Terms and Conditions

Welcome to the Algenist.com website (the “Site”). This Site is owned by Algenist LLC (“we”, “us”, “our”, “Algenist”). We may, in our sole discretion and at any time, modify or discontinue any part of this Site. By accessing, viewing or using this Site, including all services, functions and features of this Site, you agree to be bound by, and to act in accordance with, the following terms and conditions (the “Terms and Conditions”). If you do not agree with any part of these Terms and Conditions, you must not use our site. If we decide to change these Terms and Conditions, we will post a new version on the Site and update the date set forth above. Any changes or modifications to these Terms and Conditions will be effective upon the posting of the revisions. Your continued use of the Site following the posting of any changes or modifications constitutes your acceptance of such changes or modifications. If you do not agree with these changes or modifications, you must immediately cease using the Site. For this reason, you should frequently review these Terms and Conditions and any other applicable policies, including their dates, to understand the terms and conditions that apply to your use of the Site. PLEASE NOTE THAT SECTION 10 BELOW ENTITLED “DISPUTE RESOLUTION; INFORMAL RESOLUTION AND FORMAL RESOLUTION BY ARBITRATION/CLASS ACTION WAIVER” CONTAINS PROVISIONS WHICH WAIVE YOUR ABILITY (i) TO HAVE YOUR DISPUTE HEARD BEFORE A JURY AND (ii) TO BRING A CLASS ACTION. THEY AFFECT YOUR LEGAL RIGHTS. PLEASE READ THEM.

Personal Information Submitted Through the Sites
Site Contents
Copyright Complaints
User Provided Ideas and Submissions
Site Transactions
Hyperlinks
Accuracy of Information
Operation and Accuracy of this Site
Limitation on Liability
Dispute Resolution; Informal Resolution and Formal Resolution By Arbitration/Class Action Waiver
Termination
Laws and Regulations
Prohibited Activities
Assignment
Indemnification
Governing Laws and Jurisdiction
Consumer Information Rights
Severability
No Waiver
Miscellaneous
Continuing Terms and Conditions
Email & SMS

1. Personal Information Submitted Through the Sites

Your submission of personal information through the Sites is governed by our Privacy Policy, which is incorporated herein by this reference.

2. Site Contents

Unless otherwise noted, the Site, and all features and materials on the Site, including text, images, illustrations, designs, icons, photographs, video clips, operating software, and other content, and the copyrights, trademarks, trade dress and/or other intellectual property in such materials (collectively, the "Contents"), are owned, controlled or licensed by Algenist . Contents may be licensed from third parties and all such third-party content and intellectual property rights related to such content belong to the respective third parties. We allow you to view, refer to and use the Site and its Contents subject to these Terms and Conditions and provided that such material is used solely for non-commercial, personal, and informational use. Except as ordinarily occurs when a website is downloaded to your computer in the normal course of browsing such website, the Site and its Contents may not be copied, distributed, re-published, uploaded, posted, modified, reverse engineered, transmitted in any manner, or used to create derivative works of any material found on our Site without our prior written consent. No right, title or interest in any downloaded Content is transferred to you as a result of any such downloading or copying. You may not reproduce (except as noted above), publish, transmit, distribute, display, modify, create derivative works from, sell or exploit in any way any of the Contents or the Site. You may not remove any copyright, trademark or other intellectual property or proprietary notice or legend contained on this Site or in the Content. The use of any Content, without our prior written consent, is expressly prohibited. Any rights not expressly granted in our Site are reserved to us.

3. Copyright Complaints

We respect the intellectual property of others. If you believe that your work has been copied in any way that constitutes copyright infringement, please follow our Notice and Procedure for Making Claims of Copyright Infringement.

