Terms and Conditions

Updated January 27, 2025

FRIGID DYNAMICS LLC

 

TERMS AND CONDITIONS FOR USE OF WEBSITE, ORDER, PRODUCTION, PURCHASE AND USE OF PRODUCTS AND SERVICES

These Terms and Conditions (these “Terms”) constitute a binding legal agreement between you and Frigid Dynamics LLC, a Delaware limited liability company, (“Company” or “we”). These Terms sets forth the terms and conditions with respect to your use of the Company’s website https://frigiddynamics.com/ (the “Website”), and the order, purchase and/or use of Company’s current and future products (each a “Product” and collectively, the “Products”) and current and future services (“Services”) from the Company.

CLICKING ON THE “I AGREE” BUTTON OR CHECKING THE “I AGREE” BOX SIGNIFIES YOUR ASSENT TO THESE TERMS. ALTERNATIVELY, USING THE COMPANY’S WEBSITE, HTTPS://FRIGIDDYNAMICS.COM/, PRODUCTS AND/OR SERVICES INDICATES YOU HAVE BOTH READ AND ACCEPTED THESE TERMS.

YOU ARE NOT AUTHORIZED TO ACCESS AND USE THE WEBSITE, AND/OR ORDER, PURCHASE OR USE PRODUCTS AND/OR SERVICES IF (A) YOU DO NOT ACCEPT THESE TERMS; (B) YOU ARE NOT OF LEGAL AGE TO FORM A BINDING CONTRACT WITH THE COMPANY; AND (C) ARE PROHIBITED FROM ACCESSING OR USING THIS WEBSITE, PRODUCTS OR SERVICES BY APPLICABLE LAW.

From time to time, the Company may, at its sole discretion, update or modify these Terms without prior notice. Such updates or modifications will become effective upon the publication of the updated Terms on the Website. It is your responsibility to check the Website for updates. Your continued access to the Website, Products and/or use of the Services after such posting constitutes your consent to be bound by the updated Terms.

YOU AGREE TO ACCESS AND USE THIS WEBSITE, PRODUCTS AND/OR THE SERVICES AT YOUR OWN RISK. PLEASE READ AND CAREFULLY REVIEW THESE TERMS, INCLUDING SECTIONS TITLED “RISKS OF USE OF PRODUCTS”, “DISCLAIMERS AND DISCLAIMER OF WARRANTY” AND “LIMITATION OF LIABILITY” PRIOR TO ACCESSING AND USING THE WEBSITE, ORDERING, PURCHASING AND/OR USING PRODUCTS AND/OR SERVICES. ADDITIONALLY, PLEASE READ CAREFULLY THE COMPANY’S “PRIVACY POLICY” THAT IS MADE AVAILABLE TO YOU BEFORE PLACING AN ORDER FOR PRODUCTS OR SERVICES.

1. Product; Services; Order Forms; Pre-Orders for Production; Account.

• Product. A Product includes any good that the Company offers for sale to you through the Website or other means.

• Services. Services include the key features, specifications and functionalities of a Product that are made available to you by the Company through the Website or other means.

• Order. You agree that by completing an order for a Product and/or Service through the Website or other means (“Order”), your Order is an offer to buy the Products and/or Services listed on your Order (“Order Form”). All Order Forms must be accepted by the Company before it sells the Products or performs Services for you. The Company may choose not to accept any Order in its sole discretion. Acceptance of your Order and the formation of the contract for the sale of a Product or performance of a Service will not take place until you receive a confirmation email with your Order number and details of the Product and/or Services you have ordered (“Confirmation Email”) and the Company has received from you Total Payment (as defined below) for the Product and/or Services in the Order Form. The Company shall not be liable nor bound to provide any Product or perform any Service that are not offered by the Company.

• Pre-Orders for Production. You acknowledge and agree that any Products and Services designated as a pre-order in the Order Form (“Pre-Order”) are not ready to be delivered and shall be placed in line for production as set forth below.

