Terms of Use

Terms of Use

Welcome to osaro.com, the website of OSARO, Inc., a Delaware corporation (“OSARO” “we” or “us”). This page explains the terms by which you may use our website (“Website”). By accessing or using the Website, you signify that you have read, understood, and agree to be bound by these Terms of Use (“Terms”) and to the collection and use of your information as set forth in the OSARO Privacy Notice, www.osaro.com/privacy, whether or not you are a registered user of our Website. OSARO reserves the right to make unilateral modifications to these Terms and will provide notice of these changes as described below. These Terms apply to all visitors, users, and others who access the Website (“you” or “Users”). Please read these Terms carefully, to ensure that you understand and agree to each provision. These Terms contain a mandatory individual arbitration and class action/jury trial waiver provision that requires the use of arbitration on an individual basis to resolve disputes, rather than jury trials or class actions.

1. Use of Our Website

The Website provides a place for you to learn information about OSARO and its products. OSARO’s products and services are governed by separate commercial terms. If you would like to purchase any products or services from OSARO, please contact us via email at info@osaro.com.

  1. Eligibility These Terms constitute a binding legal agreement in electronic form between you and OSARO. You must read and agree to these Terms before using the Website. If you do not agree, you may not use the Website. You may use the Website only if you can form a binding contract with OSARO, and only in compliance with these Terms, our Privacy Notice, and all applicable local, state, national, and international laws, rules and regulations. Any use or access to the Website by anyone under 16 is strictly prohibited and in violation of these Terms. The Website is not available to any users previously removed from the Website by OSARO.

  2. Website Subject to these Terms, our Privacy Notice, and any other terms, legal notices or other communications provided to you, you are hereby granted a non-exclusive, limited, non-transferable, freely revocable license to use the Website for your personal, noncommercial use only and as permitted by the features of the Website. OSARO reserves all rights not expressly granted herein in the Website and the OSARO Content (as defined below). OSARO may terminate this license at any time for any reason or no reason

  3. Website Rules You agree not to engage in any of the following prohibited activities: (i) copying, distributing, or disclosing any part of the Website in any medium, including without limitation by any automated or non-automated “scraping”; (ii) using any automated system, including without limitation “robots,” “spiders,” “offline readers,” etc., to access the Website in a manner that sends more request messages to OSARO servers than a human can reasonably produce in the same period of time by using a conventional on-line web browser (except that OSARO grants the operators of public search engines revocable permission to use spiders to copy publicly available materials from https://www.osaro.com for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials); (iii) transmitting spam, chain letters, or other unsolicited email; (iv) attempting to interfere with, compromise the system integrity or security or decipher any transmissions to or from the servers running the Website; (v) taking any action that imposes, or may impose at our sole discretion an unreasonable or disproportionately large load on our infrastructure; (vi) uploading invalid data, viruses, worms, or other software agents through the Website; (vii) collecting or harvesting any personally identifiable information from the Website; (viii) using the Website for any commercial solicitation purposes; (ix) impersonating another person or otherwise misrepresenting your affiliation with a person or entity, conducting fraud, hiding or attempting to hide your identity; (x) interfering with the proper working of the Website; (xi) accessing any content on the Website through any technology or means other than those provided or authorized by the Website; or (xii) bypassing the measures we may use to prevent or restrict access to the Website, including without limitation features that prevent or restrict use or copying of any content or enforce limitations on use of the Website or the content therein.

Accessing any audiovisual content that may be available on the Website for any purpose or in any manner other than Streaming (as defined below) is expressly prohibited unless explicitly permitted by the functionality of the Website. “Streaming” means a contemporaneous digital transmission of an audiovisual work via the Internet from the Website to a user’s device in such a manner that the data is intended for real-time viewing and not intended to be copied, stored, permanently downloaded, or redistributed by the user.

We may, without prior notice, change the Website; stop providing the Website or features of the Website, to you or to users generally; or create usage limits for the Website. We may permanently or temporarily terminate or suspend your access to the Website without notice and liability for any reason, including if in our sole determination you violate any provision of these Terms, or for no reason. Upon termination for any reason or no reason, you continue to be bound by these Terms.

You are solely responsible for your interactions with other Website users. We reserve the right, but have no obligation, to monitor disputes between you and other users. OSARO shall have no liability for your interactions with other users, or for any user’s action or inaction.

