Last updated: March 15, 2022
PLEASE READ THE FOLLOWING CAREFULLY BEFORE USING ELLIQ.
Intuition Robotics Ltd. at its discretion, its affiliates, (“Intuition Robotics”, "we" or "our”) welcomes its users (“you” or “your”) to use the ElliQ® Solution (as defined below) including the relevant services provided through the ElliQ Solution or through our Support Services (the ElliQ Solution and any Support Services, collectively, the “Services”) (all as defined in more detail hereunder).
By registering to be a User of ElliQ (as defined below) and, in any event, by using the ElliQ Solution, you expressly acknowledge and agree that you are entering into a legal agreement with Intuition Robotics, and have understood and agree to comply with, and be legally bound by our Terms.
IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, PLEASE DO NOT USE THE ELLIQ SOLUTION IN ANY MANNER.
"ElliQ Solution" means the ElliQ Device (as defined below), Integrated Services and availability of Compatible Services and other related services.
"ElliQ Device" means the ElliQ proprietary digital devices, comprised of the ElliQ robot and the ElliQ tablet and any other peripheral equipment that is made available by Intuition Robotics, and any hardware and firmware therein, or that is otherwise made available by Intuition Robotics or on its behalf or by any of its resellers or distributors that enable access to the Services.
“Fees” means the Subscription Fee, the Enrollment Fee, Third Party Services Fee, the Late Return Fee, and the Service Fee.
“Compatible Third-Party Products” means any tangible product that is not the ElliQ Device, with which ElliQ is designed to interact or co-operate, such as ElliQ supported blood pressure measurement device or a glucose meter.
“Compatible Services” means services or applications provided by third parties that have joined the Intuition Robotics Compatible Services Program, pursuant to which such services or applications may be made available to User to engage directly therewith, via the ElliQ Solution (e.g. applicable primary care providers or social worker).
“Integrated Services” means services or applications of third parties, purchased or ordered by Intuition Robotics from such third parties and re-sold or re-offered to Users, through the ElliQ Solution (e.g. applicable music services, transportation services, fitness and wellness services).
"Third Party Services" shall mean Compatible Services and Integrated Services, collectively.
“Support Services” means the general support services that Intuition Robotics makes available to its Users through various mediums (telephone, chat messages, email, etc.) during working hours (as published by Intuition Robotics), to assist User’s use of the ElliQ Solution.
1.1. ElliQ. The ElliQ Solution provides a digital companion solution for older adults who are registered with Intuition Robotics to use the ElliQ Solution (“Users”), through which Users may communicate with family, friends and their caregivers (provided such persons are eligible for communication via the ElliQ Solution), consume certain content, and configure certain functions of the ElliQ Solution to assist Users in their everyday life. As further described below, the Services are not medical or health-related advice or services. The ElliQ Solution may not be operated or used without an ElliQ Device, a valid User account, and a WiFi internet connection and electricity.
1.3. No Access to Emergency Services. ElliQ is not a replacement for a traditional two-way telephone or mobile phone service, and does not function as such. You acknowledge that you cannot use the ElliQ Solution to access emergency services, such as 911. The ElliQ Solution is not designed or intended to be used to send or receive emergency communications to any police, fire department, hospital, or any other service that connects a user to a public safety answering point. You should ensure you can contact your relevant emergency services providers through a mobile, landline telephone, or other service.
IMPORTANT: NO MEDICAL ADVICE BY INTUITION ROBOTICS
INTUITION ROBOTICS IS NOT A HEALTH CARE PROVIDER, ELLIQ IS NOT A MEDICAL DEVICE AND WE DO NOT INTEND TO PROVIDE ANY MEDICAL AND/OR MENTAL HEALTH SERVICES. THEREFORE, INTUITION ROBOTICS HAS NO RESPONSIBILITY WHATSOEVER TO ANY MEDICAL INFORMATION PROVIDED OR CONVEYED VIA THE SERVICES, TO ANY MEDICAL DIAGNOSIS INFORMATION, DETERMINATION OR RECOMMENDATION, INCLUDING ANY TREATMENT RECOMMENDATIONS CONVEYED USING THE SERVICES BY ANY USER, INCLUDING BY A CLINICIAN.
