MOTSY™

Terms of Use Agreement

 

This Terms of Use Agreement (the “Agreement”) governs access to and use of this website (the “Website”), which is owned and operated by ONVI III, LLC (“ONVI”), by the licensed dentist, orthodontist, oral surgeon or endodontist (each, a “Dentist”), the licensed dental business (whether a natural person or a legal entity for whom such natural person is an agent), or the dental patient or prospective dental patient (“Patient”) who has agreed to this Agreement by clicking on the “AGREE” button at the bottom of this Agreement (“You,” “Your” or “Yours”).

By clicking on the “AGREE” box at the bottom of this Agreement, You are agreeing to comply with and be bound by all the terms of this Agreement.

 

YOU REPRESENT THAT YOU ARE AT LEAST THE AGE OF MAJORITY (e.g., EIGHTEEN (18) YEARS OF AGE), IN THE JURISDICTION IN WHICH YOU RESIDE, THAT YOU ARE A RESIDENT OF THE UNITED STATES, THAT YOU MAY LEGALLY ENTER INTO THIS AGREEMENT, AND THAT YOU AGREE WITH ALL THE TERMS OF THIS AGREEMENT.

PLEASE READ THIS NOTICE REGARDING DISPUTE RESOLUTION:  This Agreement contains provisions that govern how claims You and ONVI may have against each other are resolved (including without limitation Section 7 (“Legal Disputes and Arbitration Agreement”)), including an agreement and obligation to arbitrate disputes, which will, subject to limited exceptions, require You to submit claims You have against ONVI to binding arbitration, and limits the time period within which You may bring a claim against ONVI.  You will only be permitted to pursue claims against ONVI on an individual basis, not as part of any class action or proceeding and You will only be permitted to seek relief (including monetary, injunctive, and declaratory relief) on an individual basis.

 

ONVI understands that Your privacy is important.  Because of that, ONVI has created a privacy policy, available at https://shoponvi.com/policies/privacy-policy, that describes ONVI’s collection, use and disclosure practices regarding personal information that You provide to ONVI.  Such privacy policy is hereby incorporated by reference into this Agreement, and You agree to ONVI’s use of Your personal information in accordance with the privacy policy and this Agreement, including the text messaging provisions set forth herein.

 

This Agreement is subject to change by ONVI in its sole discretion at any time.  When ONVI makes a material change to this Agreement, ONVI will place a notice thereof on the Website.  In such case, ONVI will also update the “Last Updated” date at the bottom of this Agreement.  Depending on the nature of the change, ONVI may require You to provide consent to the updated Agreement in a specified manner before You may continue to use the Website.  Otherwise, Your continued use of the Website shall constitute Your acceptance of such change(s).  YOU SHOULD CHECK THE WEBSITE REGULARLY TO CONFIRM ANY CHANGES TO THIS AGREEMENT.

 

1. Use of the Website.

            1.1       Accounts.  The Website contains several features and functions, including without limitation the ability for You to register with ONVI at https://shoponvi.com/account/login and create an account (“Account”).  If You do not create an Account, You may still use the Website, but certain features and functions of the Website may not be available to You.  When You create an Account, You must fully and accurately complete the sign-up page and providing to ONVI such fully accurate information as ONVI may reasonably require, including without limitation Your name, Your email address, a password (selected by You, subject to ONVI’s security and other requirements), Your shipping address, and payment information (collectively, “Account Information”).  You agree to keep all Account Information updated and correct.  Your Account is associated with You, and You may not share it or allow it to be used by anyone other than You, and You are responsible for all activities that take place with respect to Your Account.  You agree not to register for more than one Account.  You hereby agree to indemnify ONVI and defend ONVI from and against any losses or liabilities arising from any disclosure or misuse of Your Account Information.  ONVI’s privacy policy [https://shoponvi.com/policies/privacy-policy,] as it may be amended from time to time, applies to any personal information You provide to ONVI as part of Account Information or otherwise, or that ONVI collects through other means as described in the Privacy Policy.  Please review the Privacy Policy carefully and confirm Your agreement before You click on the “AGREE” box at the bottom of this Agreement.