 

(e)  Account. To order, purchase and use certain Products and Services, you may register for and maintain an active personal user account on the Website (“Account”). Account registration requires you to submit to the Company certain personal information, including your name, phone number, address and email address, unique username and password, which may be collected, stored and shared subject to the Company’s Privacy Policy, which is also available on this Website. When creating an Account, you represent and warrant that all registration information is complete, true and accurate in all respects and that your will maintain and promptly update such information to keep it complete, true and accurate. You verify that you are the current subscriber or owner of any telephone number that you provide. You are strictly prohibited from providing a phone number that is not your own. The Company reserves the right to block, remove, or otherwise delete any user that provides false, inaccurate and/or incomplete information. You shall protect and maintain the confidentiality of your password and are solely and fully responsible for all activities that occur under your Account, even if not authorized by you. You agree to not let anyone else access your Account and to notify the Company immediately of any unauthorized use of your Account or any other breach of security. You may cancel your Account at any time by contacting and requesting termination from info@frigiddynamics.com You agree that your Account is not terminated unless and until you have received email verification from the Company confirming the termination of your Account. We may terminate or suspend your Account without notice or liability if you violate any provisions set forth in these Terms or if any information you provide is incomplete, untrue or not accurate.

2. Pricing and Payments.

• Pricing. All prices for a Product or Service are subject to change without notice. The price charged for a Product or Service will be the price in effect at the time the Order is placed and will be set out in your Order confirmation email. Price increases will only apply to an Order placed after such changes.

• Promotions and Sales. Sales dates, prices, discounts and promotions can be modified at any time for any reason by the Company at its sole discretion. Discounts may be automatically applied to Products and Services before they are added to the cart, eliminating the need for a coupon code. Sale offers cannot be combined with any other promotions or discount codes. Products that are out of stock will not qualify for sale pricing if they become available again.

• Payment. Terms of payment are within the Company’s sole discretion and Total Payment must be received by the Company before its acceptance of an Order. All payments for Company’s Product or Services will be processed through a third-party payment processor. You agree to comply with all policies established by any third-party payment processor for the purchase of the Company’s Products and/or Services.

• Taxes; Shipping. Posted prices do not include taxes, shipping and handling costs, custom duties nor other applicable fees, which will be added to your Order and will be itemized in your shopping cart and in your Confirmation Email.

• Total Payment. Payment of the full price of a Product and Services, taxes, shipment and handling costs, custom duties and other applicable fees are referred as the “Total Payment”.

 

• Pre-Order Payments. The price for Products and Services ordered as a Pre-Order shall be paid by you as follows:

• Pre Order Deposit. A pre-order amount for a Product (“Pre-Order Deposit”) shall be paid upon the submission of an Order Form. Once the Order Form is submitted along with the Pre-Order Deposit and accepted by the Company, you will receive a Confirmation Email. The Pre-Order Deposit will be refundable any time prior to the Next in Queue Notification (as defined below) or twenty-one (21) days after the Next in Queue Notification if you cancel the Pre-Order, do not reply to the Confirmation Email or fail to make the Total Payment. All refunds will be in accordance with these Terms.

• Balance Amount. The balance amount for each Product (“Balance Amount”) shall be paid by you no later than twenty-one (21) days of receipt of the Next in Queue Notification in order for the Company to start production of the Product in the Order. The Balance Amount shall include all taxes, shipping and handling costs, custom duties or other applicable fees.

3. Pre-Orders – Next in Queue Notification of Production.

After an Order Form is submitted by you along with the Pre-Order Deposit payment described in these Terms and upon receipt of the Confirmation Email, the Pre-Order will be placed in the Company’s production queue. You will be notified via email, text or any other electronic means when the Pre-Order is ready for production (“Next in Queue Notification”). The Next in Queue Notification will contain a link for you to customize your Order and make the payment of the Balance Amount, and any other further instructions for the Company to start production of the Product and perform Services in the Order Form. Upon receipt of a Next in Queue Notification, you must either: (i) pay the Balance Amount (as defined above) or (ii) cancel the Order (as set forth below).

 

4. Production Schedule; Shipments; Delivery; Risk of Loss.

 

• Production Schedule. Upon receipt of the Total Payment (or Balance Payment in case of a Pre-Order), the Product shall be placed in production and Company will begin production of the Products detailed in Order Form in accordance with the queue (“Production Start Date”).

