reference to conflict or choice of law provisions, as applicable to contracts made and performed entirely within such State. The International Convention on the Sale of Goods, and other international treaties that are not mandatory with respect to contracts made and performed entirely in North Carolina shall not apply. Except as otherwise provided in Section 18, the exclusive forum for the resolution of any dispute relating to this Agreement shall be in the state courts Durham, North Carolina, U.S.A., or the United States District Court for the Eastern District of North Carolina and each of the parties agrees to personal jurisdiction of such courts with regard to any dispute relating to this Agreement, and you agree to service of process on you by e-mail to the address you have submitted on the Site, if any, and by any other means permitted by law. You irrevocably consent and submit to the personal jurisdiction and venue of such state and federal courts for any such suit or action. You waive any right that you may have to object to the personal jurisdiction or venue of such state and federal courts.
You acknowledge that any breach or threatened breach of this Agreement by you will result in irreparable harm to Elo Life Systems for which damages would not be an adequate remedy, and, therefore, in addition to its rights and remedies otherwise available at law, Elo Life Systems will be entitled to seek immediate equitable relief, including injunctive relief, as appropriate. Elo Life Systems will be entitled to the relief described in this paragraph without the requirement of posting a bond. If Elo Life Systems seeks any equitable remedies, it will not be precluded or prevented from seeking remedies by law, nor will it be deemed to have made an election of remedies.
In addition to any other relief, the prevailing party in any action arising out of this Agreement will be entitled to its reasonable attorneys’ fees and costs.
All notices, demands, or consents given by you under this Agreement will be in writing and will be deemed given when delivered to Elo Life Systems at the following contact: EloAdmin@EloLife.com. Any notices to you may be made via either e-mail or postal mail to the address in our records or via posting on the Site. Please report any violations of this Agreement to Elo Life Systems at the contact listed above. Notices provided to Elo Life Systems will be deemed given when actually received by Elo Life Systems. Notice provided to you will be deemed given 24 hours after posting to the Site or sending via e-mail. You are solely responsible for updating your email address with Elo Life Systems.
If any term, clause, or provision of this Agreement is held invalid or unenforceable, then that term, clause or provision will be severable from this Agreement and will not affect the validity or enforceability of any remaining part of that term, clause or provision, or any other term, clause or provision of this Agreement.
Our copyright agent for notice of claims of copyright infringement can be reached as follows:
Elo Life Systems, Inc.
Attn: Chief Financial Officer
3054 E. Cornwallis Rd.
Durham, NC 27709
These Terms constitute the entire agreement between you and Elo Life Systems relating to your access to and use of the Site and Materials. This Agreement, and any rights and licenses granted hereunder, may not be transferred, or assigned by you without the prior written consent of Elo Life Systems. Any waiver by either party of a breach of any provision of this Agreement will not operate as or be construed to be a waiver of any other breach of such provision or of any breach of any other provision of this Agreement. No waiver of any provision of this Agreement will constitute a waiver of such provision in any prior, concurrent, or subsequent circumstance, and our failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision. Except as otherwise provided herein, this Agreement is intended solely for the benefit of the parties and is not intended to confer third party beneficiary rights upon any other person or entity. Whenever the consent or approval of Elo Life Systems is required hereunder, such consent or approval may be given or withheld by Elo Life Systems in its sole discretion.
3054 East Cornwallis Road
Durham, NC 27709 USA
PHONE: (919) 514-1107
© 2023 Elo Life Systems