BY ACCESSING OR USING THE HAR-TRU WEBSITE YOU AGREE TO BE BOUND BY ALL OF THE PROVISIONS OF THESE TERMS OF USE. IF YOU DO NOT AGREE TO ALL OF THE TERMS AND CONDITIONS OF THESE TERMS OF USE, YOU MUST NOT ACCESS OR USE THE HAR-TRU WEBSITE.
HAR-TRU TERMS OF USE
Last Modified: April 17, 2017
Effective Date: April 17, 2017
1. Overview.
1.1. Introduction. The Har-Tru website located at hartru.com (together with any subdomains of hartru.com, this “Site” or the “Har-Tru Website”) is provided by Har-Tru, LLC, a Delaware limited liability company (referred to in these Terms of Use as “Har-Tru”, “we”, “us”, or “our”). The use of this Site is governed by these Har-Tru Terms of Use (these “Terms of Use”) between each visitor to this Site (referred to in these Terms of Use as “you” or “your”) and Har-Tru. By accessing or using this Site, you agree to be bound by the provisions of these Terms of Use (these “Terms of Use”) and the Privacy Policy. By agreeing to these Terms of Use, Har-Tru grants you a limited, non-exclusive, non-transferable, non-sublicensable, and revocable license to access and use the Har-Tru Website in accordance with these Terms of Use. If you violate any of these Terms of Use, the foregoing limited license to use the Har-Tru Website will automatically terminate. You agree to read these Terms of Use carefully.
1.2. Your Company. If you place any Orders through this Site or create a Har-Tru Account (as defined below) on behalf of another person or entity (“Your Company”), you represent and warrant to us that you have the authority and authorization to bind Your Company to these Terms of Use, and in that case: (i) in Section 1.1 above, the term “you” refers both to you and Your Company, and (ii) in every other section of these Terms of Use except for Section 1.1 above and this Section 1.2, the terms “you” and “your” refer to Your Company. If you do not have such authority and authorization, or if you or Your Company do not agree to all of the provisions of these Terms of Use, neither you nor Your Company are permitted to access or use this Site.
1.3. Binding Contract. You acknowledge that these Terms of Use are a legally binding contract between you and Har-Tru, even though it is not physically signed, and you acknowledge that these Terms of Use govern your access to and use of the Har-Tru Website and apply to all Orders you place through this Site. In these Terms of Use, you and Har-Tru are sometimes referred to individually as a “party” and collectively as the “parties”, and “User” (and “user”) refers to a person who accesses or uses the Har-Tru Website.
1.4. Important Provisions. These Terms of Use include important provisions affecting your legal rights and obligations, including, for example, a disclaimer of warranties and limitation of liability by Har-Tru (see Section 13), dispute resolution provisions that include a waiver of the right to a jury, a limitation of the period of time for bringing a claim against us, and an agreement that any court proceedings will take place only in Albemarle County, Virginia or the City of Charlottesville, Virginia (see Section 15), and an obligation for you to pay any expenses and liabilities (such as damages, costs, or legal claims) that the Har-Tru Parties suffer as a result of your violation of any of the provisions of these Terms of Use, your use of the Har-Tru Website, and other actions by you (see Section 12). The previous examples are not comprehensive, and you are responsible for reading and agreeing to all of the provisions of these Terms of Use as a condition of your access and use of the Har-Tru Website or the other Har-Tru Solutions.
2. Privacy Policy. Our Privacy Policy, located at https://hartru.com/pages/privacy-policy (the “Privacy Policy”), explains how we collect and use your information. You acknowledge and agree that the provisions of the Privacy Policy are made a part of these Terms of Use.
3. Modification. As technology changes and as our business grows and develops, we may modify these Terms of Use and the Privacy Policy from time to time. When we modify these Terms of Use or the Privacy Policy, we will give you notice by posting the amended Terms of Use or Privacy Policy on the Har-Tru Website. The amended Terms of Use and Privacy Policy will include an effective date, and they will be effective on that date. However, any changes to the governing law or dispute resolution provisions set forth in Sections 14 and 15 will not apply to any disputes for which Har-Tru and you have received actual notice on before such Effective Date. If you continue to access or use this Site after the Terms of Use or the Privacy Policy are amended, you agree to be bound by the revised Terms of Use and Privacy Policy. If you do not agree with the updated Terms of Use and Privacy Policy, you agree that you will promptly (1) discontinue your use of the Har-Tru Website, and (2) contact us at hartru@hartru.com to request that your Har-Tru Account be closed. You can access historical versions of these Terms of Use and the Privacy Policy at: https://hartru.com/pages/terms-and-conditions and https://hartru.com/pages/privacy-policy. If you choose to place any Orders through this Site, you agree that you will review these Terms of Use and the Privacy Policy before placing each Order and that by placing an Order you will be agreeing to the Terms of Use and Privacy Policy in effect on that date.
4. Definitions. As used in these Terms of Use:
4.1. “Affiliate” (collectively, “Affiliates”) means, with respect to a person, any other person directly or indirectly controlling, controlled by or under common control with the subject person.
4.2. “Har-Tru Parties” (each, a “Har-Tru Party”) means Har-Tru, its Affiliates, and the officers, directors, shareholders, members, managers, employees, attorneys, and agents of any of the foregoing.
4.3. “Laws” (or “laws”) means all constitutions, treaties, ordinances, statutes, codes, rules, regulations, orders, injunctions, writs, or decrees of any government or political subdivision or agency thereof, or any court or similar entity established by any thereof, and the common law arising from final, non-appealable decisions of any government authority.
4.4. “Order” (collectively, “Orders”) means an order placed via the Har-Tru Website by you or through your Har-Tru Account for products or services sold, shipped, provided, or performed by Har-Tru.
4.5. “Order Confirmation” (collectively, “Order Confirmations”) means the order confirmation or receipt displayed or sent to you for an Order.
4.6. “Ordered Products” (each, an “Ordered Product”) means the products included in an Order.
4.7. “Order Total” means, with respect to an Order, the amount you are required to pay for such Order, as displayed through the Har-Tru Website during the Order checkout process.
