Terms of Service


PLEASE READ CAREFULLY BEFORE PROCEEDING TO ACCESS AND USE THIS SITE

These Terms of Use are an agreement between Conceivable, Inc., a Delaware corporation (“Conceivable”, the “Company,” “we” or “us”) and you ("you" or "User"). These Terms of Use set forth the legal terms and conditions governing your use of the website www.conceivable.com (the "Site") and if you qualify, your purchase and use of any Conceivable goods and services made available from time to time on the Site by the Company (collectively referred to hereinafter as, “Products”).  You should review these Terms of Use carefully and check periodically to see if there have been any changes.

TERMS OF USE

You acknowledge and agree that each time you proceed to access and use the Site, you agree to abide by these Terms of Use.  Your act of proceeding to access and use the Site will constitute an "electronic signature" indicating your unconditional agreement to these Terms of Use for all access and use of the Site and purchase and use of any Products.  If you do not agree to be bound by these Terms of Use, do not access or otherwise use the Site or purchase or use any of the Products.

If you are dissatisfied with the Site or Products, your sole and exclusive remedy is to stop using the Site or Products, except for the limited warranties that may apply to Conceivable’s Products or as otherwise expressly stated in these Terms of Use.

These Terms of Use and the Conceivable privacy policy (the "Privacy Policy") and any other terms and policies incorporated herein by reference (collectively, the "Other Policies"), constitute the entire agreement between you and us pertaining to the subject matter hereof and supersede all prior or other arrangements, understandings, negotiations and discussions, whether oral or written. No waiver of any of the provisions of these Terms of Use shall constitute a waiver of any other provisions hereof (whether or not similar), nor shall any such waiver constitute a continuing waiver unless otherwise expressly provided.

The information and features included in this Site are subject to change at any time without notice. By accessing or linking to this Site (to the extent linking is permissible), you assume the risk that the information on this Site may be changed or removed.

LIMITED RIGHT TO ACCESS AND USE THIS SITE

You may access and use the Site only for the lawful commercial purposes intended by the Company in providing the Site. Any unauthorized access or use of any portion of this Site, its content, data, computers or networks, or interference with any operation of the Site, or interception of any communication from or to the Site, or any attempt to do one or more of these or other unauthorized or unlawful acts -- is strictly prohibited.

TRANSACTIONS

All business transactions, including but not limited to Product offerings, orders and purchases, applications, registrations, memberships, programs and other activities made available via the Site shall be subject to these Terms of Use and all such other specific terms and conditions as are expressly set forth on the Site in price lists and sales and advertising materials, as provided from time to time by the Company.

ELIGIBILITY

Conceivable Products may be purchased for resale only by qualified healthcare practitioners.  The Company does not sell its Products to health care practitioners who resell Products in an unrestricted manner.  You may resell Products purchased on this Site only if you are a qualified healthcare practitioner (a "Qualified Reseller"). If you are a Qualified Reseller, you may resell Products purchased on this Site only to consumers whom you have physically seen, and with whom you have entered into a business relationship for the purpose of assisting them on health related matters (“Clients”), and only for their own personal use and not for their resale.

By accessing and using the Site, and purchasing and using any Products, you represent and warrant that (i) you are eighteen (18) years of age or older, (ii) you are a qualified healthcare practitioner in good standing with all applicable licensing or certification authorities in all jurisdictions where your practice, and (iii) that all information provided by you to the Company is accurate and truthful.

You agree that you will notify the Company of any changes to your personal information as they occur and, if applicable, any change to your licensing and certification that may affect your qualification to purchase Products from the Company or to prescribe the purchase of Products by others.

The Company reserves the right to limit, suspend and/or terminate access and use of the Site (in whole or in part) by any or all persons and entities at any time without notice and for no reason stated, as the Company may decide in its sole and absolute discretion.

The Company Product and service offerings, promotions, materials, and content appearing on the Site are intended for customers located in the United States only.  The Company makes no representation that Products, services, promotions, materials, offers, information and other content on this Site are appropriate or available for purchase and use in locations outside the United States. 

MODIFICATIONS

We reserve the right at any time to (i) change the terms and conditions of these Terms of Use, or (ii) enhance, add to, modify, substitute, suspend  or discontinue the Site or Products, or any portion of the Site or Products, at any time in our sole discretion.

