Lumenari Portal Terms of Use and License

Last revised October 9th, 2017.

 

These Portal Terms of Use and License are a binding legal agreement between Lumenari Technologies, Inc. (“Lumenari” “we” or “us”), and you the user of the Lumenari Portal (“you” or “User”). By accessing, downloading, registering on or using the Lumenari Portal, you agree to be bound by these terms and conditions (“Terms”).

READ THESE TERMS CAREFULLY. THEY INCLUDE VARIOUS LIMITATIONS AND EXCLUSIONS, A CLAUSE THAT GOVERNS THE VENUE OF DISPUTES, AND OBLIGATIONS TO COMPLY WITH APPLICABLE LAWS AND REGULATIONS.

Our role and some definitions.

The Lumenari Portal is an online platform that makes it easier for users to enjoy their Lumenari LED light products as per their specifications found here (the “Specifications”). All of Lumenari’s portal, websites, and mobile applications are herein collectively referred to as the “Portal”. These Terms govern your access to, and use of, the Portal.

The Portal and your use of the Portal doesn’t change anything about your relationship with third parties such as without limitation your utility company, your electrical and lighting services and products providers, security and safety services and products providers, and maintenance services providers, which relationships remain at all times governed by the terms you have agreed separately with each of them. Lumenari doesn’t provide installation or maintenance services. User is ultimately responsible for its own choices. Lumenari does not act as your agent or on your behalf.

Agreement and Modification. All of the provisions in the Terms, together with Lumenari’s Privacy Policy provided on the Lumenari Portal (the “Policies”) constitute the “Agreement” between you and Lumenari.
Lumenari reserves the right, at its entire discretion, to modify the Portal or to modify these Terms at any time. If we modify these Terms, we will post the modification on our Portal. We will also update the “Last Revised” date at the top of these Terms. By continuing to access or use our Portal after we have posted a modification or have provided you with notice of a modification, you are indicating that you agree to be bound by the modified Terms. If the modified Terms are not acceptable to you, your sole recourse is to stop using and accessing the Portal.
If you have any questions for us concerning this Agreement, the Lumenari Portal generally, or if you notice Digital Millennium Act compliance issues, please contact us at the contact email at the end of these Terms.

General terms

If you send us text messages, or have us send you one, don’t forget that your carrier might charge you for that.

Your access to the Portal shall be subject to the policies for the Portal available at our Privacy Policy. You agree to the use of cookies in accordance with Lumenari’s Privacy Policy.

Third Party Sites and Ads. The Portal may contain links to third party sites and advertisements for third parties (collectively, “Third Party Sites and Ads”). The manner, mode and extent of such advertising are subject to change without specific notice to you. Such Third Party Sites and Ads are not under the control of Lumenari and Lumenari is not responsible for any Third Party Sites and Ads. Lumenari provides these Third Party Sites and Ads only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third Party Sites and Ads. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources. When you link to a Third Party Site and Ads, the applicable service provider’s terms and policies, including privacy and data gathering practices govern. You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party. Your transactions and other dealings with Third Party Sites and Ads that are found on or through the portal, including payment and delivery of related goods or services, are solely between you and such merchant or advertiser.

Contests. The Portal may, from time to time, provide links to contests that offer prizes or that require you to submit material or information about yourself. Each contest has its own rules, which you must read and agree to before you may enter.

User Obligations. You agree that you will always use the Portal in compliance with the Terms, applicable law, and any other policies and standards provided to you by Lumenari.

In connection with your use of or access to the Portal you may not, and you agree that you will not, nor advocate, encourage, request, or assist any third party to violate any law, including: (i) infringe, reproduce, perform, display, distribute, reverse engineer, or prepare derivative works from content that belongs to or is licensed to Lumenari or Lumenari’s clients, including works covered by any copyrights, trademark, patent, or other intellectual property, privacy, publicity, moral, or contractual rights, except with prior express written permission of Lumenari; and (ii) breach, violate, and/or circumvent any local, state, provincial, or federal law or other law or regulation, or any order of a court, including, without limitation, tax regulations, licensing or registration requirements, third party rights or our systems, policies, or determinations.

Violations. Lumenari has the right, but not the obligation, to investigate, pursue, and seek to prosecute or litigate violations of this Agreement to the fullest extent permissible by the law.