4.8. “Person” (or “person”) means any individual, corporation, limited liability company, partnership, limited liability partnership, association, joint-stock company, trust, unincorporated organization, joint venture, court or government or political subdivision or agency thereof, any other business entity or legal entity, and any legal person.
4.9. “Your Content” means your Account Information, and all content (including without limitation, comments, reviews, text, photos, graphics, audio, video, and other materials) you upload, post, send, submit, transmit, or otherwise transfer (a) to us or (b) to or through the Har-Tru Website.
5. Har-Tru Solutions. As used in these Terms of Use, “Har-Tru Solutions” means the Har-Tru Website, all products sold or shipped by Har-Tru, and any other products or services provided by Har-Tru. These Terms of Use do not apply to any products or services that Har-Tru provides to you pursuant to a separate written contract signed by Har-Tru. You acknowledge and agree that the Har-Tru Website and the other Har-Tru Solutions are always evolving and that we may, at any time and without notice to you, add or remove features or functionality of the Har-Tru Website or modify or discontinue any of the Har-Tru Solutions, in whole or in part.
6. Your Har-Tru Account and Your Content.
6.1. Registration. In order to use certain features of the Har-Tru Website or to place Orders, you must register with Har-Tru and create an account (a “Har-Tru Account”). Our registration process currently requires you to complete a signup form and provide your e-mail address and select a password (your “Login Credentials”). We may permit or require you to provide additional information in order to use certain features of the Har-Tru Website or place Orders. As used in these Terms of Use, “Account Information” means all information associated with your Har-Tru Account. You agree to update your Account Information, as necessary, to ensure that it remains current, accurate, and complete. You authorize us to verify your Account Information at any time. If any of your Account Information is untrue, inaccurate, incomplete, or not current, we retain the right, in our sole discretion, to suspend or terminate your Har-Tru Account and your access to the Har-Tru Website.
6.2. Your Responsibilities. You are responsible for maintaining the confidentiality of the Login Credentials used to access your Har-Tru Account. You acknowledge and agree that you are responsible for any activities that occur through your Har-Tru Account (including all Orders placed through your Har-Tru Account), whether or not authorized by you. You agree to immediately notify us of any security breach associated with your Login Credentials or your Har-Tru Account and of any unauthorized use of your Har-Tru Account. We will not be liable for your losses caused by any unauthorized use of your Har-Tru Account, and you acknowledge and agree that you may be liable for the losses of the Har-Tru Parties or others due to such unauthorized use.
6.3. Your Content. You acknowledge and agree that we may not prescreen and are not responsible for Your Content and that we may, at any time, with or without notice to you, block, interrupt, delete, or otherwise remove, disable or restrict access to, or refuse to display or transmit any of Your Content. We value and respect your privacy, and we will only use Your Content as permitted by these Terms of Use and the Privacy Policy. You retain any ownership rights you have in Your Content, and nothing in these Terms of Use limits your right to use Your Content outside of the Har-Tru Website. In order for us to provide the Har-Tru Website to you, you grant us a worldwide, royalty-free, non-exclusive, transferable, sublicensable, perpetual, and irrevocable license to use, practice, copy, modify, adapt, create derivative works of, store, host, publish, publicly perform, publicly display, distribute, communicate, and transmit Your Content in any and all media or distribution methods (now known or later developed). This license permits us, for example, to host, publish, and publicly display your product reviews, your comments on our blog posts, and to use Your Content to provide and improve the Har-Tru Solutions. You represent and warrant to the Har-Tru Parties: (a) that you have the right (and have obtained any and all necessary permissions, consents, and authorizations) to grant us the foregoing license and to grant all other rights and licenses granted in these Terms of Use, and (b) that the use of Your Content and the exercise of the foregoing license by the Har-Tru Parties (and their assignees or sublicensees) will not infringe the Intellectual Property Rights of any person. You understand and agree that we may transfer, process, maintain, and store Your Content in any country (or in multiple countries), including countries other than your country of residence or the country or countries where you use the Har-Tru Website. You acknowledge and agree that we may use third party service providers to host the Har-Tru Website or Your Content.
6.4. Permission to Use the Har-Tru Website. Subject to your compliance with these Terms of Use, we grant you permission to access and use the Har-Tru Website. The permission for you to use the Har-Tru Website is further conditioned on the following: (a) you will not permit any person to access or use the Har-Tru Website through your Har-Tru Account; (b) you will not attempt to reverse engineer, alter, or modify any part of Har-Tru Solutions; and (c) you will comply with all of the provisions of these Terms of Use. If you violate these Terms of Use, your permission to use the Har-Tru Website will automatically terminate, and you will not be entitled to any refund of payments made to us. Your permission to access and use the Har-Tru Website is personal, non-exclusive, non-assignable, non-sublicensable, and may be limited or revoked by us at any time. We reserve the right, in our sole discretion, to refuse service, to suspend or terminate your Har-Tru Account.
7. Orders.
7.1. Product Descriptions. We attempt to be provide product descriptions that are as accurate as possible. However, we do not warrant that product descriptions or other content on the Har-Tru Website is accurate, complete, reliable, current, or error-free. If a product offered by Har-Tru itself is not as described, your sole remedy is to return it in unused condition (excluding products that are not eligible for return) pursuant to the terms of our return policy set forth in Section 7.7 below.
7.2. Pricing. Prices and availability are subject to change without notice. We cannot confirm the price of a product until you place your Order. In the event of a pricing error, we may refuse or cancel any Orders placed for that Ordered Product. If the correct price of an Ordered Product sold by Har-Tru is higher than our stated price shown on this Site or in an Order Confirmation, we will, at our discretion, either contact you for instructions before shipping or refuse or cancel your Order and notify you of such cancellation.