If you provide information to us, access or use the Site or purchase Products after these Terms of Use have been changed, you will be deemed to have read, understood and unconditionally consented to and agreed to such changes. The most current version of these Terms of Use will be available on the Site and will supersede all previous versions of these Terms of Use.

Any enhancements, additions or modifications to the Site or Products will be subject to these Terms of Use, as may be changed from time to time per the preceding provisions.

YOUR INFORMATION AND YOUR PRIVACY

If you provide information to the Site, you agree to provide accurate, current and complete information about you where requested and you agree to maintain and update such information as appropriate. We will use and maintain any information about you that we collect through the Site in accordance with our Privacy Policy, located at shop.conceivable.com/privacy-policy.  The decision to provide information is purely voluntary and optional; however, if you elect not to provide such information, you may not be able to access certain content or participate in certain features of the Site, including the purchase of Products.

You agree that Conceivable shall be permitted to (i) reference your name/logo as a customer of Conceivable in Conceivable’s marketing materials (including but not limited to, brochures, the Site, and other communication vehicles), (ii) issue a press release announcing the parties’ business relationship, and (iii) request that you answer a reasonable number of inquiries from prospective customers and media/industry analysts (to be coordinated by Conceivable with you in order to minimize any disruption to your business).

PROPRIETARY RIGHTS

This Site and all of the content it contains, or may in the future contain, including but not limited to articles, opinions, other text, directories, guides, photographs, illustrations, images, video and audio clips and advertising copy, as well as the trademarks, copyrights, logos, domain names, code, trade names, service marks, patents and any and all copyrightable material (including source and object code) and/or any other form of intellectual property (collectively, the "Material") are owned by or licensed to us or other authorized third parties and are protected from unauthorized use, copying and dissemination by copyright, trademark, publicity and other laws and by international treaties. Unless expressly permitted in writing by us, you shall not capture, reproduce, perform, transfer, sell, license, modify, create derivative works from or based upon, republish, reverse engineer, upload, edit, post, transmit, publicly display, frame, link, distribute, or exploit in whole or in part any of the Material. Nothing contained in these Terms of Use or on the Site should be construed as granting, by implication, estoppel or otherwise, any license or right to use any Material in any manner without the prior written consent of us or such third party that may own the Material or intellectual property displayed on the Site. UNAUTHORIZED USE, COPYING, REPRODUCTION, MODIFICATION, PUBLICATION, REPUBLICATION, UPLOADING, FRAMING, DOWNLOADING, POSTING, TRANSMITTING, DISTRIBUTING, DUPLICATING OR ANY OTHER MISUSE OF ANY OF THE MATERIAL IS STRICTLY PROHIBITED. Any use of the Material other than as permitted by these Terms of Use will constitute a violation of these Terms of Use and may constitute copyright and/or patent infringement. You agree not to use the Material for any unlawful purposes and not to violate our rights or the rights of others. You agree not to interfere (or permit the use of your account by a third party to interfere) with the normal processes or use of the Site by others, including without limitation by attempting to access administrative areas of the Site. You agree to report any violation of these Terms of Use by others that you become aware of. You are advised that we will aggressively enforce our rights to the fullest extent of the law. We may add, change, discontinue, remove or suspend any of the Material at any time, without notice and without liability. Conceivable, our logo, and the name of the Products produced, marketed, sold or distributed by Conceivable, are trademarks and/or service marks of Conceivable, Inc., or its affiliates. All other trademarks, service marks, and logos used on the Site or other products are the trademarks, service marks or logos of their respective owners.

You acknowledge that the Products constitute proprietary and valuable trade secrets (and other moral rights and intellectual property rights) of Conceivable or its licensors.  You agree not to attempt, and will use best efforts to prevent Clients, employees and contractors from attempting to: (i) modify, translate, reverse engineer (except to the limited extent permitted by law), disassemble, create derivative works based on, sublicense, or distribute the Products or the accompanying documentation, except as expressly provided herein; or (ii) remove any proprietary notice, labels, or marks on the Products, documentation, and containers.