2. Our Proprietary Rights

The Website and all materials therein or transferred thereby, including, without limitation, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, and music (the “OSARO Content”), and all intellectual property rights related thereto, are the exclusive property of OSARO. Except as explicitly provided herein, nothing in these Terms shall be deemed to create a license in or under any such intellectual property rights, and you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any OSARO Content. Use of the OSARO Content for any purpose not expressly permitted by these Terms is strictly prohibited.

You may choose to or we may invite you to submit comments or ideas, whether about the Website or anything else (“Feedback”). By submitting Feedback, you agree that your disclosure is gratuitous, unsolicited and without restriction and shall not place OSARO under any fiduciary or other obligation, and that we are free to use the Feedback for any reason without any additional compensation to you, and/or to disclose the Feedback on a non-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance or other receipt of your submission, OSARO does not waive any rights to use similar or related ideas previously known to OSARO, or developed by its employees, or obtained from sources other than you.

3. Privacy

Your privacy is very important to us. We designed our Privacy Notice to make important disclosures about how we collect, use, and protect your personal data.  We encourage you to read the Privacy Notice to help make informed decisions when using our Website and other Products.  The Privacy Notice is incorporated herein by reference.  You understand that by using the Websites you consent to the collection, use and disclosure of your personally identifiable information and aggregate data as set forth in our Privacy Notice, and to have your personally identifiable information collected, used, transferred to and processed in the United States.

4. Security

OSARO cares about the integrity and security of your personal information. However, we cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk.

5. Third-Party Links and Information

The Website may contain links to third-party materials that are not owned or controlled by OSARO. OSARO does not endorse or assume any responsibility for any such third-party sites, information, materials, products, or services. If you access a third-party website or service from the Website, you do so at your own risk, and you acknowledge that these Terms and OSARO’s Privacy Notice do not apply to your use of such sites. You expressly relieve and hold harmless OSARO from any and all liability arising from your use of any third-party website, service, or content. Additionally, your dealings with or participation in promotions of advertisers or other third parties found on the Website, including but not limited to payment and delivery of goods, and any other terms (such as warranties) are solely between you and such third parties. You agree that OSARO shall not be responsible for any loss or damage of any sort relating to your dealings with such third parties.

6. Certain Conditions Placed on Your Use of the Website and Products

Your permission to use the Website and/or Products is conditioned upon your agreement that you:

  • are 18 years of age or older;

  • will comply with these Terms;

  • are able to form a binding contract with us;

  • are not prohibited by law from accessing our Website and/or other Products or have not previously been banned, terminated or otherwise denied access to our Website and/or Products by us;

  • are not acting on behalf of a person whose access to our Website and/or other Products has been previously terminated or otherwise denied by us;

  • will not impersonate another user of the Website and/or other Products.

7. Indemnity

You agree to defend, indemnify and hold harmless OSARO and its officers, directors, employees, subsidiaries, agents, licensors, managers, and other affiliated companies, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (a) your use of and access to the Website, including any data or content transmitted or received by you; (b) your violation of any term of these Terms, including without limitation your breach of any of the representations and warranties herein; (c) your violation of any third-party right, including without limitation any right of privacy or intellectual property rights; (d) your violation of any applicable law, rule or regulation; (e) any content that is submitted by you or someone on your behalf, including without limitation misleading, false, or inaccurate information; (f) your willful misconduct; or (g) any other party’s access and use of the Website with your unique username, password or other appropriate security code.

8. No Warranty

The Website is provided on an “as is,” “with all faults,” and “as available” basis, unless otherwise specified. We make no express or implied representations, warranties or guarantees of any kind about the Website or other Products, or any third-party products or services, unless specified in writing.  You hereby expressly and irrevocably agree that your use of the Website or other Products is at your own risk. To the maximum extent permitted by law, the Website is provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, or non-infringement. No advice or information, whether oral or written, obtained by you from OSARO or through the Website will create any warranty not expressly stated herein. Without limiting the foregoing, OSARO, its subsidiaries, affiliates, and licensors do not warrant that the content is accurate, reliable or correct; that the Website will meet your requirements; that the Website will be available at any particular time or location, uninterrupted or secure; that any defects or errors will be corrected; or that the Website is free of viruses or other harmful components. Any content viewed, downloaded or otherwise obtained through the use of the Website is obtained at your own risk and you are solely responsible for any damage to your computer system or mobile device or loss of data that results from such acquisition or your use of the Website.

