Terms of service

OVERVIEW

Welcome to The Filterium! The terms “The Filterium,” “we,” “us,” and “our” refer to Filtrana LLC, d/b/a The Filterium. The Filterium operates this website (the “Site”), including the store and all related information, content, features, tools, products and services in order to provide you (“you,” “user,” “your”), with a curated shopping experience (together, the “Services”). The Filterium store is powered by Shopify, which enables us to provide the Services to you.

The below terms and conditions, together with any policies referenced herein (these “Terms”) describe your rights and responsibilities when you access the Site or use the Services.

Please read these Terms carefully, as they include important information about your legal rights and cover areas such as warranty disclaimers and limitations of liability.

THESE TERMS CONTAIN A MANDATORY ARBITRATION CLAUSE, AND CLASS ACTION AND JURY TRIAL WAIVERS, IN SECTION 28, WHICH AFFECT YOUR RIGHTS ABOUT HOW TO RESOLVE ANY DISPUTE WITH FILTRANA LLC. PLEASE CAREFULLY REVIEW THIS SECTION.

By visiting the Site, or interacting with or using our Services, you agree to be bound by these Terms and our Privacy Policy. If you do not agree to these Terms or the Privacy Policy, you should not use or access our Site or the Services. Further, if you make any orders or purchased through the Site or the Services, you are thereby agreeing to our Refund Policy, and you should not make such purchases unless you agree to the Refund Policy. 

You understand and agree that The Filterium may update these Terms or the Privacy Policy to add, remove, or amend terms, conditions, and policies governing the use and operation of the site or the Services at any time by posting an amended version of these Terms. Your use of the Site or Services after such changes have been made constitute your acceptance of these Terms as they may be updated from time to time. You should review these Terms on a regular basis to ensure you are in compliance with the Terms. 

1. ACCESS AND ACCOUNT INFORMATION

The Site and the Services are available only to users who are able to form legally binding contracts. By using the Site and/or Services, you represent that you are at least the age of majority in your state or province of residence, you are recognized as being able to form legally binding contracts under applicable law, and you are not barred from using the Services under the law of the United States or any other applicable jurisdiction. Further, you represent that you have given us your consent to allow any of your minor dependents to use the Site or Services on devices you own, purchase or manage.

If you are entering this Agreement or accessing the Site or Services on behalf of an entity, you represent and warrant that you have legal authority to bind the entity to these Terms, and you understand that the terms “you,” “user,” and the like will refer to the entity except as otherwise required by context. If it is later determined, or we later discover, that you do not have the authority to bind the entity, you, individually, will be personally liable for compliance with the Terms, including without limitation the payment of fees which may be due hereunder. 

You agree that Filterium is entitled to rely on your warranty of authority to enter these Terms, and to rely on any instructions or communications reasonably believed to originate from a user or authorized representative of your entity. You are solely responsible for maintaining the security of your account credentials and for all of your account activity. You may not transfer, sell, assign, or license your account to any other person. You agree to be bound by the terms of this Agreement for transactions that you have entered into or that any other person has entered into through your account or your access information for the Services. 

To use the Site or certain Services, including accessing or browsing our online stores or purchasing any of the products or services we offer, you may be asked to create an account or to otherwise provide information, such as your email address, billing, payment, and shipping information. You represent and warrant that all the information you provide is correct, current and complete and that you have all rights necessary to provide this information. Filterium reserves the right to suspend or cancel your account and your access to certain features of the Site or the Services if it has reason to believe that the information you have submitted to open your account is inaccurate, incomplete, or out of date.

1. PRIVACY POLICY

We publish a Privacy Policy  which outlines how we may use your personal information. 

Because the Services are hosted by Shopify, Shopify may also collect and process personal information about your access to and use of the Site and the Services in order to provide such services and improve the Site and/or Services for you. Information you submit to the Site or through the Services will be transmitted to and shared with Shopify as well as third parties that may be located in other countries than where you reside, in order to provide such services to you. 

