RENTAL TERMS AND CONDITIONS
1. Defined Terms. Capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Agreement. Additionally, the following terms shall have the following meanings:
- “Agreement” means the Rental Agreement to which these Master Terms and Conditions are attached and incorporated.
- “Services” means the customer support services relating and app/software services provided by Cove in support of the chair.
- “We”, “us”, “our” and “Cove” refer to The Chair Fix LLC.
2. Services. Cove will provide the Services so long as Customer continues to fulfill all its obligations under the Agreement, including, without limitation, paying any amount due in accordance with the Agreement.
3. Payment for Units. Customer agrees to pay Cove the monthly rental fees, billed in advance on a recurring monthly basis, and any taxes and/or subscription fees required to support the chair. All subscription fees for rental chairs are included in the rental amount. Rental payments paid monthly and service may be cancelled at any time. Customer’s obligation to pay all amounts payable by Customer under this Agreement is absolute and unconditional.
Customer authorizes Cove and its payment processor to charge the payment method on file for all amounts due on a recurring basis. If a payment fails, Cove may retry the charge, suspend access to service/disable the Unit, or retrieve the Unit. All fees are non-refundable except as expressly stated herein. Customer's payment obligations are absolute and unconditional.
Rental units include a required security deposit, a portion of which is refundable (up to $300) when the Unit is returned in a timely manner in “acceptable” condition, as determined by Cove in its reasonable discretion. The remainder of the security deposit is non-refundable and is designated to cover return processing costs associated with the return of the Unit.
4. Use of the Units and Services. Customer will (i) use the Units in a safe manner; (ii) comply with all applicable laws; and (iii) permit only persons authorized by Customer to access, receive and use the Services. Customer agrees that it is responsible for internet connectivity in order to utilize the Units. Customer shall ensure that each Unit is (a) complete, in good operating condition and repair and performing according to manufacturer's published specifications, (b) supplied with all necessary parts, such that Cove can gather necessary data to provide monitoring, data analytics and other services to support Unit’s use and reporting to Customer. Customer shall not provide Cove access to any protected health information or other personally identifiable data.
5. Shipping Terms; Title; Risk of Loss. All transportation costs of the Units are the responsibility of Customer, including return shipping at the termination of any rental period (which is contemplated as part of the non-refundable portion of the deposit). Cove will ship Units via standard ground service carriers. Customer is responsible for any loss, damage or destruction of the Units. No such loss, damage or destruction of the Units will relieve Customer of any payment obligations under this Agreement.
Title to and ownership of the Unit remain exclusively with Cove at all times. Customer receives a limited, non-transferable right to use the Unit at the address on file. Customer shall not subrent, lend, assign, or otherwise transfer possession or use of the Unit to any third party, nor shall Customer encumber the Unit. Customer is liable for damage beyond reasonable wear and tear. Risk of loss transfers to Customer upon delivery and returns to Cove upon receipt of Unit. This Agreement creates a rental and service arrangement only. No leasehold interest, security interest, or real or personal property right in the Unit is granted or created hereby.
6. Inspection and deployment of the Units: As soon as reasonably practicable after Customer’s receipt of the Unit (but in no event later than 10 days after such receipt), Customer shall (i) inspect the Units and (ii) notify Cove if any parts are missing or were damaged in transit. Customer shall, at its expense, be responsible for setup of the Unit.
7. Warranties and Remedies. Cove warrants during the Term the replacement of any defective Unit. Cove’s warranty procedures require prompt notice of any defect and Customer’s participation in any verbal troubleshooting a problem with Cove’s representatives. If the problem is not resolvable, Cove will ship a replacement to Customer. Customer shall return to Cove the defective Unit. If Customer fails to return the defective Unit in question within 30 days of Customer’s receipt of the replacement Unit, Customer will be liable for and promptly pay upon Cove’s submission of its invoice, the replacement cost as determined by Cove of the defective Unit in question. Cove’s warranty as set forth in this policy excludes defects due to Acts of God, intentional misconduct, negligence, loss or theft.
8. Remedies. In the event of a breach of the product warranty, Customer’s sole and exclusive remedy is for Cove to either repair or replace such Units (the “Defective Units”) at Cove’s discretion and expense. Upon Customer’s receipt of any replacement Units, Customer will promptly return all Defective Units. Cove will promptly reimburse Customer for all reasonable return shipping expenses related to a Defective Unit. The Monthly Fee attributable to any Defective Unit will be suspended during any period in which such Defective Unit is in the process of being repaired or replaced.
