Terms and Conditions
Website Terms and Conditions
Last Modified: March 8, 2022
These Terms and Conditions (this "Agreement") governs your use of the services provided by ZeaVision, LLC d/b/a EyePromise and its affiliates ("EyePromise", "us", "our", or "we"), including its website: www.eyepromise.com (the "Website"), sales of products offered on or through the Website ("Products"), Re-Order Services (as defined below), and other services offered through the Website (collectively, "Services"). The Services are intended for use by users that reside in the U.S. and are 18 years or older. If you are not the intended audience or you object to the terms of this Agreement, you may not access or use our Services. By creating an Account, purchasing Products, using the Services, or otherwise indicating your assent to this Agreement, you agree to be bound by this Agreement and you represent and warrant that (1) you have read, understand, and agree to be bound by these terms, (2) you are of legal age to form a binding contract with us, and (3) you have the authority to enter into this Agreement (on behalf of yourself or the entity that you represent). If you do not wish to be bound by this Agreement, you may not access or use the Services or order any Products.
From time to time we may update the Services and this Agreement by posting the new Agreement here: /terms-and-conditions/ At our discretion, we may also notify you of any material updates to this Agreement via email to the email address associated with your Account. You agree to review this Agreement periodically to ensure that you are familiar with the most recent version. For existing users of the Services, any changes to this Agreement will be effective thirty (30) calendar days following our posting of the changes on our Services. These changes will be effective immediately for new users of the Services. Continued use of the Services, including purchasing Products from us, following such changes will indicate your acknowledgement of such changes and agreement to be bound by the terms and conditions of such changes. We may, in our sole discretion and at any time with or without notice, discontinue the Services or any part thereof, or may prevent your use of the Services.
I. WEBSITE SERVICES.
a. Account. You are required to set up an account on the Website ("Account") in order to take advantage of certain Services, such as ordering Products. In connection with your Account, you agree to submit accurate, complete information about yourself as prompted by the Website, and to update it as appropriate, and you represent and warrant that: (a) all required Account information you submit is truthful and accurate, and (b) you will maintain the accuracy of such Account information. If you provide any information that is false, inaccurate, outdated or incomplete, or if EyePromise has reasonable grounds to suspect that information you have submitted is false, inaccurate, outdated or incomplete, we reserve the right to suspend or terminate your Account and prohibit any and all current or future use of any of the Services (or any portion thereof) by you. Further, you are solely responsible for maintaining the confidentiality of the password you select for any and all use of your Account information and all activities (including orders placed through the Services) that occur under or in connection with your Account. You agree to be responsible for all charges resulting from the use of your Account, including charges resulting from unauthorized use of your Account prior to your taking steps to prevent such occurrence by changing your password and notifying EyePromise. If someone accesses our Services using your Account information, we will rely on that Account information and will assume that it is really you or someone you have authorized who is accessing the Services. We reserve the right to take whatever action we deem necessary to preserve the security of the Services and your Account, including without limitation terminating your Account, changing your password, or requesting additional information to authorize transactions on your Account. You agree to be responsible for any act or omission of any users that access the Services under your Account. You may not use anyone else’s Account at any time without the permission of the Account holder. You agree not to register for more than one Account, register for an Account on behalf of an individual other than yourself without such individual’s authorization, or register for an Account on behalf of any group or entity without our express written consent.
c. Products. All features, content, specifications, Products and prices of Products and Services described or depicted on the Website are subject to change at any time without notice. Certain weights, measures and similar descriptions are approximate and are provided for convenience purposes only. The inclusion of any Products or Services on the Website during any point in time does not imply or warrant that these Products or Services will be available at any future time. We make no representation as to the completeness, accuracy or currentness of any information on the Website. By placing an order, you represent that the products ordered will be used only in a lawful manner, and it is your sole responsibility to ascertain and obey all applicable state and federal laws in regard to the possession, use and sale of any Product purchased from the Website. We reserve the right, without prior notice, to limit the order quantity on any Product or service and/or to refuse service to any customer.
d. Orders. If you have an Account, you may place a manual order for our Products through the Services. You may also request that we automatically send you Products on a specified cadence through our Auto Refill Program described below, without waiting for you to manually schedule each order. To place an order, you will be required to follow the purchase process on the Services to submit the order, which we may accept by shipping you the Products. If you order any Product, whether manually or automatically, you authorize us to charge you in accordance with this Agreement. Your scheduling of an order is an offer to purchase the Products. We may accept your offer by processing your payment and shipping you the ordered Products. For any reason, we may decline to accept your request for an order. Excluding any User Content (as defined below), we strive to ensure that the information on the Services is complete and reliable. Certain information may contain pricing errors, typographical errors and other errors or inaccuracies, which we may correct without liability. Products displayed may be out of stock or discontinued, and prices are subject to change. We reserve the right to limit quantities purchased by you. We do not guarantee that all Products described on our Services will be available. In an effort to enhance your shopping experience and give as many customers as possible the opportunity to purchase Products, we may place limits on purchases and we do not authorize the purchase of commercial quantities of our Products. We further reserve the right to cease doing business with customers who violate this policy.