CONFIDENTIALITY

Our “Confidential Information” means any non-public technical or business information, including without limitation any information relating to our techniques, programs, formulae, ingredients, know-how, current and future products and services, research, engineering, designs, financial information, procurement requirements, manufacturing, customer lists, business forecasts, marketing plans and information.  You agree to maintain in confidence all Confidential Information and will not use any Confidential Information for your own benefit or to the detriment of Conceivable, except as expressly permitted by these Terms of Use.  You understand and agree that Conceivable will suffer irreparable harm in the event that you, your employees or contractors breach any of your obligations hereunder and that monetary damages will be inadequate to compensate Conceivable for such breach.  In the event of a breach or threatened breach of your duties hereunder, Conceivable, in addition to and not in limitation of any other rights, remedies or damages available to it at law or in equity, shall be entitled to a temporary restraining order, preliminary injunction and/or permanent injunction in order to prevent or to restrain any such breach.

LINKS

We may provide links to third party web sites or resources. Our provision of such links is not an endorsement of any information, product or service reached through such link. We are not responsible for the content or performance of any portion of the Internet including other World Wide Websites to which the Site may be linked for from which the Site may be accessed. You are requested to inform us of any errors or inappropriate material found on Websites to which this Site is or may be linked.

USE OF YOUR ACCOUNT

If you register with the Site, you agree to accept responsibility for all activities that occur under your account, email or password, if any, and agree you will not sell, transfer or assign your account or any rights therein. You are responsible for maintaining the confidentiality of your password, if any, and for restricting access to your computer so that others may not access the password protected portion of the Site.  We may, in our sole discretion, and at any time, with or without notice, terminate your password and account, for any reason or no reason at all.

ORDERING PRODUCTS

All orders for Products must be placed (i) online at the Site, or (iI) as Conceivable otherwise specifies or permits.  All such orders (“Orders”), to be binding on Conceivable, must be paid for in full at the time of making the Order.  All Orders will be governed exclusively by these Terms of Use and nothing contained in any written purchase order or other form submitted by you will in any way modify or add any additional terms or conditions.  Orders may not be cancelled by you without Conceivable’s written acceptance of such cancellation.  Notwithstanding the foregoing, Conceivable reserves the right to cancel any Orders placed by you, or to refuse or delay shipment thereof, if you fail to comply with these Terms of Use in any respect.

PRODUCT LABELING AND RESTRICTIONS

You will resell and distribute Products to Clients with all proprietary notices, warranties and disclaimers (i) intact as shipped from Conceivable, or (ii) for Products combined and repackaged by you, using labels provided by Conceivable.  You shall strictly adhere to any applicable restrictions and limitations regarding the use of the Products that may be included on Product packaging or as may be posted from time to time on the Site, and will take all steps reasonably necessary or requested by Conceivable to inform Clients of applicable restrictions and limitations.

LIMITED PRODUCT WARRANTY

Conceivable warrants that the Products manufactured for it meet high standards of freshness and purity for customer use.  Conceivable does not represent, warrant or guarantee that any of its Products will diagnose, treat, cure, mitigate or prevent any medical condition or disease.  Your sole and exclusive remedy for any dissatisfaction is to stop using the Products; provided, however, that Conceivable will provide an exchange of Product or full refund (excluding shipping charges) if (i) for any reason, you are not completely satisfied with any Product purchased from Conceivable, and (ii) you request a refund from Conceivable in writing within thirty (30) days from your receipt of the Product. This warranty is limited only by the terms of certain specific warranties attached to or packaged with certain Products and does not apply to any Product intentionally damaged or misused.  You will not make any warranty, guarantee or representation, whether written or oral, on Conceivable’s behalf.

DISCLAIMER OF WARRANTIES

CONCEIVABLE MAKES NO OTHER WARRANTIES OR REPRESENTATIONS AS TO THE PERFORMANCE OF THE PRODUCTS, EXCEPT AS SET FORTH IN CONCEIVABLE’S STANDARD PRODUCT WARRANTIES.  TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CONCEIVABLE DISCLAIMS ALL OTHER WARRANTIES, EXPRESS AND IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY, CUSTOM, TRADE, QUIET ENJOYMENT, ACCURACY OF INFORMATIONAL CONTENT, OR ANY WARRANTIES ARISING UNDER ANY STATUTE, COURSE OF DEALING OR OTHERWISE.

YOU UNDERSTAND AND AGREE THAT THIS SITE AND ALL MATERIAL AND INTELLECTUAL PROPERTY CONTAINED ON IT ARE DISTRIBUTED "AS IS" "AS AVAILABLE" "WITH ALL FAULTS" AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE OR THOSE ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OF TRADE. SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. YOU MAY HAVE OTHER RIGHTS WHICH VARY BY JURISDICTION.