7.3. Payment.
7.3.1. Payment Information and Processing. You are responsible for making full and complete payment for all Orders. If you choose to place an Order, you acknowledge and agree that you will provide complete and accurate billing contact and payment information as requested by Har-Tru (your “Payment Information”). You may be required to pay for Orders by credit card or debit card, and you authorize us to charge any credit card(s) or debit card(s) that you include as part of your Payment Information for all payments owed for such Orders. Subject to the Privacy Policy, your Payment Information may be transmitted to and stored by a third party payment processor. We currently use Shopify Inc. (“Shopify”), a third party payment processor, to process payments for Orders. Your Payment Information collected through the Har-Tru Website is transmitted directly to Shopify and is not stored by Har-Tru. You acknowledge and agree that the processing of payments for Orders is subject to the Shopify Terms of Service (https://www.shopify.com/legal/terms) and the Shopify Privacy Policy (https://www.shopify.com/legal/privacy) and that we are not responsible for any acts or omissions of Shopify.
7.3.2. Charge Backs. In no event are we responsible for any failure to process payment for any Orders. In the event of a charge back by a credit card company, or any similar action by a payment provider or payment processor (a “Charge Back”), you agree that we may suspend or cancel any affected Orders, redirect any shipments associated with such Orders, and/or suspend, close, or terminate your Har-Tru Account. You agree that you will promptly reimburse us for any expenses or fees incurred by us as a result of such Charge Back.
7.4. Taxes. The product prices listed on the Har-Tru Website do not include any taxes, levies, duties or similar governmental assessments of any nature, including, for example, value-added, sales, use or withholding taxes, assessable by any jurisdiction whatsoever (collectively, “Taxes”). You are responsible for paying all Taxes associated with your Orders. If Har-Tru has the legal obligation to pay or collect Taxes for which you are responsible under this Section 7.4, we may include such taxes in the Order Total or invoice you separately for that amount unless you provide us with a valid tax exemption certificate authorized by the appropriate taxing authority, and you will pay such Taxes within thirty (30) days of receipt of the invoice therefor. For clarity, Har-Tru is solely responsible for taxes assessable against it based on its income, property, and employees.
7.5. Shipping, Title and Risk of Loss. The Ordered Products will be shipped within a reasonable period of time, subject to product availability. We may, in our sole discretion, without liability or penalty, make partial shipments to you of the Ordered Products. Orders will be shipped to the address specified by you through the Har-Tru Website when you place your Order. All Ordered Products purchased from Har-Tru are made pursuant to a shipment contract, and the title and risk of loss for such Ordered Products pass to you upon our delivery to the carrier. We will not be liable for any delays, loss, or damage in transit, except to the extent caused by our gross negligence or willful misconduct. You will be responsible for any and all unloading costs and provide any equipment and labor reasonably necessary and suited for receipt of the Ordered Products. If for any reason you fail to accept delivery of any of any Ordered Products, or if we or the carrier are unable to deliver such Ordered Products because you have not provided appropriate instructions, documents, licenses or authorizations: (i) such products shall be deemed to have been delivered; and (ii) we may, at our option, store the Ordered Products until you pick them up, in which case you will be liable for all related costs and expenses (including storage and insurance).
7.6. Missing Products or Wrong Quantity. The quantity of any installment of Ordered Products as recorded by us upon dispatch from our facility is conclusive evidence of the quantity received by you on delivery unless you can provide conclusive evidence proving the contrary. We will not be liable for any non-delivery of Ordered Products unless you give us written notice of the non-delivery within five (5) days of the date when the Ordered Products would have been received in the ordinary course of events. Any liability of Har-Tru for non-delivery of any Ordered Products will be limited to delivering the missing Ordered Products within a reasonable time or refunding that portion of the Order Total that corresponds to the missing Ordered Products. If we delivers to you a quantity of Ordered Products of up to ten percent (10%) more than the quantity set forth in the Order, then you will, at our option, return the surplus pursuant to Section 7.7.2 below or retain and pay for such surplus the price set forth on the Order, adjusted pro rata.
7.7. Returns and Refunds.
7.7.1. You will inspect the Ordered Products within ten (10) days after receipt (the “Inspection Period”). You will be deemed to have accepted the Ordered Products unless you give us written notice of any Nonconforming Products during the Inspection Period and provide such written evidence or other documentation as we may reasonably request. “Nonconforming Products” means only the following: (i) the products shipped are different than identified in your Order; or (ii) the label or packaging for a shipment of Ordered Products incorrectly identifies its contents; or (iii) products shipped materially differ from the description on this Site for such Ordered Products. If you timely notify us of any Nonconforming Products, we will, in our sole discretion, (i) replace such Nonconforming Products with conforming products, or (ii) credit or refund the portion of your Order Total that applies to such Nonconforming Products, together with any reasonable shipping and handling expenses paid by you in connection with the shipment of such Nonconforming Products. If no other return address is provided by us, you will ship, at your expense and risk of loss, the Nonconforming Products to our facility identified in the Order Confirmation. If we exercise our option to replace Nonconforming Products, we will, after receiving your shipment of Nonconforming Products, ship the replaced products to you at the address to which the Nonconforming Products were previously shipped to you, which will be at your expense and risk of loss. You acknowledge and agree that the remedies set forth in this Section 7.7.1 are your exclusive remedies for the delivery of Nonconforming Products.
7.7.2. Except as provided under Section 7.7.1 above, all sales of Ordered Products are made on a one-way basis and you have no right to return Ordered Products without our express, prior written authorization. Any such discretionary returns that may be authorized by us are subject to a ten percent (10%) restocking fee and, for Orders paid by credit card, we will deduct a 2.4% credit card processing fee from any total approved refund amount. If you return Ordered Products (i) that you are not entitled to return, (ii) that are not in their original condition, (iii) that are without proper or missing packaging, (iv) with items missing from the return delivery, or (v) without following our return instructions, or if you have otherwise failed to exercise reasonable care when taking care of and returning Ordered Products, we reserve the right either to reject the return and decline to refund or to deduct from those payments to be refunded to you reasonable repair or other similar direct costs that we have incurred.
7.8. Order Cancellations. All sales are final and you may not cancel any Orders. We reserve the right to cancel any Order, in whole or in part, at any time and for any reason, including without limitation for pricing errors, items that are out of stock or unavailable, or your violation of any provision of these Terms of Use (including the Privacy Policy). If we cancel any of your Orders, in whole or in part, we will issue you a full refund for all payments received by us for the portions of the Order cancelled by us, which will be your sole and exclusive remedy in the event of such cancellation.
