Last updated May 16, 2016.
ONVI LLC (“ONVI”) owns and operates the Internet site located at www.onvi.me and www.getprophix.com (the "Website"). As used herein, the terms “you”, “your” and “yours” refer to the user or registered user using this Website. The terms “ONVI”, “we”, “us” and “our” refer to ONVI LLC and its related or affiliated companies.
By accessing, browsing, using and/or downloading the pages in this Website or making a purchase through the Website, you agree to accept and comply with this Agreement for each use and visit to this Website. If you do not agree to accept and comply with this Agreement, you should not access, browse or otherwise use this Website.
ONVI reserves the right, at any time, to modify, alter, or update this Agreement, and you agree to be bound by such modifications, alterations, or updates (“Modifications”). Such Modifications will be effective immediately upon notice to you, which may be given by any means, including but not limited to posting on this Website or by electronic or conventional mail. Your use of this Website following any such Modification constitutes your agreement to follow and be bound by this Agreement as modified. This Agreement applies to all users of the Website. As a user, you represent and warrant that you either have reached the age of majority in your jurisdiction of residence, or are an emancipated minor, or possess legal parental or guardian consent, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in this Agreement, and to abide by and comply with this Agreement. In any case, you affirm that you are over the age of thirteen (13), and while this Website may sell products intended for children, the Website itself is not intended for use or viewing by children under thirteen (13).
1. GRANT AND RESTRICTIONS ON USE
All information, including, without limitation, all text, design, graphics, drawings, photographs, advertisements, video clips, music and sounds, and all trade-marks, service marks and trade names and the selection and arrangements thereof (collectively “Site Content”) is, unless otherwise noted, subject to intellectual property rights including copyrights and trademarks held by or licensed by ONVI. Except as expressly provided in this Agreement, no licence to use, copy, distribute, republish, transmit or otherwise exploit any Site Content is given to you and all intellectual property rights in and to the Site Content are expressly reserved to ONVI.
ONVI’s Terms of Sale and Limited Warranty apply to purchases made through the Website. All orders placed are subject to ONVI’s acceptance. We may accept, decline, or place limits on your order for any reason.
3. FEEDBACK AND SUBMISSIONS
If you submit comments, ideas, or feedback to us through the Website or otherwise, you agree that we can use them without any restriction or compensation to you. We do not waive any rights to use similar or related ideas or feedback previously known to us, developed by ONVI, or obtained from sources other than you.
4. ACCEPTABLE USE
You are prohibited from transmitting any “sensitive” personally identifiable information over the Website, which may include, but not be limited to, any information about yourself or another person that may relate to health or medical conditions, social security/social insurance numbers or national identifiers, credit card (except to make a Purchase), bank account or other financial information, other information concerning trade union membership, sex life, political opinions, criminal charges or convictions, religious or philosophical beliefs, racial or ethnic origin, or other sensitive matters (“Sensitive Personal Information”). You are also prohibited from: (i) using the Website to send or post harassing, abusive, or threatening messages; (ii) transmitting through the Website any information, data, text, files, links, software, or other materials that are unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, pornographic, hateful, racially, ethnically or otherwise objectionable, soliciting passwords or personal information for commercial or unlawful purposes, including hidden pages, links or images, providing instructional information about illegal activities, or which threatens our relationships with our partners, customers or suppliers; (iii) attempting to conceal or misrepresent the identity of the sender or person submitting the information; (iv) disrupting the normal flow of the Website, including any dialogue on the Website or otherwise acting in a manner that negatively affects other participants; (v) sending spam or other direct marketing communications or posting, transmitting or linking to any unsolicited advertising, promotional materials, or any other forms of solicitation or commercial content; (vi) intentionally or unintentionally performing or promoting any activity that would violate any applicable local, provincial/state, national or international law, including but not limited to any regulations having the force of law while using or accessing the Website; (vii) posting or transmitting executable programming of any kind, including viruses, spyware, trojan horses, easter eggs, or any other form of computer programming or disabling mechanism; (viii) posting User Submissions or using the Website in such a way that damages the image or rights of ONVI, other users or third parties; (ix) using any robot, spider or other automatic program or device, or manual process to monitor, copy, summarize, or otherwise extract information from this Website or the Site Content in whole or in part, including, without limitation, creating any frames at any other Websites pertaining to any portions of this Website.