e. Auto Refill Program. If you opt into setting up automatically recurring orders through our automatic-reorder service (the "Auto Refill Program (ARP)"), the additional terms of this paragraph apply. Your initial order will be delivered using the shipping method you select when placing such order, and all auto-reorders will be delivered via the same shipping method unless you change the shipping method in your preferences. Your initial order will cost the amount displayed at checkout, and all auto-reorders will be charged at the same rate unless and until we notify you of changes to Product pricing at least 30 days in advance of your next order. Your orders placed through the Auto Refill Program will continue to ship until you cancel or change the Auto Refill Program. Your initial order price is not guaranteed for auto-reorders. If the price advertised for any of your items changes, this price change will also apply to your items scheduled for auto-reorder. To view and manage your auto-reorders, sign into your Account and update your preferences. You may cancel your Re-Order Service at any time prior to the scheduled ship date of the next auto-reorder.
f. Shipping. When an order is placed, it will be shipped to an address designated by you, as long as that shipping address is compliant with all applicable shipping restrictions. We also may require verification of information prior to the acceptance and/or shipment of any order. All purchases from the Website are made pursuant to a shipment contract. As a result, risk of loss and title for Products purchased from the Website pass to you upon delivery of the Products to the carrier. You are responsible for filing any claims with carriers for damaged and/or lost shipments. We may refuse to ship to any address for any reason including because it is outside the geographic area that we serve or it is to an address that we determine may be associated with fraudulent purchases. Available ship dates are determined at our discretion and may vary based on a variety of factors, including without limitation inventory, geography, and, if applicable, automatic shipping preference.
g. Returns. You may contact us at: firstname.lastname@example.org if you wish to return, exchange, or cancel a Product purchased from the Website. You will retain title to the Products and risk of loss of the Products will remain with you until we receive the Products and we determine that the Products were returned unused and in their original condition, at which point you will be deemed to have rejected the Products and title will return to us. Any exceptions permitting a return postmarked later than 60 days must be requested in a timely manner and may be granted at the sole discretion of EyePromise.
h. Payment. Prices listed for Products ordered through the Website do not include any shipping and handling fees, foreign exchange or transaction fees, or any applicable taxes. Any such fees and taxes charged or collected by us will be added to your order and will appear as a separate charge on your order receipt/confirmation. You are responsible for purchase of, and payment of all charges, costs, expenses, deposits, or for any events, Products and/or Services ordered by you on or through the Website. By submitting your payment information to us, you authorize us to charge your selected payment method for the Products and other Services ordered through or in connection with your Account. You may be asked to supply certain information relevant to your order of Products or other use of our Services including, without limitation, information about your method of payment (such as your payment card number and expiration date ACH information, or other account numbers), your billing address, your shipping information, and other information necessary to facilitate payment to us or our vendors. YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL RIGHT TO USE ANY PAYMENT CARD(S) OR OTHER PAYMENT METHOD(S) UTILIZED IN CONNECTION WITH ANY TRANSACTION. By submitting such information, you grant to EyePromise the right to provide such information to third parties for purposes of facilitating the completion of orders and other transactions initiated by you or on your behalf. Verification of information may be required prior to the acknowledgment or completion of any order. In the event legal action is necessary to collect on balances due, you agree to reimburse EyePromise and its third-party payment system and affiliates for all expenses incurred to recover sums due, including attorneys' fees and other legal expenses. You understand that our third-party payment system may hold and store such bank card or payment information to facilitate payment and deposit, damage reimbursement, and for other liability purposes. Please review the policies of our third-party payment system prior to providing any payment information.
i. Lawful Use of Website. You agree to use the Services solely for lawful purposes, and that you are responsible for your use of the Website and any User Content (as defined below) that is published by your Account. You agree not to post or transmit through the Website any unlawful, infringing, threatening, harassing, defamatory, vulgar, offensive, hateful or otherwise objectionable material of any kind, including any material that encourages criminal conduct or conduct that would give rise to civil liability, infringes others' intellectual property rights or otherwise violates any applicable laws. You further agree that you will not access the Website by any means except through the interface provided by EyePromise. You agree not to create or maintain any links from other websites to any page of the Website without the prior written authorization of EyePromise.
