ASTRA INNOVATIONS LLC TERMS AND CONDITIONS
Last Updated: December 14, 2023
ARTICLE 1 - INTRODUCTION
These terms and conditions ("Terms") constitute a legally binding agreement ("Agreement") between you, whether personally or on behalf of an entity ("you," "your," or “user”) and Astra Innovations LLC., along with its agents, assigns, and affiliates ("Astra Innovations”, “we”, “us”, or “our”), concerning your access to and use of the https://astra-innovations.com/ platform as well as any other media form, media channel, mobile websites or mobile application related, linked, or otherwise connected thereto which is controlled by Astra Innovations LLC. (collectively, the “Platform”) and your access and use of our Apps, that may be accessed by, any mobile or computing device you own or control in connection with our services (collectively, the “Apps”). You agree that by accessing the Services, you have read, understood, and agreed to be bound by all of these Terms. IF YOU DO NOT AGREE WITH ALL OF THESE TERMS, THEN YOU ARE EXPRESSLY PROHIBITED FROM USING THE SERVICES AND YOU MUST DISCONTINUE USE IMMEDIATELY.
You may not use or access the Services or our Apps unless, and by accessing the Services or our Apps you represent and warrant that, you (1) if an individual, are at least the age of majority in your state or province of residence, or that you are the age of majority in your state or province of residence and you have given us your consent to allow any of your minor dependents to use this site, (2) have not at any time breached a contract with Astra Innovations, (3) that you are the holder of the bank/credit card or bank account used for purchases on the Platform, and (4) accept and agree to be bound by these Terms.
The information provided on the Platform or our Apps is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject us to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access the Services from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable.
ARTICLE 2 - INTELLECTUAL PROPERTY RIGHTS
2.1 Unless otherwise stated, Astra Innovations LLC is the owner of Astra Innovations Apps and Services. Astra Innovations LLC and/or its licensors own all copyrights, trademarks, domains, logos, trade dress, trade secrets, patents, and other intellectual property rights associated with the Platform and our Services. All source code, databases, functionality, software, website and App designs, audio, video, text, photographs, and graphics on the Platform (collectively, the “Content”) and the trademarks, service marks, and logos contained therein (the “Marks”) are owned or controlled by us or licensed to us, and are protected by copyright and trademark laws and various other intellectual property rights and unfair competition laws of United States, foreign jurisdictions, and international conventions. The Content and the Marks are provided on the Platform “AS IS” for your information and personal use only. Except as expressly provided in these Terms
You must not:
2.2 Provided that you are eligible to use the Services, you are granted a limited, revocable, non-exclusive, and non-transferable license to access and use the Services in accordance with these Terms. We reserve all rights not expressly granted to you in and to the Services, the Content and the Marks.
2.3 All logos and trademarks of third party or social networks on this site are the property of their respective owners. These elements are used exclusively for identification and reference purposes, and do not imply any association or imply any association with or endorsement by the companies that own them.
2.4 We appreciate your suggestions, comments, bug reports, feature requests, or other feedback ("Feedback"). We are not obligated to keep Feedback confidential, even if you indicate it as such. If you provide feedback, comments, ideas or suggestions for our Apps and services, you assign to us all of your worldwide right, title and interest in and to any and all comments, suggestions, requests, recommendations or other feedback you choose to provide to us in connection with our Services, including all Intellectual Property Rights therein, and you agree that if necessary you will complete any documents deemed necessary to effect this assignment. You also agree to waive any right of approval for our use of the rights granted herein and agree to waive any moral rights you may have in any opinion, suggestion or other comment, even if it is altered or changed in a way that is not to your liking. you also understand and agree that you will not receive any fee, sum, consideration or remuneration for any of the rights granted in this section. Our receipt of your opinions, suggestions and other comments does not constitute an admission of their novelty, priority or originality, nor does it impair our right to any existing or future intellectual property rights.
2.5 You own all of the content or material you provide to us to use our services. You grant us a nonexclusive, revocable, worldwide, limited, fully paid-up and royalty-free right to use, copy, prepare derivative works of, distribute, publish, remove, retain, add, process, or analyze this information for the sole purpose of providing the applications and services to you. You represent and warrant that you are entitled to and authorized to submit the content and that such content or material you submit is accurate and not in violation of any contractual restrictions or third party rights.