4. User Provided Ideas and Submissions

Please do not send us any confidential or proprietary information through this Site. Any feedback, information, suggestions, ideas or materials you submit through or in connection with this Site (a “Submission”) will be considered non-confidential and non-proprietary by us. Algenist may in its sole discretion edit any Submission and choose to include or not include such Submission on this Site or elsewhere. By providing such Submission to us, you hereby grant to us, without compensation to you, a non-exclusive, transferable, royalty free, worldwide right and license to copy, use, make derivative words of, display, and distribute the Submission, including any copyrights, trademarks, trade dress and/or other intellectual property in such materials. We shall be free to use and/or disseminate such Submission on an unrestricted basis for any purpose. You represent and warrant that you have all rights necessary for you to grant the licenses granted hereunder for such Submission and acknowledge that you are responsible for the Submission that you provide, and that you, and not Algenist, have full responsibility for the Submission. You further waive any “moral rights” or other rights with respect to the attribution of authorship or integrity of materials with regard any Submission that you may have under any applicable law. This Section will survive termination of this agreement, including these Terms and Conditions.

5. Site Transactions

We reserve the right to refuse any order you place with us. We may, in our sole discretion, limit or cancel quantities purchased per person, per household, or per order. These restrictions may include orders placed by or under the same customer account, the same credit card, and/or orders that use the same billing and/or shipping address. In the event we make a change to or cancel an order, we will attempt to notify you by contacting the e-mail and/or billing address/phone number provided at the time the order was made. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers or distributors.

6. Hyperlinks

Our Site may contain hyperlinks to websites owned and/or controlled by parties other than Algenist. Access to any other website is at your own risk and we are not responsible for the accuracy or reliability of any information, data, opinions, advice or statements made on these websites. We provide these hyperlinks merely as a convenience and the inclusion of such hyperlinks does not imply an endorsement by Algenist or our Representatives (as defined below in these Terms and Conditions), and Algenist and our Representatives shall not be liable for any damage that might result from your use of information or products accessed through these hyperlinks. You should always check the terms of conditions and/or use posted on third party sites

7. Accuracy of Information

The information materials on this Site (including any graphics, software, recommendations or other materials) and any materials made available through this Site are provided “as-is” and, to the extent permitted by applicable law, Algenist disclaims warranties of any kind, either express or implied. The materials on this Site may include technical inaccuracies or typographical errors. The packaging of our products may vary from that shown. The weights and dimensions of our products are approximate only. We have made every effort to display as accurately as possible the color of the products that appear on the Site. However, as the actual colors you see will depend on your personal computer equipment, we cannot guarantee that your monitor's display of any color will accurately reflect the color of the merchandise on delivery. These materials may be inaccurate or become inaccurate as a result of developments occurring after their respective dates. Algenist undertakes no obligation to verify or maintain the currency of such information.

8. Operation and Accuracy of this Site

You agree that you use this site at your own risk. This site is provided “as is” and “as available”. Algenist is not responsible for the results of any defects that may exist in this site or its operation. To the fullest extent of the law, Algenist expressly disclaims all warranties, whether express or implied, including, but not limited to all implied warranties of merchantability or fitness for a particular purpose, title and non-infringement. Algenist makes no representation or warranty of any kind regarding the accuracy, completeness, integrity, accuracy, functionality, availability, or operation of this site. Algenist does not warrant or make any representations regarding the use or the results of the use of the materials in this site in terms of their correctness, accuracy, reliability, or otherwise. We do not warrant that this site will be uninterrupted, timely, and secure, free of viruses, worms, trojan horses, time bombs, malicious code or other harmful components, or free of defects or errors; that the results that may be obtained from the use of this site will be accurate or reliable; or that defects will be corrected.

