Please read the following Terms and Conditions (the “Terms”) carefully before using the Baton Technologies, Inc. (“Baton Technologies”, “we”, “us” and “our”) website located at www.hellobaton.com
, or participating in any online features, products, services, and/or programs offered by us (collectively, the “Web Properties”).
These Terms apply to all of our Web Properties.
These Terms do not apply to any other web page operated and/or owned by anyone other than Baton Technologies and its affiliates, including, but not limited to, any website, mobile application, blog, social media site, or other material. When visiting these third party websites and other properties, you should refer to the terms and conditions in effect for that website or property. THESE TERMS INCLUDE IMPORTANT INFORMATION ABOUT YOUR LEGAL RIGHTS, REMEDIES, AND OBLIGATIONS, INCLUDING VARIOUS LIMITATIONS AND EXCLUSIONS, AND PROVISIONS THAT GOVERN THE PROCEDURE, JURISDICTION AND VENUE OF ANY DISPUTES. BY ACCESSING OR USING THE WEB PROPERTIES, YOU ARE ENTERING INTO A LEGAL CONTRACT WITH US REGARDING YOUR USE OF THE WEB PROPERTIES. YOU ALSO AFFIRM THAT YOU ARE OF LEGAL AGE TO ENTER INTO THIS AGREEMENT, AND YOU ACCEPT AND ARE BOUND BY THESE TERMS AND CONDITIONS. YOU AGREE TO BE BOUND BY THESE TERMS AND ALL ADDITIONAL TERMS INCORPORATED BY REFERENCE. IF YOU DO NOT AGREE TO ANY PORTION OF THESE TERMS, YOU SHOULD NOT ACCESS OR OTHERWISE USE THE WEB PROPERTIES.1. Convenience and Information Only
. Subject to these Terms, we hereby grant you a non-transferable, non-exclusive, limited license to use and access the Web Properties for your non-commercial use.
The Web Properties are provided to you as a convenience and for your information only. By merely providing you access to and use of the Web properties, we do not warrant or represent that: (a) any statement, documents, images, graphics, logos, designs, audio, video, interviews, educational materials or any other information provided from or through the Web properties (collectively, the “Content”) is accurate or complete; (b) the Content is up-to-date or current; (c) we have any obligation to update any Content; (d) the Content is free from technical inaccuracies or programming or typographical errors; (e) the Content is free from changes made by a third party; (f) your access to the Web Properties will be free from interruptions, errors, computer viruses or other harmful components; and/or (g) any information obtained in response to comments or questions asked through the Web Properties is or will be accurate or complete. 2. Use of Web Properties and Content.
(a) Use of the Web Properties
. The ownership of the Web Properties, Content, and all rights therein are and will remain with Baton Technologies. You may view, copy or print a single copy of any page from our Web Properties for non-commercial purposes if you do not remove, modify or alter any copyright or proprietary rights notices that may be present. You may not otherwise use, modify, copy, print, display, distribute, publish, or sell any information, images or other Content from the Web Properties without our express, prior written consent.
Any special rules for any software, downloads, and other items accessible through the Web Properties may be included elsewhere in the Web Properties and are incorporated into these Terms by reference.
(b) Restrictions on Use
. You may not: (i) remove or obscure any copyright, trademark, digital watermarks, proprietary legends or other proprietary notices from any portion of the Web Properties; (ii) reproduce, modify, prepare derivative works based upon, distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Web Properties, or any aspect of them, except as expressly permitted by us; (iii) decompile, reverse engineer, jeopardize the correct functioning of the Web Properties, or disassemble the Web Properties, or otherwise attempt to derive the source code of the software (including the tools, processes, methods, and infrastructure) that enables or underlies the Web Properties, except as may be permitted by applicable law; (iv) cause or launch any programs, spiders, robots, or scripts or other automatic or manual devices or processes for the purpose of extracting, scraping, indexing, surveying, or otherwise data mining any portion of the Web Properties, or unduly burdening or hindering the operation and/or functionality of any aspect of the Web Properties; (v) attempt to gain unauthorized access to or impair any aspect of the Web Properties, or the related systems, servers, or networks; (vi) use the Web Properties to stalk, harass or harm another individual, or in any way that is in violation of any law or regulation; (vii) impersonate any person or entity, or otherwise misrepresent your affiliation with any person or entity; or (viii) use any portion of the Web Properties or any Content in any manner that may give a false or misleading impression, attribution or statement as to us or any other person or entity.