INTUITION ROBOTICS DOES NOT IN ANY WAY ENDORSE, RECOMMEND OR ASSUME ANY RESPONSIBILITY FOR ANY DECISION MADE OR ACTION TAKEN OR NOT TAKEN WHOLLY OR PARTIALLY IN RELIANCE ON THE SERVICE OR ANY INFORMATION CONVEYED VIA THE SERVICE, OR OBTAINED THEREFROM, NOR FOR ANY LOSS, INJURY, INCONVENIENCE, HARM AND/OR DAMAGE INCURRED AS A RESULT OF, OR IN CONNECTION WITH, THE SERVICE OR USE THEREOF.
BY USING THE SERVICE, YOU AGREE THAT INTUITION ROBOTICS IS NOT RESPONSIBLE OR LIABLE TO YOU FOR ANY CLAIM, LOSS, OR DAMAGE ARISING FROM THE SERVICE OR ITS USE BY YOU OR ANY OTHER USER. YOU ACKNOWLEDGE AND AGREE THAT THE USE OF THE SERVICES AND ELLIQ DEVICE IS ENTIRELY AT YOUR OWN RISK.
ELLIQ IS NOT AN EMERGENCY SERVICE, AND, IN THE EVENT OF AN EMERGENCY, WE ENCOURAGE YOU TO CONTACT THE RELEVANT AUTHORITIES.
ELLIQ IS NOT SPONSORED OR ENDORSED IN ANY MANNER BY ANY MEDICAL OR HEALTHCARE CLINICIAN, INSTITUTION OR ANY PHARMACEUTICAL CORPORATION, AND DOES NOT PROVIDE ANY ENDORSEMENT FOR SUCH OR OTHERWISE FOR ANY THIRD PARTY SERVICES.
2. ABILITY TO ACCEPT.
By registering, logging in and, in any event by using the ElliQ Solution, you affirm that you are eighteen (18) years of age or older. If you are a child under the age of eighteen (18) (“Child”), you cannot register to the ElliQ Solution. If we become aware of a violation of this Section 2, we reserve the right to suspend the infringing account without limiting our remedies in law or equity.
3. ORDER OF SUBSCRIPTIONS AND ELLIQ DEVICES.
3.1. To use the ElliQ Solution, register as a User and receive an ElliQ Device, you will be required to purchase a subscription to our Services (“Subscription”). Subscriptions may be purchased by placing an order in our Site at www.elliq.com either on a monthly or annual basis (the “Subscription Period”). A Subscription Period is not cancellable, and Subscription Fees for such Subscription Period are not refundable, except as expressly set forth in these Terms. When purchasing a Subscription, you acknowledge that the ElliQ Device is not and may not be, purchased, but it is rather loaned to the User in the scope of such Subscription. Intuition Robotics may, at its sole discretion, reject any request to purchase a subscription or extend a current subscription for any reason whatsoever, including without limitation, not adhering to certain criteria set by Intuition Robotics for its approval of such requests.
3.2. Delivery and Installation. The ElliQ Device will be delivered to you after the completion of your order materially in accordance with the shipping terms provided to you under the applicable order for a Subscription, to the address you designated in your Subscription order. The ElliQ Device may only be installed in your home residence address. If needed we will assist you remotely, through our support call center in installing an initial set-up of the ElliQ Device and Account.
3.3. You agree and acknowledge that the ElliQ Device provided to you in the scope of your Subscription, may be refurbished and not new and unused. Intuition Robotics shall provide you with an ElliQ Device in good working condition, if you have any questions regarding the above please contact us at email@example.com or (855)-888-1295
4. RETURNS AND CANCELLATIONS.
4.1. Trial Period. We may offer Users who purchase their first ElliQ Solution Subscription a Trial Period of 30 days, or such other period that we may present in the Site at the time of completion of the relevant order. During such Trial Period, the User may notify us of the cancellation of its Subscription, return to us the ElliQ Device (in accordance with the terms of sections 4.3, 4.4, 4.5 and 4.6) and following such return, receive a refund of the relevant Enrollment Fee and pre-paid Subscription Fee, less a return fee in the amount $49.99, which is intended to cover for the shipping and the return costs of returning of the ElliQ Devices to us (“Return Fee”). The Trial Period will begin on the earlier of: (i) activation of the ElliQ Device, or (ii) 7 days following the delivery date of the ElliQ Device to User.
