Terms of Sale
Last Modified: 11/14/2023
THIS DOCUMENT CONTAINS VERY IMPORTANT INFORMATION REGARDING YOUR RIGHTS AND OBLIGATIONS, AS WELL AS CONDITIONS, LIMITATIONS, AND EXCLUSIONS THAT MIGHT APPLY TO YOU. PLEASE READ IT CAREFULLY.
BY PLACING AN ORDER FOR PRODUCTS OR SERVICES FROM THIS WEBSITE OR THROUGH OUR APP, YOU ACCEPT AND ARE BOUND BY THESE TERMS OF SALE.
YOU MAY NOT ORDER OR OBTAIN PRODUCTS OR SERVICES FROM THIS WEBSITE OR OUR APP IF YOU (A) DO NOT AGREE TO THESE TERMS, (B) ARE NOT THE OLDER OF (i) AT LEAST 18 YEARS OF AGE OR (ii) LEGAL AGE TO FORM A BINDING CONTRACT WITH VITAL NEURO, INC., OR (C) ARE PROHIBITED FROM ACCESSING OR USING THIS WEBSITE OR OUR APP, OR ANY OF THIS WEBSITE'S (OR OUR APP’S) CONTENTS, GOODS OR SERVICES BY APPLICABLE LAW.
1. Application of Terms of Sale. These Vital Neuro, Inc. Terms of Sale (these “Terms”) apply to the purchase and sale of products and services through vitalneuro.com or our mobile application (collectively, the “Site”). These Terms are subject to change by Vital Neuro, Inc. (referred to as “Vital Neuro”, “us”, “we”, or “our” as the context may require) without prior written notice at any time, in our sole discretion. The latest version of these Terms will be posted on this Site, and you should review these Terms before purchasing any product or services that are available through this Site. Your continued use of this Site after a posted change in these Terms will constitute your acceptance of and agreement to such changes. These Terms are an integral part of the EULA at www.vitalneuro.com/eula that apply generally to the use of the Site. You should also carefully review our Privacy Policy at www.vitalneuro.com/privacypolicy before placing an order for products or services through this Site.
2. Membership. Certain of our products, such as the Vital EEG Guided Headphones (“Vital Headphones”), include membership services provided by us (the “Membership”) in conjunction with the Vital Headphones. You will need to create an account to make use of the Membership. After your order for Vital Headphones has been confirmed, you will be provided with emailed instructions for the creation of a user account.
3. Order Acceptance and Cancellation. You agree that your order is an offer to buy, under these Terms, all products and services listed in your order. All orders must be accepted by us or we will not be obligated to sell the products or services to you. We may choose not to accept any orders in our sole discretion. After having received your order, you will receive a confirmation email with your order number and details of the items you have ordered. If you decide to cancel your order, please email our Customer Service Department at support@vitalneuro.com. We may permit the cancellation of an order, in our discretion, if the order has not been finalized and the shipment process has not started.
5. Shipments; Delivery; Title and Risk of Loss. We will arrange for shipment of the products to you. Please check the individual product page for specific delivery options. Unless otherwise agreed to by us, you will pay all shipping and handling charges specified during the ordering process. Title and risk of loss pass to you upon our transfer of the products to the carrier/delivery. Shipping and delivery dates are estimates only and cannot be guaranteed. We are not liable for any delays in shipments.
6. Returns and Refunds. We will accept a return of the products for a refund of your purchase price, less the original shipping and handling costs, provided such return is made within 30 days of delivery and provided such products are returned in their original condition and original packaging. To return products, you must obtain a Return Merchandise Authorization ("RMA") number from our Returns Department by sending an email with a subject line including “request for RMA” to support@vitalneuro.com. No returns of any type will be accepted without an RMA number. You are responsible for all shipping and handling charges on returned items. You bear the risk of loss during shipment. We therefore strongly recommend that you fully insure your return shipment against loss or damage and that you use a carrier that can provide you with proof of delivery for your protection. All returns are subject to a 20% restocking fee. Refunds are processed within approximately seven business days of our receipt of your merchandise. Your refund will be credited back to the same payment method used to make the original purchase on the Site. WE OFFER NO REFUNDS ON ANY PRODUCTS DESIGNATED ON THIS SITE AS NON-RETURNABLE.