1.2       Orders and Delivery.

1. Patient Orders. If You are a Patient, You may use the Website to place orders (“Orders”) for Your purchase of MOTSY™-branded double-LED dental lights (“Motsy Lights”) from ONVI.  Corresponding prices for Motsy Lights are located here, and are subject to change upon notice by ONVI patientorder@shoponvi.com ONVI ships Motsy Lights solely to addresses in the United States. When You place an Order, ONVI will confirm that Order by sending an email to the email address You have provided as part of Your Account.  You shall pay for each Order in advance through the Shopify® service as described in Subsection 1.3 (“Payment”).  Where You have Orders delivered to You directly as described in Subsection 1.2(B) (“Patient Order Delivery”), You shall also pay a separate shipping and handling fee, but where You have Orders delivered to Your Dentist for pick up by You, ONVI will waive that shipping and handling fee.  When You place an Order ONVI will also provide You with an estimated shipment date.  For the elimination of doubt, such dates are only a good faith estimate and not a promise by ONVI; provided, however, that where Your Order cannot be filled within a commercially reasonable period because of a backorder problem, ONVI will notify You, and give you the opportunity to cancel Your Order.  All Motsy Lights shall be deemed accepted by You upon shipment, and title to, and risk of loss of, the Motsy Lights passes to You when ONVI provides the Motsy Light(s) to a common carrier.  All Motsy Lights are subject to the Statement of Limited Warranty included therewith, and as found here: https://shoponvi.com/pages/limited-warranty .
2. Patient Order Delivery. If You are a Patient, Motsy Lights under each Order may be delivered to You directly, or to the office of Your Dentist.  ONVI strongly encourages You to maintain good oral health through regular dental examinations, and for that reason, the purchase price You pay for delivery of Your Motsy Light to Your Dentist will be a lower price than You will pay for delivery to You directly.  Subject to Subsection 5.2 (“Motsy Lights Limited Warranty”), all Motsy Lights are subject to ONVI’s refund policy: https://shoponvi.com/policies/refund-policy .
3. Dentist and Dental Office Orders and Deliveries. If You are a Dentist or a dental office, in order to purchase Motsy Lights, You first need to enter into a Distribution Agreement with ONVI https://shoponvi.com/pages/join-us .

1.3       Payment.  If You are a Patient, You must pay for each Order prior to shipment via the Shopify® service.  All prices exclude shipping and handling which shall be subject to Subsection 1.2(A) (“Patient Orders”).

1.4       Use and Intellectual Property.  You hereby agree that any purchases of Motsy Lights shall be for Your personal use, and not for further resale.  You further agree that You shall not reverse engineer or otherwise attempt to learn or disclose the confidential and trade secret information contained in Motsy Lights or the Website.  Motsy Lights are not meant to be opened or taken apart, and you hereby agree not do so, or attempt to do so.  You understand and acknowledge that the software comprising the Website, and the Motsy Lights themselves, are the subject of valuable intellectual property rights (including copyright, patent, trademark and trade secret rights) owned by ONVI.  The only rights You are granted are the right to access and use the Website as set forth in this Agreement, and there are no implied rights granted.

1. Conduct.

2.1       General.  You hereby agree that You shall use the Website only for the purposes for which it is provided to You.  The Website may allow for posting of reviews, or may have a “chat” function, enabling You to communicate with others.  In all cases, You shall not:

1. Use the Website for any illegal purpose;
2. Access or attempt to access any part of the Website that is password protected or as to which ONVI has not given You access; or
3. Use the Website for any harmful or illegal activity, including without limitation: (i) transmitting any virus, worm, Trojan horse, or other malicious code; (ii) sending “Spam” emails; (iii) harassing or harming any person; (iv) harvesting, crawling or scraping any data, including personal data; (v) interfering with the normal operation of the Website; or (vi) impersonating any other person or entity.

2.2       SMS Messaging.  You hereby agree to receiving short message services (“SMS”) messages from ONVI, and that such communications shall satisfy any requirement in this Agreement that communications between the parties be in writing.  ONVI will send You an SMS message from (847) 998-1112 to confirm Your telephone number, and You may cancel SMS communications with ONVI at any time by texting “STOP” to ONVI.  You may also ask ONVI questions or seek help in using SMS by texting “HELP” to ONVI.  Message and data rates may apply for any messages sent to You from ONVI and to ONVI from You.  Message frequency is recurring and depends on Your interaction with ONVI.  You may also contact Your wireless provider with any questions about Your text plan or data plan.  You may also email ONVI at support@shoponvi.com.  You hereby agree that ONVI shall not be liable to You or any third party for any delayed or undelivered messages.  ONVI may also change at any time any short code or telephone number ONVI uses.