9. Limitation of Liability

We are an online service provider; we are not responsible for any loss or injury whatsoever due to this Site, its Contents, or other information published through this Site. This Site may be unavailable due to maintenance or other factors and we will have no liability for any such unavailability. TO THE FULL EXTENT PERMISSIBLE BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, AS TO THE SITE, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. WE DO NOT WARRANT THAT THIS SITE, ITS SERVERS, OR THE E-MAIL WE SEND ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE HAVE NO LIABILITY OR RESPONSIBILITY FOR ANY ERRORS OR OMISSIONS IN THE CONTENT OF THE SITE, FOR YOUR ACTION OR INACTION IN CONNECTION WITH THE SITE, OR FOR ANY DAMAGE TO YOUR COMPUTER OR DATA OR ANY OTHER DAMAGE YOU MAY INCUR IN CONNECTION WITH THE SITE. IN NO EVENT SHALL WE BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THE SITE, THE INFORMATION ON THE SITE, THE DELAY OR INABILITY TO USE THE SITE OR OTHERWISE ARISING IN CONNECTION WITH THE SITE, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF ANY SUCH DAMAGES. THIS INCLUDES LIABILITY FOR LOSSES/DAMAGES IN CONTRACT, WARRANTY OR IN TORT (INCLUDING NEGLIGENCE) ARISING UNDER OR IN CONNECTION WITH: (I) INACCURACIES OR OMISSIONS IN ANY CONTENT DISPLAYED ON THE SITE; (II) LOSS OF PROFITS, SALES, BUSINESS, OR REVENUE; (III) BUSINESS INTERRUPTION; (IV) LOSS OF ANTICIPATED SAVINGS; OR (V) LOSS OF BUSINESS OPPORTUNITY, GOODWILL OR REPUTATION. PLEASE NOTE THAT SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IF ANY PART OF THIS LIMITATION ON LIABILITY IS FOUND TO BE INVALID OR UNENFORCEABLE FOR ANY REASON, THEN OUR AGGREGATE LIABILITY (INCLUDING THE LIABILITY OF OUR EMPLOYEES, DIRECTORS, OFFICERS, AGENTS, SUPPLIERS AND SERVICE PROVIDERS) FOR LIABILITIES THAT OTHERWISE WOULD HAVE BEEN LIMITED SHALL NOT EXCEED $100.