All personal information we collect through the Site or the Services is subject to our Privacy Policy, which can be viewed here, and certain personal information may also be subject to Shopify’s Privacy Policy, which can be viewed here. In order to access the Site or the Services, you must agree to the terms of the Privacy Policy with respect to all use of the Site or Services and agree to the use of your information as put forth in the Privacy Policy. By accessing the Site or using the Services, you hereby acknowledge that you have read and accept and agree to these privacy policies.

1. OUR PRODUCTS AND SERVICES

We have made every effort to provide an accurate representation of our products and Services on the Site. However, please note that colors or product appearance may differ from how they may appear on your screen due to the type of device you use to access the store and your device settings and configuration.

All descriptions of products are subject to change at any time without notice at our sole discretion. We reserve the right to modify or discontinue any products or Services offered under these Terms or through the Site at any time and for any reason, and may limit the quantities of products or the Services that we offer to any person, geographic region, or jurisdiction on a case-by-case basis. 

1. ORDERS

When you place an order, you are making an offer to purchase. The Filterium reserves the right to accept or decline your order, in whole or in part, for any reason at its sole discretion. Your order is not accepted until The Filterium confirms the relevant order or portion of the relevant order and receives and processes your payment therefor. Please review your order carefully before submitting, as The Filterium may be unable to accommodate cancellation requests after it has confirmed your order. 

In the event that we do not accept, partially accept, make a change to, or cancel an order, we will attempt to notify you by contacting the e-mail, billing address, and/or phone number provided at the time the order was made.

Except as required by applicable law, your purchases will be shipped according to our Shipping Policy and are subject to return or exchange solely in accordance with our Refund Policy.

1. PRICES AND BILLING

The Filterium reserves the right to discontinue promotions or to change its prices or fees for Access to the Site, the Services, or any products, goods or services sold through the Site, at any time. The price charged for such access, Services, or products, goods, or services will be the price in effect at the time the order is placed and will be set out in your order confirmation email. 

Unless otherwise expressly stated, posted purchase prices do not include taxes, shipping, handling, customs or import charges, all of which you agree to pay in addition to the posted purchase price. 

Prices posted in our Site or online stores may be different from prices offered in physical stores or in online or other stores operated by third parties. We may offer, from time to time, promotions that may affect pricing and that are governed by terms and conditions separate from these Terms. If there is a conflict between the terms for a promotion and these Terms, these Terms will govern except and only to the extent expressly stated in the terms for the relevant promotion.

1. PAYMENT

You agree to pay any and all applicable prices and fees resulting from your purchase of goods or services through the Site or your request for Services from Filterium in the form of a payment via credit card, debit card, PayPal, or Shop Pay or any other payment method accepted by Shopify.

You agree to provide current, complete and accurate purchase, payment and account information for all purchases made at or through our Site. You agree to promptly update your account and other information, including without limitation your email address, credit card numbers and expiration dates, so that we can complete your transactions and contact you as needed.

You represent and warrant that (i) the payment and payment method information (including, without limitation, credit or debit card information) you provide is true, correct, and complete, (ii) you are duly authorized to use such payment method for the purchase, (iii) charges incurred by you will be honored by your credit card company, banking institution, or other payment processor and (iv) you will pay charges incurred by you at the posted prices at the time you place your order, including shipping and handling charges and all applicable taxes, if any.

Except as otherwise specifically agreed in writing or prohibited by law, initiation of a chargeback for payments that have become due, payment through fraud or theft, or payment that it past due by more than 30 days, may lead to suspension and/or termination of Services, non-shipment or fulfilment of goods or services purchased through the Site, or the user’s inability to order or purchase goods or services through the Site in the future. 

The Filterium further reserves the right in the event of nonpayment or fraudulent payment to cancel specific Services or orders placed through the Site for goods or services, or any portion thereof, as well as retaining the right to permanently terminate your Filterium account. 