4.2. Upon expiration of a Subscription Period, it shall automatically renew to a new monthly Subscription Period, regardless of the expiring Subscription Period’s basis (annual or monthly), at the rate published by Intuition Robotics from time to time and which may change upon reasonable notice to youThis is done in order to prevent Users from unintentionally being automatically bound by a new annual Subscription Period. Subscription Periods shall not automatically renew where the User notifies Intuition Robotics at any time prior to the expected expiration of the Subscription Period, through the ElliQ Device or through the Site, that it intends not to renew it (“Notice of Non-Renewal”).
4.3. Upon Intuition Robotics’ receipt of a Notice of Non-Renewal, the ElliQ Service will continue to be available to you until the end of your Subscription Period. In such an event, Intuition Robotics shall provide User with a return shipping label (and packaging material where the User indicated in the Notice of Non-Renewal that it does not have the original packaging). User undertakes to properly package the ElliQ Device in accordance with Intuition Robotics packaging instructions, and deliver the packaged ElliQ Device to Intuition Robotics using the return shipping label within the later of: (i) 30 days of User’s receipt of such return label from Intuition Robotics, or (ii) 30 days of the expiration of the non-renewed Subscription Period.
4.5. ElliQ Devices must be returned to Intuition Robotics in the case of cancellation of the Subscription or replacement of the ElliQ Device pursuant to the terms herein, in the same good working condition as they were originally provided by Intuition Robotics to User, reasonable wear and tear accepted. In the event that Intuition Robotics determines at its sole discretion that an ElliQ Device has been returned to Intuition Robotics, not in such good working condition (reasonable wear and tear accepted), Intuition Robotics shall be entitled to charge the User for the costs required to fix and refurbish the ElliQ Device which in any event shall not exceed $750, unless Intuition Robotics determines at its sole discretion that the damages to the ElliQ Device occurred during return shipping to Intuition Robotics.
4.6. Before any return of the ElliQ Device to Intuition Robotics, User should perform a factory reset of the ElliQ Device in order to remove and permanently delete all ElliQ Interaction Data and the Personal Information by contacting the customer support at firstname.lastname@example.org or (855)-888-1295. Intuition Robotics shall not be responsible for any loss or disclosure of ElliQ Interaction Data associated with your Account due to unauthorized physical access to an ElliQ Device while it is not in the possession of Intuition Robotics, including but not limited to when the ElliQ Device is in transit to Intuition Robotics.
5. FEES; PAYMENTS.
5.1. Your Subscription to our Services and use thereof shall require you to pay to Intuition Robotics the following Fees:
5.1.1. Enrollment Fee. To initiate and facilitate your receipt of the ElliQ device, we charge an enrollment fee (“Enrollment Fee”) in the amount presented to you in our Site at the time you order a Subscription. The Enrollment Fee is paid in consideration for shipping of the ElliQ Device to you, remote installation assistance, general onboarding support, account setup, device warranty and additional onboarding services that Intuition Robotics may offer you, from time to time.
5.1.2. Subscription Fee. In consideration for making the ElliQ Solution available to you during the relevant Subscription Period, we will charge you for the relevant Subscription Period fee in the amount presented to you in our Site at the time you order the relevant Subscription (the “Subscription Fee”).
5.1.3. Third Party Services Fees. Use of Third Party Services may entail charges in the amount presented to you through the ElliQ Solution prior to your order or request to receive such Third Party Services (“Third Party Services Fee”).
5.1.4. Service Fee. In consideration for using Third Party Services via the ElliQ Solution from time to time, we will charge you the applicable Service Fee applicable to the use of a Third Party Service by you in the amount represented to you on our Site or as published by us from time to time.
5.2. We are aware that life is complicated, some circumstances may arise where you may no longer be physically or mentally able to use our Services. In such circumstances Intuition Robotics will act in good faith to return to a User some or all of the Fees associated with the remaining unused Subscription.
6.1. In order to use ElliQ you will have to create or receive from us, and use, an account (an “Account”).
6.2. If you create an Account, you must provide accurate and complete information about yourself, and agree to not misrepresent any of the personal information provided for the Account and to keep your Account information accurate and up to date.
6.3. The ElliQ Solution is designed to be used by a registered adult User at the location initially designated for its installation. You are solely responsible for the activity that occurs in your Account, and through your ElliQ Device, and you must keep your ElliQ Device secure. You must notify us immediately of any unauthorized use of your Account at email@example.com or (855)-888-1295. We cannot and will not be liable for any loss or damage arising from any failure of yours to comply with the Terms or from any unauthorized use of your Account or any other breach of security. You may be liable for the losses of Intuition Robotics and/or others due to any such use.