8. Limited Product Warranties.
8.1. Except as otherwise set forth on Har-Tru’s product warranties page located at https://hartru.com/pages/terms-and-conditions (the “Limited Warranty Statements”), Har-Tru warrants that, for a period of twelve (12) months from the date an Order is shipped, the products included in such shipment will materially conform to the specifications set forth in Har-Tru’s published specifications in effect as of the date of manufacture and will be free from material defects in material and workmanship. Such twelve-month period, or the applicable limited warranty period set forth in the Limited Warranty Statements, if any, shall hereinafter be referred to as the “Warranty Period.”
8.2. Products manufactured by a third party (each, a “Third Party Product”) may constitute, contain, be contained in, incorporated into, attached to or packaged together with, the products included in your Order. Third Party Products are not covered by the warranties in Section 8.1 above. For the avoidance of doubt, WE MAKE NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO ANY THIRD PARTY PRODUCT, INCLUDING BUT NOT LIMITED TO ANY (1) WARRANTY OF MERCHANTABILITY; (2) WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE; (3) WARRANTY OF TITLE; OR (4) WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY; WHETHER EXPRESS OR IMPLIED BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE OR OTHERWISE.
8.3. We will not be liable for a breach of the warranties set forth in Section 8.1 above unless: (i) you give us written notice of the defect, described in reasonable detail, within ten (10) days of the time when you discover or reasonably should have discovered the defect; (ii) we are given a reasonable opportunity after receiving such notice to examine such products and, if requested by us, you return such products to us at our cost; and (iii) we reasonably verify your claim that the products are defective.
8.4. We will not be liable for a breach of the warranties set forth in Section 8.1 above if: (i) you (or anyone else) makes any further use of such products after giving such notice; (ii) the defect arises because you failed to follow our oral or written instructions as to the storage, installation, commissioning, use, or maintenance of the products; or (iii) you alter or repair such products without our prior written consent.
8.5. Subject to Sections 8.3 and 8.4 above, with respect to any such products during the Warranty Period, we will, in our sole discretion, either: (i) repair or replace such products (or the defective part) or (ii) credit or refund the price of such products at the pro rata purchase price, provided that, if we so request, you will, at our expense, return such products to us.
8.6. THE REMEDIES SET FORTH IN SECTION 8.5 ARE YOUR SOLE AND EXCLUSIVE REMEDY AND OUR ENTIRE LIABILITY FOR ANY BREACH OF THE LIMITED WARRANTIES SET FORTH IN Section 8.1 above.
9. Intellectual Property Rights.
9.1. Generally. You acknowledge and agree that except as otherwise expressly stated in these Terms of Use, and except for Your Content and Feedback, all intellectual property associated with, or incorporated within, this Site and the content available on this Site, including without limitation, all articles, blog posts, comments, reviews, product descriptions, photos, and other media and documents (collectively, the “Har-Tru Materials”), together with all Intellectual Property Rights (as defined below) therein and thereto are owned by Har-Tru or its licensors. These Terms of Use do not grant to you, and you shall not acquire, any right, title, or interest in or to this Site, any Har-Tru Materials, any content available on this Site, or any Intellectual Property Rights associated with any of the foregoing, except for the following limited license: We grant you a personal, limited, revocable, non-exclusive, non-transferable, non-sublicenseable license to access and make personal use of this Site. This limited license includes the right to download and/or print the Har-Tru Materials that are available on this Site for your personal use. You may not use any of the Har-Tru Materials in any manner that suggests an association between Har-Tru and any other person, entity, or organization. You may not (a) upload or post any of the Har-Tru Materials to any other website, or (b) publicly make available, display, distribute, or perform any of the Har-Tru Materials, or (c) engage in hotlinking or framing with respect to any of the Har-Tru Materials. Notwithstanding any provision herein to the contrary, the foregoing limited license will automatically terminate upon the expiration, cancellation, or termination of these Terms of Use or of your rights or licenses hereunder. As used in these Terms of Use, “Intellectual Property Rights” means intellectual property rights arising from or in respect of the following, whether protected, created or arising under the laws of the United States or any other jurisdiction: (i) fictional business names, trade names, company and corporate names, trademarks and service marks (whether registered or unregistered, including any applications for registration of any of the foregoing), logos, Internet domain names, and trade dress rights, together with the goodwill associated with any of the foregoing (collectively, “Marks”); (ii) inventions, patent applications, and patents issued therefrom in the United States and in all other countries, including all continuations, divisionals, continuations-in-part, inventions registrations, re-examinations, registrations, renewals, utility models, reissues and the like corresponding thereto (collectively, “Patents”); (iii) copyrights and registrations and applications therefor (collectively, “Copyrights”); (iv) proprietary and confidential information which constitute trade secrets, such as proprietary and confidential know-how, inventions, discoveries, concepts, ideas, methods, processes, designs, formulae, technical data, drawings, specifications, and data bases in each case excluding any of the foregoing to the extent the rights therein comprise or are protected by Copyrights or Patents (collectively, “Trade Secrets”); (v) publicity rights, including without limitation the right to use a Person’s name, image, photo, portrait, voice, sound-alike, likeness, and persona for advertising, marketing, promotional, trade, business, and commercial purposes (collectively, “Publicity Rights”); and (vi) moral rights and privacy rights (collectively, “Other IP Rights”).
9.2. Our Trademarks. The names Har-Tru, HarTru, Har Tru, Har Tru Sports, and the graphics, icons, logos, service names, designs, and layouts associated with this Site are the trademarks, service marks, or trade dress of Har-Tru in the United States and/or other countries. You acknowledge and agree that you will not use any of our Marks (including as part of other marks and/or Internet domain names) in connection with any product or service in any manner that is likely to cause confusion or dilution of our Marks. All other Marks are the property of the respective owners.