Lumenari reserves the right, at any time and without prior notice, to remove, suspend or disable access to any content that Lumenari, at its sole discretion, considers to be objectionable for any reason, in violation of this Agreement or otherwise harmful to the Portal or our community. If we believe you are abusing Lumenari, our Users, or employees in any way or violating the letter or spirit of any of this Agreement, we may, in our sole discretion and without limiting other remedies, limit, suspend, or terminate your access to our Portal, remove hosted content, and take technical and/or legal steps to prevent you from accessing or using our Portal. Additionally, we reserve the right to refuse or terminate our Portal to anyone for any reason at our discretion.

Support. Lumenari may choose, but is not obligated, to provide support. Support may be discontinued at any time.

Applicable law and venue. PLEASE READ CAREFULLY.

Subject to applicable law, you and Lumenari agree that any claim or dispute at law or equity that has arisen or may arise between us relating in any way to or arising out of this or previous versions of the Terms of Use, your use of or access to the Service or any breach, enforcement, or termination of this Agreement will be resolved in accordance with the provisions set forth in this Legal Disputes Section.

These Terms of Use will be governed by the laws of the State of Virginia, except for its choice of law rules, and applicable federal United States laws. Each party agrees to submit to the personal and exclusive jurisdiction of the courts located in Richmond, Virginia, USA.

Content. You agree that Lumenari and its licensors are the sole and exclusive owner of all right, title, and interest in all copyrights, trademark rights, and any and all other intellectual property rights, including right of publicity rights, worldwide, in any content on the Portal including, without limitation, photos, images, logos, captions, data and text. You shall take no action to challenge or object to the validity of such rights or Lumenari and its licensor’s ownership or registration thereof.

Lumenari Portal and License. You acknowledge that all the intellectual property rights, including copyrights, patents, trademarks, and trade secrets, in the Lumenari Portal are owned by Lumenari or Lumenari’s suppliers. The provision of access to the Portal does not transfer to you or any third party any rights, title or interest in or to such intellectual property rights. Lumenari and its suppliers reserve all rights not granted in this Agreement.

Subject to your compliance with the provisions of these Terms and compliance with the Specifications, Lumenari grants you a limited, revocable, non-exclusive, non-transferable license, to download, install on your device, access and view any Lumenari Portal application or content solely in conjunction with products authorized for sale by Lumenari, and solely for your personal use or, if a business, solely for your internal business purposes, and not for commercial use, resale, loan or use as a service bureau. You have no right to sublicense the license rights granted in this section. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by Lumenari or its licensors, except for the licenses and rights expressly granted in these Terms. All other rights are reserved.

Digital Millennium Copyright Act. If you think a User is violating anyone’s copyright(s) and want to notify us, you can find information about submitting notices on the official US Digital Millennium Copyright Act site online. We respond to notices of alleged copyright infringement and terminate access of repeat infringers according to the process set out in the US Digital Millennium Copyright Act and similar laws.

Suspension and Termination. You may discontinue your use of the Portal at any time.

Lumenari may terminate or suspend your access to the Portal for any reason or no reason. Termination of access to the Portal will not release either party from any obligations incurred prior to the termination. Termination of this Agreement will not have any effect on the disclaimers, waiver or liability limitations, or legal disputes provisions under this Agreement, and all of those terms will survive any termination of this Agreement.

Disclaimers. LUMENARI IS NOT RESPONSIBLE FOR ANY OF THE ACTS OR OMISSIONS OF ANY OF THE USERS OR FOR ANY THIRD-PARTY PROVIDER OF PORTAL CONTENT OR LINKS. THE PORTAL INCLUDING ALL CONTENT, SOFTWARE, FUNCTIONS, MATERIALS, AND INFORMATION MADE AVAILABLE ON, PROVIDED IN CONNECTION WITH OR ACCESSIBLE THROUGH THE PORTAL, IS PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE EXTENT PERMITTED BY APPLICABLE LAW, WITHOUT LIMITING THE FOREGOING, LUMENARI EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. Lumenari makes no warranty that the Portal will meet your requirements or be available on an uninterrupted, secure, or error-free basis. Lumenari makes no warranty regarding the quality of any content or links on the Portal or the accuracy, timeliness, truthfulness, completeness, or reliability of any content obtained through the Portal. No advice or information, whether oral or written, obtained from Lumenari or its service providers or through the Portal or its contents, will create any warranty not expressly made herein.