ARTICLE 3 - MOBILE APPLICATIONS
3.1 To use any mobile application feature of the Services (each, an “App”), you must have a compatible mobile device. We do not warrant that any App will be compatible with your mobile device. You may use mobile data in connection with an App and may incur additional charges from your wireless provider for using an App. You agree that you are solely responsible for any applicable charges. We may update any app and may automatically electronically update the version of any App that you have installed on a mobile device. You consent to all automatic upgrades, and understand that these Terms and Conditions will apply to all updated versions of any App. Any third-party open source software included in an App is subject to the applicable open source license and may be available directly from the creator under an open source license. These Terms and Conditions do not apply to your use of software obtained from a third-party source under an open source license but will apply to any and all software provided by us now and in the future.
ARTICLE 4 - USER REPRESENTATIONS
4.1 By using the Services, you represent and warrant that: (1) all registration information you submit will be true, accurate, current, and complete; (2) you will maintain the accuracy of such information and promptly update such registration information as necessary; (3) you have the legal capacity and you agree to comply with these Terms; (4) you are not a minor in the jurisdiction in which you reside; (5) you will not access the Services through automated or non¬human means, whether through a bot, script or otherwise; (6) you will not use the Services for any illegal or unauthorized purpose; and (7) your use of the Services will not violate any applicable law or regulation.
4.2 If you provide any information that is untrue, inaccurate, not current, or incomplete, or otherwise breach any of the above representations or warranties, we have the right to suspend or terminate your account and refuse any and all current or future use of the Services (or any portion thereof).
ARTICLE 5 - USER REGISTRATION
5.1 You may be required to register with the Platform or any of our Apps, and you must be 18 years old or older. When you register for an account you will be asked to provide us with some information about yourself, such as email address, phone number, or other contact information. You agree that the information you provide is accurate and that you will keep it accurate and up-to-date at all times. You agree to keep your password confidential and will be responsible for all use of your account and password. We reserve the right to remove, reclaim, or change a username you select if we determine, in our sole discretion, that such username is inappropriate, obscene, or otherwise objectionable. You may not share your user account(s) with others. Users must inform Astra Innovations LLC immediately and unambiguously, using the contact details indicated herein, in case they believe that their personal information, including, but not limited to, User accounts, access credentials or personal data, have been violated, improperly disclosed or stolen.
5.2. You can also create an account with certain third-party social networking services such as Facebook (each, an “SNS Account”). If you choose the SNS Account option we’ll create your Account by extracting from your SNS Account certain personal information such as your name and email address and other personal information that your privacy settings on the SNS Account permit us to access.
5.3 By using the Services, you represent and warrant that you are not prohibited or restricted from having a Astra Innovations account, and not a competitor of Astra Innovations or using the Services for purposes that are competitive with Astra Innovations.
5.4 If the User is an entity, organization, or corporation, the individual acceding to these Terms on their behalf provides a representation and warranty that they have the requisite authority to bind said entity to these Terms, and the entity agrees to be legally bound by these Terms. The User is responsible for anyone that uses our Services through your account, such as your employees, consultants or contractors (“Authorized Users”). Subject to the rest of this Agreement, we will allow you and your Authorized Users to access and use our Services in the way set out in the plan you subscribed to. You may not use or access the Services in any other way, such as using robots, spiders, crawlers and scraping technologies.
ARTICLE 6 - PROHIBITED ACTIVITIES
6.1 You may not access or use the Services for any purpose other than that for which we make the Services available. The Services may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by us.
6.2 As a user of the Services, you agree not to:
6.3 As a user of the Services and our Apps, you represent and warrant that your activities are lawful in every jurisdiction where you access or use the Services and the Apps. If we believe you are using our Platform illegally or in a manner that violates these Terms and Conditions, we reserve the right to limit, suspend, or terminate your access to our Site. We also reserve the right to take any legal steps necessary to prevent you from accessing our Platform.