9.3. Feedback. We encourage you to send us messages, feedback, or data, including, for example, ideas, comments, suggestions, or questions about the Har-Tru Solutions or any other product or service (collectively, “Feedback”). You agree not to send us any information or ideas that are sensitive or confidential, and you agree that any Feedback we receive from you will not be considered confidential. You grant us a worldwide, royalty-free, exclusive, transferable, sublicensable, perpetual, and irrevocable license to record, use, practice, copy, modify, adapt, create derivative works of, store, host, publish, publicly perform, publicly display, distribute, communicate, and transmit your Feedback in any and all media or distribution methods (now known or later developed), and to exercise all Intellectual Property Rights in and to your Feedback. We will be entitled to use the Feedback for any commercial or other purpose whatsoever (including, for example, developing, improving, producing, providing, or marketing products and services) without compensation or accounting to you or any other person sending the Feedback, and we will not be under any obligation to tell you if and how we use the Feedback. The provisions of this Section 9.3 will continue to apply even if you stop using the Har-Tru Solutions and will survive the expiration, cancellation, or termination of these Terms of Use.
10. Claims of Intellectual Property Infringement.
10.1. Generally. We respect the Intellectual Property Rights of others, and we require you and each of our users to do the same. We take claims of infringement of Intellectual Property Rights seriously, and we reserve the right, in our sole discretion, to block, interrupt, delete, or otherwise remove, disable or restrict access to, or refuse to display or transmit (collectively, “Remove” or “Removing”) any content (including without limitation, text, photos, graphics, audio, video, and other materials) you or any other person uploads, posts, sends, submits, transmits, or otherwise transfers to or through the Har-Tru Solutions (collectively, “User Content”). In appropriate cases and in our sole discretion, we may Remove User Content if properly notified that such User Content infringes a third party’s Intellectual Property Rights. It is our policy, in appropriate circumstances, to disable and/or close the Har-Tru Accounts (as defined in the Privacy Policy) of users who are repeat infringers. Without limiting any of our rights to take other action described in these Terms of Use, including without limitation, immediately Removing or modifying Infringing Content (as defined below) without notice, we will, within a reasonable period of time following our receipt in writing of a final, non-appealable court order finding that specific User Content infringes a third party’s Intellectual Property Rights (“Infringing Content”), Remove or modify such Infringing Content in the jurisdictions to which such order applies.
10.2. Reporting Claims of Copyright Infringement.
10.2.1. Digital Millennium Copyright Act (DMCA) Notice Procedures. Har-Tru will respond to notices of alleged copyright infringement that comply with applicable law. If you believe any materials accessible on or through the Har-Tru Solutions infringe your copyright, you may request removal of those materials (or access thereto) from the Har-Tru Solutions by submitting written notification to the Har-Tru Intellectual Property Agent (designated below). In accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (17 U.S.C. § 512) (the “DMCA”), the written notice (the “DMCA Notice”) must include substantially the following:
- Your physical or electronic signature;
- Identification of the copyrighted work you believe to have been infringed or, if the claim involves multiple works on the Service, a representative list of such works;
- Identification of the material you believe to be infringing in a sufficiently precise manner to allow us to locate that material;
- Adequate information by which we can contact you (such as your name, mailing address, telephone number, and, if available, an e-mail address);
- A statement that you have a good faith belief that use of the copyrighted material is not authorized by the copyright owner, its agent or the law;
- A statement that the information in the written notice is accurate; and
- A statement, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.
Har-Tru’s designated Intellectual Property Agent to receive DMCA Notices is:
Pat Hanssen
Har-Tru LLC
223 Crossroads Center
Troy, VA 22974
434-327-1516
phanssen@hartru.com
If you fail to comply with all of the requirements of Section 512(c)(3) of the DMCA, your DMCA Notice may not be effective.
Please be aware that if you knowingly materially misrepresent that material or activity on the Har-Tru Solutions is infringing your copyright, you may be held liable for damages (including costs and attorneys’ fees) under Section 512(f) of the DMCA.
10.2.2. DMCA Counter-Notification Procedures. If you believe that your User Content was removed or access to it was disabled by mistake or misidentification, you may file a counter-notification with Har-Tru (a “DMCA Counter-Notice”) by submitting written notification to the Har-Tru Intellectual Property Agent (identified above). Pursuant to the DMCA, the DMCA Counter-Notice must include substantially the following:
- Your physical or electronic signature;
- Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access disabled;
- A statement under penalty of perjury by you that you have a good faith belief that the material identified above was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled;
- Your name, address, and telephone number (and if you wish to facilitate Har-Tru’s ability to contact you, your e-mail address); and
- A statement that you consent to the jurisdiction of the Federal District Court for the judicial district in which your address is located (or if your address is outside of the United States, for any judicial district in which Har-Tru may be found), and that you will accept service of process from the person who provided us with the DMCA Notice at issue.
The DMCA allows Har-Tru to restore the removed content if the party filing the original DMCA Notice does not file a court action against you within ten business days of receiving the copy of your DMCA Counter-Notice.
Please be aware that if you knowingly materially misrepresent that material or activity on the Har-Tru Solutions was removed or disabled by mistake or misidentification, you may be held liable for damages (including costs and attorneys’ fees) under Section 512(f) of the DMCA.
10.3. Reporting Claims of Other Intellectual Property Infringement. If you believe any User Content accessible on or through the Har-Tru Solutions infringes your Intellectual Property Rights (other than your copyrights), you may request removal of the User Content (or access thereto) from the Har-Tru Solutions by submitting written notification to the Har-Tru Intellectual Property Agent (designated above). The written notice (an “Infringement Notice”) must include all of the following:
- Your physical or electronic signature.
- Identification and description of the Intellectual Property Rights you believe to have been infringed. If you are reporting a claim of trademark infringement, your written notice must identify the exact trademark, service mark, or other mark (and if the mark is anything other than standard characters, you must include a copy of the mark), a description of the goods or services for which you believe you have trademark rights, the registration number and office of registration (if applicable), and a description of the reason why you believe the User Content (“Alleged Infringing Content”) causes a likelihood of confusion with or dilution of your mark.