OSARO does not warrant, endorse, guarantee, or assume responsibility for any product or website advertised or offered by any third party through the Website or any hyperlinked website or websites, and OSARO will not be a party to or in any way monitor any transaction between you and third-party providers of products or services.

Federal law, some states, provinces and other jurisdictions do not allow the exclusion and limitations of certain implied warranties, so the above exclusions may not apply to you. These Terms gives you specific legal rights, and you may also have other rights which vary from state to state.

9. Limitation of Liability

Subject to the exclusions of warranties and arbitration provisions provided herein, your sole and exclusive remedy for any dispute with us is to discontinue your use of the Website and/or other Products.  You expressly understand and agree that OSARO, its affiliates, agents, directors, employees, suppliers or licensors shall not in any event be liable for any indirect, punitive, incidental, special, consequential or exemplary damages, including without limitation damages for loss of profits, goodwill, use, data or other intangible losses, arising out of or relating to the use of, or inability to use, this Website.  Additionally, to the maximum extent permitted by law, OSARO shall not, under any circumstances, be responsible for any damage, loss or injury resulting from hacking, tampering or other unauthorized access or use of the Website or the information contained therein.

To the maximum extent permitted by law, OSARO assumes no liability or responsibility for any (a) errors, mistakes, or inaccuracies of content; (b) personal injury or property damage, of any nature whatsoever, resulting from your access to or use of our Website; (c) any unauthorized access to or use of our secure servers and/or any and all personal information stored therein; (d) any interruption or cessation of transmission to or from the Website; (e) any bugs, viruses, trojan horses, or the like that may be transmitted to or through our Website by any third party; (f) any errors or omissions in any content or for any loss or damage incurred as a result of the use of any content posted, emailed, transmitted, or otherwise made available through the Website; and/or (g) user content or the defamatory, offensive, or illegal conduct of any third party. In no event shall OSARO, its affiliates, agents, directors, employees, suppliers, or licensors be liable to you for any claims, proceedings, liabilities, obligations, damages, losses or costs in an amount exceeding the amount you paid to OSARO hereunder or $50.00 USD, whichever is greater.

This limitation of liability section applies whether the alleged liability is based on contract, tort, negligence, strict liability, or any other basis, even if OSARO has been advised of the possibility of such damage. The foregoing limitation of liability shall apply to the fullest extent permitted by law in the applicable jurisdiction.

The Website is controlled and operated from facilities in the United States. OSARO makes no representations that the Website is appropriate or available for use in other locations. Those who access or use the Website from other jurisdictions do so at their own volition and risk and are entirely responsible for compliance with all applicable United States and local laws and regulations, including but not limited to export and import regulations. You may not use the Website if you are a resident of a country embargoed by the United States, or are a foreign person or entity blocked or denied by the United States government. Unless otherwise explicitly stated, all materials found on the Website are solely directed to individuals, companies, or other entities located in the United States.

10. Governing Law, Arbitration, and Class Action/Jury Trial Waiver

  1. Governing Law. You agree that: (a) the Website shall be deemed solely based in California; and (b) the Website shall be deemed a passive one that does not give rise to personal jurisdiction over us, either specific or general, in jurisdictions other than California. These Terms shall be governed by the internal substantive laws of the State of California, without respect to any conflict of laws principles. The parties acknowledge that these Terms evidence a transaction involving interstate commerce. Notwithstanding the preceding sentences with respect to the substantive law, any arbitration conducted pursuant to the provisions of these Terms shall be governed by the Federal Arbitration Act (9 U.S.C. §§ 1-16). The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. You agree to submit to the personal jurisdiction of the federal and state courts located in San Francisco County, California for any actions for which we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a our copyrights, trademarks, trade secrets, patents, or other intellectual property or proprietary rights, as set forth in the Arbitration provision below, including any provisional relief required to prevent irreparable harm. You agree that San Francisco County, California is the proper forum for any appeal of any arbitration award or for trial court proceedings in the event that the arbitration provision below is found to be unenforceable.