1. SHIPPING AND DELIVERY

All goods purchased through the Site or to be provided as a result of the Services will be shipped to you FOB Origin, meaning that once we transfer such goods or products to the carrier, the title and risk of loss pass to you. We are not responsible nor liable for shipping or delivery delays caused by the carrier, customs processing, or events outside of our control. 

All shipping and delivery times are estimates only and are not guaranteed. 

Additional details regarding shipping and delivery can be located in our Shipping Policy

1. RETURNS; REFUNDS

We will authorize returns and/or issue refunds for goods and/or services purchased through the Site or the Services only as set forth in our Refund Policy. Please carefully review the Refund Policy prior to purchasing any goods and/or services through the Site or Services. 

1. INTELLECTUAL PROPERTY

Our Site and Services include protected intellectual property, including trademarks, copyrighted material, brands, text, displays, images, graphics, product reviews, video and audio recordings, and the design, selection and arrangement thereof, as well as know-how, data, research, and interpretation thereof which inform the Site and Services (“Filterium IP”). The Filterium IP is owned by us (or our affiliates or licensors, where applicable) and is protected by US and foreign patent, trademark, copyright, and other intellectual property laws. 

Under these Terms, unless or until the license is revoked by The Filterium, you have a limited, revocable, worldwide license to use the Site and the Services for your own personal, non-commercial use, only. You are not authorized nor licensed to reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on the Services without our prior written consent. Except as expressly provided herein, nothing in these Terms grants or shall be construed as granting a license or other rights to you under any patent, trademark, copyright, or other intellectual property of The Filterium, Shopify or any third party. Unauthorized use of the Services may be a violation of federal and state intellectual property laws. All rights not expressly granted herein are reserved by The Filterium.

The names, logos, product and service designations or descriptions, designs, function, operation, processes, or underlying research or data, and any other intellectual property embodied in the products or services sold through the Site or as a result of the Services are the property of the owner of such intellectual property or the manufacturer of such goods or products. Any license that you have to use such goods or products shall be those of the purchaser of a product for personal use, and you shall not have the right to reverse engineer, copy, distribute, or resell such goods except as specifically granted by the owner or manufacturer. 

Certain elements of the Site and the store may include Shopify’s name, logo, product and service names, designs or slogans, which are trademarks of Shopify. 

1. OPTIONAL TOOLS, THIRD PARTY LINKS

You may be provided with links or access to certain optional customer tools offered by third parties through the Site or as part of the Services, or to other websites or information provided or operated by third parties (including embedded third-party functionality, products, services, resources, or content), which we neither monitor nor have any control nor input over. We are not responsible for examining or evaluating the content or accuracy of any third-party tools or websites you choose to access. If you decide to leave the Site or the Services to access these optional tools, websites, products, services, resources, or content, you do so at your own risk.

You acknowledge and agree that we provide access to such tools and websites “as is” and “as available” without any warranties, representations or conditions of any kind and without any endorsement. We shall have no liability whatsoever for any harm or damages arising from or relating to your use of optional third-party tools or to your use or purchase of any products, services, resources, or content on any third-party websites.

Your use of any optional tools, products, services, resources, or content provided through a third-party site is entirely at your own risk and discretion. You should carefully review the third party’s policies and practices and make sure that you understand them before you engage in any such transaction or rely upon resources or content provided by the third party. Complaints, claims, concerns, or questions regarding third-party tools, products, services, resources or content should be directed to the third-party.

1. RELATIONSHIP WITH SHOPIFY

The Filterium is powered by Shopify, which enables us to provide the Services to you. However, any sales and purchases you make in our store are made directly with The Filterium. By using the Services, you acknowledge and agree that Shopify is not responsible for any aspect of any sales between you and The Filterium, including any injury, damage, or loss resulting from purchased products and services. You hereby expressly release Shopify and its affiliates from all claims, damages, and liabilities arising from or related to your purchases and transactions with The Filterium.