- Identification of the Alleged Infringing Content you believe to be infringing in a sufficiently precise manner to allow us to locate it. Adequate information by which we can contact you (such as your name, mailing address, telephone number, and, if available, an e-mail address).
- A statement that you have a good faith belief that use of the Alleged Infringing Content is not authorized by the owner of the Intellectual Property Rights, the owner’s agent, or the law.
- A statement that the information in the written notice is accurate.
- A statement, under penalty of perjury, that you are the authorized owner of the Intellectual Property Rights or that you are authorized to act on behalf of the owner of the Intellectual Property Rights.
Upon receipt of an Infringement Notice, we may act in any manner that we deem reasonable and appropriate, including without limitation, temporarily or permanently Removing the Alleged Infringing Content described in such Infringement Notice. However, we will generally endeavor to provide a copy of the Infringing Notice to the user who is responsible for the applicable Alleged Infringing Content (the “Responsible Party”) and request that such Responsible Party provide a written response to the party alleging infringement (the “Asserting Party”) or to us, in which case we will forward such response to the Asserting Party, together with the Responsible Party’s contact information (name, address and e-mail address). If the Responsible Party’s response is not satisfactory to the Asserting Party, or the Responsible Party fails to respond within ten (10) business days of the date we forward the Infringement Notice, we may disclose, if known, the name, address, e-mail address, and other contact information of such Responsible Party to the Asserting Party, in which case, such Responsible Party and such Asserting Party shall communicate directly to resolve the matters alleged in such Infringement Notice. Thereafter, but without limiting our rights to take any other action that we deem appropriate or reasonable (including Removing the Alleged Infringing Content), we shall Remove or otherwise act with respect to the Alleged Infringing Content upon a written direction from both the Asserting Party and the Responsible Party or in accordance with Section 10.1 above.
HAR-TRU HAS NO RESPONSIBILITY OR LIABILITY TO ANY PERSON FOR REMOVING ANY USER CONTENT OR OTHER CONTENT OR MATERIALS. YOU AND EACH USER EXPRESSLY AND FOREVER WAIVE ALL CLAIMS AGAINST THE HAR-TRU PARTIES ARISING OUT OF OR RELATING TO THE TEMPORARY OR PERMANENT SUSPENSION OR REMOVAL OF ANY USER CONTENT OR OTHER CONTENT OR MATERIALS.
You agree that if you knowingly materially misrepresent that User Content or activity on the Har-Tru Solutions is infringing Intellectual Property Rights, you will be held liable for (and will reimburse and pay the Har-Tru Parties for) costs and fees (including attorneys’ fees) and other damages incurred by Har-Tru in reviewing, investigating, addressing, and responding to your written notice and the claims made in such notice.
11. Advertising. This Site may include advertising, which may be targeted to you based on information that you provide to us, your use of this Site, and other information. In exchange for us granting you permission to access and use this Site, you consent to Har-Tru (and our third party providers, partners, and affiliates) placing such advertising on this Site.
12. Indemnification. You agree to indemnify, defend, and hold harmless the Har-Tru Parties from, against, and with respect to any and all liabilities, claims, losses, damages (including without limitation property damage and all incidental, consequential, punitive, special, and exemplary damages), injuries (including without limitation personal injury, sickness, and death), interest, fines, taxes, premiums, assessments, penalties, costs, and expenses (collectively, “Claims”), including without limitation any and all attorneys’ fees, paraprofessionals’ fees, and expenses incurred in the defense of Claims (whether or not a suit is instituted and, if so instituted, through all trial and appellate levels), arising out of or related to: (a) your use of and access to the Har-Tru Website; (b) the use of your Har-Tru Account (whether by you or any other person); (c) your breach or violation of any provision of these Terms of Use; (d) our exercise of any rights or licenses granted by you to us (including the use of Your Content and Feedback); (e) any inaccuracy in or breach of any of the representations or warranties made by you; (f) your violation or alleged violation of any law or infringement of any third party right, including without limitation any Intellectual Property Rights or privacy rights; (g) your negligence, recklessness, or willful misconduct; or (h) any claim that your use of the Har-Tru Website caused damage to a third party. Har-Tru will have the exclusive right: (i) to select legal counsel to defend Claims, (ii) to direct the defense or settlement of Claims, (iii) to make, accept, or reject any offers of settlement of Claims, (iv) to enter into any settlement, and (v) to admit or deny fault or liability. You agree that if you breach any of the provisions of this Agreement, you will pay all costs, including reasonable attorneys’ fees, incurred by Har-Tru in connection with any litigation relating to such breach. Notwithstanding the foregoing, nothing in these Terms of Use requires you to indemnify, defend, or hold harmless the Har-Tru Parties (or any other person) for any Claims to the extent that such Claims occur as a result of our negligence, recklessness, or willful misconduct. The provisions of this Section 12 apply to the fullest extent permitted by applicable law. Your obligations under this Section 12 will continue even if you stop using the Har-Tru Website and will survive the deletion, closure, expiration, or termination of your Har-Tru Account or these Terms of Use.
13. Disclaimers and Limitation of Liability - PLEASE READ CAREFULLY: This Section 13 limits the liability of the Har-Tru Parties. The provisions of this Section apply to the maximum extent permitted under applicable law. In addition, some jurisdictions do not permit the limitation of liability in contracts or the disclaimers of implied warranties, so some or all of the provisions of this Section may not apply to you.
13.1. You understand that we cannot and do not guarantee or warrant that content or materials available for downloading from the Internet or transmitted through the Har-Tru Website will be free of viruses, malware, or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus and anti-malware protection and for maintaining a means for any reconstruction of any lost data. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, MALWARE, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT, DAMAGE, OR DELETE YOUR DEVICES OR DATA DUE TO YOUR USE OF THE HAR-TRU WEBSITE OR YOUR ACCESSING OR DOWNLOADING ANY HAR-TRU MATERIALS OR OTHER MATERIALS AVAILABLE ON OR THROUGH THE HAR-TRU WEBSITE OR LINKED TO FROM THE HAR-TRU WEBSITE.
