Terms and conditions
Zyvite Pharmaceuticals inc (the “Company,” “we” or “us”) is in the business of manufacturing and marketing customized vitamins and other supplements (the “Products”) through their website and phone calls connected through the associated web pages located at www.zyvite.com (the “Site”). People who access the Site and/or purchase Products are referred to in these Terms and Conditions as a “Customer.” If you elect to become a Customer (or participate in the process of becoming a Customer even if you do not ultimately purchase any Products) you will be asked to provide the Company with certain personal information so we can create your Products. In order to ensure there is an understanding between you and us concerning your use of the Site, our Products and to memorialize that understanding, we have created these Terms and Conditions.
These Terms and Conditions apply to you and all other Customers. If you choose to use the Site or purchase any of our Products, you will be agreeing to abide by all these Terms and Conditions. These Terms and Conditions create a legally binding agreement between you and the Company.
We may change, add or remove portions of these Terms and Conditions at any time. If we do make any material changes to these Terms and Conditions, we will provide something on the Site to make you aware of such changes. If any of these terms and conditions or any future changes are unacceptable to you, do not use the site or the products. If you do continue to use the site or the products now or following the posting of notice of any changes in these terms and conditions, that use will indicate your acceptance of and agreement to such modified terms and conditions.
In addition, when using Products, you may be subject to any additional terms, guidelines or rules applicable to such Products which are posted on the Site. All such additional terms, guidelines and rules are hereby incorporated by reference into these Terms and Conditions. Also, we may offer other Products from time to time that are governed by different terms. However, unless we otherwise specify, these Terms and Conditions shall control with respect to any such additional Products.
These terms and conditions shall constitute the entire agreement between you and the company, and no additional or different terms or conditions will be binding upon the Company unless specifically agreed to in writing by an authorized representative of the Company. We hereby object to any additional or different provisions contained in any order or communication heretofore or hereafter received from you.
Legal Disclaimer and Limitation of Liability
The Products and the claims made about specific Products on or through the Site have not been evaluated by the United States Food and Drug Administration and are not intended to diagnose, treat, cure or prevent disease.
Information on the site is provided for informational purposes and is not meant to substitute for the advice provided by your own physician or other medical professional. You agree to keep your health care professional informed about any dietary supplements you are taking or intend to take, including our products. You shall not use the information contained herein for diagnosing or treating a health problem or disease or prescribing any medication. You shall read carefully all product packaging and follow all directions and instructions therein contained. If you have or suspect that you have a medical problem, immediately contact your health care provider. You shall not disregard professional medical advice or delay in seeking it because of something you have read on the site. You are solely responsible for the appropriateness of the vitamins and supplements you choose. We do not guaranty that our products are appropriate for everyone, or that they meet your particular needs or they will perform for you in the manner you expect.
To the maximum extent permitted by law, the company hereby disclaims all warranties with respect to the site and the products, express or implied, including without limitation all implied warranties of merchantability, fitness for a particular purpose, and noninfringement. To the maximum extent permitted by law, we shall not be liable for special, indirect, incidental, or consequential damages arising from your use of the site or the products, even if we have been advised of the possibility of such damages. Notwithstanding anything to the contrary contained herein, our liability to you for any cause whatsoever and regardless of the form of the action, will at all times be limited to amount paid, if any, by you to us for the products.
Under the laws of some states, limitations on implied warranties or the exclusion or limitations of some kinds of damages are not permitted. If these laws apply to you, the above disclaimer and limitation of liability may not apply to you, and you may have additional rights.
Intellectual Property
We own all intellectual property rights to the Site and all intellectual property rights relating to the Products, including, without limitation, all copyrights, patents, trademarks, logos, software, text, graphics and formulas. You agree not to use any such intellectual property without our prior written approval.
License and Access
We are granting you and all Customers a limited, non-transferable license to access and use the Site and the Products. You agree not to download (other than page caching) or modify the Site or any portion thereof, except with our prior express written consent. You are expressly prohibited from reselling or using for any commercial purpose the Products and the Site or its contents; any downloading or copying of account information for the benefit of another merchant; or any use of data mining, robots, or similar data gathering and extraction tools. The Site is for the personal use of our Customers only and may not be used for any commercial endeavors. Illegal and/or unauthorized use of the Site or the Products, including collecting usernames, email addresses or Customer content of other Customers by electronic or other means for the purpose of sending unsolicited email, unauthorized framing of or linking to the Site or other purposes will be investigated. Commercial advertisements, affiliate links, and other forms of solicitation may be removed from posts or accounts without notice and may result in termination of your Customer privileges. We will take appropriate legal action for any illegal or unauthorized use of the Products. The Products, or any portion thereof, may not be reproduced, duplicated, altered, modified, copied, sold, resold or otherwise exploited for any commercial purpose without our prior express written consent. You may not frame or utilize framing techniques to enclose any of our trademarks, logos or other proprietary information (including images, content, text, page layout, or form) or that of our other Customers, without our express prior written consent. You may not use any meta tags or any other “hidden text” utilizing our name or trademarks without our prior express written consent. Any unauthorized use terminates the permission or license granted to you hereunder. You are granted a limited, revocable, and nonexclusive right to create a hyperlink to our Site so long as the link does not portray us or our Products or principals in a false, misleading, derogatory, or otherwise offensive manner. You may use our logo or other proprietary graphic or trademark as part of the link, subject to the above usage requirements. We may revoke your right to use our logo or link or any other intellectual property at any time and for any or no reason in our sole and absolute discretion.