• Shipment. The Product will be shipped to the address detailed in the Order Form.

• Delivery. The Company will arrange shipment of the Product to you. Please check the specific delivery options upon the submission of the Order Form. You are responsible for all shipping and handling charges specified during the ordering process. Shipping and delivery dates provided are estimates and cannot be guaranteed. The Company is not liable for any delays in shipments and deliveries.

• Risk of Loss. Title and risk of loss pass to you upon the Company’s delivery of the Product to the shipping carrier. The Company is not responsible for any loss, damage, or delay occurring in transit. You are responsible for filing any claims with carriers for damaged or lost shipments of a Product.

 

5. Changes; Cancellations; Refunds.

 

• Changes. No changes to a Product or Services will be allowed after the Production Start Date. The Company is not obligated to accommodate any changes after the Production Start Date. If you wish to make changes to your Order, you may cancel your Order in accordance with these Terms within the timeframe provided and submit a new Order Form.

 

• Cancellations.

• For Pre-Orders, to cancel the Order and receive refund of the Pre-Order Deposit, you must send an email to info@frigiddynamics.com any time before receipt of the Next in Queue Notification or within twenty-one (21) days after receipt of the Next in Queue Notification. Such email must include your Order number and details of the Order Form. If you do not cancel the Order placed as a Pre-Order in accordance with these Terms and do not make the Total Payment within twenty-one (21) days of the date of the Next in Queue Notification, the Order will be automatically cancelled, and the Company will proceed to process a refund of the Pre-Order Deposit as described in these Terms.

 

• For Pre-Orders and Orders for which Total Payment have been already made, cancellations are not permitted, and no refunds will be issued.

 

• In the event that you cancel an Order after production has commenced, the customization is complete or after materials have been procured by the Company, whichever happens first, the Company shall retain the Total Payment and you shall be liable for all costs incurred by the Company up to the date of cancellation, including, but not limited to, material costs, labor, and administrative expenses, if higher than the Total Payment.

 

• If you cancel a Pre-Order in accordance with these Terms and your purchase of the Products is refundable, the Company will contact the third-party payment processor to process the refund of the Pre-order Deposit to the original form of payment within twenty-one (21) days after either (i) receipt of cancellation by the Company or (ii) the automatic cancellation, as the case may be.

6. Returns and Exchanges of Products.

 

The Company will only accept a return or exchange of a Product under Warranty Service (as defined below) To return or exchange a Product, you must obtain a Return Merchandise Authorization (“RMA“) number from the Company by sending an email to info@frigiddynamics.com. No returns, repairs or exchanges of any type will be accepted without an RMA number. You must deliver the Product in its original packaging to the address specified by the Company in the RMA. As may be required by applicable law, the Company may require you to provide proof of purchase and/or comply with other requirements before receiving any refund, exchange of Product, or Warranty Service (as defined in these Terms). You are responsible for all shipping and handling costs on a returned Product and you bear the risk of loss during shipment.

Refunds do not include original shipping and handling costs, taxes, and applicable fees. Refunds are processed within approximately twenty-one (21) days after the Company’s receipt of the Product. The Company will contact the third-party payment processor to process your refund to the original form of payment within twenty-one (21) days after receipt by the Company of the Product under Warranty Service. WE OFFER NO REFUNDS ON ANY PRODUCTS DESIGNATED AS NON-RETURNABLE.

 

7. Repairs.

If you request that a Product purchased from the Company needs a repair, other than repairs that are covered by the Limited Product Warranty, you may send an email to info@frigiddynamics.com requesting a repair order indicating the parts of the Product(s) that need to be repaired (“Repair Order”). Once the Company receives a Repair Order, the Company will send you a response to the email you provided with your Repair Order within twenty-one (21) days of receipt of your email indicating if the Company will make the repair, the estimated cost of repair, details for shipment of your Product to the Company or an authorized third party which will repair the Product and a link for you to make the corresponding payment of repair and shipment costs. You must confirm your agreement to the estimated cost of repair by making payment through the link provided by the Company. The Company is not obligated to make any repairs for which payments has not been received. The Company is not obligated to make any repairs for damage caused by the use of the Product that is in violation of these Terms or the Product Documentation or other instruction by the Company.