Subject to your compliance with the Terms, we grant you, for the duration of the relevant Subscription Period, a personal, limited, revocable, non-exclusive, non-sublicensable, non-assignable, non-transferable license (“License”), to register, to access, and to use the ElliQ Solution solely through your interaction with the ElliQ Device installed at your residence address in the scope of the Subscription you purchased hereunder
8. USER REPRESENTATIONS AND UNDERTAKINGS.
8.1. You hereby represent and warrant that:
● You possess the knowledge and judgment necessary to decide whether to use the Service or otherwise rely on any information or content available therein;
● Your use of any Third Party Services is considered as your approval for Intuition Robotics to act on your behalf and facilitate your receipt and consumption of Third Party Services your choose to order and consume in the scope of your Subscription, for all purposes. In connection with the foregoing, you acknowledge and agree that Intuition Robotics shall not be liable for any damages or bodily injury that may result from the receipt and/or consumption of such Third Party Services which may be included as part of the ElliQ Solution
● You will obtain appropriate health advice (including medical advice) to protect your interests and health before relying on any information or content provided through your use of the Services or ElliQ Device (including, any healthcare, medical, or wellness related information provided through the ElliQ Solution). You acknowledge that nothing in the Service is intended to create a professional relationship (including any doctor-patient or advisor-advisee relationship) between you and Intuition Robotics and that the Services shall not be deemed a substitute for medical or other professional advice, and that you may not solely or fundamentally rely on any information, content or any features you find on or through the Service;
● The execution of the Terms does not and will not violate any other agreement to which you are bound or any law, rule, regulation, order or judgment to which you are subject, and that you are responsible for complying with applicable laws regarding your use of the Service; and
● These Terms form a binding contract between you and Intuition Robotics.
● You understand and agree that in your use of the Service you may use the ElliQ Solution to communicate with Compatible Services that provide health care services or that otherwise may affect your health and wellbeing, and that you do not rely on the accuracy and completeness of data so communicated through the ElliQ Solution You are solely responsible to and you shall ensure that you continuously verify and monitor information communicated through the ElliQ Solution to such Compatible Services (e.g. ensure that the information required by such health care services and provided by you via the use of the ElliQ Device is correct and up to date).
● You commit to bear all costs and expenses associated with your use of the ElliQ Solution and any Services related thereto including without limitation all costs associated with your use of Third Party Services.
● You may not assign or transfer your rights or delegate your duties under the Account, Subscription and/or these Terms without the prior written consent of Intuition Robotics.
9. ACCIDENTAL DAMAGE; REPLACEMENTS POLICY.
9.1. We are aware that in some cases our ElliQ devices may suffer intentional or accidental damage or get stolen. You hereby commit to take reasonable care of the device and inform us in a timely manner should the ElliQ device provided to you be subject to damage, theft, or other circumstances where the integrity of our ElliQ device be adversely affected.
10. MAINTENANCE AND SUPPORT.
In the case that your ElliQ Device requires support or maintenance Intuition Robotics shall make best efforts to respond to your request in a timely manner. To the extent you require such support or maintenance, please contact us at firstname.lastname@example.org or (855)-888-1295.
11. LICENSE RESTRICTIONS.
11.1. The Services are permitted for use solely by persons in the US. By using the Services, you hereby represent that you (and to the extent applicable, anyone using the Services on your behalf) perform such use solely from within the United States of America.
11.2. Certain conduct is strictly prohibited in connection with our Services. Please read the following restrictions carefully. Your failure to comply with the following provision may result (at Intuition Robotics’ sole discretion) in the termination of your access to the Services and may also expose you to civil and/or criminal liability.
