TERMS OF SERVICE



Last Updated: February 26, 2016

Welcome to the website and online service of MbientLab, Inc. ("MetaWear", "MbientLab", "Mbient", "MbientLabs", "MetaWear", "we", or "us"). We seek to help people and businesses create Bluetooth connected products.

The terms and conditions set forth in this Terms of Use Agreement ("Agreement") govern your visit to and use of the online and/or mobile services, website, hardware, and software provided on or in connection with the service provided by MbientLab (the "Service"). By accessing and using the Service, you signify that you have read, understood, and agree to be bound by this Terms of Use Agreement and to the collection and use of your information as set forth in the MbientLab PRIVACY POLICY, whether or not you are a registered user of our Service. This Agreement applies to all visitors, users, and others who access the Service ("Users").

MbientLab may, in its sole discretion, modify or update this Agreement from time to time, and so you should review this page periodically. When we change the Agreement in a material manner, we will update the "last updated" date at the top of this page. Your continued use of the Service after any such change constitutes your acceptance of the new Terms of Use. If you do not agree to any of these terms or any future Terms of Use, do not use or access (or continue to access) the Service.

USING OUR SERVICE

WHO CAN USE OUR SERVICE: You can use the Service only if you can form a binding contract with MbientLab, and only in compliance with this Agreement and all applicable local, state, national, and international laws, rules and regulations. Parental consent and supervision is advised. The Service is not available to any Users previously removed from the Service by MbientLab.

MBIENTLAB ACCOUNTS. Your MbientLab account gives you access to the services and functionality that we may establish and maintain from time to time and in our sole discretion. We may maintain different types of accounts for different types of Users. If you open a MbientLab account on behalf of a company, organization, or other entity, then (a) "you" includes you and that entity, and (b) you represent and warrant that you are an authorized representative of the entity with the authority to bind the entity to this Agreement, and that you agree to this Agreement on the entity’s behalf. By connecting to MbientLab with a third-party service, you give us permission to access and use your information from that service as permitted by that service, and to store your log-in credentials for that service.

YOUR RESPONSIBILITY FOR YOUR ACCOUNT: You may never use another User’s account without permission. When creating your account, you must provide accurate and complete information. You are solely responsible for the activity that occurs on your account, and you must keep your account password secure. We encourage you to use "strong" passwords (passwords that use a combination of upper and lower case letters, numbers and symbols) with your account. You must notify MbientLab immediately of any breach of security or unauthorized use of your account. MbientLab will not be liable for any losses caused by any unauthorized use of your account.

YOUR CHOICES ABOUT YOUR ACCOUNT: You may control your User profile on the community forum by changing the settings on the personal settings page. Your User profile created by our online store can be modified by following the link provided in your invoice email. By providing MbientLab your email address you consent to our using the email address to send you Service-related notices, including any notices required by law, in lieu of communication by postal mail. We may also use your email address to send you other messages, such as changes to features of the Service and special offers. If you do not want to receive such email messages, you may opt out at any time (via an opt-out link in said email). Opting out may prevent you from receiving email messages regarding updates, improvements, or offers.

CHANGES TO OUR SERVICE: We may, without prior notice, change the Service; stop providing the Service or features of the Service, to you or to users generally; or create usage limits for the Service. We may permanently or temporarily terminate or suspend your access to the Service without notice and liability for any reason, including if in our sole determination you violate any provision of this Agreement, or for no reason. Upon termination for any reason or no reason, you continue to be bound by this Agreement.

YOUR INTERACTION WITH OTHER USERS: You are solely responsible for your interactions with other MbientLab Users. We reserve the right, but have no obligation, to monitor disputes between you and other Users. MbientLab shall have no liability for your interactions with other Users, or for any User’s action or inaction.