LIMITATION OF LIABILITY

ALL ACCESS AND USE OF THIS SITE, ITS CONTENTS, PRODUCTS, AND SERVICES ARE AT YOUR OWN RISK.

YOU AGREE THAT WE AND OUR PARENTS, AFFILIATES, SUBSIDIARIES, LICENSORS AND ASSIGNS, AND EACH OF THEIR RESPECTIVE EMPLOYEES, OFFICERS AND DIRECTORS (COLLECTIVELY, THE "RELEASED PARTIES"), ARE NOT LIABLE TO YOU FOR DAMAGES OF ANY KIND, WHETHER BASED IN TORT, CONTRACT, STRICT LIABILITY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY DIRECT, SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES ARISING OR RESULTING IN ANY WAY FROM OR IN CONNECTION WITH THIS SITE, THE PRODUCTS, THE MATERIAL, OR ANY ERRORS OR OMISSIONS IN ITS TECHNICAL OPERATION, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER CAUSED IN WHOLE OR IN PART BY CONCEIVABLE’S OWN NEGLIGENCE, ACTS OF GOD, TELECOMMUNICATIONS FAILURE, THEFT OR DESTRUCTION OF, OR UNAUTHORIZED ACCESS TO, THIS SITE OR ITS RELATED INFORMATION OR PROGRAMS. NOTWITHSTANDING ANY OTHER PROVISION IN THESE TERMS OF USE, IN NO EVENT AND UNDER NO CIRCUMSTANCES (EXCEPT FOR PRODUCT REFUNDS AS PROVIDED ABOVE) WILL THE RELEASED PARTIES BE LIABLE TO YOU FOR ANY REASON OR ANY CAUSE OF ACTION WHATSOEVER IN AN AMOUNT GREATER THAN FIFTY DOLLARS ($50). SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF CERTAIN WARRANTIES AND CONDITIONS, AND/OR THE DISCLAIMER OF SOME TYPES OF DAMAGES, SO SOME OF THE ABOVE MIGHT NOT APPLY TO YOU.

The Internet may be subject to breaches of security. We are not responsible for any resulting damage to any user's computer from any such security breach, or from any virus, bugs, tampering, unauthorized intervention, fraud, error, omission, interruption, deletion, defect, delay in operation or transmission, computer line failure or any other technical or other malfunction. You should also be aware that email submissions over the Internet may not be secure, and you should consider this before submitting any information to anyone over the internet. We make no representation or warranty whatsoever regarding the suitability, functionality, availability or operation of this Site. This Site may be temporarily unavailable due to maintenance or malfunction of computer equipment.

You acknowledge and agree that Conceivable is disclaiming any legal responsibility for the safety and effectiveness of the Products formulated and manufactured by you with respect to each Product’s labeling and all non-labeling promotional material. Among other things, this means that you are solely liable and responsible for complying with all applicable state and federal statutes and regulations such as, but not limited to, the Federal Food Drug and Cosmetic Act, the Federal Trade Commission Act with respect to a product’s labeling and non-labeling promotional material.  Conceivable agrees that, upon a request by you, we will provide information and suggestions to you about the labeling and formulation of a Product; you further understand that Conceivable may suggest or recommend labeling and formulation ideas and language. However, you understand and agree that you waive any right to make or assert any type of claim against Conceivable and any of its employees and agents which arises out of or is based upon such information, recommendations or suggestions.

WAIVER OF CLASS ACTION RIGHTS

BY ENTERING INTO THESE TERMS, YOU HEREBY IRREVOCABLY WAIVE ANY RIGHT YOU MAY HAVE TO JOIN CLAIMS WITH THOSE OF OTHERS IN THE FORM OF A CLASS ACTION OR SIMILAR PROCEDURAL DEVICE.  ANY CLAIMS ARISING OUT OF, RELATING TO, OR CONNECTED WITH THESE TERMS MUST BE ASSERTED INDIVIDUALLY.