10. Dispute Resolution; Informal Resolution and Formal Resolution By Arbitration/Class Action Waiver

In order to expedite and control the cost of disputes, you and Algenist agree that any legal or equitable claim relating to use of the Site or the purchase of any Algenist product from the Site (referred to as a “Claim”) will be resolved as follows a. Informal resolution: You and Algenist will first attempt to resolve any Claim informally. In the event that any dispute between Algenist and you arises out of or relates to these Terms of Use, the applicability of these Terms of Use to the use of any Algenist Site , or purchase of any Algenist products from the Site, or to breach or enforcement, interpretation or validity of these Terms of Use , you and we agree to try to promptly resolve any such dispute informally. Please send a written notice describing the dispute to customerservice@algenist.com. b. Formal resolution by Arbitration/Class Action Waiver: READ THE FOLLOWING ARBITRATION PROVISION CAREFULLY, IT LIMITS YOUR RIGHTS, INCLUDING THE RIGHT TO MAINTAIN A COURT ACTION. You agree that any dispute, controversy or Claim arising out of or relating to these Terms of Use, the applicability of these Terms of Use as to the use of any Algenist Site , or the purchase of any ALGENIST products from this Site , or to breach or enforcement, interpretation or validity of these Terms and Conditions, or the determination of the scope or applicability of Arbitration shall be governed solely by the Federal Arbitration Act. If you and ALGENIST cannot resolve a Claim informally, any Claim asserted by either party will be resolved only by binding Arbitration. By agreeing to Arbitration, both you and ALGENIST understand and agree that all disputes shall be decided by an arbitrator and that you are waiving your rights to maintain other available resolution processes, such as a court action or administrative proceeding, to settle disputes. Instead of suing in court, both you and ALGENIST each agree to settle disputes (except certain small claims) only by Arbitration. ARBITRATION MEANS THAT YOU WAIVE YOUR RIGHT TO A JURY TRIAL.The rules in Arbitration are different. There is no judge or jury, and review is limited, but an arbitrator can award the same damages and relief, and must honor the same limitations stated in these Terms and Conditions as a court would. The Arbitration will be conducted under the JAMS Streamlined Arbitration Rules & Procedures (referred to as the “JAMS Rules”) and under the rules set forth in these Terms and Conditions. If there is a conflict between JAMS Rules and the rules set forth in these Terms and Conditions, the rules set forth in these Terms and Conditions will govern.You may, in Arbitration, seek any and all remedies otherwise available to you pursuant to the law of the governing state. If you decide to initiate Arbitration, ALGENIST agrees to pay the Arbitration initiation fee and any additional required deposit required by JAMS to initiate your Arbitration. You and ALGENIST agree to pay the costs of the Arbitration proceeding provided however that if you are a consumer you shall not be required to pay more than $250.00 of the fees or such amount as the JAMS Rules may later prescribe. All other fees, such as attorneys’ fees and expenses of travel to the Arbitration, will be paid in accordance with JAMS Rules. The Arbitration will be held at a location in your home town area if possible, unless you and ALGENIST both agree to another location or telephonic Arbitration. To initiate Arbitration, you or ALGENIST must do the following things: (1) Write a demand for Arbitration. The demand must include a description of the Claim and the amount of damages sought to be recovered. You can find a copy of a Demand for Arbitration at www.jamsadr.com . (2) Send three copies of the Demand for Arbitration, plus the appropriate filing fee to: JAMS [to your local JAMS office] or to JAMS. (3) Send one copy of the Demand for Arbitration to the other party. Special Rules in the Arbitration Proceeding. (i) The arbitrator has no authority to make errors of law and any award may be challenged if the arbitrator does so. Otherwise, the arbitrator’s decision is final and binding on all parties and may be enforced in any Federal or State court that has jurisdiction. (ii) Neither you nor ALGENIST shall be entitled to join or consolidate claims in Arbitration by or against other individuals or entities, or arbitrate any claim as a representative member of a class or in a private attorney general capacity. THIS MEANS THAT YOU WAIVE YOUR RIGHT TO INITIATE OR PARTICIPATE IN ANY CLASS OR CONSOLIDATED ACTION WHATSOEVER. Accordingly, you and ALGENIST agree that the JAMS Class Action Procedures do not apply to our Arbitration. A court may sever any portion of this dispute resolution provision if it finds such unenforceable, except for the prohibition on class, representative and private attorney general arbitrations. Notwithstanding the obligation to arbitrate all Claims under these Terms and Conditions, you may assert an individual Claim in small claims court in lieu of Arbitration.

11. Termination

We may, in our sole discretion and at any time, discontinue this Site, either in part or in whole, with or without notice. You agree that any termination of your access to this Site may be affected without prior notice, and you agree that we shall not be liable to you or any third-party for any such termination.

12. Laws and Regulations

You must comply with all applicable laws, statutes, ordinances and regulations regarding: use of this Site and release of information to and retrieval of information from this Site.

13. Prohibited Activities

We have no obligations or responsibility for postings to this Site or liability arising from the content of any such postings to this Site or for any error, defamation, libel, slander, omission, falsehood, obscenity, pornography, profanity, danger, illegality or inaccuracy contained in any information transmitted to any such locations on this Site. You may not post or transmit any unlawful, threatening, libelous, defamatory, obscene, scandalous, inflammatory, pornographic, or profane material or any material that could constitute or encourage conduct that would be considered a criminal offense, give rise to civil liability, or otherwise violate any law. You may not use any device, software or routine, including but not limited to any viruses, worms, trojan horses, time bombs, malicious code or other harmful components, intended to damage or interfere with the proper working of this Site or to surreptitiously intercept or expropriate any system, data or personal information from this Site. You may not take any action that imposes an unreasonable or disproportionately large load on our infrastructure, including but not limited to denial of service attacks, “spam,” or any other such overload technique(s). We will fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity of anyone violating these Terms and Conditions. We may also disclose such information if we have a good faith belief that such disclosure is reasonably necessary to protect the rights, property, or personal safety of Algenist, our Representatives, our customers, or the public.