8. Use of Website, Products and/or Services.

Our Website, Products and Services are available only to individuals who accepted these Terms, are of legal age to form a binding contract with the Company and are not prohibited from accessing or using the Website, Products and/or Services by applicable law. You warrant that you are of a suitable and legal age to access and use the Website as well as to acquire and use the Products and Services under applicable laws. If you are eligible to use the Website, Products and/or Services, you agree to the following terms and conditions:

• You agree to comply with all applicable laws when using the Website, Products and/or Services, and you may only use them for lawful purposes.

• You may only use the Website, Products and/or Services for personal purposes.

• You may not abuse, harm, interfere with, or disrupt the Website, Products and/or Services.

• You may not copy, rip, or capture any content encountered on the Website. This includes bulk copying or “scraping” any portion of the content using a bot, or other tool, data mining, or similar data gathering or extraction methods.

• You may not attempt to gain unauthorized access to any portion of the Website or any other accounts, computer systems, or networks connected to the Website, whether through hacking, password mining, or any other means.

• You may not decompile, reverse engineer, or otherwise attempt to obtain the source code or underlying ideas or information of or relating to the Website, Products and/or Services.

• You may not use the Website to upload, transmit, or promote any material that constitutes junk mail, spam, commercial offers, inappropriate or illegal content.

• You may not use the Website, Products and/or Services in a manner that infringes or violates the intellectual property rights, privacy, or any other rights of any parties, including the Company.

• You will not misrepresent any facts or make false claims with regards to the Company, its Products or its Services.

 

9. Intellectual Property Rights.

 

All text, designs, photographs, video clips, images, illustrations, icons, research, insights, portfolios, reports, written information, Trademarks (as defined below), and other content and materials that appear on the Website (collectively, the “Content”) are subject to copyright, trademark, service mark, trade dress and other intellectual property rights or licenses held by the Company or other third parties. Your use of the Content, other than as provided in these Terms, is strictly prohibited. Except as permitted in these Terms, you may not copy, download, reproduce, modify, publish, distribute, transmit, transfer, create derivative works from, or otherwise exploit the Content. The Company and its affiliates and licensors and other third parties reserve complete title and full intellectual property rights in any Content you download from this Website and reserve all intellectual property rights that are not expressly reserved herein. No right, title or interest in any downloaded materials is transferred to you as a result of any such downloading. Additionally, you agree to comply with reasonable written requests from us to help us protect our proprietary and intellectual property rights.

The Content includes the logos, trademarks, service marks, slogans, design marks, product and company names, and trade dress used on the Website, in all cases whether registered or unregistered (collectively, the “Trademarks”), are the exclusive property of the Company or its licensors or third parties. The absence of a trademark notice or symbol indicating the registration or ownership of the Trademark does not constitute a waiver of the Company’s or its licensors’ or other third parties’ trademark or other rights. Aside from the license granted to you in the Terms, these Terms do not grant you any rights to use the Trademarks. Under no circumstances are you permitted to use the Trademarks in a manner that creates a likelihood of consumer confusion as the source or identity of any products or services or the ownership of the Trademarks in question.

 

10. Privacy Policy.

 

Our Privacy Policy governs the processing of all personal data collected from you in connection with the purchase of Products and/or Services through the Website. Please review our Privacy Policy and agree to its terms prior to use of our Website or purchase and use of our Products or Services.

 

11. Risks and Use of Products.

• Operational Risks. You must operate the Product safely and responsibly and in compliance with these Terms, the Product’s user manual (“Product Documentation”), applicable local, state and federal laws, regulations, and the rules and regulations of the course, venue and location where you use the Product. Use of the Product is strictly limited to designated areas or terrains, courses or venues, that are suitable and permitted for skiing. Use of the Product is not intended for alpine skiing. You assume all risks imposed by an area, terrain, course or venue where you use a Product. The Company is not responsible for your use of the Products in any area, terrain, course or venue, whether or not it is suitable or permitted for skiing. The Company is not responsible for bindings, binding installation or boots. You are responsible for proper installation and use of bindings and the fit and performance of boots used with a Product.