In addition to other prohibitions as set forth in these Terms, you are prohibited from using the Web Properties or the Content: (i) for any unlawful purpose; (ii) to solicit others to perform or participate in any unlawful acts; (iii) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (iv) to infringe upon or violate our intellectual property rights or the intellectual property rights of others. We reserve the right to terminate your use of the Web Properties for violating any of the prohibited uses.
We may make changes to the Web Properties, the Content or these Terms or stop providing any of the Web Properties and/or the Content at any time and without further notice to you. You are encouraged to review these Terms frequently (the date of the most recent revision to these Terms appears at the end of these Terms). Your continued access or use of the Web Properties after such posting constitutes your consent to be bound by the Terms, as amended.
4. Privacy and Electronic Communication
Personal data that you provide when you access our Site or create a User Account will be handled in accordance with our Privacy Notice (see [privacy notice URL]), the most current terms of which are incorporated herein by reference. By using the Web Properties, you consent to receive electronic communications from us unless you follow applicable opt out procedures. We will communicate with you by email or by posting notices on our Web Properties. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communication be in writing.
5. User Account and Security
. To access certain features of the Web Properties, we may require that you sign up using your email address and a password to create a user account (“User Account”). Only persons who are registered as current patients or caregivers of patients in our stores are eligible to create a User Account. You are responsible for protecting your username, password, and User Account information from disclosure to third parties, and you are not permitted to circumvent the use of required encryption technologies, if any. While we may provide certain encryption technologies and use other reasonable precautions to protect your confidential information and provide suitable security, we do not and cannot guarantee or warrant that information transmitted through the Internet is secure, or that such transmissions are free from delay, interruption, interception, or error. You agree to provide current, complete, and accurate account information. You agree to promptly update your account and other information, including your email address so that we can contact you as needed. User Accounts and usernames are non-transferable. You agree that you are solely responsible for activity that occurs under your User Account. We are entitled to act on all instructions received by anyone using your User Account, and we reserve the right to pursue any and all claims against any user of your User Account.
6. Objectionable Material
You acknowledge that, in using the Web Properties and accessing the Content, you may encounter material that you deem to be disturbing, offensive or objectionable. You agree to use the Web Properties at your sole risk and that we will have no liability to you for material that may be disturbing, objectionable or offensive to you.
7. Not Intended for Children and Other Age Requirements
The Web Properties are not intended or designed to attract children under the age of thirteen (13). You affirm that you are at least eighteen (18) years of age, or are an emancipated minor, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms, and to abide by and comply with these Terms.
(a) No Warranties for Services
When using the Web Properties, information will be transmitted in such a way that may be beyond our control. Accordingly, we make no warranty concerning the delay, failure, interruption, or corruption of any data, Content, or any other information transmitted in connection with the use of the Web Properties.
YOU EXPRESSLY AGREE THAT YOUR USE OF THE WEB PROPERTIES IS AT YOUR SOLE RISK. THE WEB PROPERTIES AND THE CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE” FOR YOUR USE, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, UNLESS THESE WARRANTIES ARE LEGALLY INCAPABLE OF EXCLUSION. WE MAKE NO REPRESENTATIONS OR WARRANTIES THAT THE WEB PROPERTIES, THE CONTENT OR ANY SERVICES OR FEATURES OFFERED IN CONNECTION WITH THE WEB PROPERTIES ARE OR WILL REMAIN UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEB PAGES ACCESSIBLE ON OR THROUGH THE WEB PROPERTIES ARE OR WILL REMAIN FREE FROM ANY VIRUSES, WORMS, TIME BOMBS, DROP DEAD DEVICES, TROJAN HORSES, OR OTHER HARMFUL COMPONENTS. WE DO NOT GUARANTEE THAT YOU WILL BE ABLE TO ACCESS OR USE THE WEB PROPERTIES AT TIMES OR LOCATIONS OF YOUR CHOOSING, OR THAT WE WILL HAVE ADEQUATE CAPACITY FOR THE WEB PROPERTIES AS A WHOLE OR IN ANY SPECIFIC GEOGRAPHIC AREA. WE MAKE NO REPRESENTATION OR WARRANTY REGARDING GOVERNMENT COMPLIANCE OF ANY SOFTWARE USED IN RUNNING THE WEB PROPERTIES. (b) Indemnification
You agree to defend, indemnify, and hold harmless Baton Technologies and our directors, officers, employees, agents, successors and assigns from and against any and all claims, demands, suits, proceedings, liabilities, judgments, losses, damages, expenses, and costs (including, but not limited to, reasonable attorneys’ fees) assessed or incurred by us, directly or indirectly, with respect to or arising out of: (i) your failure to comply with these Terms; (ii) your breach of your obligations under these Terms; (iii) your use of the rights granted hereunder, including, but not limited to, any claims made by any third parties; (iv) your violation of any law or the rights of a third party; (v) any dispute or issue between you and any third party; and (vi) your willful misconduct. Baton Technologies reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in that case, you agree to cooperate with our defense of that claim.
