This Agreement describes the terms and conditions under which SWU grants persons and entities access to and use of its Website and sells its products to customers.
PLEASE READ THIS AGREEMENT’S TERMS CAREFULLY.
- 1. Defined Words and Phrases
1.1. Whenever used in this Agreement, these words and phrases will have the following meanings:
Agreement—all this Agreement’s terms, currently existing and as later revised. “Agreement” may also be referred to as “Terms” or “Terms and Conditions.”
Customer—a person or Entity that purchases one of our Products.
Entity—a firm, company, corporation, limited liability company, partnership or other entity.
NAT—Natural Action Technologies, Inc., the manufacturer of Products.
Party—either SWU or User, including User who is also Customer; Parties—both SWU and User.
SWU—Structured Water Unit, LLC. SWU may also be referred to in this Agreement as “we” or “us” or “our.”
structuredwater.com—SWU’s website located at structuredwater.com. structuredwater.com may also be referred to as “the Website” or “our Website.”
SWU Products—collection of water-related products manufactured by NAT that SWU markets, distributes and sells to its customers, principally through its Website, structuredwater.com, directly or through distributors. SWU Products may also be referred to as “the Products” or “our Products.”
Third Party—a person, firm, company, corporation, limited liability company, or other entity that is not a Party to this Agreement.
User—a person or Entity that accesses structuredwater.com as a visitor, customer, prospective customer, reviewer, invited guest or other user.
User Content—content or writings that Users have authored, transmitted, and otherwise made available to SWU and Third Parties in the form of user-generated writings, images and other user-identifying information, such as User names and email addresses.
1.2. More defined words and phrases may be located elsewhere in this Agreement.
- 2. Your Agreement
2.1. Your Use Constitutes Acceptance of Our Terms and Conditions. By using our Website or purchasing any of our Products, you agree to our Terms and Conditions and any future revisions we may make.
2.2. Authority to Accept our Terms and Conditions. If you choose to use our Website or purchase any of our Products, you represent and warrant that you are authorized to accept this Agreement’s terms either for yourself or the Entity you represent.
2.4. Later Agreement Revisions. We reserve the right, at our sole discretion, to revise this Agreement in any manner and at any time. Any revisions we make will become effective immediately after they are posted to our Website or as soon as we have otherwise notified you of any revisions made. Even though we may attempt to notify you when we make a major revision, it is your responsibility to periodically review these Terms and Conditions for recent revisions. (All revisions are always available from a link on our Website). Your continued use of our Website after we have made revisions to this Agreement means that you have agreed to these revisions.
2.5. Right to Access Our Website. As long as you have complied and are complying with this Agreement, SWU grants you a limited, revocable, nonexclusive, nonassignable, nonsublicensable right to access and use our Website as we intend you to use it, according to this Agreement and applicable law. We grant you no other rights—express or implied—to use our Website.
- 3. Our Products and Terms of Sale
3.1. Our Products. Our Products are collection of water-related products manufactured by NAT that we market, distribute and sell to our customers, principally through our Website, directly or through distributors.
3.2. Acceptance of Our Terms of Sale. By placing an order with us for a Product, you are agreeing to our Terms and Conditions, including these terms of sale.
3.3. Payment Methods Accepted. Customers may make payments to us for their Product purchases by one of the methods specified in our website store.
3.4. Shipment and Risk of Loss. We ship Products to our Customers under the following terms:
.1. FOB Origin. We ship Products FOB Origin, meaning that our Customer pays the shipping costs and is responsible for delivery and risk of loss of the purchased Product once we place it into the hands of the shipping carrier at our location.
.2. Shipments to U.S. and Its Territories. We ship Products to locations within the United States and U.S. territories, including Alaska, Hawaii, Puerto Rico, Guam, and the U.S. Virgin Islands.
.3. Shipments to International Locations. We ship Products from U.S. to locations around the world where it is legal to do so. However, it is Customer’s responsibility, not ours, to determine whether Customer can legally import a purchase of our Product into its foreign country and to obtain all required import permits.
.4. Customer’s Liability for Costs of Importing Product. Customer outside U.S. is responsible for any and all costs related to export Product from U.S. into Customer’s country, including customs, import duties and fees, taxes, tariffs, delays and confiscation.
3.5. Inspection of Product on Receipt. On receipt of Products purchased, it is Customer’s responsibility to inspect its shipment and verify that it has received the Products it ordered from us. Customer must notify us—within 5 business days after receipt of its order—about any Products missing from its order. If any Products are damaged during shipment, Customer must file any claims with shipping carrier.
3.6. Returns. You may return any Product to us, at your expense, for a full refund of your purchase price, less shipping and handling costs, within 90 days after you have purchased it. Any Product you return for a refund must be in the original, unopened Product packing and a Product we currently sell.
3.7. Customer’s Payment of All Sales Taxes. Customer, and not SWU, must pay all taxes assessed and due by any state or local government related to Customer’s location in a particular state and its purchase of Products.