  2. Arbitration. Read this section carefully because it requires the parties to arbitrate their disputes and limits the manner in which you can seek relief from OSARO. For any dispute with OSARO, you agree to first contact us at legal@osaro.com and attempt to resolve the dispute with us informally. In the unlikely event that OSARO has not been able to resolve a dispute it has with you after sixty (60) days, any claim, dispute, or controversy (excluding any claims for injunctive or other equitable relief as provided below) arising out of or in connection with or relating to these Terms, the Website, other Products, and/or the Privacy Notice, or the breach or alleged breach thereof (collectively, “Claims”), will be resolved by binding arbitration by JAMS, under the Optional Expedited Arbitration Procedures then in effect for JAMS, except as provided herein. There is no judge or jury in arbitration, and court review of an arbitration award is limited. However, an arbitrator can award on an individual basis the same damages and relief (including injunctive and declaratory relief or statutory damages) as a court, and must follow the provisions of these Terms as a court would. JAMS may be contacted at www.jamsadr.com. The arbitration shall be conducted in San Francisco County, California, unless you and OSARO agree otherwise in writing. If you are using the Website for commercial purposes, each party will be responsible for paying any JAMS filing, administrative and arbitrator fees in accordance with JAMS rules, and the award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys’ fees and reasonable costs for expert and other witnesses. If you are an individual using the Website for non-commercial purposes: (i) JAMS may require you to pay a fee for the initiation of your case, unless you apply for and successfully obtain a fee waiver from JAMS; (ii) the award rendered by the arbitrator may include your costs of arbitration, your reasonable attorney’s fees, and your reasonable costs for expert and other witnesses; and (iii) you may sue in a small claims court of competent jurisdiction without first engaging in arbitration, but this does not absolve you of your commitment to engage in the informal dispute resolution process described herein. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section shall be deemed as preventing OSARO from seeking injunctive or other equitable relief from the courts as necessary to prevent the actual or threatened infringement, misappropriation, or violation of our data security, intellectual property rights or other proprietary rights.

  3. Class Action/Jury Trial Waiver. With respect to all persons and entities, regardless of whether they have obtained or used the Website for personal, commercial or other purposes, any dispute resolution proceedings must be brought in the parties’ individual capacity, and not in a class, consolidated or representative action, private attorney general action or other representative proceeding. This waiver applies to class arbitration, and, unless we agree otherwise in writing, the arbitrator may not consolidate more than one person’s claims. The arbitral tribunal shall have the power to rule on any challenge to its own jurisdiction or to the validity or enforceability of any portion of this Section. You agree that pursuant to these Terms, you and OSARO are each waiving the right to a trial by jury or to participate in a class action, collective action, private attorney general action, or other representative proceeding of any kind.

11. General

  1. Assignment. These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by OSARO without restriction. Any attempted transfer or assignment in violation hereof shall be null and void.

  2. Notification Procedures and Changes to the Terms. OSARO may provide notifications, whether such notifications are required by law or are for marketing or other business related purposes, to you via email notice, written or hard copy notice, or through posting of such notice on our Website, as determined by OSARO in our sole discretion. OSARO reserves the right to determine the form and means of providing notifications to users, provided that you may opt out of certain means of notification as described in these Terms. OSARO is not responsible for any automatic filtering you or your network provider may apply to email notifications we send to the email address you provide us. OSARO may, in its sole discretion, modify or update these Terms from time to time, and so you should review this page periodically. It is your sole responsibility to check the Website from time to time to view any such changes to the Terms. When we change these Terms in a material manner, we will update the ‘last modified’ date at the bottom of this page and notify you that material changes have been made. Your continued use of the Website after any such change constitutes your acceptance of the new Terms of Use. If you do not agree to any of these terms or any future Terms of Use, do not use or access (or continue to access) the Website.

  3. Entire Agreement/Severability. These Terms, together with the Privacy Notice, and any other legal notices published by OSARO, shall constitute the entire agreement between you and OSARO concerning the Website. 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 these Terms, which shall remain in full force and effect, except that in the event of unenforceability of the universal Class Action/Jury Trial Waiver, the entire arbitration agreement shall be unenforceable.

  4. No Waiver. No waiver of any provision of these Terms shall be deemed a further or continuing waiver of such provision or any other provision, and OSARO’s failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

  5. Contact. Please contact us at legal@osaro.com with any questions regarding these Terms.

  6. California Residents. The provider of this electronic service is OSARO, Inc., 1245 Folsom Street, San Francisco, CA 94103 USA. If you are a California resident, in accordance with Cal. Civ. Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112 Sacramento, CA 95834, or by telephone at (800) 952-5210 or (916) 445-1254.

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