Account, Password, Security
You may receive a password and a username designation upon completing the registration process. You are responsible for maintaining the confidentiality of the password and account and are fully responsible for all activities that occur under your password or account. You agree not to share your username and password with anyone. You agree to (i) immediately notify us of any unauthorized use of your password or account or any other breach of security, and (ii) ensure that you exit from your account at the end of each session. We cannot and will not be liable for any loss or damage arising from your failure to comply with this paragraph.
You agree to provide true, accurate, current and complete information about yourself where prompted (such information being the “Membership Data”). If you do not, or we have reasonable grounds to suspect that you have not, we have the right to suspend or terminate your account and refuse any and all current or future use of the Products. Your Membership Data and certain other information about you is subject to our privacy policy at www.zyvite.com/privacypolicy.
Uploaded Content
Please choose carefully the words, information, content, messages, text, files, images, photos, sounds, profiles, works of authorship or any other materials you post, upload, link to, publish, exchange, or display on or through the Site and any such content that you provide or make available to other Customers through the Site (collectively, “Customer Content”). You are responsible for all Customer Content, as set forth below. Information or Customer Content provided by other Customers may contain inaccurate, inappropriate or offensive material and we assume no responsibility or liability for this material.
We reserve the right, in our sole discretion, to reject, refuse to post or remove or modify any posting by you, or to restrict, suspend, or terminate your access to all or any part of the Site at any time, for any or no reason, with or without prior notice, and without liability.
Use & Storage
You acknowledge we may establish general practices and limits concerning the use of the Site and Products. You agree that we have no responsibility or liability for the blocking, deletion or failure to store any Customer Content maintained or transmitted by the Site. You acknowledge that we reserve the right to cancel accounts that are inactive for an extended period.
Third-Party Content, Links and Syndication
We are not responsible for any Customer Content, third-party content, syndicated content, applications, advertisements, and/or links that may be contained in the Site. The Site may contain links to third party websites that are not owned or controlled by us. We have no control over, and assume no responsibility for, the content, privacy policies, or practices of any third-party websites. In addition, we will not and cannot censor or edit the content of any third-party site. By using the Site, you expressly relieve us from any and all liability arising from your use of any third-party website. Accordingly, we encourage you to be aware when you leave the Site and to read the terms and conditions and privacy policy of each other website that you visit. Any correspondence, business dealings with, syndication, linking or participation in promotions of third parties found on or through the Site, including payment or delivery of related goods or products, services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such third parties. We have no control over third-party websites or resources, and as such, you acknowledge and agree that we are not responsible for their availability, reliability, or functionality, and do not endorse and are not responsible or liable for any third-party content, applications, products, services, advertising, or other materials on or available from such websites or resources. We shall not be responsible or liable for any loss or damage of any sort incurred as the result of any dealings between you and any third parties, or as the result of the presence of such third-party content or Customer Content on the Site or as a result of the failure of such third-party products, services applications, or content to function as intended.
Representations & Warranties
You represent and warrant that you are either 18 or more than 18 years of age, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms and Conditions, and to abide by and comply with these Terms and Conditions and have obtained all necessary third-party consents, licenses and permissions necessary to enter into and fully perform your obligations herein. Your account is solely for your personal use, and you shall not authorize others to use your account.
You represent and warrant that your use of the Site and Products shall be in compliance with any applicable laws, rules and regulations of any governmental authority.
You represent and warrant that you will not use the Site to upload, post, link to, email, transmit, or otherwise make available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or any telecommunications equipment.