3.8. Our Donations to Water.org. We donate $10 of every Product unit a Customer purchases from our Website at full retail price (excluding discounts and promotions) to water.org. We, at our sole discretion, reserve the right to change the amount of our donation, discontinue this donation practice or change the organization that receives our donations.
- 4. Conditions of Use and User Conduct. As a condition of your use of our Website, you agree to the following:
.1. You must not upload, email, transmit, or otherwise make available any content that is in violation of copyright or trademark laws or any other laws protecting intellectual property in any jurisdiction or that violates the publicity or privacy rights of any person or Entity;
.2. You must not knowingly transmit any worms or viruses or any computer code of a destructive nature; and
.3. You acknowledge that your use of our Website may involve the transmission of private information through unsecure means such as email.
- 5. Our Intellectual Property
5.1. Ownership or License of Our Intellectual Property. SWU owns, controls and licenses all text, graphics, user interfaces, visual interfaces, photographs, trademarks, service marks, logos, sounds, music, artwork, content, software, and computer code (collectively, “SWU Content” or “our Content”), including, but not limited to the design, structure, selection, coordination, expression, “look and feel,” and arrangement of such SWU Content, contained on our Website.
5.2. Our Intellectual Property Rights. Our Content is protected by copyright, and trademark laws, and various other intellectual property laws and rights in the U.S. We also have licenses from NAT for its copyrights, trademarks and other intellectual property rights. We reserve all rights. Nothing in these Terms must be
5.3. No IP Ownership Transfer. Nothing in these Terms must be construed to grant or transfer to User any right, title or interest in our Content by User’s copying or downloading any of our Content.
5.4. Restrictions on Use. Except as we expressly provide otherwise in this Agreement or except as permitted by law, none of our Content may be used, reproduced, modified, republished, uploaded, posted, publicly displayed, publicly performed (including the use of a digital audio transmission), encoded, translated, transmitted, or distributed in any way or under any circumstance to any other computer, server, website, or any other medium for any purpose, whether or not the purpose is commercial or noncommercial in nature, without SWU’s express written consent beforehand.
- 6. Violation of our Agreement and Termination
6.1. Termination of Your Use of Website. You agree that SWU, at its sole discretion and without notifying you beforehand, may immediately terminate your access to our Website or block your future access to our Website, if we determine that you have violated this Agreement or any other agreements or guidelines that may be associated with your access to our Website.
6.2. Our Right to Refuse Sale of Products. We, at our sole discretion, reserve the right to refuse to sell our Products to any person or Entity for any reason whatsoever.
6.3. No Liability for Termination of Website Use or Refusal to Sell. You agree that SWU will not be liable to you or to any Third Party for our terminating your access to our Website or our refusing to sell you our Products.
- 7. Disclaimers
7.1. Product and Information Disclaimers. We expressly disclaim the following:
.1. Our Products have not been evaluated or approved by U.S. Food and Drug Administration (FDA), Arizona’s or any other U.S. state’s health department or regulatory agency.
.2. The information we provide has not been evaluated or approved for distribution by U.S. FDA, Arizona’s or any other health department, agency or organization.
.3. Our Products and the information we provide are not intended to diagnose, treat, cure or prevent any disease, illness or health condition you may have.
.4. Our Products may adversely interact with your existing health condition or a treatment you are undergoing and make your health worse.
.5. Our Products may not effectively treat, cure or prevent any disease, illness or health condition you may have or even improve your health.
.6. If you experience any significant side effects or other health conditions when using one of our Products, you should immediately decrease your use or cease using our Products entirely.
.7. Our information and your use of our Products are not meant to be a substitute for your seeking and obtaining the advice of a physician or other healthcare professional for proper medical care for any disease, illness or health condition.
.8. We do not promise or guarantee any health or other results from our Products. Individual results from using our Products will vary.
7.2. Our Disclaimer of Any Warranties. Customer expressly understands and agrees that NAT has made all warranties about Products and SWU has not made and will not make any additional warranties about Products. ACCORDINGLY, SWU EXPRESSLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES, AND CONDITIONS, OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT, TITLE, OR ANY WARRANTY OR CONDITION ARISING BY USAGE OF TRADE, COURSE OF DEALING, OR COURSE OF PERFORMANCE.
7.3. User’s Assumption of Information Risk. Any material, information, or data User downloads, accesses or obtains—either directly or through a website—from SWU, NAT or an independent Third Party is done so at User’s discretion and at its risk. No advice, representation or information—whether oral or written—that User obtains from SWU or through its Website must be construed to create any warranty not expressly stated in this Agreement or expressly provided by NAT. We make no representations or warranties whatsoever about the accuracy, completeness or scientific validity of any information we provide. We also provide links to Third-Party websites, blogs and forums as a convenience. Since these websites are independently managed by Third Parties not under our control, we do not endorse and are not responsible for any information contained on these websites. You acknowledge and agree you must make your own independent investigation and exercise your business judgment regarding any information provided by SWU, NAT or a Third Party.