2.3       Feedback.  You may, but are not required to, provide ideas, concepts or suggestions from time to time regarding possible improvements to the Website, the Motsy Lights, or other goods and services of ONVI (collectively, “Feedback”).  There shall be no amounts owed or paid to You for Feedback, and the parties understand and agree that ONVI shall be free to use and disclose Feedback without notice or payment to, or permission from, You or any third party.

1. Term and Termination; Modifications.

3.1       Term.  The term of this Agreement shall commence upon the date You click on the AGREE button below and shall continue until terminated by either party as provided herein.

3.2       Termination.  Either party may terminate this Agreement upon noticed to the other party for any reason or no reason.  In the event of such termination, ONVI shall terminate and erase Your Account, and You may thereafter access only the publicly-available portions of the Website.

3.3       Modifications.  ONVI may modify or discontinue the Website, Motsy Lights (or means of sale or prices for Motsy Lights), or any other goods and services of ONVI, upon notice.  If You do not agree with any such modifications, Your sole remedy shall be to terminate this Agreement and to cease accessing and using the Website. 

3.4       No Liability.  You hereby agree that ONVI shall not be liable to You or any third party for any termination of this Agreement or Your inability to access Your Account or the Website.

1. ONVI and Third-Party Content.

            4.1       Videos.  The Website contains certain audio/video content (hosted by ONVI or a third party on behalf of ONVI, such as Ruzuku, Inc.) that provides continuing education to dental professionals and also information to patients, in both cases regarding the features and operation of Motsy Lights (“Videos”).  ONVI does not currently, but may in the future, impose a separate charge for Your access to or viewing of Videos.  Such Videos are designed to be helpful, but are not, and may not be used as, professional advice or guidance.  In particular:

1. If You are a Patient, You hereby agree that You shall not use Videos as a substitute for getting professional dental advice and examinations from Your Dentist, and that You shall rely on Your Dentist’s advice, and not any Video, in Your use of any Motsy Light; and
2. If You are a Dentist, You hereby agree that, in addition to Your obligations under the Distribution Agreement, You shall use Your best professional judgment in the course of using and advising patients regarding Motsy Lights, and You shall not rely on Videos as a substitute for such judgment.
3. TO THE EXTENT PERMITTED BY LAW, YOU HEREBY RELEASE ONVI FROM ANY AND ALL CLAIMS, DEMANDS, THREATS, SUITS OR PROCEEDINGS, AND ALL ASSOCIATED LOSSES AND LIABILITIES, ARISING FROM OR IN CONNECTION WITH YOUR FAILURE TO PERFORM YOUR OBLIGATIONS UNDER SUBSECTION 4.1 (“VIDEOS”).

4.2       Third-party Content and Linking.  Images, text, graphics and other content from third parties such as other users, advertisers, and others (“Third-party Content”) may be made available to You through the Website.  You understand and agree that Third-party Content is not owned or controlled by ONVI, and may include materials that are incorrect, incomplete, misleading, or otherwise harmful.  You further understand and agree that ONVI is not responsible for Third-party Content.  The Website may contain links to websites or applications not operated by ONVI, and ONVI is not responsible for the content, products, materials, or practices (including privacy practices) of such websites or applications.  ONVI provides these links for Your convenience only and ONVI does not control such websites or applications.  ONVI’s inclusion of links to such websites or applications does not imply any endorsement of the materials on such third-party websites or applications or any association with their operators.  TO THE EXTENT PERMITTED BY LAW, YOU AGREE THAT IN NO EVENT WILL ONVI BE LIABLE TO YOU IN CONNECTION WITH ANY WEBSITES, APPLICATIONS, CONTENT, PRODUCTS, MATERIALS, OR PRACTICES OF ANY THIRD PARTY.