You may not, and may not allow any person on your behalf to: (i) copy, modify, adapt, translate, reverse engineer, decompile, or disassemble any portion of the Services, or any information and any other content made available or displayed or presented to you through the Services (including without limitation, contact information, videos, text, logos, button icons, images, data compilations, information, Third Party Content (as defined below), links, other specialized content, documentation, data, related graphics and other features (collectively, the “Content”), in any way or publicly display, perform, or distribute them; (ii) defame, abuse, harass, stalk, threaten, or otherwise violate the legal rights of others; (iii) transmit or otherwise make available in connection with our Services or any Third Party Service any virus, worm, Trojan Horse, time bomb, web bug, spyware, or any other computer code, file, or program that may or is intended to damage or hijack the operation of any hardware, software, or telecommunications equipment, or any other actually or potentially harmful, disruptive, or invasive code or component; (iv) interfere with or disrupt the operation of our Services, of the servers or networks that host our Services, or of any Third Party Service, or disobey any requirements, procedures, policies, or regulations of such Third Party Service, servers or networks; (v) sell, license, use or exploit for any commercial purposes or for any purposes which are not a User’s reasonable personal use, any use of or access to the Content, the Services or any Third Party Services; (vi) transfer and/or assign the User’s Account’s password, even temporary, to any third party or otherwise transfer or relocate the ElliQ Device to any location which is not the original location of installation of such ElliQ Device without obtaining Intuition Robotics prior written consent; (vii) use the Services or Third Party Services for any illegal, immoral or unauthorized purpose; (viii) use or otherwise interact with any Third Party Services in a manner that is uncustomary or that otherwise may expose Intuition Robotics to third party claims including systematically aggregating and storing Content or retaining Content consumed offline or through other devices, systems and networks; or (ix) Communicate through the ElliQ Solution, any information, imagery and other content which is proprietary information of any third party without obtaining such third party’s prior written approval, or that is otherwise harassing, offensive, indecent, pornographic, illegal, abusive or vulgar;
12. INTELLECTUAL PROPERTY RIGHTS.
12.1. Ownership. ElliQ is licensed and not sold to you under these Terms and you acknowledge that Intuition Robotics and its licensors retain all title, ownership rights and Intellectual Property Rights (defined below) in and to the ElliQ Solution (and its related hardware and software). We reserve all rights not expressly granted herein to the ElliQ Solution. “Intellectual Property Rights” means any and all rights, titles and interests in and to any and all trade secrets, patents, copyrights, service marks, trademarks, know-how, or similar intellectual property rights, as well as any and all moral rights, rights of privacy, publicity and similar rights of any type under the laws or regulations of any governmental, regulatory, or judicial authority, whether foreign or domestic.
12.2. Content. The content within the ElliQ Solution, including without limitation, the text, information, documents, descriptions, products, software, graphics, photos, sounds, videos, interactive features, and services (the “Materials”), and the trademarks, service marks and logos contained therein (“Marks”, and together with the Materials, the “Content”), is the property of Intuition Robotics and/or its licensors and may be protected by Applicable copyright or other intellectual property laws and treaties. “Intuition Robotics”, “ElliQ”, and the Intuition Robotics/ElliQ logo are Marks of Intuition Robotics and its affiliates. All other Marks used on the ElliQ Devices are the trademarks, service marks, or logos of their respective owners.
12.3. Use of Content. The Content on ElliQ. is provided to you “as is” for your personal use only and may not be used, copied, distributed, transmitted, broadcast, displayed, sold, licensed, de-compiled, or otherwise exploited for any other purposes whatsoever without our prior written consent. If you download or print a copy of the content you must retain all copyright and other proprietary notices contained therein.
12.4. Functionality; Content. You may encounter content through ElliQ that you find offensive, indecent, or objectionable. Intuition Robotics has no responsibility or liability for such content.
13. Third Party Services.
When using a Third-Party Service, you are responsible for any information you provide to or obtain or consume from, the third party (“Third Party Content”). Intuition Robotics has no responsibility or liability for Third Party Services or Third Party Content. Third-Party Services providers may change or discontinue the functionality or features of their Third-Party Service.
14. Third Party Open Source Software.
Portions of ElliQ may include third party open source software that are subject to third party terms and conditions (“Third Party Terms”). If there is a conflict between any Third-Party Terms and the terms of this Agreement, then the Third-Party Terms shall prevail but solely in connection with the related third-party open source software. Notwithstanding anything in these Terms to the contrary, Intuition Robotics makes no warranty or indemnity hereunder with respect to any third-party open source software.
15. Warranty Disclaimers.
15.1. THE ELLIQ SOLUTION AND THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND INCLUDING, WITHOUT LIMITATION, REPRESENTATIONS, WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, WORKMANSHIP, OR CRAFTSMANSHIP OF THE ELLIQ DEVICE AND THOSE ARISING BY STATUTE OR FROM A COURSE OF DEALING OR USAGE OF TRADE.