- 8. Limitation of Our Liability.
8.1. No Liability for Special Losses or Damages. You expressly understand and agree that SWU will not be liable to you for any direct, indirect, incidental, special, consequential, exemplary, liquidated or punitive damages that you may incur, even though they may have been caused by SWU, including any losses or damages you may have incurred related to your use of our Products or Information or water damage caused by Products or improper installation or use of our Products. You expressly waive any rights you may have to such damages.
8.2. Our Liability Is Limited Under All Legal Theories. The limitations and exclusions of our liability to you as specified above will apply regardless of the theory of liability, including contract, warranty, product liability, strict liability, tort or other legal theory.
8.3. No Liability for Your Agreements or Your or Third Party’s Actions. You specifically acknowledge and agree that SWU will not be liable, under any circumstances, for any agreement, obligation, warranty or representation that you have made with another distributor or a Third Party. Nor will we be liable, under any circumstances for any of your or a Third Party’s willful or negligent acts or omissions to act.
8.4. Limitation of Our Liability Controlled by Your State’s Laws. The limitation of our liability to you will be valid and enforceable to the maximum extent allowed under the state’s laws where you have legal residence. If your state’s laws do not permit us to exclude certain warranties or conditions or to limit or exclude our liability for certain types of damages, only those lawfully permitted limitations and exclusions in your state will apply to you under this Agreement. Nothing in our limitation will exclude or limit any express or implied right you may have for serious personal injury or death caused by our negligence or for our fraud or fraudulent misrepresentation to you.
- 9. Your Assumption of Risks. By using our Website and purchasing any of our Products, you are acknowledging and agreeing that:
.1. You have carefully read and understand each of our disclaimers in our Terms;
.2. Our liability to you from your use of any of our Products and Information is limited as we have stated; and
.3. You are assuming the risks of using our Products and information.
10.1. Arizona’s Laws Governing Our Agreement. Arizona’s laws, including the Uniform Commercial Code (UCC), will govern our Agreement and be used to construe each Party’s rights and obligations under this Agreement and this Agreement’s terms, excluding conflicts of laws principles.
10.2. Mandatory Arbitration of Parties’ Dispute. “Dispute” means a claim, controversy or dispute arising out of or related to this Agreement or a Party’s performance of its obligations or a term required of a Party under this Agreement. If the Parties have a Dispute, the Parties waive all rights they might otherwise have and agree that all Disputes must be solely and finally resolved by arbitration. The Parties’ arbitration will be conducted under the following 5 conditions:
.1. A single independent and impartial arbitrator will render a decision;
.2. The arbitration will be conducted according to International Institute for Conflict Prevention & Resolution’s Rules for Non-Administered Arbitration currently in effect;
.3. The Federal Arbitration Act will govern the arbitration;
.4. The Parties agree that the arbitrator’s award will be final and subject only to judicial review as permitted by applicable law; and
.5. When rendering an award, the arbitrator may not award any special damages, as specified, or award any multiplied, exemplary or punitive damages. Each Party waives any rights it may have to these damages.
10.3. City Where Mandatory Arbitration Must Be Held. The Parties acknowledge and agree that any mandatory arbitration must be held in Sedona, Arizona.
10.4. City Where Any Legal Proceedings Must Be Held. Each Party agrees to the personal jurisdiction by and venue in the state and U.S. courts in Sedona, Arizona and waives any objection to this jurisdiction or venue. Each Party agrees that any legal proceeding, other than mandatory arbitration, will be held in Sedona, Arizona.
10.5. Statute of Limitations of Your Claims. You agree that regardless of any statue or law to the contrary, you must bring any claim or cause of action against us under this Agreement within 1 year after your cause of action arises. If you do not do so, your claim or cause of action against us will be forever barred from prosecution.
10.6. Severability of Term. If any term in this Agreement is determined to be invalid, illegal or unenforceable, the remaining terms in this Agreement will continue to be valid, legal, fully enforceable and not affected or impaired in any way.
11.1. Written Notice and Verified Delivery to a Party. If a Party is required to send a notice to the other Party, it must be in writing and must be sent by 1 of 3 verified-delivery methods—electronically where receipt is verified; personally; or by reliable express delivery service for delivery on the next business day—to that Party’s address on Agreement Date or on its website or later changed by written notice to the other Party. Notice will be considered sent by a Party and received by the other Party as follows:
.1. On verification of receipt, if electronically delivered;
.2. On delivery, if personally delivered;
.3. On the next business day, if sent by overnight express delivery service.
11.2. Contacting Us. If you have questions or suggestions regarding these Terms and Conditions, you may send us an email message to email@example.com or write and send it to our mailing address under, Contact Us.
Terms & Conditions Last Update: July 28, 2013