SERVICE RULES: You agree not to engage in any of the following prohibited activities: (i) copying, distributing, or disclosing any part of the Service in any medium, including without limitation by any automated or non-automated "scraping"; (ii) using any automated system, including without limitation "robots", "spiders", "offline readers", etc., to access the Service in a manner that sends more request messages to the MbientLab servers than a human can reasonably produce in the same period of time by using a conventional on-line web browser; (iii) transmitting spam, chain letters, or other unsolicited email; (iv) attempting to interfere with, compromise the system integrity or security or decipher any transmissions to or from the servers running the Service; (v) taking any action that imposes, or may impose at our sole discretion an unreasonable or disproportionately large load on our infrastructure; (vi) uploading invalid data, viruses, worms, or other software agents through the Service; (vii) collecting or harvesting any personally identifiable information, including account names, from the Service; (viii) using the Service for any commercial solicitation purposes; (ix) impersonating another person or otherwise misrepresenting your affiliation with a person or entity, conducting fraud, hiding or attempting to hide your identity; (x) interfering with the proper working of the Service; (xi) accessing any content on the Service through any technology or means other than those provided or authorized by the Service; or (xii) bypassing the measures we may use to prevent or restrict access to the Service, including without limitation features that prevent or restrict use or copying of any content or enforce limitations on use of the Service or the content therein.

INTERACTING WITH THE SERVICE AND USER CONTENT

YOUR USER CONTENT: Some areas of the Service allow Users to post content such as profile information, comments, questions, images, and other content or information. Any content or information a User submits, posts, displays, links to, or otherwise makes available on the Service is referred to as "User Content". We claim no ownership rights over User Content created or provided by you. The User Content you create remains yours; however, by sharing User Content through the Service, you agree to allow others to view, edit, and/or share your User Content in accordance with your settings and this Agreement. MbientLab has the right (but not the obligation) in its sole discretion to remove any User Content that is shared via the Service.

HOW WE AND OTHER USERS CAN USE YOUR CONTENT: By posting or otherwise making available any User Content on the Service, you hereby expressly grant, and you represent and warrant that you have all rights necessary to grant, to MbientLab a royalty-free, sublicensable, transferable, perpetual, non-exclusive, worldwide license to use, reproduce, modify, publish, list information regarding, edit, translate, distribute, syndicate, publicly perform, publicly display, and make derivative works of all such User Content, in whole or in part, and in any form, media or technology, whether now known or hereafter developed, for use in connection with the Service and MbientLab’s (and its successors’ and affiliates’) business, including without limitation for promoting and redistributing part or all of the Service (and derivative works thereof) in any media formats and through any media channels. You also hereby grant each User of the Service a non-exclusive license to access your User Content through the Service, and to use, reproduce, modify, distribute, display and perform such User Content as permitted through the functionality of the Service and under this Agreement. If you don’t want others to use your code or media, don’t share it.

YOUR RESPONSIBILITIES:

WHAT NOT TO POST: You agree not to post User Content that: (i) may create a risk of harm, loss, physical or mental injury, emotional distress, death, disability, disfigurement, or physical or mental illness to you, to any other person, or to any animal; (ii) may create a risk of any other loss or damage to any person or property; (iii) seeks to harm or exploit children by exposing them to inappropriate content, asking for personally identifiable details or otherwise; (iv) may constitute or contribute to a crime or tort; (v) contains any information or content that we deem to be unlawful, harmful, abusive, racially or ethnically offensive, defamatory, obscene, infringing, invasive of personal privacy or publicity rights, harassing, humiliating to other people (publicly or otherwise), libelous, threatening, profane, or otherwise objectionable; (vi) contains any information or content that is illegal (including, without limitation, the disclosure of insider information under securities law or of another party’s trade secrets); (vii) contains any information or content that you do not have a right to make available under any law or under contractual or fiduciary relationships; or (viii) contains any information or content that you know is not correct and current.

RESPECTING OTHER’S RIGHTS: You agree that any User Content that you post does not and will not violate third-party rights of any kind, including without limitation any Intellectual Property Rights (as defined below) or rights of privacy. To the extent that your User Content contains music, you hereby represent that you are the owner of all the copyright rights, including without limitation the performance, mechanical, and sound recordings rights, with respect to each and every musical composition (including lyrics) and sound recording contained in such User Content and have the power to grant the license granted below.

DEFINITION OF INTELLECTUAL PROPERTY: For the purposes of this Agreement, "Intellectual Property Rights" means all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights and other intellectual property rights as may now exist or hereafter come into existence, and all applications therefore and registrations, renewals and extensions thereof, under the laws of any state, country, territory or other jurisdiction.