15.2. WE DO NOT WARRANT THAT THE ELLIQ SOLUTION OR THE SERVICES WILL OPERATE ERROR-FREE, THAT THE ELLIQ SOLUTION IS FREE OF VIRUSES OR OTHER HARMFUL CODE OR THAT WE WILL CORRECT ANY ERRORS IN THE ELLIQ SOLUTION. YOU AGREE THAT WE WILL NOT BE HELD RESPONSIBLE FOR ANY CONSEQUENCES TO YOU OR ANY THIRD PARTY THAT MAY RESULT FROM TECHNICAL PROBLEMS INCLUDING WITHOUT LIMITATION IN CONNECTION WITH THE INTERNET (SUCH AS SLOW CONNECTIONS, TRAFFIC CONGESTION OR OVERLOAD OF OUR OR OTHER SERVERS) OR ANY TELECOMMUNICATIONS OR INTERNET PROVIDERS.
15.3. IF YOU HAVE A DISPUTE WITH ANY OTHER ELLIQ USER OR THIRD PARTY, YOU AGREE THAT WE ARE NOT LIABLE FOR ANY CLAIMS OR DAMAGES ARISING OUT OF OR CONNECTED WITH SUCH A DISPUTE. WE RESERVE THE RIGHT, BUT HAVE NO OBLIGATION, TO MONITOR OR PARTICIPATE IN ANY SUCH DISPUTE.
15.4. INTUITION ROBOTICS SHALL HAVE NO LIABILITY WITH RESPECT TO ANY DAMAGES ARISING FROM YOUR USE OF THIRD PARTY PRODUCTS AND THIRD PARTY SERVICES.
15.5. MEDICAL AND MENTAL DISCLAIMER. INTUITION ROBOTICS AND ANYONE ACTING ON OUR BEHALF, INCLUDING ANY SUPPORT SERVICES REPRESENTATIVE, CONCIERGE SERVICES REPRESENTATIVE, WELLNESS COACH SERVICES REPRESENTATIVE, OR ANY OTHER PERSON COMMUNICATING ON BEHALF OF INTUITION ROBOTICS WITH YOU, ARE NOT A LICENSED MEDICAL OR MENTAL CARE PROVIDER, AND NO COMMUNICATION WITH SUCH PERSONS MAY BE DEEMED AS MEDICAL SERVICES OR CONSULTATION. ELLIQ AND THE SERVICES ARE NOT INTENDED TO REPLACE PROFESSIONAL MEDICAL ADVICE OR DIAGNOSE, TREAT OR MANAGE ANY ILLNESS, MENTAL OR MEDICAL CONDITION. WE DISCLAIM ANY LIABILITY IN THIS REGARD.
15.6. INTUITION ROBOTICS IS NOT RESPONSIBLE FOR ANY PERSONAL INJURY OR ANY OTHER DAMAGES THAT MAY RESULT, DIRECTLY OR INDIRECTLY, FROM ANY USE OR MISUSE OF ANY KIND OF THE ELLIQ SOLUTION OR THE SERVICES. WE DISCLAIM ANY LIABILITY IN THIS REGARD.
15.7. THE ELLIQ SOLUTION IS NOT AN EMERGENCY SERVICE AND/OR LIFE SAVING DEVICE. THE ELLIQ SOLUTION DOES NOT MONITOR USER BEHAVIOR AND ENVIRONMENT TO DETECT THREATS OR EMERGENCY EVENTS, AND USERS ARE NOT FROM USING EMERGENCY SERVICES WHERE NECESSARY. WE DISCLAIM ANY LIABILITY IN THIS REGARD. YOU HEREBY WAIVE ANY CLAIMS AGAINST INTUITION ROBOTICS WITH RESPECT TO ANY ACTION OR OMISSION WE MAY TAKE OR MAKE WITH RESPECT TO EMERGENCY EVENTS WE ARE OR ARE NOT, AWARE OF.
15.8. IF WE BECOME AWARE OF UNLAWFUL OR PROHIBITED BEHAVIOR ON, OR USE OF, OUR SERVICES, WE RESERVE THE RIGHT (BUT SHALL HAVE NO OBLIGATION) TO REPORT SUCH UNLAWFUL AND PROHIBITED USE OR BEHAVIOR TO THE RELEVANT AUTHORITIES AND YOU WAIVE ANY AND ALL CLAIMS WITH RESPECT TO SUCH REPORTING.
