These Terms of Sale (the “Terms”) govern your purchase of all connected lightbulbs and/or other devices, products, or accessories (collectively, “Products”) from Korrus, Inc. (“Company”, “we” or “us”) via one or more website(s) we operate (the “Site”). These Terms may be updated by Company from time to time, and your purchase of additional Products from us via our Site constitutes acceptance of the terms and conditions in effect at the time of such purchase.

IMPORTANT: PLEASE READ THESE TERMS CAREFULLY BEFORE PURCHASING PRODUCTS FROM OUR SITE. BY PLACING AN ORDER OR PURCHASING A PRODUCT, YOU’RE AGREEING TO BE BOUND BY THESE TERMS AND THE AGREEMENTS AND POLICIES REFERENCED BELOW. IF YOU DON’T AGREE WITH THESE TERMS, YOU MAY NOT BUY PRODUCTS VIA OUR SITE.

1. Prices, Orders, and Payments

Pricing for the Products shall be determined by Company in its sole discretion and may be changed at any time by updating the description on our Site. Prices displayed on our Site for Products do not include charges for shipping, taxes, and the like. You will be responsible for the cost of such charges in addition to the prices for the Products you order, as shown on our Site when you place your order. All prices and other amounts are in U.S. Dollars. Our Products are valid for delivery only to locations within the United States, unless stated otherwise on the Site. You may not buy any Products for the purpose of resale to any third party. We reserve the right to refuse or cancel any purchases of Products that we suspect or determine you are buying to resell.

You may use only valid payment methods acceptable to us to complete a purchase from our website. When you place an order via our Site, you authorize us to charge the designated payment method you have chosen for the total amount of your order, including any applicable taxes and other charges. If your payment method can’t be verified, is invalid, or is otherwise unacceptable, your order may be suspended or cancelled. You must resolve any problems we encounter to proceed with your order.

We reserve the right to correct any errors in any Product descriptions, photographs, pricing and other information on our Site and revise your order accordingly (which includes charging you the correct price for your Products or cancelling your order and refunding you any amount charged).

2. Shipping and Delivery

Products will be shipped to the delivery address specified by you when you place an order. Shipment dates communicated or acknowledged by Company are approximate only, and Company shall not be liable for any delays to the shipment date. The risk of loss or damage to Products in your order passes to you upon delivery of those Products to our specified carrier. Title to Products you order passes to you upon delivery of those Products, provided that you have fully paid us for such Products. If any Products are not fully paid for upon delivery to you, title of those Products remains with us and we have the right to retake possession of such Products (at your expense) until you fully pay for them. Orders may be split into multiple shipments at our discretion.

3. Cancellations

We reserve the right to cancel your order, including after you have been billed (if, for example, your Products are out of stock or if you determine the purpose of your order is for resale). If we cancel your order after you have been billed, we’ll give you a full refund of your billed amount. We also reserve the right to alter the number of Products in any order and reject all or part of any order.

Once your order has been received by us, it cannot be cancelled. Please refer to the “Returns” section below for additional information if you would like to return your Products for any reason.

4. Returns

We will accept returns of Products that were purchased directly from our Site provided that they are unused, in the original packaging (i.e. inside the original, unopened box and the seal on the box must not be tampered with or broken in any manner) and are returned [within 14 days] from the date your Products were delivered to you. [Please note that returns of Products may be subject to a restocking fee.] If you would like to make a return during the return window, you must first contact Company and obtain a return material authorization (“RMA”) number. You may contact us at 855-OIO-BULB or myoioorder@korrus.com. Please state the reason for request upon calling/emailing.

If an RMA number is issued, it is valid for only thirty (30) days. Products not returned to us within this timeframe may not be eligible for any return, regardless of reason, and delivery may be refused. You will be responsible for all shipment costs and charges to return the Product to us, including any taxes (if applicable). You will bear the sole risk for any loss or damage to the Products while in transit to Company.

If Products are returned to Company without a valid RMA number, delivery will be refused and you will be responsible for all return shipping costs and charges, including, as applicable, all taxes.

Once Company has confirmed receipt of your Products, unused and in the original packaging, Company will issue a refund to your original method of payment, less any restocking fees. When we issue you a refund, it is issued to the payment method you used to make your purchase. The time it takes to process your refund will depend, in part, on your method of payment. Refunds issued to credit cards are generally made within 5 business days from the date we confirm receipt of the returned item.

5. Privacy

Your privacy is important to us. Our Privacy Policy describes how we collect, use, and disclose information about you. Please read our Privacy Policy carefully so you understand how we use and share information we collect about you.

6. Additional Terms

Your use of our mobile application (the “App”) that enables you to control certain of our Products, is subject to our Terms of Use. If you do not agree to our Terms of Use, you may be unable to use our App.

7. Ownership; Proprietary Rights

Our Site, including visual interfaces, graphics, design, compilation, information, data, source code, object code, products descriptions, software, services, content, logos, and trademarks displayed therein (collectively, the “Site Materials”) are owned or licensed by Company. The Site Materials Materials are protected by all relevant intellectual property and proprietary rights and applicable laws. Except as expressly authorized by Company in writing, you may not make use of the Site Materials. Company reserves all rights to the Site Materials not granted expressly in these Terms.