INDEMNIFICATION

BY USING THIS SITE YOU AGREE TO INDEMNIFY, DEFEND AND HOLD THE RELEASED PARTIES HARMLESS FROM AND AGAINST ANY THIRD PARTY CLAIMS, ALLEGED CLAIMS, DEMANDS, CAUSES OF ACTION, JUDGMENTS, DAMAGES, LOSSES, LIABILITIES, AND ALL COSTS AND EXPENSES OF DEFENSE, INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEYS' FEES, ARISING OUT OF OR RELATING TO, OR AS A RESULT OF ANY OF THE FOLLOWING:  (A) ANY BREACH OF YOUR REPRESENTATIONS, WARRANTIES, COVENANTS OR AGREEMENTS HEREUNDER BY YOU, YOUR AGENTS OR CONTRACTORS; (B) YOUR VIOLATION OF THESE TERMS OF USE OR ANY LAW; (C) YOUR USE OF THIS SITE AND/OR THE MATERIAL IN VIOLATION OF THESE TERMS OF USE; (D) INFORMATION OR MATERIAL POSTED OR TRANSMITTED THROUGH YOUR COMPUTER OR ACCOUNT, EVEN IF NOT SUBMITTED BY YOU, THAT INFRINGES ANY COPYRIGHT, TRADEMARK, TRADE SECRET, TRADE DRESS, PATENT, PUBLICITY, PRIVACY OR OTHER RIGHT OF ANY PERSON OR DEFAMES ANY PERSON; (E) ANY CLAIM INVOLVING PROPERTY DAMAGE, PERSONAL INJURY OR DEATH SUFFERED BY ANYONE RELATED TO THE APPLICATION OR USE (OR MISUSE) OF ANY PRODUCT PRESCRIBED BY YOU OR PROVIDED BY YOU TO ANOTHER, OR (F) ANY CLAIM RELATED TO CLAIMS MADE ON THE LABELING, ADVERTISING OR MARKETING FOR THE PRODUCTS THAT WERE NOT SPECIFICALLY APPROVED IN WRITING BY CONCEIVABLE.

Company reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and you shall not in any event settle any such matter without our written consent.

TERMINATION; MODIFICATION

We will determine your compliance with these Terms of Use in our sole discretion and our decision shall be final and binding. Any violation of these Terms of Use may result in restrictions on your access to all or part of the Site and may be referred to law enforcement authorities. No waiver of any of these Terms of Use shall be of any force or effect unless made in writing and signed by a duly authorized officer of Conceivable. We reserve the right to modify or discontinue this Site, or any portion thereof without notice to you or any third party. Upon termination of your access to the Site, or upon demand by Conceivable, you must destroy all materials obtained from this Site and all related documentation and all copies and installations thereof. You are advised that we will aggressively enforce our rights to the fullest extent of the law.

If any provision of these Terms of Use is found to be invalid by any court having competent jurisdiction, the invalidity of such provision will not affect the validity of the remaining provisions of these Terms of Use, which will remain in full force and effect. The section titles in these Terms of Use are for your convenience only and do not have any legal or contractual effect.

UNITED STATES LAW

We operate the Site in the United States. Information contained on this Site may not be appropriate or available for use in other locations, and access to this Site from territories where the content of the Site may be illegal is prohibited. If you choose to access the Site or Products from locations outside of the United States, you are responsible for compliance with local laws if, and to the extent that, such local laws are applicable.  Furthermore, you specifically represent and warrant that you will comply with all “HIPAA Rules,” which shall mean the Privacy, Security, Breach Notification, and Enforcement Rules at 45 CFR Part 160 and Part 164, to the extent such rules apply to you.   

We reserve the right, in our sole discretion, to limit the availability of the Site or Products to any person, geographic area or jurisdiction at any time.

MISCELLANEOUS

The laws of the United States, State of Texas apply to these Terms of Use (without regard to Texas’ conflict of law principles that would cause the application of any other jurisdiction's laws) and will specifically not be governed by the United Nations Conventions on Contracts for the International Sale of Goods, if otherwise applicable. Any dispute between you and us must be brought before state or federal courts located in Travis County, Texas within ninety (90) days after the occurrence of the facts giving rise to the cause of action, otherwise the cause shall be forever barred. You hereby consent and submit to the exclusive personal jurisdiction and venue of the courts located in Austin, Travis County, Texas for any cause of action relating to or arising under these Terms of Use, the Site or the Products.

ABILITY TO ACCEPT AGREEMENT

You affirm that you are 18 years of age or older and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms of Use, and to abide by and comply with the terms and conditions of these Terms of Use.

CONTACT US

If you have any questions, comments or concerns about our Site, any Products or these Terms of Use, you may contact us at info@conceivable.com.

 

 

Last Revised on September 09, 2014.