9. No Medical Advice and Disclaimer of Warranties. None of the information provided by Cove or its representatives or the information or output from the Units or Services constitutes medical advice. Such information and output is provided on an AS-IS basis, and all express or implied warranties of any nature relating thereto are disclaimed. Cove does not warrant or represent that the Services or the information or output from the Units will be uninterrupted or error-free. Cove does not guarantee specific results or output, resulting from, or generated through the Units or Services. Customer is responsible for any and all decisions and actions relating to the Units and Services, and Cove shall have no liability therefore.
10. Limitation of Liability. COVE’S MAXIMUM LIABILITY, IF ANY, FOR ALL DAMAGES, WHETHER ARISING FROM CUSTOMER’S USE OF THE SERVICES, BREACH OF THIS AGREEMENT, BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILITY, OR OTHER THEORY OF LIABILITY ARISING UNDER THIS AGREEMENT, SHALL NOT EXCEED THE AMOUNT PAID TO COVE BY CUSTOMER DURING THE TWELVE (12) MONTH PERIOD PRECEDING THE EVENT THAT GAVE RISE TO SUCH LIABILITY.
11. Indemnification. Customer agrees to indemnify and hold harmless Cove, its officers, managers, directors, employees, consultants, and agents, from any and all liabilities, claims, expenses, damages, including reasonable legal fees and disbursements, arising out of any third-party claims or suits for damage.
12. Product Recall. Cove may be required by a regulatory agency to recall Units or voluntarily initiate a recall of the Units. In all cases of recalled Units, Cove shall replace the Unit and reimburse Customer for shipping charges incurred in returning the non-conforming Unit and Cove shall have no further obligation to Customer with respect to the recall.
13. Proprietary Rights. As between Customer and Cove, Cove owns all intellectual property rights related to or embodied within the Units, and nothing herein shall transfer any such intellectual property rights to Customer. Customer will take no actions which adversely affect Cove’s intellectual property rights in the Units.
14. Privacy Notice. Where end users or Customer provide personal information to Cove, they are giving Cove and permission to collect and use the information in connection with the use of the Units, in accordance with Cove’s Privacy Policy, available at www.choosecove.com. Furthermore, all personal data collected may be utilized by Cove in an anonymized, de-identified, aggregated form for furtherance of research and commercial purposes.
By using the Unit, Customer acknowledges and consents to Cove’s collection of usage data, including session frequency, duration, device identifiers, and app interaction data ("Usage Data"), to provide, support, and improve the service. Cove does not sell Usage Data to third parties.
15. Term and Termination. This Agreement commences on the Effective Date and renews automatically month-to-month unless either party provides written notice of cancellation at least fifteen (15) days before the next billing date or Customer chooses to purchase the unit. Return of the Unit may be initiated through the RMA processes, detailed in the Shipping and Returns policy at www.choosecove.com. Upon cancellation, Customer shall return the Unit within ten (10) days in its original condition, reasonable wear and tear excepted. Failure to return Unit timely will result in a charge for the Unit’s replacement value.
16. Governing Law and Venue: THIS AGREEMENT SHALL BE GOVERNED BY THE LAWS OF THE STATE OF UTAH WITHOUT REFERENCE TO ITS PRINCIPLES OF CONFLICTS OF LAWS. COVE AND CUSTOMER CONSENT TO THE EXCLUSIVE JURISDICTION OF THE FEDERAL AND STATE COURTS LOCATED IN SALT LAKE COUNTY, UTAH, IN ANY ACTION OR PROCEEDING RELATING TO THIS AGREEMENT. THE PARTIES WAIVE ANY RIGHT THEY MAY HAVE TO A TRIAL BY JURY IN ANY SUCH ACTION OR PROCEEDING.
17. Force Majeure. Except for the obligation of Customer to timely pay the Monthly Rental Fee, the obligations of each party hereunder to perform under the Agreement will be excused during each period of delay caused by acts of God, shortages of power or materials, disruptions in communication, government orders, epidemics, or any other event or circumstance which is beyond the reasonable control of the party obligated to perform (“Force Majeure Event”).