1. Limited Warranty and Disclaimer.

5.1       Website.  ONVI PROVIDES THIS WEBSITE AND ALL CONTENT ON AN “AS IS” BASIS, WITHOUT ANY WARRANTY.  WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, ONVI HEREBY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, ARISING FROM COURSE OF DEALING, USAGE OR TRADE, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT OF THIRD-PARTY RIGHTS WITH RESPECT TO THE WEBSITE AND ALL CONTENT.  Certain jurisdictions, such as New Jersey, do not permit the exclusion of certain warranties so the foregoing may not apply to You.

5.2       Motsy Lights Limited Warranty.  ONVI provides Motsy Lights with a Limited Warranty https://shoponvi.com/pages/limited-warranty .OTHERWISE, ONVI PROVIDES MOTSY LIGHTS ON AN “AS IS” BASIS, WITHOUT ANY WARRANTY.  WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, ONVI HEREBY DISCLAIMS ALL OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, ARISING FROM COURSE OF DEALING, USAGE OR TRADE, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT OF THIRD-PARTY RIGHTS WITH RESPECT TO MOTSY LIGHTS.  Certain jurisdictions, such as New Jersey, do not permit the exclusion of certain warranties so the foregoing may not apply to You.

1. Limitation of Liability.

TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, IN NO EVENT WILL ONVI OR ONVI’s OFFICERS, EMPLOYEES, DIRECTORS, OWNERS, SUBSIDIARIES, AFFILIATES, AGENTS OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF REVENUES, PROFITS, GOODWILL, USE, DATA, LOST OPPORTUNITIES, OR BUSINESS INTERRUPTIONS OR OTHER INTANGIBLE LOSSES (EVEN IF SUCH PARTIES WERE ADVISED OF, KNEW OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY), REGARDLESS OF WHETHER SUCH DAMAGES ARE BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), WARRANTY, STATUTE OR OTHERWISE.  ONVI WILL NOT BE LIABLE FOR ANY DAMAGES ARISING FROM ANY TRANSACTIONS BETWEEN YOU AND THIRD PARTIES OR ANY OTHER SITE LINKED TO THE WEBSITE.  Certain jurisdictions, such as New Jersey, do not permit the exclusion of certain damages so the foregoing may not apply to You.

1. Legal Disputes and Arbitration Agreement.

 

            7.1       Choice of Law.  This Agreement shall be subject to the laws of the state of Illinois as apply to contracts entered into and performed in Illinois between Illinois residents and without regard to conflicts of laws principles.  Subject to Subsection 7.2 (“Agreement to Binding Arbitration”), the state and federal courts located in Chicago, Illinois shall have sole jurisdiction over any disputes arising hereunder, and the parties hereby consent to the personal jurisdiction of such courts. This Agreement shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods.

 

7.2       Agreement to Binding Arbitration.  In the event of any dispute between the parties, either party may initiate binding arbitration pursuant to the terms set forth in this Agreement.  All claims arising out of or relating to the terms set forth in this Agreement (including their formation, performance, and breach), the Motsy Lights, or the parties’ relationship with each other shall be finally settled by binding arbitration administered by JAMS/ENDISPUTE, LLC (“JAMS”), in accordance with the JAMS Streamlined Arbitration Rules and Procedures, excluding any rules or procedures governing or permitting class actions.  Each party will have the right to use legal counsel in connection with arbitration at its own expense.  The parties shall select a single neutral arbitrator in accordance with the JAMS Streamlined Arbitration Rules and Procedures.  The arbitrator, and not any federal, state or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, scope, enforceability, or formation of this Agreement, including any claim that all or any part of this Agreement is void or voidable, and except as provided for in Subsection 7.5 (“Exception – U.S. Small Claims Court Claims”), Subsection 7.6 (“Exception – California Private Attorneys General Act (PAGA) Action”) and Subsection 7.7 (“Exception – Claims Involving Intellectual Property Rights”).  You may choose to engage in arbitration hearings by telephone.  Arbitration hearings not conducted by telephone shall take place in Wilmette, Illinois.  The arbitrator shall be empowered to grant whatever relief would be available in a court under law or in equity.  The arbitrator’s award shall be in writing and provide a statement of the essential findings and conclusions, shall be binding on the parties and may be entered as a judgment in any court of competent jurisdiction.  You and ONVI agree that this Subsection 7.2 (“Agreement to Binding Arbitration”) shall survive termination or expiration of this Agreement.  The Agreement memorializes a transaction involving interstate commerce and the interpretation and enforcement of this Subsection 7.2 (“Agreement to Binding Arbitration”) shall be governed by the U.S. Federal Arbitration Act (9 U.S.C. § 1 et seq.).  THE PARTIES UNDERSTAND THAT, ABSENT THIS MANDATORY PROVISION, THEY WOULD HAVE THE RIGHT TO SUE IN COURT AND HAVE A JURY TRIAL.  THEY FURTHER UNDERSTAND THAT THE RIGHT TO DISCOVERY MAY BE MORE LIMITED IN ARBITRATION THAN IN COURT.