14. Assignment

You do not have the right to assign or transfer your rights under these Terms and Conditions to any other person or entity without our prior written consent, which consent may be withheld for any reason or for no reason. Furthermore, you acknowledge and agree that your access to and use of this Site may not be sublicensed or otherwise transferred voluntarily or by operation of law to any third party. Any attempted assignment, license, sublicense or transfer by you, whether voluntary or involuntary, is void and grounds for termination of your rights under these Terms and Conditions.

15. Indemnification

You agree to indemnify and hold harmless Algenist and our Representatives from any claim, actions, demands, or other proceedings made by a third party due to or relating to your breach of these Terms and Conditions or your violation of law or the intellectual property, privacy or other rights of any third party.

16. Governing Law and Jurisdiction

You recognize that, although the Internet can be accessed from anywhere in the world, this Site is located in the State of California, United States of America, and that when you access this Site, you are doing so in the State of California, United States of America. These Terms and Conditions shall be governed by and construed in accordance with the internal substantive laws of the State of California without giving effect to any principles of conflict of law and the federal laws of the United States of America. Subject to Paragraph 10, titled Any legal action or proceeding relating to your access to, or use of, our Site shall be instituted in a state court in San Mateo County, California or the U.S. District Court for the Northern District of California. You agree to submit to the jurisdiction of, and agree that venue is proper in, these courts in any legal action or proceeding.

17. Consumer Information and Rights

Please note that, if you are a consumer, the limitations in these Terms and Conditions are intended to be only as broad and inclusive as is permitted by the laws of your state of residence. California users of this Site are entitled to the following consumer rights notice under California Civil Code Section 1789.3; Other states, such as New Jersey, have heightened consumer protection laws that may make certain terms of these Terms and Conditions inapplicable to you. Specifically, if you are a New Jersey consumer, these Terms and Conditions do not limit or waive your rights as a consumer under New Jersey law and the provisions in these Terms and Conditions are intended to be only as broad and inclusive as is permitted by the laws of the State of New Jersey. No provision of these Terms and Conditions shall limit or waive your rights as a consumer under the law of your state of residence. In any event, Algenist reserves all rights, defenses and permissible limitations under the law of your state of residence. If you have any questions regarding these terms of use, please contact us by e-mail at: customerservice@algenist.com.

18. Severability

If any provision of these terms shall be unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these terms and shall not affect the validity and enforceability of any remaining provisions. Any waiver of any provision of these terms must be in writing signed by an authorized representative of Algenist to be valid. A waiver of any provision hereunder shall not operate as a waiver of any other provision, or a continuing waiver of the same provision in the future. This is the entire agreement between us relating to the subject matter herein and shall not be modified except as noted herein.

19. No Waiver

No failure on the part of Algenist to enforce any part of these Terms and Conditions shall constitute a waiver of any of our rights under these Terms and Conditions whether for past or future actions on the part of any person.

20. Miscellaneous

Headings are for reference purposes only. These Terms and Conditions, and any web pages or other documents incorporated by reference, set forth the entire understanding and agreement between us with respect to the subject matter hereof.

21. Continuing Terms and Conditions

We may amend, modify or supplement these Terms and Conditions at any time. Your continued use of this Site constitutes your acceptance of any such amendment, modification or supplement. Effective and updated as of December, 2018.

22. Email & SMS

By consenting to Algenist’s SMS marketing in the checkout and initializing a purchase or subscribing via our subscription tools, you agree to receive recurring text notifications (for your order, including abandoned checkout reminders), text marketing offers, and transactional texts, including requests for reviews from us, even if your mobile number is registered on any state or federal do-not-call list. Message frequency varies. Consent is not a condition of purchase.

If you wish to unsubscribe from receiving text marketing messages and notifications, reply with STOP to any mobile message sent from us or use the unsubscribe link we provided you within any of our messages. You understand and agree that alternative methods of opting out, such as using alternative words or requests, will not be considered a reasonable means of opting out. We do not charge for the service, but you are responsible for all charges and fees associated with text messaging imposed by your wireless provider. Message and data rates may apply.