15.9. Applicable law may not allow the exclusion of certain warranties, so to that extent such exclusions may not apply.
16. Limitation of Liability.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, UNDER NO CIRCUMSTANCES SHALL INTUITION ROBOTICS BE LIABLE FOR ANY REASON, INCLUDING, WITHOUT LIMITATION, FOR YOUR USE OR THE CONSEQUENCES OF YOUR USE OF THE ELLIQ SOLUTION, OR YOUR INABILITY TO USE THE ELLIQ SOLUTION, OR FOR ANY DIRECT, SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, OR FOR ANY LOSS OF DATA, REVENUE, BUSINESS OR REPUTATION, THAT ARISES UNDER OR IN CONNECTION WITH THIS AGREEMENT, OR THAT RESULTS FROM THE USE OF, OR THE INABILITY TO USE THE ELLIQ SOLUTION EVEN IF INTUITION ROBOTICS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT SHALL THE AGGREGATE LIABILITY OF INTUITION ROBOTICS FOR ANY DAMAGES ARISING UNDER THESE TERMS OR OUT OF YOUR USE OF, OR INABILITY TO USE, THE ELLIQ SOLUTION EXCEED THE TOTAL AMOUNT OF FEES, IF ANY, PAID BY YOU TO INTUITION ROBOTICS FOR USING THE ELLIQ SOLUTION DURING THE THREE (3) MONTHS PRIOR TO BRINGING THE CLAIM OR U.S. $1.00, WHICHEVER IS HIGHER.
You agree to defend, indemnify and hold harmless Intuition Robotics and our affiliates, and our respective officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs and expenses (including but not limited to attorney’s fees) arising from: (i) your use of any Third Party Products or Third Party Services; (ii) your violation of These Terms or Applicable laws, regulations or obligations; and (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right. Without derogating from or excusing your obligations under this section, we reserve the right (at your own expense), but are not under any obligation, to assume the exclusive defense and control of any matter which is subject to an indemnification by you if you choose not to defend or settle it. You agree not to settle any matter subject to an indemnification by you without first obtaining our express approval.
18. Export Laws.
You agree to comply fully with all Applicable export laws and regulations to ensure that neither ElliQ nor any technical data related thereto are exported or re-exported directly or indirectly in violation of, or used for any purposes prohibited by, such laws and regulations.
19. Updates and Upgrades.
We may from time to time provide updates or upgrades to ElliQ (each a “Revision”), but are not under any obligation to do so. Such Revisions will be supplied according to our then-current policies, which may include automatic updating or upgrading without any additional notice to you. You consent to any such automatic updating or upgrading of ElliQ All references herein to ElliQ shall include Revisions. These Terms shall govern any Revisions that replace or supplement the original ElliQ, unless the Revision is accompanied by a separate license agreement, which will govern the Revision.
20. Term and Termination.
This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you but may be assigned by Intuition Robotics without restriction or notification.
We may change, suspend, or discontinue the ElliQ Solution, or any part of it, at any time without notice. We reserve the right to modify these Terms at any time by sending you an in-ElliQ notification and/or publishing the revised Agreement on ElliQ. Such change will be effective ten (10) days following the foregoing notification thereof, and your continued use of ElliQ thereafter means that you accept those changes.
23. Governing Law and Disputes.
These Terms shall be governed by and construed in accordance with the laws of the State of New York (US) without regard to its conflict of laws or rules. You agree to submit to the personal and exclusive jurisdiction of the courts located in New York City (New York, US), and waive any jurisdictional, venue, or inconvenient forum objections to such courts. Notwithstanding the foregoing, we may seek injunctive relief in any court of competent jurisdiction. This Section is not intended to limit your rights under applicable law and/or consumer-protection regulations that under such laws or regulations cannot be limited or excluded.
24. This Agreement, and any other legal notices published by us in connection with the ElliQ Solution, shall constitute the entire agreement between you and Intuition Robotics concerning the ElliQ Solution. In the event of a conflict between These Terms and any of the foregoing, the terms of These Terms shall prevail. No amendment to These Terms will be binding unless in writing and signed by Intuition Robotics. If any provision of These Terms is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect. No waiver of any term of These Terms shall be deemed a further or continuing waiver of such term or any other term, and a party’s failure to assert any right or provision under These Terms shall not constitute a waiver of such right or provision.