1. FEEDBACK

If you submit, upload, post, email, or otherwise transmit any ideas, suggestions, feedback, reviews, proposals, plans, images, or other content (collectively, “Feedback”), you agree to and hereby do grant us a perpetual, worldwide, irrevocable, sublicensable, royalty-free license to use, reproduce, modify, publish, distribute and display all or any portion of such Feedback in any medium for any purpose, including for commercial use. We may, for example, use our rights under this license to operate, provide, evaluate, enhance, improve and promote the Site or the Services and to perform our obligations and exercise our rights under the Terms.

You also represent and warrant that: (i) you own or have all necessary rights to all Feedback; (ii) you have disclosed any compensation or incentives received in connection with your submission of Feedback; and (iii) your Feedback will comply with these Terms. We are and shall be under no obligation (1) to maintain your Feedback in confidence; (2) to pay compensation for your Feedback; or (3) to respond to your Feedback.

We may, but have no obligation to, pre-screen, monitor, edit or remove Feedback that we determine in our sole discretion to be unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or in violation of any party’s intellectual property or these Terms. We shall have the right to remove any Feedback posted to the Site or through the Services and/or to terminate your access to the Site or Services based on Feedback that is in violation of these Terms. 

You agree that your Feedback will not violate any right of any third-party, including copyright, trademark, privacy, personality, confidentiality, or other personal or proprietary right. You further agree that your Feedback will not contain libelous or otherwise unlawful, abusive or obscene Feedback, or contain any computer virus or other malware that could in any way affect the operation of the Site, the Services or any related website. You may not use a false email address, pretend to be someone other than yourself, or otherwise mislead us or third-parties as to the origin of any Feedback. You are solely responsible for any Feedback you make and its accuracy. We take no responsibility and assume no liability for any Feedback posted by you or any third-party.

1. ERRORS, INACCURACIES AND OMISSIONS

Occasionally there may be information on or in the Site or the Services that contain typographical errors, inaccuracies or omissions that may relate to products, product descriptions or features, pricing, promotions, offers, product shipping charges, transit times, availability, installation, use, or suitability of various products or other content. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information or cancel orders if any information is inaccurate at any time without prior notice (including after you have submitted your order). If we cancel an order that you have placed under this provision, you will be notified of the cancellation using relevant contact information as submitted with your order, primarily the email address submitted with your purchase. 

1. REPRESENTATIONS AND WARRANTIES

You represent and warrant that your purchases from or through the Site or the Services are for your own personal or household use and not for commercial resale or export, and that your access to the Site and Services are for lawful purposes only.

You represent and warrant that you will not access or use the Site or the Services, directly or indirectly: (a) for any unlawful or malicious purpose; (b) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (c) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (d) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or harm any of our employees or any other person; (e) to transmit false or misleading information; (f) to send, knowingly receive, upload, download, use, or re-use any material that does not comply with the these Terms; (g) to transmit, or procure the sending of, any advertising or promotional material, including any “junk mail,” “chain letter,” “spam,” or any other similar solicitation; (h) to impersonate or attempt to impersonate any other person or entity; or (i) to engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Site or Services, or which, as determined by us, may harm The Filterium, Shopify or other users of the Site or Services, or expose them to liability.

In addition, you further represent and warrant that you will not: (a) upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Site or the Services; (b) reproduce, duplicate, copy, sell, resell or exploit any portion of the Site or Services; (c) collect or track the personal information of others; (d) spam, phish, pharm, pretext, spider, crawl, or scrape; or (e) interfere with or circumvent the security features of the Site or Services or any related website, other websites, or the Internet. 

1. DISCLAIMERS 

The information presented on or through the Site or Services is made available solely for general information and educational purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Site or Services, or by anyone who may be informed of any of its contents. 