8. Limited Warranty; Disclaimer

We offer a limited warranty on our Products, in accordance with our Limited Warranty Policy. Please refer to the Limited Warranty Policy for information regarding the warranty we offer and how to contact us in the event you experience any issues with your Products.

EXCEPT AS SET FORTH IN OUR LIMITED WARRANTY POLICY, OUR SITE, OUR SITE MATERIALS, AND ALL PRODUCTS ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS, WITHOUT WARRANTY OR CONDITION OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, UNLESS OTHERWISE SPECIFIED IN WRITING. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, COMPANY HEREBY DISCLAIMS, AND SHALL HAVE NO RESPONSIBILITY OR LIABILITY WHATSOEVER FOR, DAMAGE OR INJURY TO PERSONS OR PROPERTY OR FOR OTHER LOSS OR INJURY RESULTING FROM ANY CAUSE WHATSOEVER ARISING OUT OF OR RELATED TO OUR SITE, THE SITE MATERIALS, THE PRODUCTS OR THEIR USE.
SOME JURISDICTIONS MAY PROHIBIT A DISCLAIMER OF CERTAIN WARRANTIES AND YOU MAY HAVE OTHER RIGHTS THAT VARY FROM JURISDICTION TO JURISDICTION.

9. Export Restrictions

All of our Products are subject to import and export laws and regulations in the United States and elsewhere. You agree to comply with these import and export laws and regulations in connection with the Products, including laws and regulations that place restrictions on destinations, users, and end use. Further, you represent and warrant that you (i) are not located in a country that is subject to U.S. Government sanctions or has been designated by the U.S. Government as a “terrorist supporting” country, and (ii) have not been identified as a sanctioned party by the US Office of Foreign Assets Control or any other applicable sanctions or denied persons list by any other applicable government agency. You will not use any Product if any applicable laws in your country prohibit you from doing so in accordance with these terms.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL COMPANY BE LIABLE TO YOU, OR TO ANY OTHER THIRD PARTY, FOR ANY LOST PROFITS, LOSS OF USE, OR EQUIPMENT DOWNTIME, OR FOR ANY INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES, HOWSOEVER ARISING, RELATED TO THE PRODUCTS, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, COMPANY’S MAXIMUM AGGREGATE LIABILITY TO YOU, WHETHER RESULTING FROM BREACH OF CONTRACT OR NEGLIGENCE OR OTHERWISE, SHALL NOT EXCEED THE PURCHASE PRICE OF THE SPECIFIC PRODUCTS YOU PURCHASED FROM OUR SITE THAT GAVE RISE TO THE CLAIM. THE LIMITATIONS CONTAINED IN THIS SECTION SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY PROVIDED UNDER THESE TERMS.

You must bring any claim for damages within ninety (90) days of the date of the event giving rise to any such claim, and any lawsuit relative to any such claim must be filed within one (1) year of the date of the claim. After the one-year term, you waive any and all rights to such claims and any claims that have been brought or filed not in accordance with the preceding sentence are null and void.

You hereby acknowledge that the foregoing limitations are an essential element of these Terms and that in the absence of such limitations, the pricing and other terms by which Company offers its Products to you would be substantially different. The limitations and exclusions set forth above in this Section shall apply only to the extent permitted by applicable mandatory law.

11. Indemnification

You will at all times defend, indemnify and hold harmless Company and its officers, directors, shareholders, employees, accountants, attorneys, agents, affiliates, successors and assigns from and against any and all damages, injuries (including death), liabilities, costs and expenses, including reasonable legal fees and expenses, arising out of or related to third party claims, actions or demands arising out of or related to any (a) breach of any provision in these Terms by you, or (b) improper or negligent installation or use, or unauthorized repair, or integration into another lighting product, of a Product by you (or another party on your behalf). You will not settle compromise or consent to the entry of any judgment with respect to any pending or threatened claim without the consent of Company.

12. Governing Law and Venue

These Terms shall be construed, enforced and governed in accordance with California state laws, without regard to conflicts of law principles. The U.N. Convention on Contracts for the International Sale of Goods shall not apply. With respect to any disputes under these Terms, each of you and Company agree and submit to the exclusive jurisdiction of the state and federal courts located in Los Angeles County, California.

13. General

These Terms constitute the entire understanding between you and Company regarding your use of and purchase of any Products from our Site and supersede any prior representation or agreement, oral or written. These Terms shall not be modified, supplemented, qualified or interpreted by any trade usage or prior course of dealing not set forth herein. If any term or provision of these Terms is held to be invalid or unenforceable, these Terms shall continue in force without such provision or as changed and interpreted to give best effect to the parties’ intentions. If Products purchased are sold, or are incorporated into products that are sold, under a U.S. Government contract, Company rejects provisions or clauses required to be passed on to Company pursuant to such contract, and such provisions or clauses shall not be deemed included or binding on Company unless accepted in writing by an authorized representative of Company. No delay or omission to exercise any right, power or remedy accruing to any party upon any breach or default of the other party under these Terms shall impair any such right, power or remedy, nor shall it be construed to be a waiver of any such breach or default. Any waiver, permission, consent or approval of any kind or of any breach or default must be in writing signed by the party against whom enforcement is sought.