 

7.3       Rules.  The foregoing JAMS rules governing the arbitration may be accessed at https://www.jamsadr.com/adr-rules-procedures or by calling 1-800-352-5267.  If You initiate arbitration, to the extent the filing fee for the arbitration exceeds Two Hundred and Fifty U.S. Dollars ($250.00), ONVI will pay the additional cost.  If ONVI is required to pay the additional cost of the filing fees, You should submit a request for payment of fees to JAMS along with Your form for initiating the arbitration, and ONVI will make arrangements to pay all necessary fees directly to JAMS.  ONVI will also pay JAMS to reimburse You for any portion of the filing fee that is more than what You would otherwise have to pay to file suit in a court of law.  The arbitrator may also award attorney’s fees, expert witness fees and costs to any party to the arbitration if it is determined that a claim was brought or opposed in bad faith, or for purposes of harassment, or the claim or any position taken in the arbitration is patently frivolous.  If multiple individual arbitration proceedings are consolidated pursuant to this Subsection 7.3 (“Rules”), JAMS and the arbitrator may treat the consolidated proceedings as one (1) arbitration for purposes of assessing JAMS fees and the arbitrator’s compensation, and You consent and agree not to object to any reduction or elimination of JAMS fees or arbitrator compensation.  Unless otherwise agreed upon by You and ONVI in writing, the arbitrator shall determine the amount of fees, costs, and expenses to be paid pursuant to this Section 7 (“Legal Disputes and Arbitration Agreement”).

 

            7.4       Class Action and Class Arbitration Waiver.  YOU AND ONVI EACH FURTHER AGREE THAT ANY ARBITRATION SHALL BE CONDUCTED IN EACH PARTY’S RESPECTIVE INDIVIDUAL CAPACITIES ONLY AND NOT AS A CLASS ACTION.  YOU AND ONVI EACH EXPRESSLY WAIVES ITS RESPECTIVE RIGHT TO FILE A CLASS ACTION OR SEEK RELIEF ON A CLASS BASIS, INCLUDING U.S. FEDERAL OR STATE CLASS ACTIONS, OR CLASS ARBITRATIONS.  Although the parties have agreed that no disputes may proceed as part of a class arbitration, You and ONVI hereby agree that JAMS may consolidate an individual arbitration filed under this Agreement with other individual arbitration(s), at the request of any party, if the arbitrations share any common issues of law or fact.  The consolidation issue shall be determined by the arbitrator appointed for the earliest filed arbitration. Any disputes over whether an arbitration claim should be consolidated with others, or which arbitrator shall hear any consolidated matter, shall be resolved by JAMS.  If any court or arbitrator determines that the class action waiver set forth in this Subsection 7.4 (“Class Action and Class Arbitration Waiver”) is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provision set forth in Section 7 (“Legal Disputes and Arbitration Agreement”) shall be deemed null and void in its entirety and the parties shall be deemed to have not agreed to arbitrate disputes.

 

7.5       Exception – U.S. Small Claims Court Claims.  Notwithstanding the parties’ agreement to resolve all disputes through arbitration, either party may bring an individual action in a U.S. small claims court if that action is within that court’s jurisdiction, on an individual (non-class) basis only.  If a party initiates an arbitration asserting a claim that falls within the jurisdiction of the small claims court, the other party may, at its discretion, require that the arbitration demand be withdrawn and that the claim be filed in the small claims court.

 

7.6       Exception – California Private Attorneys General Act (PAGA) Action.  Notwithstanding the parties’ agreement to resolve all disputes through arbitration, either party may seek relief in a court of law for a claim arising under California’s Private Attorneys General Act.