(c) Network Access and Devices
. You are responsible for establishing such procedures as you deem appropriate to verify the accuracy of data that you transmit using the Web Properties, and we will have no obligation to verify the accuracy of that data. You are responsible for obtaining the data network access necessary to use the Web Properties. If you are accessing the Web Properties on your mobile device, your network’s data and messaging rates and fees may apply. You are responsible for acquiring and updating compatible hardware or devices necessary to access and use the Web Properties and any updates thereto. We do not guarantee that the Web Properties, or any portion thereof, will function on any particular hardware or devices. In addition, all Web Properties may be subject to malfunctions and delays inherent in the use of the Internet and electronic communications.
9. Limitation of Liability
IN NO EVENT WILL WE OR OUR AFFILIATES, OR ANY OF OUR RESPECTIVE OFFICERS, DIRECTORS, AGENTS OR OTHER REPRESENTATIVES, BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND ARISING FROM YOUR USE OF OR INABILITY TO USE THE WEB PROPERTIES AND/OR THE CONTENT PROVIDED IN CONNECTION WITH THE WEB PROPERTIES, OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO YOUR USE OF THE WEB PROPERTIES AND/OR THE CONTENT PROVIDED ON OR THROUGH THE WEB PROPERTIES. IN ADDITION, WE WILL NOT BE LIABLE FOR ANY NEGATIVE REPERCUSSIONS TO ANYONE BASED ON THE USE OF OR INABILITY TO USE THE WEB PROPERTIES, INCLUDING, BUT NOT LIMITED TO, ANY LOST GOODWILL, SALES OR PROFITS. WE ARE NOT LIABLE FOR ANY PERSONAL INJURY, INCLUDING DEATH, OR PROPERTY DAMAGE CAUSED BY YOUR USE OR MISUSE OF THE WEB PROPERTIES AND/OR THE CONTENT. WE ARE NOT RESPONSIBLE FOR (A) INACCURACIES OR ERRORS IN OR OMISSIONS FROM THE CONTENT; (B) DELAYS, ERRORS, OR INTERRUPTIONS IN THE TRANSMISSION OR DELIVERY OF THE CONTENT; OR (C) LOSS OR DAMAGE ARISING THEREFROM OR OCCASIONED THEREBY, OR BY ANY REASON OF NONPERFORMANCE. REMEDIES UNDER THESE TERMS ARE EXCLUSIVE AND ARE LIMITED TO THOSE EXPRESSLY PROVIDED FOR IN THESE TERMS. BECAUSE SOME STATES AND JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, OUR LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW. THESE TERMS GIVE YOU SPECIFIC LEGAL RIGHTS. YOU MAY ALSO HAVE OTHER RIGHTS THAT MAY VARY FROM ONE STATE OR JURISDICTION TO ANOTHER.
10. Third Party Content
We may provide hyperlinks to other websites maintained by third parties (collectively, “Third Party Content”) by framing or other methods. We do not monitor Third Party Content and can make no guarantee as to the accuracy or completeness of such Third Party Content. The links to Third Party Content are provided for your convenience and information only. The content on any linked website is not under our control and we are not responsible for the content of linked websites, including any further links contained in a third party website. We make no representation or warranty in connection with any Third Party Content, which at all times and in each instance is provided “as is.” If you decide to access any of the third party websites linked to the Web Properties and/or any Third Party Content, you do so entirely at your own risk. If a third party links or refers to the Web Properties, it is not necessarily an indication of an endorsement, authorization, sponsorship, affiliation, joint venture, or partnership by or with us. In most cases, we are not even aware that a third party has linked to or refers to the Web Properties.