You represent and warrant that you have the full authority to act on your behalf and on behalf of any and all prior owners of any right, title and interest in and to any Customer Content you post, submit, transfer or link to Indemnification
You hereby agree to defend, indemnify and hold harmless the Company and its members, managers, officers, employees, agents and affiliates from and against any and all losses, liabilities, damages, costs or expenses (including reasonable attorneys’ fees and costs) arising out of any claim, action, or proceeding brought by a third party based on: (i) a breach of any warranty, representation, covenant or obligation of yours under these Terms and Conditions; or (ii) any allegation that any Customer Content provided, uploaded, syndicated, linked to or authorized by or on behalf of you hereunder or our or any Customer’s use thereof violates or infringes the rights of another party. You will reimburse us on demand for any actual payments made in resolution of any liability or claim that is subject to indemnification under this Section, provided that we attempt to obtain your written consent prior to making such payments, and such consent is not unreasonably withheld, delayed or conditioned. We shall promptly notify you of any such claim, and you shall assume control of the defense of such claim upon our request. We shall have the right, at our expense, to participate in the defense thereof under your direction.
Conduct
You agree to abide by the terms of these Terms and Conditions, and to not use the Site or Products to: (i) interfere with, manipulate, or take any actions that may undermine the integrity of the Products; (ii) interfere with or disrupt the Site or servers or networks connected to the Site, or disobey any requirements, procedures, policies or regulations of networks connected to the Site; (iii) collect or store personal data about other Customers; (iv) harass, abuse, or harm another person, or (v) in order to contact, advertise to, solicit, or sell to any other Customer without their prior explicit consent
Without limiting our other remedies, we may immediately warn Customers of your actions, issue a warning, temporarily suspend, indefinitely suspend or terminate your access to the Site and refuse to provide the Products to you if: (i) you breach these Terms and Conditions or any documents it incorporates by reference; (ii) we are unable to verify or authenticate any information you provide to us; or (iii) we believe that your actions may cause financial loss or legal liability for you, us or our Customers.
Applicable Law and Disputes
These Terms and Conditions and the relationship between you and the Company shall be governed by the laws of the State of Illinois without regard to its conflict of law provisions. You agree to submit to the personal and exclusive jurisdiction of the courts located within the State of New York. To the extent permitted by law, you agree that you will not bring, join or participate in any class action lawsuit as to any claim, dispute or controversy that you may have against the Company and its employees, officers, members, managers, agents, affiliates, representatives and assigns. You agree to the entry of injunctive relief to stop such a lawsuit or to remove you as a participant in the suit. You agree to pay the attorney’s fees and court costs that the Company incurs in seeking such relief. These Terms and Conditions do not constitute a waiver of any of your rights and remedies to pursue a claim individually and not as a class action as provided above. This provision preventing you from bringing, joining or participating in class action lawsuits is an independent agreement.
For International Customers
The Site is hosted in the United States of America (“U.S.”) and it and our Products are intended to be compliant only with U.S. laws and regulations. You agree that you will not access the Site or use the Products outside the U.S. You agree to not use the Site or export any portion of the Site including the Customer Content or any Products in violation of U.S. export regulations. You are responsible for adhering to all relevant local and national laws wherever you are.
Notice
We will provide notices of changes to these Terms and Conditions or the Privacy Policy by displaying notices or links to notices generally on the Site. Except as explicitly stated otherwise, any notices to Company shall be sent by certified mail, return receipt requested, to t Zyvite Pharmaceutical Inc.
Notice shall be deemed given three (3) days after the date of mailing.
Copyright Infringement
We respect the intellectual property of others, and we ask our Customers to do the same. If you believe that your intellectual property rights have been violated, please provide us notice containing the following information: (i) an electronic or physical signature of the person authorized to act on behalf of the owner of the intellectual property; (ii) a description of the intellectual property that you claim has been infringed; (iii) a description of where the material that you claim is infringing is located on the Site; (iv) your address, telephone number, and email address; (v) a statement by you that you have a good faith belief that the disputed use is not authorized by the owner, its agent, or the law; and (vi) a statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf. Any Notice of claims of copyright or other intellectual property infringement must be sent to Company at:
Zyvite Pharmaceutical Inc
email: customerservice@zyvite.com
Please note that this procedure is exclusively for notifying Company and its affiliates that your copyrighted material has been infringed.
General
(i) These Terms and Conditions along with the Privacy Policy and any additional terms, rules or regulations posted on the Products constitute the entire agreement between you and Company and govern your use of the Products, superseding any prior agreements between you and Company. You also may be subject to additional terms and conditions that may apply when you use affiliate Products, third-party content or third-party software.
(ii) The failure of Company to exercise or enforce any right or provision of these Terms and Conditions shall not constitute a waiver of such right or provision.
(iii) If any provision of these Terms and Conditions is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of these Terms and Conditions remain in full force and effect.
(iv) You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Products or these Terms and Conditions must be filed within one (1) year after such claim or cause of action arose or be forever barred.
(v) The section titles in these Terms and Conditions are for convenience only and have no legal or contractual effect.