The Filterium sources the goods and/or services sold through the Site and the Services from third parties, in some instances based on The Filterium’s reliance on the information provided by third parties regarding the appearance, quality, specifications, and/or performance of such goods and/or services, and The Filterium does not warrant that the appearance, quality or performance of any such goods and/or services purchased by you will meet your expectations or be the same as shown on the Site or through the Services. Any warranties or representations relating to goods, products, systems, materials and/or services purchased through the Site or the Services shall be only those provided directly from the manufacturer, and The Filterium does not provide any additional warranties relating thereto.

EXCEPT AS EXPRESSLY STATED BY THE FILTERIUM, THE SERVICES, THE SITE, AND ALL GOODS OR SERVICES OFFERED THROUGH THE SITE OR THE SERVICES ARE PROVIDED 'AS IS' AND 'AS AVAILABLE' FOR YOUR PERSONAL OR HOUSEHOLD USE, WITHOUT ANY REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, DURABILITY, TITLE, AND NON-INFRINGEMENT FROM THE FILTERIUM. 

Any refunds or exchanges for products offered through the Site or Services are subject to the Refund Policy currently in effect at the time the products were purchased. 

TO THE EXTENT PERMISSIBLE UNDER LAW, WE DISCLAIM ANY GUARANTEE, REPRESENTATION OR WARRANTY THAT YOUR USE OF THE SITE OR SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE. 

1. LIMITATION OF LIABILITY

TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO CASE SHALL THE FILTERIUM (OR OUR MEMBERS, PARTNERS, SHAREHOLDERS, DIRECTORS, OFFICERS, MANAGERS, EMPLOYEES, AFFILIATES, AGENTS, CONTRACTORS, REPRESENTATIVES, SERVICE PROVIDERS OR LICENSOR, TOGETHER REFERRED TO AS THE “RELATED PARTIES”), OR THOSE OF SHOPIFY AND ITS RELATED PARTIES, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, LOST PROFITS, LOST REVENUE, LOST SAVINGS, LOSS OF DATA, REPLACEMENT COSTS, OR ANY SIMILAR DAMAGES, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, ARISING FROM YOUR USE OF THE SITE, THE SERVICES OR ANY GOODS AND/OR SERVICES PROCURED USING THE SERVICES, OR FOR ANY OTHER CLAIM OF DAMAGES RELATED IN ANY WAY TO YOUR USE OF THE SITE OR SERVICES OR GOODS OR SERVICES PROCURED THERETHROUGH OR IN RELIANCE THEREON, EVEN IF REASONABLY FORSEEABLE OR IF THE FILTERIUM IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 

YOU FURTHER AGREE THAT THE FILTERIUM’S AND IT’S RELATED PARTIES’ MAXIMUM LIABILITY FOR DAMAGES TO YOU UNDER THESE TERMS, FOR ANY AND ALL ACCESS TO THE SITE, PROVISION OF SERVICES HEREUNDER OR RELATING TO GOODS AND/OR SERVICES PROCURED THROUGH OR AS A RESULT OF YOUR USE OF THE SITE OR THE SERVICES, SHALL BE THE LESSER OF (A) THE TOTAL AMOUNT PAID TO THE FILTERIUM FOR THE RELEVANT ACCESS, SERVICES, AND OR GOODS IN THE MOST RECENT CALENDAR YEAR OR (B) $1,000, WHICHEVER IS LESS. 

YOU UNDERSTAND THAT THIS STRICT LIMIT ON LIABILITY IS A MATERIAL PART OF THE BARGAIN BETWEEN YOU AND THE FILTERIUM, ON WHICH THE FILTERIUM HAS RELIED IN ENTERING THESE TERMS. 