ARTICLE 7 - SUBSCRIPTIONS, REFUND, AND CANCELLATION POLICY
7.1 Our authorized third-party payment processors will charge the payment method you specified at the time of purchase or as agreed to as part of the selected Service. You authorize us to charge all fees as described in these Terms and Conditions for the Services you select to that payment method. If you pay any fees with a credit card, we may seek pre-authorization of your credit card account before your purchase to verify that the credit card is valid and has the necessary funds or credit available to cover your purchase. The following plans are offered for our Services.
7.2 Pricing: Astra Innovations maintains the authority to establish the pricing for the Service. Astra Innovations shall undertake reasonable measures to ensure the pricing information displayed on our Platform remains current. Users are urged to intermittently review our pricing page for up-to-date pricing information. In the event of a subscription cancellation, the current pricing arrangement may be forfeited. Upon reactivation at a future date, we recommend checking our pricing page for our prevailing pricing structure. Astra Innovations reserves the right to revise and modify the subscription fees and offerings at any time. If the subscription fees change, we will advise you before processing your next payments. If you do not agree to such changes, you can terminate your subscription before the next payment. Astra Innovations may, at its sole discretion, proffer promotional offers and discount codes encompassing varying features and price points to any of Astra Innovation’s clientele. Unless extended to you, these promotional offers will have no bearing on your offer or these Terms. Any quotations provided for our Service are subject to alterations without prior notice.
7.3 Gifting of Service: We offer the opportunity to buy pre-paid subscriptions that can be given to other individuals (each a “Recipient”). If you purchase a prepaid membership, you agree and acknowledge that the Recipient must be at least 18 years old. Once you purchase the pre-paid subscription, you will receive an order confirmation, a receipt and a gifting code that can be redeemed by the Recipient to access the Services for the period of time corresponding to your pre-paid subscription. Gifting codes can only be used once, in the country for which they were purchased, and cannot be redeemed for cash, resold or combined with any other offers, including a free trial. Please note that gifting codes cannot be redeemed if the Recipient has already purchased a subscription with us directly or through a Mobile Operator. If you buy a prepaid subscription, we will automatically bill you based on the payment method you selected at the time of purchase. We will notify the Recipient prior to the end of the prepaid subscription that it is about to expire. We have no liability and we are not responsible for lost and stolen gifting codes, or if gifting codes are used without permission.
7.4 Group Subscriptions: We offer group subscriptions to employers and other groups of individuals (the “Group Subscription”). The Group Subscription is managed by administrators of the Services (the “Administrators”). To access and use the Group Subscription, the Administrators will provide you with a link to a webpage where you can register your accounts. The Administrators may impose different conditions to ensure that only their authorized end users are accessing their Group Subscription, such as ensuring that your e-mails domain used to register the accounts match those identified or used by the Administrators. Administrators are responsible for managing the Group Subscription, which means that they : (a) can remove, delete or suspend your account at any time; (b) determine the term of your subscription, which means that your subscription may be available for a predetermined period; (c) can see aggregated data about the Group Subscription, such as how often the Services are used and which functionalities are popular and (d) may impose additional conditions on your use of the Group Subscription. Once you cease to be an authorized user of the Group Subscription, if you want to continue to use our Services, you may have to create new accounts, and you may not be able to access your Content after the Group Subscription ends. While Group Subscriptions are generally provided free of charge to authorized users, there may be cases where Group Subscriptions are provided at a discounted rate to authorized users. Group Subscriptions may different from one group to another group based on the contractual provisions that the Administrators have requested. If you have questions on your Group Subscription and the applicable modalities, you should contact your Administrators.
7.5 Cancellation Policy: Your subscription automatically renews, and you will be automatically billed until we receive notification that you want to cancel the subscription. You may cancel your subscription at any time. Cancellation will take effect at the end of the pre-paid period or, for unpaid trial or free subscriptions, within 7 days of receipt of your request, in each case provided that the request was made in accordance with these cancellation instructions. We will confirm the cancellation of your subscription within 3 business days after receipt of your cancellation request. To cancel your subscription, please log in to your User Account and visit the billing option to submit a cancellation request via the cancellation form. In order to process, we may ask you to provide the following information: a brief comment explaining why you would like to cancel your subscription, your billing information (name, transaction ID, last 4 digits of the credit card associated with the account, billing date, etc.), for verification and/or authentication purposes.