13.2. TO THE FULLEST EXTENT PERMITTED BY LAW, WE HAVE NO LIABILITY OF ANY KIND TO YOU OR OTHERS AS A RESULT OF ANY LOSS, THEFT, DELETION, DESTRUCTION, ALTERATION, OR CORRUPTION OF, DAMAGE, UNAUTHORIZED ACCESS TO, OR FAILURE TO TRANSMIT, STORE, BACKUP, OR ENCRYPT ANY ACCOUNT INFORMATION OR ANY DATA OR FILES STORED ON ANY DEVICE USED TO ACCESS THE HAR-TRU WEBSITE OR STORED IN ANY THIRD PARTY SERVICE OR ACCOUNT CONNECTED TO YOUR HAR-TRU ACCOUNT.
13.3. TO THE FULLEST EXTENT PERMITTED BY LAW, THE HAR-TRU MATERIALS AND YOUR USE OF THE HAR-TRU WEBSITE AND ALL CONTENT AND INFORMATION THAT IS PROVIDED OR CAN BE ACCESSED USING THE HAR-TRU WEBSITE IS AT YOUR OWN RISK AND ALL OF THE FOREGOING ARE PROVIDED “AS IS”, “WITH ALL FAULTS” AND “AS AVAILABLE”, AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED.
13.4. EXCEPT FOR THE EXPRESS LIMITED PRODUCT WARRANTIES PROVIDED PURSUANT TO SECTION 8.1 above:
13.4.1. TO THE FULLEST EXTENT PERMITTED BY LAW, THE HAR-TRU PARTIES HEREBY DISCLAIM ALL WARRANTIES OF ANY KIND RELATING TO (A) ANY ORDERS PLACED BY YOU OR THROUGH YOUR HAR-TRU ACCOUNT (AND ANY PRODUCTS PROVIDED OR SHIPPED BY HAR-TRU PURSUANT TO SUCH ORDERS), (B) THE HAR-TRU WEBSITE OR THE USE THEREOF BY YOU OR ANY OTHER PERSON, (C) THE HAR-TRU SOLUTIONS OR THE USE THEREOF BY YOU OR ANY OTHER PERSON, OR (D) THE HAR-TRU MATERIALS OR THE USE THEREOF BY YOU OR ANY OTHER PERSON, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE. NONE OF THE HAR-TRU PARTIES MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, COMPLETENESS, APPROPRIATENESS, LEGALITY, SAFETY, OR AVAILABILITY OF (A) ANY ORDERS PLACED BY YOU OR THROUGH YOUR HAR-TRU ACCOUNT (AND ANY PRODUCTS PROVIDED OR SHIPPED BY HAR-TRU PURSUANT TO SUCH ORDERS), (B) THE HAR-TRU WEBSITE OR THE USE THEREOF BY YOU OR ANY OTHER PERSON, (C) THE HAR-TRU SOLUTIONS OR THE USE THEREOF BY YOU OR ANY OTHER PERSON, OR (D) THE HAR-TRU MATERIALS OR THE USE THEREOF BY YOU OR ANY OTHER PERSON. WITHOUT LIMITING THE FOREGOING, NONE OF THE HAR-TRU PARTIES REPRESENTS OR WARRANTS THAT THE HAR-TRU WEBSITE, THE HAR-TRU MATERIALS, OR THE OTHER HAR-TRU SOLUTIONS, OR ANY OTHER CONTENT OR INFORMATION PROVIDED IN CONNECTION THEREWITH WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT HAR-TRU WEBSITE OR THE SERVERS THAT MAKE IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE HAR-TRU WEBSITE, THE HAR-TRU MATERIALS, THE OTHER HAR-TRU SOLUTIONS, OR ANY CONTENT OR INFORMATION THAT IS PROVIDED IN CONNECTION THEREWITH WILL OTHERWISE MEET ANY OF YOUR NEEDS OR EXPECTATIONS.
13.5. TO THE FULLEST EXTENT PERMITTED BY LAW, NONE OF THE HAR-TRU PARTIES WILL HAVE ANY LIABILITY FOR INCIDENTAL, CONSEQUENTIAL, INDIRECT, EXEMPLARY, PUNITIVE, OR SPECIAL DAMAGES SUFFERED BY YOU OR ANY OTHER PERSON ARISING OUT OF, RELATED TO, OR ASSOCIATED WITH (A) ANY ORDERS PLACED BY YOU OR THROUGH YOUR HAR-TRU ACCOUNT (AND ANY PRODUCTS PROVIDED OR SHIPPED BY HAR-TRU PURSUANT TO SUCH ORDERS), (B) THE HAR-TRU WEBSITE OR YOUR USE THEREOF, (C) THE HAR-TRU MATERIALS OR THE USE THEREOF BY YOU OR ANY OTHER PERSON, (D) THE HAR-TRU SOLUTIONS OR THE USE THEREOF BY YOU OR ANY OTHER PERSON, (E) THE PERFORMANCE OR NON-PERFORMANCE BY HAR-TRU OF ANY OF OBLIGATIONS UNDER THESE TERMS OF USE, OR (F) THE OPERATION OR MALFUNCTION OF THE HAR-TRU SOLUTIONS, REGARDLESS OF WHETHER OR NOT YOU OR ANY PERSON HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
13.6. TO THE FULLEST EXTENT PERMITTED BY LAW, THE LIABILITY OF THE HAR-TRU PARTIES TO YOU OR ANY OTHER PERSON FOR ANY REASON AND UPON ANY CAUSE OF ACTION (WHETHER BASED IN TORT, CONTRACT, OR ON ANY LEGAL OR EQUITABLE GROUND OR THEORY OF RECOVERY) ARISING OUT OF OR RELATING TO (A) ANY ORDERS PLACED BY YOU OR THROUGH YOUR HAR-TRU ACCOUNT (AND ANY PRODUCTS PROVIDED OR SHIPPED BY HAR-TRU PURSUANT TO SUCH ORDERS), (B) THE HAR-TRU WEBSITE OR YOUR USE THEREOF, (C) THE HAR-TRU MATERIALS OR THE USE THEREOF BY YOU OR ANY OTHER PERSON, (D) THE HAR-TRU SOLUTIONS OR THE USE THEREOF BY YOU OR ANY OTHER PERSON, (E) THE OPERATION OR MALFUNCTION OF THE HAR-TRU SOLUTIONS, WILL BE LIMITED TO THE LESSER OF YOUR ACTUAL DAMAGES OR THE TOTAL AMOUNT PAID BY YOU TO HAR-TRU PURSUANT TO THESE TERMS OF USE DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING SUCH LIABILITY. THIS LIMITATION APPLIES TO ALL CAUSES OF ACTION IN THE AGGREGATE, INCLUDING TORT, BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILITY, MISREPRESENTATIONS, NON‑INFRINGEMENT, AND OTHER CAUSES OF ACTION OR ALLEGATIONS.