1. INDEMNIFICATION

YOU AGREE TO FULLY INDEMNIFY, DEFEND AND HOLD THE FILTERIUM, SHOPIFY, AND OUR RELATED PARTIES HARMLESS FROM AND AGAINST ANY CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, PENALTIES, JUDGMENTS, OR LIABILITIES (INCLUDING COURT COSTS AND REASONABLE ATTORNEYS’ FEES), LOSSES, OR DAMAGES PAYABLE TO A THIRD PARTY (TOGETHER, “CLAIMS”) DUE TO OR ARISING AS A RESULT OF (1) YOUR BREACH OF THESE TERMS OR THE DOCUMENTS OR POLICIES THEY INCORPORATE BY REFERENCE; (2) YOUR VIOLATION OF ANY LAW OR THE RIGHTS OF A THIRD PARTY; OR (3) YOUR ACCESS TO AND USE OF THE SITE OR THE SERVICES. 

We will notify you of any Claims, provided that a failure to promptly notify you will not relieve you of your obligations unless you are materially prejudiced by such delay. We may control the defense and settlement of such Claims at your expense, including our control over the choice of counsel, but will not settle any claim requiring non-monetary obligations from you without your consent (not to be unreasonably withheld). You shall cooperate in the defense of indemnified Claims, including by providing relevant documents.

1. TERMINATION, DISCONTINUATION

We may terminate your access to the Site or Services (or any part thereof) in our sole discretion at any time with or without notice, and you will remain liable for all amounts due for your access to the Site or Services or for products purchased through the Site or Services, up to and including all costs, expenses, or fees incurred as of the date of termination. 

The Filterium reserves the right to modify or discontinue the Site, Services, or any particular goods or services offered through the Site or Services at any time and for any reason. Unless otherwise agreed in writing, we will refund any amounts that you have already paid for such discontinued Services or discontinued goods that will not be provided to you due to the discontinuation, in the manner for which you paid for them. 

1. THIRD PARTIES

The terms, representations, warranties, and agreements of the parties set forth in these Terms are not intended for, nor shall they be for the benefit of or be enforceable by, any person or entity that is not a party to this agreement.

1. SURVIVAL

Each provision of these Terms that would by its very nature or terms survive termination or expiration of these Terms shall survive any termination of expiration of these Terms. Without limitation, at least the following sections will continue to apply following any such expiration or termination: Intellectual Property; Feedback; Representations and Warranties; Disclaimers; Limitation of Liability; Indemnification, Third Parties; Survival; Severability; Waiver; Remedies Cumulative; Entire Agreement; Assignment; Force Majeure; Governing Law, Jurisdiction, Venue; Headings, Interpretation; Notices, Contact Information; and the incorporated Privacy and Refund Policies.

1. SEVERABILITY

Whenever possible, each provision of these Terms shall be interpreted in such manner as to be effective and valid under applicable law. If any such provision, or the application thereof, in whole or in part, proves to be invalid, illegal, or unenforceable for any reason (including a judicial determination that laws other than chosen by the Parties to these Terms are applicable), such invalidity shall affect only the invalid, illegal, or unenforceable provision. In all other respects, these Terms shall be construed and enforced as if such illegal, invalid, or unenforceable provision had never comprised a portion of these Terms; and the remaining provisions of these Terms shall, to the fullest extent permitted by law, remain in full force and effect and shall not be affected by the illegal, invalid, or unenforceable provision or by its severance from these Terms. Furthermore, in lieu of such illegal, invalid, or unenforceable provision there shall be added automatically as part of these Terms a term, provision as similar in terms to such illegal, invalid, or unenforceable provision as may be possible and be legal, valid, and enforceable.

1. WAIVER

The Filterium’s waiver of any of your breaches or defaults of a provision of these Terms shall not be construed as a waiver of any succeeding breach of the same or any other provision, whether past, present, or future; nor shall any delay or omission of The Filterium to exercise or avail itself of any right, power, or privilege that it has or may have under these Terms shall not operate as a waiver of any breach or default on your part.