j. User Content.
i. You may be able to create or submit designs, photos, product reviews, written posts, and other content ("User Content") to or through the Services. We reserve the right, but do not undertake an obligation, to review User Content, and to investigate and/or take appropriate action against you or your User Content in our sole discretion if you violate the guidelines below or any other provision of this Agreement or otherwise create liability for us or any other person. Such action may include removing or modifying your User Content, terminating your Account, and/or reporting you to law enforcement authorities. You are solely responsible for User Content. You assume all risks associated with use of User Content. You understand that we do not guarantee any confidentiality with respect to User Content. You may not represent or imply to others that User Content is in any way provided, sponsored or endorsed by us. We are not obligated to back up User Content, and User Content may be deleted at any time without prior notice. By making available User Content on or in the Services, you represent and warrant that you own or have all rights necessary to make available User Content to us. You hereby grant, and you represent and warrant that you have the right to grant, to us a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable license to license, reproduce, distribute, modify, adapt, publicly display and perform, prepare derivative works of, incorporate into other works, and otherwise use User Content (in whole or in part) for the purposes of including User Content in the Services and operating, developing, providing, and promoting the Services. You agree to irrevocably waive (and cause to be waived) any claims and assertions of moral rights or attribution with respect to User Content.
ii. You agree not to (i) take any action or (ii) make available any content on or through the Services that: (A) violates any third-party right, including any intellectual property or proprietary right; (B) is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, offensive, or profane; (C) constitutes unauthorized or unsolicited advertising, junk or bulk e-mail; (D) involves commercial activities and/or sales without our prior written consent; (E) impersonates any person or entity or contains personal information about or the likeness of any individual, violates the privacy/publicity of any other individual or entity, or anything that you are under a contractual obligation to keep private or confidential; (F) impersonates any person or organization (including us), or misrepresents an affiliation with another person or organization (G) interferes with or attempts to interfere with the proper functioning of our technology or the Services in any way not expressly permitted by this Agreement; or (H) attempts to engage in or engage in, any potentially harmful acts that are directed against us, our technology, or the Services.
iii. By displaying, publishing, or otherwise posting any User Content on or through the Services, you hereby grant us a perpetual, non-exclusive, sub-licensable (through multiple tiers), worldwide, fully-paid, royalty free license to use such User Content (including without limitation, to modify, publicly perform, publicly display, reproduce, create derivative works of, and distribute such User Content for any purpose, whether it contains a personal likeness or otherwise) in any and all media now known or hereinafter developed, without the requirement to make payment to any party or seek any third party permission or make any authorship attribution. You represent and warrant that you own the User Content submitted, displayed, published, provided, or posted by you on the Services, and have the right to grant the license set forth herein, and your displaying, publishing, providing, or posting of any User Content, and our use thereof in accordance with this Agreement, does not and will not violate applicable law or any privacy, publicity, intellectual property, contract or any other rights of any person or entity. You agree to irrevocably waive (and cause to be waived) any claims and assertions of moral rights or attribution with respect to User Content.
k. Feedback. In the event that you provide us any ideas, thoughts, criticisms, suggested improvements or other feedback related to Products or the Services (collectively “Feedback”), you agree we may use the Feedback to: (a) improve our Services or any Products and (b) promote the Services and Products, and that you will not be due any compensation for your Feedback that is used in these ways. To the extent that we have your name, likeness, or voice, this will be part of the Feedback and you agree that we may use your name, likeness and voice in the same manner that we can use other Feedback. You grant to us a worldwide, royalty-free, fully paid, perpetual, irrevocable license to use, reproduce, modify, translate, distribute, perform, display, import, sell, offer for sale, make, have made and otherwise exploit the Feedback in any form, any form of media, or technology, whether now known or hereafter developed, and to allow others to do the same. This is true whether you provide the Feedback on the Services or through any other method of communication with us, unless we have entered into a separate agreement with you that provides otherwise.
m. We Do Not Provide Healthcare Advice. We do not provide medical advice, diagnosis or treatment. The products, information, Services and other content provided on and through the Website, including information that may be provided on the Website directly or via linking to third-party websites by a healthcare professional, are provided for informational purposes only. The information provided on the Website is not intended as a substitute for advice from your physician or other health care professional or any information contained on or in any product label or packaging. You should NOT use the information on the Website for diagnosis or treatment of any health problem or for prescription of any medication or other treatment. Please consult with your physician, eye specialist, or other healthcare professional regarding any medical or health-related diagnosis or treatment options. The products and the claims made about specific products on or through the Website may have not been evaluated by the United States Food and Drug Administration and are not intended to diagnose, treat, cure or prevent disease.