7.6 Refund Policy: You agree and understand that the Services and gifting codes are non-refundable and we do not issue credits for the Services and gifting codes. If we suspend your account in accordance with these Terms of Services, or if you close your account voluntarily, you agree and understand that you will receive no refund or exchange of any kind for the Services, except as set forth in applicable laws. If we discontinue the Services, we will either provide the Services until the end of your subscription period, or reimburse you for the Services paid in advance in proportion of the time remaining in your current subscription period, except if you have a lifetime subscription, in which case, no reimbursements are applicable if we discontinue the Services.
ARTICLE 8 - PAYMENTS
8.1 We accept the following payment methods on our Apps:
When you provide us with your payment information, you authorize our use of and access to the payment instrument you have chosen to use. By providing us with your payment information, you authorize us to charge the amount due to this payment instrument.
If we believe your payment has violated any law or these Terms and Conditions, we reserve the right to cancel or reverse your transaction.
8.2 Payment by invoice. If we issue an invoice for your Plan, your subscription period will be detailed in the service request and you must make the payment upon receipt of the applicable invoice. Unless otherwise specified in your service request, if we do not receive payment within thirty (30) days after the invoice is issued, we will suspend your account and you will lose access to the Services. Unless otherwise specified in your service request, your Plan will automatically renew at the end of the subscription period. If you wish to cancel your Plan, you must notify us by email at support@astra-innovations.com at least thirty (30) days before the subscription term expires. Astra Innovations reserves the right to increase subscription fees after renewal.
8.3 Authorization of the credit card or PayPal. By submitting your credit card, Stripe or PayPal information to Astra Innovations, you authorize Astra Innovations to store this information with its third-party service providers and apply charges to the credit card, Stripe or PayPal account that you have provided to us until your account is canceled. In addition, you grant us authorization to use a third-party payment processor to process payments. If your credit card expires or is declined, or your Stripe or PayPal information needs to be updated, we will notify you by email. If for any reason your payment cannot be completed with your credit card, Stripe or PayPal account, we will suspend your account until payment is received.
8.4 Controversies and payment delays. Your account will be suspended on the expired date of your plan. You must notify us in writing of any amounts you wish to dispute prior to the expiration date of those amounts. Any undisputed amount not paid and overdue will be subject to finance charges equal to 1.5% of the unpaid balance per month or the highest rate allowed by applicable law, whichever is less, determined and calculated daily as of the date due to payment date. You will also be required to reimburse us for any costs or expenses (including reasonable attorneys' fees) that we incur to collect amounts due for any reason.
ARTICLE 9 - THIRD PARTY WEBSITES AND CONTENT
9.1 The Services may contain (or you may be sent via the Apps) links to other Platforms ("Third Party Platforms") as well as articles, photographs, text, graphics, pictures, designs, music, sound, video, information, applications, software, and other content or items belonging to or originating from third parties ("Third Party Content"). Such Third Party Platforms and Third Party Content are not investigated, monitored, or checked for accuracy, appropriateness, or completeness by us, and we are not responsible for any Third Party Platforms accessed through the Platform or any Third Party Content posted on, available through, or installed from the Platform, including the content, accuracy, offensiveness, opinions, reliability, privacy practices, or other policies of or contained in the Third Party Platforms or the Third Party Content. Inclusion of, linking to, or permitting the use or installation of any Third Party Platforms or any Third Party Content does not imply approval or endorsement thereof by us. If you decide to leave the Platform and access the Third Party Platforms or to use or install any Third Party Content, you do so at your own risk, and you should be aware these Terms no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any Platform to which you navigate from the Platform or relating to any services you use from the Platform. Any purchases you make through Third Party Platforms will be through other Platforms and from other companies, and we take no responsibility whatsoever in relation to such purchases which are exclusively between you and the applicable third party. You agree and acknowledge that we do not endorse the services offered on Third Party Platforms and you shall hold us harmless from any harm caused by your purchase of such services. Additionally, you shall hold us harmless from any losses sustained by you or harm caused to you relating to or resulting in any way from any Third Party Content or any contact with Third Party Platforms. We are not liable for any damage or loss arising from or in connection with your enablement of such Third Party Service and your reliance on the policies, privacy practices, and data security processes of such Third Party Service. We are not responsible or liable for any changes to, or deletion of, your data by the Third Party Services. Certain features of our Apps may depend on the availability of these Third Party Services and the features and functionality they make available to us. We do not control Third Party Service features and functionality, and they may change without any notice to us. If any Third Party Service stops providing access to some or all of the features or functionality currently or historically available to us, or stops providing access to such features and functionality on reasonable terms, as determined by Astra Innovations in our sole discretion, we may stop providing access to certain features and functionality of our Apps. We will not be liable to you for any refunds or any damage or loss arising from, or in connection with, any such change made by the Third Party Service or any resulting change to our Apps. You irrevocably waive any claim against Astra Innovations with respect to such Third Party Services.