1. REMEDIES CUMULATIVE 

The parties agree that the rights and remedies herein provided in case of default or breach are cumulative and shall not affect in any manner any other remedies available to either party. The exercise of any right or remedy herein provided will be without prejudice to the right to exercise any other right or remedy provided herein, at law or in equity

1. ENTIRE AGREEMENT

These Terms and any policies or operating rules posted by us on this Site or in respect to the Services constitute the entire agreement and understanding between you and us, and governs your use of the Site and the Services, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms).

Any ambiguities in the interpretation of these Terms shall not be construed against the drafting party.

1. ASSIGNMENT

You may not delegate, transfer sublease, nor assign this agreement or any of your rights or obligations under these Terms without our prior written consent, and any such attempt will be null and void. We may transfer, assign, sublease or delegate our rights, responsibilities, liabilities, or obligations these Terms and our rights and obligations without consent or notice to you.

1. FORCE MAJEURE

Neither Party shall be held responsible for any delay, default, or failure to perform its obligations under these Terms if and to the extent such Party’s failure to perform is the result of an act of force majeure including acts of God, war, terrorist act, riot, natural disaster, public health emergency, fire, flood, embargo, technical failure (including the failure of all or part of the communications satellite, or transponders on which the Services, the Site, or any goods or services purchased through or in reliance on the Site or Services relies to function, or of the related uplinking or other equipment) or any other reason beyond the reasonable control of the Party whose performance is prevented during the period of such occurrence, except that a Party’s payment obligations shall not be excused by such events.

1. INCORPORATION BY REFERENCE

The terms and conditions, policies, and agreements attached or linked hereto are hereby fully incorporated by reference into these Terms and form a part of the agreement between the parties.

1.  MANDATORY ARBITRATION AND CLASS ACTION AND JURY TRIAL WAIVERS.

THE PARTIES EXPRESSLY AND IRREVOCABLY AGREE THAT ANY DISPUTE ARISING OUT OF OR IN CONNECTION WITH THE SITE, ANY OF OUR CONTENT, PRODUCTS, OR SERVICES, OR THESE TERMS, INCLUDING ANY QUESTION REGARDING THEIR EXISTENCE, VALIDITY, ENFORCEABILITY, OR APPLICABILITY, IN WHOLE OR IN PART, SHALL BE ARBITRATED. 

WHERE PERMITTED UNDER THE APPLICABLE LAW, THE PARTIES AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR OUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION. Unless you and we mutually agree otherwise, no arbitrator or judge may consolidate more than one person’s claims or otherwise preside over any form of a class, collective, consolidated, or representative action. IF FOR ANY REASON A CLAIM PROCEEDS IN COURT, THE PARTIES WAIVE ANY RIGHT TO TRIAL BY JURY. THESE LIMITATIONS OF RELIEF ARE A PART OF THE BARGAIN BETWEEN THE PARTIES.

To initiate an arbitration proceeding, you must send a letter requesting arbitration and describing your dispute or claim to us, mailed and addressed as follows:

Filtrana LLC ATTN: Arbitration of Dispute, 6312 S Fiddlers Green Cir, Ste 300E PMB 0316, Greenwood Village CO 80111, United States

There is no judge or jury in arbitration, and judicial review of arbitration awards is limited. However, arbitrators can award, on an individual basis, the same damages and relief as a court, and must follow these Terms as a court would.

The arbitration will be conducted by Judicial Arbitration and Mediation Services (“JAMS”). Any party may submit the dispute to final and binding arbitration by a single arbitrator through (a) JAMS Streamlined (for claims under $250,000), (b) JAMS Comprehensive (for all other claims), (c) any successor of JAMS if JAMS is no longer in existence, or (d) any similar arbitration group that can provide a former judge if JAMS is no longer in existence and without successor.