n. Termination. This Agreement is effective unless and until terminated by either you or EyePromise. You may terminate this Agreement at any time, provided that you discontinue any further use of the Services. You agree that we may terminate or suspend this Agreement, at any time, without notice, and accordingly deny you access to our Website and Services, if in our sole discretion you fail to comply with any term or provision of this Agreement or your use is harmful to the interests of another user or EyePromise. We reserve the right at any time to modify or discontinue (temporarily or permanently) any of the Services with or without notice. Even after your rights under this Agreement are terminated, all provisions of this Agreement which by their nature should survive, will survive, including without limitation ownership provisions, warranty disclaimers, indemnification obligations, and limitations of liability.
II. DISCLAIMER, LIMITATION OF LIABILITY AND INDEMNIFICATION.
a. Disclaimer. We provide the Services and all content, products and services included on or otherwise made available to you through the Services on an "AS IS" and "AS AVAILABLE" basis without warranty of any kind, whether express, implied or statutory, and to the extent permissible by applicable law, we expressly disclaim any and all such warranties. THIS DISCLAIMER INCLUDES, BUT IS NOT LIMITED TO, ANY AND ALL REPRESENTATIONS OR WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, PERFORMANCE, RELIABILITY, SECURITY, AVAILABILITY, ACCURACY, QUALITY, APPROPRIATENESS, COMPLETENESS, NON-INFRINGEMENT, OR THAT THE SERVICES OR PRODUCTS ARE ERROR OR DEFECT-FREE. BEFORE USING ANY PRODUCT, YOU SHOULD CONFIRM ANY INFORMATION OF IMPORTANCE TO YOU ON THE PRODUCT PACKAGING. WE ARE NOT RESPONSIBLE FOR, AND HEREBY DISCLAIM ANY LIABILITY WITH RESPECT TO, ALL USER CONTENT, ANY USER, AND ANY THIRD PARTY. YOU ASSUME RESPONSIBILITY FOR THE ACCURACY, APPROPRIATENESS AND LEGALITY OF ANY INFORMATION YOU SUPPLY US. YOU AGREE THAT YOU USE THESE SERVICES AND THE PRODUCTS AT YOUR SOLE RISK. No advice or information, whether oral or written, obtained by you from us through the Services, or otherwise will create any warranty, representation or guarantee not expressly stated in this Agreement. Some states do not allow exclusion of implied warranties, so these exclusions may not apply in individual cases. You may have additional rights that vary from state to state. To the extent that we may not, as a matter of applicable law, disclaim any implied warranty, the scope and duration of such warranty will be the maximum permitted under such applicable law.
b. Limitation of Liability. AS PARTIAL CONSIDERATION FOR YOUR ACCESS TO OUR SERVICES, YOU ACKNOWLEDGE AND AGREE THAT WE ARE NOT LIABLE TO YOU IN ANY MANNER WHATSOEVER FOR DECISIONS YOU MAY MAKE OR YOUR ACTIONS OR NON-ACTIONS IN RELIANCE THEREUPON. YOU UNDERSTAND THAT TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, IN NO EVENT WILL WE OR OUR OFFICERS, EMPLOYEES, DIRECTORS, PARENTS, SUBSIDIARIES, AFFILIATES, AGENTS, SUPPLIERS, INFORMATION PROVIDERS, OR LICENSORS ("EYEPROMISE PARTIES") BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ("DAMAGES"), NOR SHALL WE BE RESPONSIBLE FOR ANY DAMAGES WHATSOEVER THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES, ERRORS, DEFECTS, DELAYS IN OPERATION OR TRANSMISSION, OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT CAUSED BY EVENTS BEYOND OUR REASONABLE CONTROL, INCLUDING BUT NOT LIMITED TO ACTS OF GOD, COMMUNICATIONS LINE FAILURE, THEFT, DESTRUCTION, OR UNAUTHORIZED ACCESS TO OUR WEBSITE, RECORDS, PROGRAMS, SERVICES, OR CONTENT, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS OF THE FORM OF ACTION OR CLAIM (FOR EXAMPLE, CONTRACT, WARRANTY, TORT, NEGLIGENCE, STRICT LIABILITY, PROFESSIONAL MALPRACTICE, FRAUD, INFRINGEMENT OR OTHER BASES FOR CLAIMS). YOU ALSO AGREE THAT OUR AGGREGATE LIABILITY ARISING FROM OR RELATED TO YOUR USE OF AND ACCESS TO THE SERVICES AND PRODUCTS, IS LIMITED TO THE PURCHASE PRICE OF ANY ITEMS YOU PURCHASED FROM US IN THE APPLICABLE TRANSACTION, IF ANY. IF YOU ARE DISSATISFIED WITH THIS AGREEMENT OR OUR SERVICES, YOUR SOLE REMEDY IS TO DISCONTINUE USING THE SERVICES.
Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations and disclaimers may not apply to you. To the extent that we may not, as a matter of applicable law, disclaim any implied warranty or limit liabilities, the scope and duration of such warranty and the extent of our liability will be the minimum permitted under such applicable law.
Without limiting the foregoing, under no circumstances will we or our licensors be held liable for any delay or failure in performance resulting directly or indirectly from acts of nature, forces, or causes beyond our reasonable control, including without limitation internet failures, computer equipment failures, telecommunication equipment failures, other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, floods, storms, explosions, acts of god, war, governmental actions, orders of domestic or foreign courts or tribunals, or non-performance of third parties.
c. Indemnification. YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS ALL EYEPROMISE PARTIES FROM AND AGAINST ALL LOSSES, EXPENSES, DAMAGES, FEES, FINES, AND COSTS, INCLUDING WITHOUT LIMITATION, REASONABLE ATTORNEYS' FEES, RESULTING FROM OR RELATING TO YOUR USE OF THE SERVICES OR VIOLATION OF THIS AGREEMENT.
III. INTELLECTUAL PROPERTY.
All materials on the Website, including any marks, graphics, text, sounds, pictures, software, User Content, and other files and the selection and arrangement thereof and all software, code, and proprietary methods and systems used to provide the Services (collectively, "Intellectual Property"), are the property of or licensed by EyePromise and are subject to and protected by United States and international copyright and other intellectual property laws and rights. All rights to Intellectual Property not expressly granted in this Agreement are reserved to their respective copyright owners. Except as expressly authorized by this Agreement, you may not copy, reproduce, distribute, republish, download, perform, display, post, transmit, exploit, create derivative works or otherwise use any of the Intellectual Property in any form or by any means, without the prior written authorization of EyePromise or the respective copyright owner. You are allowed to view and download the Intellectual Property only for personal, non-commercial use, provided that you keep intact all copyright and other proprietary notices contained in the original Intellectual Property. You may not modify or adapt the Intellectual Property in any way or otherwise use them for any public or commercial purposes. The trademarks, service marks, trade names, trade dress and logos (collectively, "Marks") and all page headers, custom graphics, button icons and scripts displayed on the Website are the sole property of EyePromise or its licensors and may not be copied, imitated or otherwise used, in whole or in part, without our prior written authorization or proper authorization of the applicable owners of such Marks. In addition, are Marks of EyePromise or its licensors and may not be copied, imitated or otherwise used, in whole or in part, without our prior written authorization. Any use of third party software provided in connection with the Services will be governed by such third parties’ licenses and not by this Agreement. We will enforce our intellectual property rights to the fullest extent of the law.
IV. MISCELLANEOUS TERMS.
a. Entire Agreement; Governing Law. This Agreement, including all other terms and policies referenced herein, constitute the entire agreement between you and us with respect to the Service, and shall be construed in accordance with the laws of the State of Missouri, without respect to its conflict of laws rules.
b. Conflict of Terms. In the event of any inconsistencies between this Agreement and the policies referenced therein, this Agreement shall control.
c. No Waiver. Our failure to exercise or enforce any terms herein shall not constitute a waiver, and if we fail to act with respect to your breach or anyone else's breach on any occasion, we are not waiving our right to act with respect to future or similar breaches.
d. Assignment. This Agreement, including any or all rights and obligations hereunder, may be freely assigned or transferred by us, but not by you.
e. Headings for Convenience Only. Section headings are included for convenience only, and shall not affect the interpretation of any provisions in the Agreement.
f. Notice. You agree that any electronic notices we send you shall satisfy any requirement that such notices be made in writing.
g. Severability. In case any provision of this Agreement shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall, to the extent permitted by law, not in any way be affected or impaired thereby.
h. The Website is controlled and operated by us from the United States, and is not intended to subject EyePromise to the laws or jurisdiction of any state, country or territory other than that of the United States. EyePromise does not represent or warrant that the Services or any part thereof is appropriate or available for use in any particular jurisdiction other than the United States. In choosing to access the Services, you do so on your own initiative and at your own risk, and you are responsible for complying with all local laws, rules and regulations. We may limit the availability of the Services, in whole or in part, to any person, geographic area or jurisdiction we choose, at any time and in our sole discretion.
V. CONTACT INFORMATION.
If you have any comments or questions regarding this Agreement, or wish to report any violation of this Agreement, please contact us at email@example.com.