7. LIMITED WARRANTY. OUR LIMITED HARDWARE WARRANTY CAN BE FOUND AT WWW.VITALNEURO.COM/warranty AND IN THE DOCUMENTATION WE PROVIDE WITH THE PR THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. 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 DURATION OF THIS LIMITED WARRANTY. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
8. LIMITATION OF LIABILITY. IN NO EVENT SHALL WE BE LIABLE FOR ANY DIRECT OR INDIRECT DAMAGES (INCLUDING, WITHOUT LIMITATION, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION) RESULTING FROM THE USE OR INABILITY TO USE THE PRODUCTS, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, IN EXCESS OF THE AMOUNT PAID FOR A PARTICULAR PRODUCT, EVEN IF A WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME STATES DO NOT ALLOW EXCLUSION OF IMPLIED WARRANTIES OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. IN SUCH STATES, OUR LIABILITY SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
9. Goods Not for Resale or Export. You agree to comply with all applicable laws and regulations of the various states and of the United States including all Export Regulations, as defined below. You represent and warrant that you are buying products or services from the Site for your own personal or household use only, and not for resale or export. Products and services purchased from the Site may be controlled for export purposes by export regulations, including but not limited to, the Export Control Reform Act of 2018 (ECRA) (Title XVII, Subtitle B of Pub. L. No. 115-232), the Export Administration Regulations (15 C.F.R. 768-799) for which ECRA is permanent statutory authority, the International Traffic in Arms Regulations (22 C.F.R. 120-128 and 130) and their successor and supplemental regulations (collectively, "Export Regulations").
10. Intellectual Property Ownership. You acknowledge and agree that Vital Neuro will remain the sole and exclusive owner of all intellectual property rights in and to each product and service made available on this Site and any related specifications, instructions, documentation or other materials, including, but not limited to, all related copyrights, patents, and trademarks and other intellectual property rights, subject only to the limited license granted under the product's or service's license agreement. You do not and will not have or acquire any ownership of these intellectual property rights in or to the products or services made available through this Site, or of any intellectual property rights relating to those products or services.
11. Data Collection; Privacy. By placing an order for Vital Neuro products and services, you agree and understand that we may store, share, process and use data collected from your order form or order for the purposes of processing the order. Your information in accordance with our Privacy Policy. You further agree that we may share certain information with third parties for the purpose of assisting us in providing products and services to you, including freight carriers and credit card processing companies. We respect your privacy and are committed to protecting it. Our Privacy Policy, vitalneuro.com/privacypolicy, governs the processing of all personal data collected from you in connection with your purchase of products or services through the Site.
12. Force Majeure. We shall not be liable or responsible to you, nor be deemed to have defaulted under or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement, when and to the extent such failure or delay is caused by or results from acts beyond the our control, including, without limitation, the following force majeure events: (a) acts of God; (b) flood, fire, earthquake, epidemics, or explosion; (c) war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest; (d) government order, law, or actions; (e) embargoes or blockades in effect on or after the date of this Agreement; (f) national or regional emergency;[(g) strikes, labor stoppages or slowdowns, or other industrial disturbances and (h) telecommunication breakdowns, power outages or shortages, lack of warehouse or storage space, inadequate transportation services, or inability or delay in obtaining supplies of adequate or suitable materials;(i) other similar events beyond our reasonable control.
13. Governing Law and Jurisdiction. All matters arising out of or relating to these Terms are governed by and construed in accordance with the internal laws of the State of Illinois without giving effect to any choice or conflict of law provision or rule (whether of the State of Illinois or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than those of the State of Notwithstanding anything contained herein, we may seek injunctive or other equitable relief to protect our confidential information and intellectual property rights or to prevent loss of data or damage to its servers in any court of competent jurisdiction.
14. 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 13 is null and void. No assignment or delegation relieves you of any of your obligations under these Terms.
15. No Waivers. The failure by us to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any right or provision will be effective only if in writing and signed by a duly authorized representative of Vital Neuro.
16. No Third-Party Beneficiaries. These Terms do not and are not intended to confer any rights or remedies upon any person other than you.
17. Notices.
- To You. We may provide any notice to you under these Terms by: (i) sending a message to the email address you provide or (ii) by posting to the Site. Notices sent by email will be effective when we send the email and notices we provide by posting will be effective upon posting. It is your responsibility to keep your email address current.
- To Us. To give us notice under these Terms, you must contact us as follows: by personal delivery, overnight courier or registered or certified mail to Vital Neuro, Inc. 552 Ahlstrand Rd. Glen Ellyn, IL 60137. We may update the address for notices to us by posting a notice on the Site. Notices provided by personal delivery will be effective immediately. Notices provided by facsimile transmission or overnight courier will be effective one business day after they are sent. Notices provided by registered or certified mail will be effective three business days after they are sent.
18. Severability. If any provision of these Terms is invalid, illegal, void or unenforceable, then that provision will be deemed severed from these Terms and will not affect the validity or enforceability of the remaining provisions of these Terms.
19. Entire Agreement. The email confirmation of your order, these Terms, our EULA and our Privacy Policy will be deemed the final and integrated agreement between you and us on the matters contained in these Terms.