• Safety Risks. You understand that use of a Product can be hazardous and present a risk of physical injury or death. You understand that use of a Product carries certain risks, inherent and otherwise, including but not limited to, injury or death caused by (a) falling or loss of balance; (b) loss of control; (c) high speeds; (d) strenuous activity; (e) equipment failure (including unexpected loss of braking or handling) or improper use; (f) the natural rugged environment; (g) wildlife; or (h) the negligence of others. In addition, use of a Product carries certain unique risks, which include but are not limited to, injuries or death caused by: (a) collisions or entanglements with other people, ropes/cables, equipment and natural or manmade objects; (b) forest growth/downed timber, rocks, loose gravel, streams, creeks, holes, potholes, debris and other rugged, steep, slippery, or otherwise dangerous terrain; (c) high altitude and extreme weather; (d) open water, swimming, drowning, and cold water immersion; (e) vehicle collisions, driver error and rollovers; (f) other natural or constructed features, such as terrain features, bridges, ramps, berms, and bumps; (g) misloading, entanglements, or falls from chairlifts/gondolas; and (h) trail configuration, unmaintained or unmarked trails/roads, or trail obstructions. It is your responsibility to receive proper training or instruction of skiing before using a Products. The use of helmets and other safety gear is mandatory when using a Product. Use of a Product while under the influence of alcohol or drugs is strictly prohibited as it poses potential risks of injury to yourself and others. The Company recommends you obtain personal insurance with coverage for damages or injuries resulting from skiing and the use of related equipment.

• Technical Risks. You acknowledge that the Company’s Products contain lithium batteries, as specified in the Products description and Product Documentation. It is your responsibility to carefully review and adhere to all instructions regarding the use of the Products regarding battery charging, safety precautions, storage, maintenance and proper use, including measures to mitigate fire hazards. Although the batteries are designed with protective materials and are suitable for use in cold weather, you acknowledge that using a Product in extreme weather, freezing conditions, areas with potential electrical hazards or in water may increase the risks of fire or other hazards. Batteries must be disposed as provided in the Product Documentation. Additionally, you are responsible for inspecting a Product before its use and promptly reporting any potential defects to the Company at info@frigiddynamics.com.

YOU UNDERSTAND THAT THE DESCRIPTION OF THE RISKS IN THESE TERMS AND PRODUCT DOCUMENTATION IS NOT COMPLETE AND THAT YOU VOLUNTARILY CHOOSE TO PARTICIPATE IN AND EXPRESSLY ASSUME ALL RISKS AND DANGERS OF THE USE OF A PRODUCT AND THE POSSIBILITY OF PERSONAL INJURY, DEATH, PROPERTY DAMAGE AND LOSS RESULTING THEREFROM, WHETHER OR NOT DESCRIBED HERE, KNOWN OR UNKNOWN, INHERENT OR OTHERWISE.

12. Limited Product Warranty.

 

THE COMPANY’S PRODUCTS AND SERVICES ARE COVERED BY A ONE-YEAR LIMITED WARRANTY FROM THE DATE OF PURCHASE OF A PRODUCT OR SERVICE (THE “WARRANTY PERIOD”). THIS LIMITED WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS. YOU MAY HAVE OTHER RIGHTS WHICH VARY FROM JURISDICTION TO JURISDICTION. THIS LIMITED WARRANTY CAN ALSO BE FOUND IN THE PRODUCT DOCUMENTATION. IN CASE OF ANY CONFLICT BETWEEN THE WARRANTY IN THESE TERMS AND THE PRODUCT DOCUMENTATION, THESE TERMS SHALL CONTROL.

THE COMPANY WARRANTS THAT DURING THE WARRANTY PERIOD (I) THE PRODUCT PURCHASED BY YOU AND SHIPPED IN ITS ORIGINAL PACKAGING WILL BE FREE FROM DEFECTS IN MATERIALS AND WORKMANSHIP (“DEFECTS”) AND (II) THE SERVICES PURCHASED BY YOU FROM THE COMPANY WILL BE PERFORMED IN A PROFESSIONAL MANNER AND IN ACCORDANCE WITH GENERALLY RECOGNIZED INDUSTRY STANDARDS FOR SIMILAR SERVICES.