Limitation of Liability and Waiver. NEITHER LUMENARI NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE PORTAL WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE SERVICES OR PORTAL, OR FROM THE USE OF OR INABILITY TO USE THE PORTAL, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR ANY OTHER LEGAL THEORY.

TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOU WAIVE ANY AND ALL RIGHTS YOU HAVE TO SUE OR MAKE CLAIMS AGAINST LUMENARI AND ITS RESPECTIVE SUBSIDIARIES, DIRECTORS, OFFICERS, AGENTS, OR EMPLOYEES AND ANY LUMENARI USER FOR ANY DAMAGES OR LOSSES ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE PORTAL.
THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN LUMENARI AND YOU. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE §1542, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”

Indemnification. To the extent permitted by applicable law, you agree to release, defend, indemnify, and hold Lumenari and its subsidiaries, officers, directors, employees, and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with your access to or use of the Portal or your violation of these Terms or the Specifications, any Portal content, or your interaction with any User.

No Agency. Lumenari does not appoint you or any other User as its employee, mandatory, legal agent, or form any kind of legal partnership or joint venture. You are not authorized to make any commitments on behalf of Lumenari and Lumenari will not make commitments on your behalf, except as contemplated by the Portal or as expressly stated in this Agreement.

Security. You acknowledge that no method of transmission over the Internet, or method of electronic storage, is perfectly secure and our means of protecting your free access to the Portal is proportional to our small budget. While we strive to use providers that deploy commercially acceptable means, we cannot guarantee absolute security. We rely heavily on our service providers for security, and have asked them to follow generally accepted industry standards.

App Stores. You acknowledge and agree that the availability of the mobile applications (which are part and parcel of the Portal) is dependent on the third party from which you received the mobile applications, e.g., the Apple iTunes App Store, Google Play, and/or other app stores (“App Stores”). You acknowledge that this Agreement is between you and Lumenari and not with the App Stores. Lumenari, not the App Stores, is solely responsible for the Portal, the content thereof, maintenance, support services, and warranty therefor, and addressing any claims relating thereto (e.g., product liability, legal compliance, or intellectual property infringement). You agree to pay all fees charged by the App Stores in connection with the mobile applications. You agree to comply with, and your license to use the mobile applications is conditioned upon your compliance with, all applicable agreements, terms of use/service, and other policies of the App Stores. You acknowledge that the App Stores (and their subsidiaries) are a third-party beneficiary of this Agreement and will have the right to enforce this Agreement.

General.

Lumenari’s failure to exercise or enforce any right or provision of the Terms will not be considered a waiver of that right or provision. If any provision of this Agreement shall be adjudged by any court of competent jurisdiction to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and remain enforceable between the parties. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. These Terms, including Lumenari’s policies referenced herein, constitute the entire agreement between you and Lumenari with respect to the use of your Lumenari Account and the Portal. Save as expressly provided herein, this Agreement is not intended and shall not be construed to create any rights or remedies in any parties other than you and Lumenari and no other person will have the ability to assert any rights as a third-party beneficiary under these Terms of Use.

You may not delegate your legal obligations or transfer any of your rights, in whole or in part, to any third party without advance written consent of Lumenari. You will remain responsible for your obligations hereunder in any event. A Lumenari Director or Officer must agree to any modification or waiver of any term of this Agreement in writing.

You may not use, export, re-export, import, or transfer any application obtained in connection with the Portal except as authorized by United States law, the laws of the jurisdiction in which you obtained the Application, and any other applicable laws. In particular, but without limitation, such application may not be exported or re-exported: (a) into any United States embargoed countries; or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce’s Denied Persons List or Entity List. By using the Portal, you represent and warrant that (i) neither you nor your delivery address is located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. You also will not use the Portal for any purpose prohibited by U.S. law, including the development, design, manufacture or production of missiles, or nuclear, chemical or biological weapons. Lumenari does not permit any license herein to be associated with certain countries due to U.S. embargo restrictions. In addition to complying with the above, you must also comply with any relevant export control laws in your local jurisdiction.

Notifications. Lumenari can be contacted at info@lumenari.co.