5. ACCESS AND ACCOUNT TERMINATION
ONVI reserves the right to deny or revoke access to this Website, or any part thereof, or to otherwise terminate a user's access to its Website, at any time in its sole discretion, with or without cause and without notice to you.
6. ACCESS TO SITE
While ONVI endeavors to ensure that this Website is available at all times, ONVI will not be liable if, for any reason, this Website is unavailable at any time or for any period.
THE MATERIALS, INFORMATION AND SERVICES ON THIS WEBSITE ARE PROVIDED “AS IS” WITHOUT ANY REPRESENTATIONS, CONDITIONS, WARRANTIES OR OTHER TERMS OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ONVI DISCLAIMS ALL REPRESENTATIONS, WARRANTIES, CONDITIONS AND OTHER TERMS, EXPRESS OR IMPLIED (INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABLE QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT), INCLUDING THOSE ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OF TRADE. ONVI DOES NOT REPRESENT, WARRANT OR COVENANT THAT THE WEBSITE WILL BE AVAILABLE OR ERROR FREE.
YOU ACKNOWLEDGE THAT YOUR USE OF THE WEBSITE IS AT YOUR SOLE RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ONVI, ANY OTHER PARTY (WHETHER OR NOT INVOLVED IN CREATING, PRODUCING, MAINTAINING OR DELIVERING THE SITE) AND THE OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS AND AGENTS OF ONVI EXCLUDE ALL LIABILITY AND RESPONSIBILITY FOR ANY AMOUNT OR KIND OF LOSS OR DAMAGE THAT MAY RESULT TO YOU OR A THIRD PARTY (INCLUDING WITHOUT LIMITATION, ANY DIRECT, INDIRECT, PUNITIVE OR CONSEQUENTIAL LOSS OR DAMAGE OR ANY LOSS OF INCOME, PROFITS, GOODWILL, DATA, CONTRACTS, USE OF MONEY, OR LOSS OR DAMAGE ARISING FROM OR CONNECTED IN ANY WAY TO BUSINESS INTERRUPTION AND WHETHER IN TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE, GROSS NEGLIGENCE OR OTHERWISE) IN CONNECTION WITH THE WEBSITE IN ANY WAY OR IN CONNECTION WITH THE USE, INABILITY TO USE, OR THE RESULTS OF USE OF THE WEBSITE, UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR SUBMISSIONS OR DATA, STATEMENTS OR CONDUCT OF ANY THIRD PERSON ON THE WEBSITE, ANY OTHER MATTER RELATED TO THIS WEBSITE AND ANY WEBSITES LINKED TO THE SITE, OR THE MATERIAL ON SUCH WEBSITES, INCLUDING BUT NOT LIMITED TO LOSS OR DAMAGE DUE TO VIRUSES THAT MAY AFFECT YOUR COMPUTER EQUIPMENT, SOFTWARE, DATA OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS TO, USE OF, OR BROWSING THE WEBSITE OR YOUR DOWNLOADING OF ANY MATERIAL FROM THE WEBSITE OR ANY WEBSITE LINKED TO THE WEBSITE.