 

7.7       Exception – Claims Involving Intellectual Property Rights.  Notwithstanding the parties’ agreement to resolve all disputes through arbitration, either party may seek relief in a court of law for a claim relating to the enforcement, infringement, or validity of:  (a) trade secrets; (b) patents; (c) copyrights; or (d) trademarks.  The parties agree that a court, not the arbitrator, may decide if a claim falls within one of these four (4) exceptions.   

 

7.8       Time Limitation.  TO HELP RESOLVE ANY ISSUES BETWEEN THE PARTIES PROMPTLY AND DIRECTLY, YOU AND MOTSY AGREE THAT ANY ARBITRATION OR SMALL CLAIMS COURT PROCEEDING REGARDING A CLAIM UNDER THIS AGREEMENT MUST BE INITIATED WITHIN ONE (1) YEAR AFTER THE CLAIM FIRST AROSE; OTHERWISE THE CLAIM IS PERMANENTLY BARRED.

 

1. General Provisions.

8.1       Notices.

 

1. To ONVI. Any notice, request, or other document to be given to ONVI under this Agreement must be in writing and:  (a) sent by registered or certified mail, postage prepaid; (b) hand delivered; or (c) sent by express mail or other overnight delivery service which provides documentation of receipt, addressed as follows:

 

                        Chief Executive Officer

                        ONVI III, LLC

                        1159 Wilmette Avenue

                        Suite 228

                        Wilmette, IL 60091

 

Notices of Motsy Light delivery, and day-to-day matters may be provided via telephone 1-(847) 251-3052) or email (returns@shoponvi.com).

 

1.          To You.  Any notice, request, or other document to be given to You under this Agreement must be in writing and will be sent to the email address You used when You created Your Account, or such other email address as You may have provided to ONVI in writing thereafter.

 

8.2       No Oral Modifications.  Except as expressly provided herein, this Agreement may not be modified except in writing, such written modification to be signed by the parties hereto.  Any purported oral modification hereof shall be void.

 

8.3       No Implied Waiver.  No failure of either party to enforce any obligation will prevent later enforcement of that obligation.  Any waiver of an obligation must be in writing, will only apply to the specific circumstances to which it relates, and will not prevent the enforcement of the obligation in the event of a subsequent breach. 

 

8.4       Assignment.  You may not assign this Agreement or any right, benefit, or obligation under this Agreement without the prior written consent of ONVI, and any assignment by You without such consent will be void.  ONVI may assign this Agreement without restriction.

 

8.5       Relationship of Parties.  The relationship between the parties established by this Agreement is that of independent contractors and not an agency, employment, joint venture, franchise, or partnership relationship.

 

8.6       Taxes.  Taxes now or hereafter imposed with respect to the transactions contemplated hereunder are the responsibility of the party against whom the taxes are levied.

 

8.7       Force Majeure.  Neither ONVI nor You will be liable in damages to the other or any third party, for any delay or default in performing any obligation hereunder if that delay or failure to perform is directly or indirectly caused by or resulting from any cause, event or circumstances beyond the reasonable control and without fault or negligence of the party claiming force majeure.

 

8.8       Severability.  If any provision of this Agreement is declared invalid or unenforceable by an arbitrator or court having competent jurisdiction, it is mutually agreed that this Agreement will endure except for the provision declared invalid or unenforceable.  In such event, the parties agree to consult and use their best efforts to agree upon a valid and enforceable provision, which will be a reasonable substitute for such invalid or unenforceable provision in light of the original intent of the parties upon entry into this Agreement.

 

8.9       Headings.  The section headings contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement.

 

8.10     Entire Agreement.  This Agreement is the entire agreement between the parties with respect to the subject matter hereof and supersedes all previous agreements and understandings, whether written or oral, between the parties regarding the subject matter hereof.  Neither party has entered into this Agreement in reliance upon any representation, warranty or undertaking of the other party which is not expressly set out or referred to in this Agreement.

 

Agree

 

Questions?

If You have any questions about this Agreement, You may contact Motsy directly at:

ONVI III, LLC

1159 Wilmette Avenue

Suite 228

Wilmette, IL  60091

Telephone:  (847) 998-1112

Fax:  (847) 251-3052

returns@shoponvi.me

Last Updated: July, 2021