11. Intellectual Property
The Content of the Web Properties is intellectual property owned, controlled and/or licensed by us and/or our affiliates, or intellectual property that we are legally permitted to access and use. All applicable intellectual property laws, including copyright laws, protect our rights in and to the Content. No portion of the Content may be reproduced in any form or by any means, except as provided in Section 2 (Use of Web Properties and Content) and elsewhere in these Terms. We are the owner or authorized licensee of, or are otherwise permitted to use, all trademarks, service marks, and logos used and displayed by us through our Web properties. All trademarks and service marks of Baton Technologies that may be referred to through our Web Properties are the property of Baton Technologies or one of our affiliates. Other parties’ trademarks and service marks that may be referred to through our Web Properties are the property of their respective owners. Nothing from or through our Web Properties should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of our, or our affiliates’, trademarks, service marks, logos, or copyrighted materials without our prior written permission.
12. Termination of Service
We may suspend or terminate your right to access portions of the Web Properties, at any time, without notice, for conduct that we believe violates these Terms and/or is harmful to other users of the Web Properties, to us, to our partners, to the contributors, to the business of our Internet service provider, or to other information providers, or as we otherwise deem appropriate, in our sole discretion.
13. Additional Remedies
You acknowledge that your conduct that is inconsistent with these Terms may cause us irreparable damage for which remedies other than monetary relief may be inadequate. In such instances, you agree that we may seek injunctive or other equitable relief to restrain such conduct without the necessity of proving actual harm or posting a bond.
14. Governing Law, Jurisdiction, and Venue
You agree that all matters relating to your access to, or use of, the Web Properties will be governed by the laws of the State of Delaware, without regard to any conflict of laws principles. You agree and hereby submit to the exclusive personal jurisdiction and venue of the state and federal courts located in the State of New York with respect to such matters.
15. Local Laws
We make no representation that any Content or other materials in the Web Properties are appropriate or available for use in jurisdictions that are outside the United States. Access to the Web Properties from jurisdictions where such access is illegal is prohibited. If you choose to access the Web Properties from other jurisdictions, you do so at your own initiative and are responsible for compliance with applicable local laws.
16. Export Restrictions
. Any software and all underlying information and technology downloaded or viewed from any of the Web Properties or in connection with the services (collectively, the “Software or Technical Data”) by you may be subject to U.S. export controls, including the Export Administration Act and the Export Administration Regulations, and may be subject to export or import regulations in other countries. You are solely responsible for complying with all trade regulations and laws, both foreign and domestic, in your use and viewing of the Web Properties and the Content, including, but not limited to, the Software or Technical Data. Except as authorized by law, you agree and warrant not to export or re-export the Software or Technical Data to any county, or to any person, entity, or end-user subject to U.S. export controls, including, but not limited to, persons or entities listed on the U.S. Department of Commerce Bureau of Export Administration’s Denied Parties List and the U.S. Department of Treasury’s Specially Designated Nationals. You further represent and warrant that no U.S. federal agency has suspended, revoked, or denied your export privileges.
. 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.
18. 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 Baton Technologies.
19. No Third-Party Beneficiaries
. These Terms do not and are not intended to confer any rights or remedies upon any person other than you.
. By submitting comments, information, or feedback (collectively, “Feedback”) to use via the phone, through email, and/or the Web Properties, you agree that the information submitted will be subject to our Privacy Notice. We may use Feedback in any manner that we may choose, including, but not limited to, the incorporation of suggested changes into our services and products, without notice or compensation to you.
By accessing and using the Web Properties, you consent to and agree to be bound by these Terms. If we decide to change these Terms or some part of them, we will make an effort to post those changes on this web page so that you will always be able to understand and agree to the terms and conditions governing your use of the Web Properties. If you provide us with an email address, we may also provide any notice to you under these Terms by sending a message to that email address. 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. Your use of the Web Properties following your acceptance of any amendment of these Terms will signify your assent to and acceptance of the revised Terms for all previously collected information and information collected from you in the future.
If you have additional questions or comments of any kind, or if you see anything in the Web Properties that you think is inappropriate, please let us know by sending your comments or requests to:
Baton Technologies, Inc.
5 Crosby Street
New York, NY, 10013
Copyright © 2020. Baton Technologies, Inc. All Rights Reserved.
Effective as of: February 28, 2020
Last updated: February 28, 2020