FOR USERS OF THE WEBSITE WHO RESIDE WITHIN THE EUROPEAN UNION, THE AFOREMENTIONED DOES NOT APPLY TO CLAIMS FOR DAMAGES BASED ON THE INJURY OF LIFE, BODY OR HEALTH OR CLAIMS BASED ON THE BREACH OF ESSENTIAL CONTRACTUAL OBLIGATIONS (CARDINAL DUTIES) AS WELL AS CLAIMS FOR OTHER DAMAGES BASED ON A WILLFUL OR GROSSLY NEGLIGENT BREACH OF DUTIES BY ONVI, ITS LEGAL REPRESENTATIVES OR AUXILIARY PERSONS. ESSENTIAL CONTRACTUAL OBLIGATIONS ARE THOSE THAT ARE NECESSARY FOR ACHIEVING THE OBJECTIVES OF THE CONTRACT. IF ONVI BREACHES ESSENTIAL CONTRACTUAL OBLIGATIONS VIS-À-VIS USERS OF THE WEBSITE WHO RESIDE WITH THE EUROPEAN UNION, ONVI WILL ONLY BE LIABLE FOR THE TYPICAL AND PREDICTABLE DAMAGE IF THE DAMAGE WAS CAUSED BY SLIGHT NEGLIGENCE. THIS DOES NOT APPLY TO DAMAGES THAT ARE BASED ON THE INJURY OF LIFE, BODY OR HEALTH. THE AFOREMENTIONED RESTRICTIONS ALSO APPLY IN FAVOR OF THE LEGAL REPRESENTATIVES AND AUXILIARY PERSONS OF ONVI IF CLAIMS ARE DIRECTLY ASSERTED AGAINST THEM. THE PROVISIONS OF THE GERMAN PRODUCT LIABILITY ACT AND THE MANDATORY PROVISIONS OF THE PRODUCT LIABILITY ACTS OF OTHER EUROPEAN UNION MEMBER STATES REMAIN UNAFFECTED.
FOR USERS OF THE WEBSITE WHO RESIDE OUTSIDE OF THE EUROPEAN UNION, YOU AGREE THAT ALL CAUSES OF ACTION ARISING OUT OF OR CONNECTED WITH THIS WEBSITE, SHALL BE RESOLVED INDIVIDUALLY, WITHOUT RESORT TO ANY FORM OF CLASS ACTION AND THAT YOUR SOLE REMEDY IS TO CEASE USE OF THE WEBSITE.
FOR USERS OF THE WEBSITE WHO RESIDE OUTSIDE OF THE EUROPEAN UNION, in the event that Applicable law does not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental, consequential or other damages, in no event shall ONVI, its agents or anyone involved in creating or providing this Website be liable for damages, losses, and/or causes of action exceeding the amount, if any, paid by you for use of the Website or $100, whichever is less.
9. DISPUTE RESOLUTION, ARBITRATION, GOVERNING LAW AND JURISDICTION
Dispute Resolution Generally: By using, making a purchase through, or otherwise interacting with this Website, you agree to that to the extent permissible by applicable law: (a) any and all disputes, claims, and causes of action arising out of or in connection with the Website, or any goods or services purchased through the Website, shall be resolved individually without resort to any form of class action; (b) any claims, judgments and awards shall be limited to reasonable and actual out-of-pocket costs incurred, but in no event attorney's fees; and (c) under no circumstances will you be permitted to obtain any award for, and you hereby waive all rights to claim, punitive, incidental, indirect or consequential damages and any and all rights to have damages multiplied or otherwise increased and any other damages, other than damages for reasonable and actual out-of-pocket expenses.
Arbitration: For users of the Website outside of the European Union, any controversy or claim arising out of your use of the Website and/or any purchase made through the Website shall be settled by binding arbitration in a location determined by the arbitrator as set forth herein (provided that such location is reasonably convenient for claimant), or at such other location as may be mutually agreed upon by the parties, in accordance with the procedural rules for commercial disputes set forth in the Comprehensive Arbitration Rules and Procedures of JAMS (“JAMS Rules and Procedures”) then prevailing, and judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. The arbitrator shall be selected pursuant to the JAMS Rules and Procedures. The arbitrator shall apply Illinois law consistent with the Federal Arbitration Act and applicable statutes of limitations, and shall honor claims of privilege recognized at law. In the event that the claimant is able to demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, ONVI will pay as much of the claimant’s filing and hearing fees in connection with the arbitration as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive. If any part of this arbitration provision is deemed to be invalid, unenforceable or illegal (other than that claims will not be arbitrated on a class or representative basis), or otherwise conflicts with the rules and procedures established by JAMS, then the balance of this arbitration provision shall remain in effect and shall be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein. If, however, the portion that is deemed invalid, unenforceable or illegal is that claims will not be arbitrated on a class or representative basis, then the entirety of this arbitration provision shall be null and void, and neither claimant nor ONVI shall be entitled to arbitrate their dispute. Upon filing a demand for arbitration, all parties to such arbitration shall have the right of discovery, which discovery shall be completed within sixty days after the demand for arbitration is made, unless further extended by mutual agreement of the parties. THE ARBITRATION OF DISPUTES PURSUANT TO THIS PARAGRAPH SHALL BE IN YOUR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN THE CLAIMS OF OTHER PERSONS OR PARTIES WHO MAY BE SIMILARLY SITUATED. DO NOT DOWNLOAD AND/OR USE THIS APP IF YOU DO NOT AGREE TO HAVE ANY CLAIM OR CONTROVERSY ARBITRATED IN ACCORDANCE WITH THESE TERMS AND CONDITIONS.