• ONLY AN ORIGINAL PURCHASER MAY CLAIM LIMITED WARRANTY. THIS LIMITED WARRANTY EXTENDS ONLY TO THE ORIGINAL PURCHASER OF PRODUCTS AND/OR SERVICES FROM THE COMPANY. THIS LIMITED WARRANTY AND ANY IMPLIED WARRANTIES ARE VALID ONLY FOR THE PERIOD OF TIME THE PRODUCT IS OWNED BY ITS ORIGINAL PURCHASER. THE ORIGINAL PURCHASER, FOR PURPOSE OF ANY WARRANTY, IS THE FIRST PURCHASER OF THE PRODUCTS OR SERVICES FROM THE COMPANY. PLEASE RETAIN A COPY OF YOUR RECEIPT AS PROOF OF PURCHASE. ALL LIMITED PRODUCT WARRANTIES ARE NOT TRANSFERABLE.

• THIS LIMITED PRODUCT WARRANTY DOES NOT COVER:
  • DAMAGES TO THE PRODUCT DURING SHIPPING AND HANDLING;
  • NORMAL WEAR AND TEAR AS A RESULT OF INTENDED USE;
  • PRODUCT OR PART OF THE PRODUCT HAS BEEN ALTERED, SERVICED, MODIFIED OR REPAIRED BY ANY PARTY NOT EXPRESSLY AUTHORIZED BY THE COMPANY;
  • USING THE PRODUCT (I) IN VIOLATION OF THESE TERMS OR PRODUCT DOCUMENTATION; (II) OUTSIDE THE PERMITTED OR INTENDED USES DETAILED BY THE COMPANY, (III) NOT IN ACCORDANCE WITH INSTRUCTIONS PROVIDED BY THE COMPANY; OR (IV) WITH IMPROPER VOLTAGE OR POWER SUPPLY;
  • DAMAGES ARISING FROM FAILING TO FOLLOW CARE INSTRUCTIONS OF THE PRODUCTS;
  • DAMAGES ARISING FROM EXTERNAL CAUSES SUCH AS ACCIDENTS, ABUSE OF USE, OR OTHER ACTIONS BEYOND THE COMPANY’S REASONABLE CONTROL.

• LIMITED REMEDIES. IN THE EVENT OF DEFECTS FOR A PRODUCT OR SERVICE DURING THE LIMITED WARRANTY PERIOD AND UPON YOUR WARRANTY CLAIM SUBMISSION IN COMPLIANCE WITH THESE TERMS, THE COMPANY WILL ONLY BE LIABLE FOR, AND WILL, AT ITS SOLE DISCRETION, (I) REPAIR OR REPLACE A PRODUCT WITH DEFECTS OR A DEFECTIVE PART FREE OF CHARGE, OR RE-PERFORM A DEFECTIVE SERVICE, OR (II) REFUND THE ORIGINAL PURCHASE PRICE FOR SUCH PRODUCT OR SERVICE (“WARRANTY SERVICE”).

 

• MAKING A WARRANTY CLAIM. TO OBTAIN A WARRANTY SERVICE, YOU MUST OBTAIN AN RMA AS SET FORTH IN THESE TERMS. HEREINABOVE DURING THE WARRANTY PERIOD. NO WARRANTY SERVICE WILL BE PROVIDED WITHOUT AN RMA NUMBER. ANY REPLACEMENT PRODUCT OR RE-PERFORMED SERVICE WILL BE WARRANTED FOR THE REMAINDER OF THE ORIGINAL WARRANTY PERIOD, OR FOR ANY ADDITIONAL PERIOD OF TIME THAT MAY BE REQUIRED BY APPLICABLE LAW.

WE LIMIT THE DURATION AND REMEDIES OF ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TO THE WARRANTY PERIOD.

SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

 

13. Disclaimers and Disclaimer of Warranties.

 

YOU HEREBY ACKNOWLEDGE THAT YOU ARE USING THE WEBSITE, PRODUCTS AND/OR SERVICES AT YOUR OWN RISK. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, OTHER THAN THE LIMITED PRODUCT WARRANTY, THE WEBSITE, PRODUCTS AND/OR SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OR REPRESENTATIONS, GUARANTEES OF ANY NATURE OR KIND.