ARTICLE 10 - SERVICES MANAGEMENT
10.1 We reserve the right, but not the obligation, to: (1) monitor the Services for violations of these Terms; (2) take appropriate legal action against anyone who, in our sole discretion, violates the law or these Terms, including without limitation, reporting such user to law enforcement authorities; (3) in our sole discretion and without limitation, refuse, restrict access to, limit the availability of, or disable (to the extent technologically feasible) any services (if in our custody) or Contributions or any portion thereof; (4) in our sole discretion and without limitation, notice, or liability, to remove from the Services or otherwise disable all files and content that are excessive in size or are in any way burdensome to our systems; and (5) otherwise manage the Services in a manner designed to protect our rights and property and to facilitate the proper functioning of the Services.
ARTICLE 11 - TERM AND TERMINATION
11.1 These Terms shall remain in full force and effect while you use the Services and our Apps. Without limiting any other provision of these terms, we reserve the right to, in our sole discretion and without notice or liability, deny access to and use of the services (including blocking certain IP addresses), to any person for any reason or for no reason, including without limitation for breach of any representation, warranty, or covenant contained in these terms or of any applicable law or regulation. We may terminate your use or participation in the services or delete your account and any content or information that you posted at any time, without warning, at our sole discretion.
11.2 If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive remedies.
ARTICLE 12 - MODIFICATIONS AND INTERRUPTIONS
12.1 We reserve the right to change, modify, or remove the contents of the Services at any time or for any reason at our sole discretion without notice. However, we have no obligation to update any information on our Platform or our Apps. We will not be liable to you or any third party for any modification, price change, transaction suspension, or discontinuance of the Services.
We will use commercially reasonable efforts to keep our Applications available and accessible but we cannot guarantee the Services will be available at all times. We may experience hardware, software, or other problems or need to perform maintenance related to the Services, resulting in interruptions, delays, or errors. We reserve the right to change, revise, update, suspend, discontinue, or otherwise modify the Services at any time or for any reason without notice to you. You agree that we have no liability whatsoever for any loss, damage, or inconvenience caused by your inability to access or use the Services during any downtime or discontinuance of the Services. Nothing in these Terms will be construed to obligate us to maintain and support the Services or to supply any corrections, updates, or releases in connection therewith.
12.2 Corrections: There may be information on the Platform that contains typographical errors, inaccuracies, or omissions. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update the information on the Platform at any time, without prior notice.
ARTICLE 13 - DISCLAIMER
13.1 THE SERVICES ARE PROVIDED ON AN “AS¬IS” AND “AS¬AVAILABLE” BASIS. THE SERVICES ARE FOR INFORMATIONAL PURPOSES ONLY, ARE NOT FOR ADVICE AND SHOULD NOT BE TREATED AS SUCH. YOU MUST NOT RELY ON ANY INFORMATION PROVIDED AS PART OF THE SERVICES AS AN ALTERNATIVE TO MEDICAL ADVICE FROM YOUR DOCTOR OR OTHER HEALTHCARE PROFESSIONAL. THE SERVICES ARE INTENDED FOR YOUR WELL-BEING, BUT NEITHER THE SERVICES NOR THE CONTENT SHOULD EVER BE INTERPRETED AS MEDICAL ADVICE, DIAGNOSES, OR TREATMENT, AND SHOULD NOT BE RELIED ON AS AN ALTERNATIVE TO ANY ADVICE GIVEN BY A QUALIFIED HEALTHCARE PROFESSIONAL. IF YOU HAVE ANY SPECIFIC QUESTIONS ABOUT ANY MEDICAL MATTER, YOU SHOULD CONSULT YOUR DOCTOR OR OTHER HEALTHCARE PROFESSIONAL. YOU AGREE THAT YOUR USE OF THE SERVICES AND OUR APPS WILL BE AT YOUR SOLE RISK.