BY USING, MAKING A PURCHASE THROUGH OR OTHERWISE INTERACTING WITH THE WEBSITE, YOU AGREE THAT TO THE EXTENT PERMITTED BY APPLICABLE LAW: (1) ANY AND ALL DISPUTES, CLAIMS AND CAUSES OF ACTION ARISING OUT OF OR CONNECTED WITH THE WEBSITE WILL BE RESOLVED INDIVIDUALLY THROUGH BINDING ARBITRATION AS SET FORTH ABOVE, WITHOUT RESORT TO ANY FORM OF CLASS ACTION; (2) ANY AND ALL CLAIMS, JUDGMENTS AND AWARDS WILL BE LIMITED TO ACTUAL THIRD-PARTY, OUT-OF-POCKET COSTS INCURRED (IF ANY), BUT IN NO EVENT WILL ATTORNEYS' FEES BE AWARDED OR RECOVERABLE; (3) UNDER NO CIRCUMSTANCES WILL YOU BE PERMITTED TO OBTAIN ANY AWARD FOR, AND YOU HEREBY KNOWINGLY AND EXPRESSLY WAIVE ALL RIGHTS TO SEEK, PUNITIVE, INCIDENTAL, CONSEQUENTIAL OR SPECIAL DAMAGES, LOST PROFITS AND/OR ANY OTHER DAMAGES, OTHER THAN ACTUAL OUT OF POCKET EXPENSES), AND/OR ANY RIGHTS TO HAVE DAMAGES MULTIPLIED OR OTHERWISE INCREASED; AND (4) YOUR REMEDIES ARE LIMITED TO A CLAIM FOR MONEY DAMAGES (IF ANY) AND YOU IRREVOCABLY WAIVE ANY RIGHT TO SEEK INJUNCTIVE OR EQUITABLE RELIEF. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATIONS OR EXCLUSION OF LIABILITY, SO THE ABOVE MAY NOT APPLY TO YOU.
Governing Law & Jurisdiction: All disputes in connection with Website and any purchases made through the Website, shall be governed by, and construed in accordance with, the laws of the State of Illinois, without giving effect to the conflict of laws rules thereof, and any matters or proceedings which are not subject to arbitration as set forth above shall take place in the State of Illinois in the state or federal courts in Cook County, Illinois and you consent to the exclusive jurisdiction of such courts.
The delay or omission by either party to enforce or exercise any terms or right pursuant to this Agreement will not impair any such term or right nor be construed to be a waiver thereof and will in no way affect the other party’s right later to enforce it. Any waiver by either party of any covenants, conditions or agreements to be performed by the other party will not be construed to be a waiver of any succeeding breach thereof or any covenant, conditions or agreement herein contained.
11. THIRD PARTY LINKS
The Website may contain links to third party websites that are not owned or controlled by ONVI. ONVI has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party websites. In addition, ONVI will not and cannot censor or edit the content of any third-party site. By using the Website, you expressly relieve ONVI from any and all liability arising from your use of any third-party website.
If any part of these Terms and Conditions is unlawful, void, or unenforceable, that part will be deemed severable and will not affect the validity or enforceability of any remaining provisions. Any information related to your use of this Website for illegal purposes will be provided to law enforcement authorities. This Agreement constitutes the entire agreement between the parties relating to the use of this Website and supersedes and replaces any prior agreement and communication between the parties relating thereto.
PLEASE CONTACT US IF YOU HAVE ANY QUESTIONS ABOUT THESE TERMS.
1159 Wilmette Ave., Suite 200
Wilmette, IL 60091