THE COMPANY AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND REPRESENTATIVES (“AFFILIATES”) HEREBY DISCLAIM ANY AND ALL WARRANTIES, EXPRESS AND IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF ACCURACY, RELIABILITY, MERCHANTABILITY, NON-INFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE, AND ANY OTHER WARRANTY, CONDITION, GUARANTEE OR REPRESENTATION, WHETHER ORAL, IN WRITING OR IN ELECTRONIC FORM. BECAUSE SOME JURISDICTIONS DO NOT PERMIT DISCLAIMER OF IMPLIED WARRANTIES, YOU MAY HAVE ADDITIONAL CONSUMER RIGHTS UNDER YOUR LOCAL LAWS, TO THE EXTENT APPLICABLE TO THE SERVICES.

THE COMPANY OR ITS AFFILIATES DO NOT REPRESENT OR WARRANT THAT ACCESS TO AND USE OF THE WEBSITE, PRODUCTS AND/OR SERVICES WILL BE UNINTERRUPTED OR THAT THERE WILL BE NO FAILURES, ERRORS OR OMISSIONS OR LOSS OF TRANSMITTED INFORMATION, OR THAT NO VIRUSES WILL BE TRANSMITTED THROUGH THE WEBSITE (INCLUDING THOSE OF THIRD PARTIES). WE ARE NOT RESPONSIBLE OR LIABLE FOR ANY DELAYS OR OTHER DAMAGE OR LOSS RESULTING FROM ANY OF THOSE PROBLEMS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE SHALL NOT BE LIABLE TO YOU FOR ANY DAMAGES RESULTING FROM YOUR DISPLAYING, COPYING, OR DOWNLOADING ANY MATERIALS TO OR FROM THE WEBSITE.

 

14. Limitation of Liability.

THE COMPANY IS NOT RESPONSIBLE NOR LIABLE FOR ANY DAMAGES OR INJURIES ARISING FROM OR CAUSED BY MISUSE, IMPROPER USE, NON-COMPLIANCE WITH THESE TERMS OR A PRODUCT’S DOCUMENTATION, OTHER INSTRUCTIONS AND/OR PROVIDED GUIDELINES, OR INHERENT RISKS, OR ANY AREAS OR TERRAINS WHERE YOU USE A PRODUCT. YOU ARE RESPONSIBLE FOR ANY DAMAGE CAUSED BY YOUR ACTS, NEGLIGENCE OR IMPROPER USE, AS WELL AS FOR ANY DAMAGES CAUSED TO THIRD PARTIES ARISING FROM YOUR USE OF A PRODUCT. THE COMPANY IS NOT RESPONSIBLE NOR LIABLE FOR DAMAGES OR INJURIES ARISING FROM OR RELATED TO UNAUTHORIZED REPAIRS OR MODIFICATIONS TO THE PRODUCT(S). FURTHERMORE, THE COMPANY DISCLAIMS LIABILITY FOR ACCIDENTS OR DELAYS CAUSED BY UNCONTROLLABLE EVENTS, INCLUDING BUT NOT LIMITED TO NATURAL DISASTERS, WEATHER, OR UNEXPECTED TECHNICAL FAILURES.

 

THE COMPANY SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY UNDER OR IN CONNECTION WITH THESE TERMS OR PRODUCT DOCUMENTATION, UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES.

IF OTHERWISE APPLICABLE, COMPANY’S LIABILITY FOR ANY CLAIM ARISING UNDER THESE TERMS IS LIMITED TO THE AMOUNT ACTUALLY PAID BY YOU FOR THE AFFECTED PRODUCTS OR SERVICES.