13.2 TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICES AND YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE APP’S CONTENT OR THE CONTENT OF ANY WEBSITES LINKED TO THIS PLATFORM OR OUR APPS AND WE WILL ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (1) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (2) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SERVICES, (3) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (4) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE PLATFORM, (5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE PLATFORM OR APPS BY ANY THIRD PARTY, AND/OR (6) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE PLATFORM OR THE APPS.
13.3 WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE PLATFORM, ANY HYPERLINKED WEBSITE, OR ANY MOBILE APPLICATION FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND ANY THIRD¬PARTY PROVIDERS OF SERVICES. AS WITH THE USE OF A SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.
ARTICLE 14 - LIMITATION OF LIABILITY
IN NO EVENT WILL WE OR OUR DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA, OR OTHER DAMAGES ARISING FROM YOUR USE OF THE SERVICES OR OUR APPS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT OF $100 PRIOR TO ANY CAUSE OF ACTION ARISING. THE FOREGOING DISCLAIMER OF CERTAIN DAMAGES AND LIMITATION OF LIABILITY WILL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. THE LAWS OF SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OR ALL OF THE EXCLUSIONS AND LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN OUR TERMS, IN SUCH CASES, ASTRA INNOVATIONS LLC’S LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. FOR THE AVOIDANCE OF DOUBT, ASTRA INNOVATIONS LLC WILL NOT BE LIABLE FOR ANY LOSS, DAMAGE, COSTS, OR EXPENSES INCURRED, OR SUFFERED BY A PARTY AS A RESULT OF AN AUTHORIZED USER’S ACCESS OR USE OF OUR SERVICES OR INABILITY TO ACCESS OR USE OUR SERVICE, EXCEPT TO THE EXTENT CAUSED BY OUR GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.
ARTICLE 15 - INDEMNIFICATION
You agree to defend, indemnify, and hold harmless Astra Innovations LLC, including our subsidiaries, affiliates, and all of our respective officers, agents, partners, and employees, from and against any loss, damage, liability, claim, or demand, (including reasonable attorneys’ fees and expenses), made by any third party due to, arising out of, or in connection with: (1) your use of the Services; (2) your breach of these Terms; (3) any breach of your representations and warranties set forth in these Terms; (4) your violation of the rights of a third party, including but not limited to intellectual property rights; or (5) any malfunction, damage or disruption to any network channel. Notwithstanding the foregoing, we reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate, at your expense, with our defense of such claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it.
ARTICLE 16 - GOVERNING LAW AND DISPUTE RESOLUTION
16.1 These Terms and your use of the Services and our Apps are governed by and construed in accordance with the laws of the State of Florida, without giving effect to its conflict of laws provisions. You agree to submit to the personal and exclusive jurisdiction and venue in the courts sitting in the State of Florida for all disputes, claims, and actions arising from or in connection with the Services or otherwise under these Terms and Conditions.
16.2 Informal Negotiations: To expedite resolution and control the cost of any dispute, controversy, or claim related to these Terms (each a "Dispute" and collectively, the “Disputes”) brought by either you or us (individually, a “Party” and collectively, the “Parties”), the Parties agree to first attempt to negotiate any Dispute (except those Disputes expressly provided below) informally for at least thirty (30) days before initiating arbitration. Such informal negotiations commence upon written notice from one Party to the other Party.