13.7. You and Har-Tru acknowledge that the disclaimers and limitations of liability in this Section 13 represent the bargained for allocations of risk, and that the consideration received by Har-Tru from you under these Terms of Use (including the payments made by you for any Orders or other Har-Tru Solutions) represents such allocations of risk. You acknowledge and agree: (a) that neither Har-Tru nor any person acting, or purporting to act, on behalf of Har-Tru has made any representations to you other than those representations expressly made by Har-Tru in these Terms of Use, and (b) that in connection with your acceptance of these Terms of Use, you have not relied upon any representations made by Har-Tru or any person acting, or purporting to act, on behalf of Har-Tru other than those representations and warranties expressly made by Har-Tru in these Terms of Use.
13.8. SOME JURISDICTIONS MAY NOT ALLOW OR MAY OTHERWISE LIMIT THE PERMISSIBLE SCOPE OF DISCLAIMERS AND LIMITATIONS SUCH AS THOSE APPEARING IN THIS SECTION 13. ACCORDINGLY, SOME OF THE LIMITATIONS AND DISCLAIMERS APPEARING IN THIS SECTION MAY NOT APPLY TO YOU. THE PROVISIONS OF THIS SECTION 13 WILL CONTINUE TO APPLY EVEN IF YOU STOP USING THE HAR-TRU WEBSITE OR THE OTHER HAR-TRU SOLUTIONS AND WILL SURVIVE THE DELETION, CLOSURE, EXPIRATION, OR TERMINATION OF YOUR HAR-TRU ACCOUNT OR THESE TERMS OF USE.
13.9. Notwithstanding any other provision of these Terms of Use to the contrary, nothing in these Terms of Use will be deemed to limit our liability for any personal injury, death, or property damage occurring on our premises to the extent that such personal injury, death, or property damages results from our negligence, recklessness, or willful misconduct. The limitations of liability set forth in this Section 13: (a) only apply to the extent permitted by law, and (b) do not apply to the extent that such liability results from our gross negligence, recklessness, or willful misconduct.
13.10. New Jersey Consumers. Notwithstanding any other provision of these Terms of Use to the contrary, if you are a “consumer” within the meaning of N.J. Stat. § 56:12-15, nothing in these Terms of Use waives (a) any rights you may have under N.J. Stat. §§ 56:12-14 - 56:12-18, or (b) any rights you may have to recover (i) your attorneys’ fees, (ii) your share of any arbitrators’ and administrative fees of arbitration, or (iii) your court costs, filing fees, and other reasonable costs of suit.
Har-Tru LLC Post-Purchase Survey Prize Draw Terms and Conditions
1. Eligibility:
○ This prize draw is open to participants who are 18 years of age or older at the time of entry.
○ Employees of Har-Tru LLC, its affiliates, subsidiaries, advertising, and promotion agencies, and immediate family members of each are not eligible to participate.
2. Entry Requirements:
○ To enter the prize draw, participants must complete the entire post-purchase survey available on the Har-Tru LLC ecommerce site.
○ Only one entry per person is allowed.
3. Prize:
○ One (1) winner will be randomly selected to receive a $1000 Visa gift card.
○ The prize is non-transferable and no substitution will be made except as provided herein at the sponsor’s sole discretion.
○ TAXES: Any taxes which are payable on, or connected with, the receipt of the prize, is solely the responsibility of the winner thereof and must be paid by the winner in accordance with applicable federal, provincial and/or municipal tax laws.
4. Selection and Notification of Winner:
○ The winner will be selected in a random drawing from all eligible entries received.
○ The drawing will be conducted within 14 days after the survey period ends.
○ The winner will be notified via the email address provided during survey completion.
○ If the winner cannot be contacted or does not claim the prize within 7 days of notification, Har-Tru LLC reserves the right to withdraw the prize from the winner and pick a replacement winner.
5. General Conditions:
○ By participating, entrants agree to be fully and unconditionally bound by these Terms and Conditions and the decisions of Har-Tru LLC, which are final and binding in all matters related to the prize draw.
○ Har-Tru LLC reserves the right to cancel, suspend, and/or modify the prize draw, or any part of it, if any fraud, technical failures, or any other factor beyond Har-Tru’s reasonable control impairs the integrity or proper functioning of the prize draw, as determined by Har-Tru LLC in its sole discretion.
○ Har-Tru LLC reserves the right in its sole discretion to disqualify any individual it finds to be tampering with the entry process or the operation of the prize draw or to be acting in violation of these Terms and Conditions or in an unsportsmanlike or disruptive manner.
6. Limitation of Liability:
○ By entering, participants agree to release and hold harmless Har-Tru LLC and its respective subsidiaries, affiliates, suppliers, distributors, advertising/promotion agencies, and prize suppliers, and each of their respective parent companies and each such company’s officers, directors, employees, and agents (collectively, the “Released Parties”) from and against any claim or cause of action arising out of participation in the prize draw or receipt or use or misuse of any prize.
7. Governing Law:
○ The prize draw is governed by the laws of the Commonwealth of Virginia and the United State of America, and is subject to all applicable federal, state, and local laws and regulations. Void where prohibited.
8. Sponsor:
○ The sponsor of the prize draw is Har-Tru LLC.
○ For any questions or concerns regarding the prize draw, please contact Har-Tru at BrandyGentry@hartru.com or 877.442.7878.