USER CONTENT REPRESENTATIONS AND WARRANTIES: In connection with your User Content, you affirm, represent and warrant the following: (i) you have the written consent of each and every identifiable natural person in the User Content to use such person’s name or likeness in the manner contemplated by the Service and this Agreement, and each such person has released you from any liability that may arise in relation to such use; (ii) your User Content and any use thereof as contemplated by this Agreement and the Service will not violate any law or infringe any rights of any third party, including but not limited to any Intellectual Property Rights and privacy rights; (iii) MbientLab may exercise the rights to your User Content granted under this Agreement without liability for payment of any guild fees, residuals, payments, fees, or royalties payable under any collective bargaining agreement or otherwise; and (iv) to the best of your knowledge, all your User Content and other information that you provide to us is truthful and accurate.

YOUR CONDUCT; DISCLAIMER: MbientLab reserves the right, but is not obligated, to reject and/or remove any User Content that MbientLab believes, in its sole discretion, violates these provisions. You understand that publishing your User Content on the Service is not a substitute for registering it with the U.S. Copyright Office, the Writer’s Guild of America, or any other rights organization. MbientLab takes no responsibility and assumes no liability for any User Content that you or any other User or third party posts or sends over the Service. You shall be solely responsible for your User Content and the consequences of posting or publishing it, and you agree that we are only acting as a passive conduit for your online distribution and publication of your User Content. You understand and agree that you may be exposed to User Content that is inaccurate, objectionable, inappropriate for children, or otherwise unsuited to your purpose, and you agree that MbientLab shall not be liable for any damages you allege to incur as a result of User Content.

MBIENTLAB CONTENT: Except for your User Content, the Service and all materials therein or transferred thereby, including, without limitation, software, hardware, code, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, music, and User Content belonging to other Users (the "MbientLab Content"), and all Intellectual Property Rights related thereto, are the exclusive property of MbientLab and its licensors (including other Users who post User Content to the Service). Except as explicitly provided herein, nothing in this Agreement shall be deemed to create a license in or under any such Intellectual Property Rights, and you agree not to sell, temper, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any MbientLab Content. Use of the MbientLab Content for any purpose not expressly permitted by this Agreement is strictly prohibited.

PURCHASES FROM MBIENTLAB

ALL SALES ARE FINAL.

ABOUT: MbientLab offers products for purchase through the Service ("Products").

AGE: You must be 18 years of age or older to purchase any Products from MbientLab.

PRICING: All prices for Products are in US dollars, and are exclusive of any applicable local, state, or federal taxes. Shipping and handling fees, if any, will be reviewable prior to submitting your order.

PAYMENT: All payments through the Service are processed using a third-party processor. You acknowledge that MbientLab is not liable for any breaches of credit card or debit card security or privacy by such third party processor. You agree to pay all charges incurred by users of your credit card, debit card, or other method of payment. Due to potential fraud and misuse, we may decide not to ship an order, or request additional verification information for credit card or Paypal payments. Credit cards and Paypal payments must clear the authorization process and will be charged immediately; we will not ship until the payment clears.

SHIPPING: MbientLab will ship all Products purchased through the Service to the address specified in the shipping address section of the order form. Shipments will be made via standard ground and air services (USPS or UPS) unless otherwise specified at the time of purchase (or at the discretion of MbientLab). The time period from order to delivery will vary depending on location. MbientLab ships worldwide.

MbientLab is not liable for lost, misdelivered or damaged shipments. MbienbtLab assumes no liability for the address information provided by you. You are responsible for all fees associated with missed deliveries, miss-labeled packages, and undelivered packages. You are responsible for ensuring that the address provided is correct. You are responsible for any VAT, tariff, duty, taxes, handling fees, brokerage charges, customs clearance charges, etc. required by your country for importing consumer goods. All invoices are automatically generated; please do not contact MbientLab for invoices or additional information regarding your purchases. Check your spam or trash folder in your email for automated invoices and shipping tracking information.

USPS SHIPMENTS: USPS insurance coverage will cover up to $50 in loss or damages claims. Claims have to be initiated within 30 days of mailing date. USPS has experienced slow downs and delays, as a result MbientLab does not ship via USPS to some locations. Packages can get lost so this method is to be used at your own risk! USPS is not a recommended service and only permitted for orders under $300.

RETURNS AND REFUNDS: ALL SALES ARE FINAL AND NON-RETURNABLE. MbientLab will not accept returns and will not provide refund of any fees, including shipping and handling, paid to MbientLab for purchases of Products.