16.3 Binding Arbitration: If the Parties are unable to resolve a Dispute through informal negotiations, the Dispute (except those Disputes expressly excluded below) will be finally and exclusively resolved by binding arbitration. YOU UNDERSTAND THAT WITHOUT THIS PROVISION, YOU WOULD HAVE THE RIGHT TO SUE IN COURT AND HAVE A JURY TRIAL. The arbitration shall be commenced and conducted under the Arbitration Rules of the United States. Your arbitration fees and your share of arbitrator compensation shall be governed by the Florida Consumer Rules and, where appropriate, limited by the Consumer Rules. The arbitration may be conducted in person, through the submission of documents, by phone, or online by a single arbitrator appointed in accordance with the then-current rules. The arbitrator will make a decision in writing, but need not provide a statement of reasons unless requested by either Party. The arbitrator must follow applicable law, and any award may be challenged if the arbitrator fails to do so.
The Parties agree that any arbitration shall be limited to the Dispute between the Parties individually. To the full extent permitted by law, (a) no arbitration shall be joined with any other proceeding; (b) there is no right or authority for any Dispute to be arbitrated on a class action basis or to utilize class action procedures; and (c) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.
16.4 Exceptions to Informal Negotiations and Arbitration: The Parties agree that the following Disputes are not subject to the above provisions concerning informal negotiations and binding arbitration: (a) any Disputes seeking to enforce or protect, or concerning the validity of, any of the intellectual property rights of a Party; (b) any Dispute related to, or arising from, allegations of theft, piracy, invasion of privacy, or unauthorized use; and (c) any claim for injunctive relief. If this provision is found to be illegal or unenforceable, then neither Party will elect to arbitrate any Dispute falling within that portion of this provision found to be illegal or unenforceable and such Dispute shall be decided by a court of competent jurisdiction within the courts listed for jurisdiction above, and the Parties agree to submit to the personal jurisdiction of that court.
16.5 Online Dispute Resolution (ODR): The European Commission has established an online platform for alternative dispute resolution that facilitates an out-of-court method to resolve any disputes related to or resulting from online sales and service contracts.
Accordingly, any European Consumer may use this platform to resolve disputes arising from contracts concluded online.
16.6 California Users and Residents: You can contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 North Market Blvd., Suite N 112, Sacramento, California 95834 or by telephone at (800) 952-5210 or (916) 445-1254.
ARTICLE 17 - MISCELLANEOUS
These Terms and Conditions constitute the entire agreement between Astra Innovations LLC and You relating to the subject matter hereof and supersedes all prior or contemporaneous understandings, agreements, communications and/or advertising with respect to such subject matter. You may not assign these Terms, or assign, transfer or sublicense your rights, if any, in the Service. Astra Innovations LLC may assign these Terms to any current or future affiliated company and to any successor in interest. Astra Innovations LLC also may delegate certain Astra Innovations LLC rights and responsibilities under these Terms to third-parties. If any part of these Terms and Conditions is determined to be invalid or unenforceable, then the invalid or unenforceable provision will be replaced with a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of these Terms and Conditions will continue in effect. You agree not to export from anywhere any part of the Services provided to you or any App thereof except in compliance with, and with all licenses and approvals required under, applicable export laws, rules and regulations. Astra Innovations LLC shall not be liable for any failure to perform its obligations under these Terms and Conditions if such failure results from any cause beyond our reasonable control, including but not limited to acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, pandemics, or shortages of transportation or energy. Notices from Astra Innovations LLC to You will be given by email, or by general posting on the Services. You may contact Astra Innovations LLC by filling out the customer support form or such other email address Astra Innovations LLC posts as its address for notice on the Services in the most recent version of the Terms. We appreciate your suggestions, comments, bug reports, feature requests, or other feedback ("Feedback"). We are not obligated to keep Feedback confidential, even if you indicate it as such. By providing Feedback, you grant Astra Innovations a non-exclusive, worldwide, perpetual, irrevocable, transferable, sub-licensable, royalty-free, fully paid-up license to use the Feedback for any purpose.
ARTICLE 18 - CHANGES
Supplemental Terms of Use or documents that may be posted on the Platform or our Apps from time to time are hereby expressly incorporated herein by reference. We reserve the right, in
Copyright © 2023 Astra Innovations - All Rights Reserved.
Powered by GoDaddy
We use cookies to analyze website traffic and optimize your website experience. By accepting our use of cookies, your data will be aggregated with all other user data.