 

15. Indemnification.

 

YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD HARMLESS THE COMPANY, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND REPRESENTATIVES FROM AND AGAINST ANY AND ALL CLAIMS, DEMANDS, ACTIONS, LIABILITIES, DAMAGES, LOSSES, FINES, PENALTIES, COSTS, AND EXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES) ARISING OUT OF OR RELATED IN ANY WAY TO:

• YOUR ACCESS TO, USE OF, OR ALLEGED USE OF, THE WEBSITE, PRODUCTS AND/OR SERVICES;
• YOUR BREACH OR VIOLATION OF ANY OF THESE TERMS, ANY REPRESENTATION, WARRANTY OR AGREEMENT REFERENCED IN THESE TERMS, OR ANY APPLICABLE LAW OR REGULATION;
• YOUR VIOLATION OF THE RIGHTS OF ANY THIRD PARTY, INCLUDING ANY INTELLECTUAL PROPERTY RIGHT OR PUBLICITY, CONFIDENTIALITY, OTHER PROPERTY, OR PRIVACY RIGHT; OR
• ANY DISPUTE OR ISSUE BETWEEN YOU AND ANY THIRD PARTY.

WE RESERVE THE RIGHT, AT OUR EXPENSE, TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER OTHERWISE SUBJECT TO INDEMNIFICATION BY YOU (WITHOUT LIMITING YOUR INDEMNIFICATION OBLIGATIONS WITH RESPECT TO THAT MATTER), AND IN THAT CASE, YOU AGREE TO COOPERATE WITH OUR DEFENSE OF THAT CLAIM AND ANY RESOLUTION AND PAYMENT OF SUCH CLAIM.

16. Force Majeure.

The Company shall not be held liable for delays or failures in performance due to causes beyond its reasonable control, including but not limited to natural disasters, labor disputes, supply chain disruptions, or government actions.

 

17. Termination.

 

The Company may immediately and without notice terminate these Terms and disable your access to the Website, Products and/or Services if the Company determine, at its sole discretion, that (i) you have breached the Terms; (ii) you have violated applicable laws, regulations or third-party rights; (iii) the Company needs to terminate these Terms to comply with a legal requirement or a court order; or (iv) the Company believes, in good faith, that such action is needed to protect the safety, welfare or property of the Company or others.

You may end your legal agreement with the Company at any time by deactivating your account(s) by contacting us at info@frigiddynamics.com, and discontinuing your use of the Website, Products and/or Services.

18. Survival.

Provisions that, by their nature, should survive termination of the Terms shall survive termination, including without limitation any obligation you have to pay us or indemnify the Company, any limitations on the Company’s liability, any terms regarding ownership or intellectual property rights, and terms regarding disputes between the Company and you.

19. Notices.

Any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be given by the Company by posting a revised or modified Terms on the Website. If any modification is not acceptable to you, your sole and exclusive remedy and recourse is to discontinue use of the Website, Products and/or Services.

20. Governing Law and Jurisdiction.

These Terms shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts without regard to its conflicts of law provisions. Exclusive jurisdiction and venue for any action arising under these Terms is in the federal and state courts located in Massachusetts, and both parties’ consent to the jurisdiction of, and irrevocably waive any objection to venue in (based on an inconvenient forum or otherwise), such courts for this purpose. In any action or proceeding to enforce these Terms, the prevailing party will be entitled to recover from the other party its costs and expenses (including reasonable attorneys’ fees) incurred in connection with such action or proceeding and enforcing any judgment or order obtained.

 

21. No waiver.

The failure of a party to enforce its rights under these Terms at any time for any period will not be construed as a waiver of such rights. Unless expressly provided otherwise, each right and remedy in these Terms is in addition to any other right or remedy, at law or in equity, and the exercise of one right or remedy will not be deemed a waiver of any other right or remedy.

 

22. Assignment.

You will not assign any of your rights or delegate any of your obligations under these Terms without our prior written consent. Any purported assignment or delegation in violation of this Section. is null and void. No assignment or delegation relieves you of any of your obligations under these Terms. The Company may assign or transfer its rights or delegate any performance under these Terms at any time to any third-party at its sole discretion.

23. Severability.

 

If any provision of these Terms is determined to be invalid, illegal or unenforceable, that provision will be limited or eliminated to the minimum extent necessary so that these Terms will otherwise remain in full force and effect and enforceable.

 

24. Entire Agreement.

 

These Terms and our Privacy Policy will be deemed the final and integrated agreement between you and us on the matters contained in these Terms.

 

25. Contact us.

If you have any questions about the Website, Products and/or Services, please do not hesitate to contact us at info@frigiddynamics.com.