DOA: MbientLab will replace merchandise purchased online that is DOA (Dead On Arrival) up to 30 days after purchase. Email us for a replacement request at hello@mbientlab.com. The process takes 2 weeks and MbientLab will test and inspect all returned devices; damaged devices will not be refunded or replaced.

CANCELLATIONS: You may cancel your purchase at any time via email within 24 hours and/or BEFORE shipment. If there is an outstanding order, the cancellation must occur BEFORE it has been processed by MbientLab.

DISCLAIMERS: You understand that Products may contain materials that could be dangerous if handled improperly, and you acknowledge that MbientLab is not liable for any personal injury or property damage arising from any misuse of any Products offered through the Service. You further acknowledge that Products may not be suitable for use by children, and you expressly assume sole liability for providing any individual under the age of 18 with access to any Products. You hereby agree not use Products for any illegal purpose and you assume all liability for any action you take for any action that is contrary to any law, rule, or regulation of any territory.

PRIVACY

We care about the privacy of our Users. You understand that by using the Services you consent to the collection, use and disclosure of your personally identifiable information and aggregate data as set forth in our PRIVACY POLICY.

SOFTWARE LICENSE AGREEMENT

Software provided as part of MbientLab purchases is governed by our MLS, the MbientLab Software License Agreement.

LICENSE, SUPPORT AND CONSULTING AGREEMENT

The terms applicable for the MBIENTLAB license, support, and consulting agreement can be found on our agreements page. Please refer to these terms when you are engaged in a contract with MbientLab Inc,.

INDEMNITY

You agree to defend, indemnify and hold harmless MbientLab and its subsidiaries, agents, licensors, managers, and other affiliated companies, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (i) your use of and access to the Service; (ii) your violation of any term of this Agreement; (iii) your violation of any third-party right, including without limitation any right of privacy, right of publicity or Intellectual Property Rights; (iv) your violation of any applicable law, rule or regulation; (v) your User Content or any that is submitted via your account; or (vi) any other party’s access and use of the Service with your unique username, password, or other appropriate security code.

NO WARRANTY

THE SERVICE AND PRODUCTS ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. USE OF THE SERVICE OR PRODUCTS IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE AND PRODUCTS ARE PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, MBIENTLAB, ITS SUBSIDIARIES, AND ITS LICENSORS DO NOT WARRANT THAT THE CONTENT IS ACCURATE, RELIABLE, OR CORRECT; THAT THE SERVICE WILL MEET YOUR REQUIREMENTS; THAT THE SERVICE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD OR YOUR USE OF THE SERVICE.

MBIENTLAB DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE MBIENTLAB SERVICE OR ANY HYPERLINKED WEBSITE OR SERVICE, AND MBIENTLAB WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.

FEDERAL LAW, SOME STATES, PROVINCES AND OTHER JURISDICTIONS DO NOT ALLOW EXCLUSIONS AND LIMITATIONS OF CERTAIN IMPLIED WARRANTIES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL MBIENTLAB, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THIS SERVICE OR ANY PRODUCTS. UNDER NO CIRCUMSTANCES WILL MBIENTLAB BE RESPONSIBLE FOR ANY DAMAGE, LOSS, OR INJURY RESULTING FROM HACKING, TAMPERING, OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICE OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, MBIENTLAB ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF OUR SERVICE OR PRODUCTS; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE; (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR SERVICE BY ANY THIRD PARTY; (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICE; AND/OR (VII) USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY. IN NO EVENT SHALL MBIENTLAB, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS, OR LICENSORS BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING ONE DOLLAR.

THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF MBIENTLAB HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.

SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. THIS AGREEMENT GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. THE DISCLAIMERS, EXCLUSIONS, AND LIMITATIONS OF LIABILITY UNDER THIS AGREEMENT WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.

The Service is controlled and operated from its facilities in the United States. MbientLab makes no representations that the Service is appropriate or available for use in other locations. Those who access or use the Service from other jurisdictions do so at their own volition and are entirely responsible for compliance with all applicable United States and local laws and regulations, including but not limited to export and import regulations. You may not use the Service if you are a resident of a country embargoed by the United States, or are a foreign person or entity blocked or denied by the United States government. Unless otherwise explicitly stated, all materials found on the Service are solely directed to individuals, companies, or other entities located in the United States.

CONTACT: Please contact us at hello@mbientlab.com with any questions regarding this Agreement.