For any questions, please text HELP to the number you received the messages from. You can also contact us for more information.

We have the right to modify any telephone number or short code we use to operate the service at any time. You will be notified on such occasions. You agree that any messages you send to a telephone number or short code we have changed, including any STOP or HELP requests, may not be received, and we will not be liable for honoring requests made in such messages.

To the extent permitted by applicable law, you agree that we will not be liable for failed, delayed, or misdirected delivery of any information sent through the service, any errors in such information, and/or any action you may or may not take in reliance on the information or Service. Your right to privacy is important to us.

You can see our Privacy Policy to determine how we collect and use your personal information.

Arbitration and Class Action Waiver Agreement:

Arbitration:

By using or purchasing Algenist products or services, you agree that any controversy, claim, action, or dispute between you and Algenist arising out of or relating to: (a) these Terms, or the breach thereof; or (b) your access to or use of Algenist’s website or the services or the materials; or (c) any alleged violation of any federal or state or local law, statute or ordinance (each such controversy or claim, a “Claim”), shall be resolved exclusively through binding individual arbitration administered by the American Arbitration Association in accordance with its applicable rules. Arbitration is a form of dispute resolution in which parties agree to submit their disputes and potential disputes to a neutral third person (called an arbitrator) for a binding decision, instead of having such dispute(s) decided in a lawsuit, in court, by a judge or jury trial. The arbitrator is obligated to issue a reasoned award in writing, including all findings of fact and law upon which the award was made. The arbitrator shall not have the power to commit errors of law, and the arbitrator’s award may be vacated or corrected through judicial review by a court of competent jurisdiction. Each party’s attorneys’ fees, expert costs, and other costs and expenses incurred in connection with arbitration will be borne by the party incurring such costs and expenses.

Arbitration Procedures:

Claims shall be heard by a single arbitrator. Arbitrations shall be held in [County, State, USA], but the parties may choose whether to appear in person, by phone, or through the submission of documents. The arbitration shall be governed by the Federal Arbitration Act (“FAA”) and by the internal laws of the [State], without regard to conflicts of laws principles. Any disputes in this regard shall be resolved exclusively by an arbitrator. If, but only if, the arbitrator determines the FAA does not apply, New York law governing arbitration agreements will apply. All disputes with respect to whether the foregoing mutual arbitration provisions are unenforceable, unconscionable, applicable, valid, void or voidable shall be determined exclusively by an arbitrator, and not by any court.

Exclusion from Arbitration:

Notwithstanding the terms of this Arbitration Agreement, you may choose to pursue a Claim in court and not by arbitration if you opt-out of these arbitration procedures within 30 days from the date that you first purchase any of Algenist’s products or services (the “Opt-Out Deadline”). You may opt out by mailing a written notification to [insert address]. Your written notification must include (1) your name, (2) your address, and (3) a clear statement that you do not wish to resolve disputes through arbitration. Your decision to opt-out will have no adverse effect on your relationship with [Brand]. You are responsible for ensuring Algenist’s receipt of your opt-out notice, and you therefore may wish to send a notice by means that provide a written receipt. Any opt-out request received after the Opt-Out Deadline will not be valid and you must pursue your Claim in arbitration.

Class Action Waiver:

You and Algenist agree that you may bring or participate in Claims against Algenist only in your respective individual capacity, and not as a plaintiff or class member in any purported class, consolidated, or representative proceeding. Unless both you and Algenist agree otherwise in writing, the arbitrator may not consolidate or join the claims of other persons or parties who may be similarly situated and may not otherwise preside over any form of a representative or class proceeding. Notwithstanding any other clause contained in this Agreement, any Claim that all or part of this Class Action Waiver is unenforceable, unconscionable, void or voidable may be determined only by a court of competent jurisdiction and not by an arbitrator.