Any arbitrator selected shall be chosen by JAMS, or another arbitration group, on the basis, if possible, of their experience in the subject matter(s) of the dispute. The decision of the arbitrator shall be final, non-appealable, and binding upon the parties, and it may be entered in any court of competent jurisdiction. The arbitration shall take place in the County of Arapahoe, State of Colorado. The arbitrator shall be bound by the laws of the State of Colorado applicable to the issues, without regard to its choice or conflicts of law rules. The parties waive the right to seek punitive damages and the arbitrator shall have no authority to award such damages. The arbitrator shall issue a detailed written opinion setting forth their decision and the reasons therefor within thirty (30) days after the arbitration proceeding is concluded. 

1. OPTING OUT OF ARBITRATION

You may opt out of arbitration. If you do so, neither party may require the other to participate in an arbitration proceeding. To opt out, you must directly notify us in writing within thirty (30) days of the date that you first became subject to these Terms. You must use this address to opt out:

Filtrana LLC ATTN: Arbitration Opt Out, 6312 S Fiddlers Green Cir, Ste 300E PMB 0316, Greenwood Village CO 80111, United States. 

You must include your name and residence address, and an unequivocal statement that you want to opt out of this arbitration agreement. Such letters must be postmarked within thirty (30) days of date that you first became subject to these Terms.

1. GOVERNING LAW; JURISDICTION; VENUE

These Terms and any disputes related hereto (including, without limitation, its construction, enforcement, interpretation, performance, and termination) shall be construed under and governed by the laws of the State of Colorado, U.S.A. without regard to any choice of law provisions that would require the application of the laws of a different jurisdiction. 

Subject to the binding arbitration requirement set forth in Section 28, any and all disputes arising out of, or in connection with, the interpretation, performance or the nonperformance of these Terms or any and all disputes arising out of, or in connection with, transactions in any way related to these Terms, and/or the relationship between the parties will be litigated solely and exclusively before the federal and state courts in the County of Arapahoe, State of Colorado, U.S.A. The Parties hereby agree and irrevocably consent to the exclusive jurisdiction of such courts and waive an objection to such jurisdiction due to improper venue or forum non conveniens. 

All information relating to and/or disclosed by any party in connection with the attempted resolution of any disputes shall be treated by the parties and their representatives as proprietary business information and shall not be disclosed without prior written authorization of the disclosing party.

1. HEADINGS; INTERPRETATION

The headings used in these Terms are included for convenience only, are not substantive, and will not limit or otherwise affect these Terms. No course of dealing, course of performance, or usage of trade shall be considered in the interpretation or enforcement of these Terms. The parties waive any right they may have to introduce evidence of any such course of dealing, course of performance, or usage of trade.

1. CHANGES TO TERMS

You can review the most current version of the Terms at any time, as posted on the Site.

We reserve the right, in our sole discretion, to change, update, modify, replace, or revoke any part of these Terms by posting such changes to the Site or providing them through the Services. It is your responsibility to check our Site periodically for such changes. 

Where required by applicable law, we will notify you of material changes to these Terms in accordance with such applicable law, and such changes will be effective on the date specified in the notice. Your continued use of or access to the Site or the Services following the posting of any changes to these Terms constitutes your acceptance of those changes.

1. NOTICES; CONTACT INFORMATION

All notices or demands required by any provision of these Terms shall be in writing and will be deemed sufficiently given if sent by electronic mail to the email address provided by the party for contact. Such emailed notice shall be effective upon electronic confirmation of receipt (or if the date of such confirmation is not a business day, upon the next business day). 

Questions about the Terms of Service should be sent to us at hello@therfilterium.com. 

Our contact information is posted below:

The Filterium

Phone number: (720) 727-7544‬‬‬‬‬‬‬‬

hello@therfilterium.com

6312 S Fiddlers Green Cir, Ste 300E PMB 0316, Greenwood Village CO 80111, United States

1. ELECTRONIC SIGNATURES

These Terms may be executed and/or transmitted via fax, email, electronic counterparts, electronic transmission, or otherwise provided or acknowledged through electronic means, and you hereby consent and agree that such electronic communications shall be effective, and that your continued use of the Site or the Services following electronic communication of the Terms (including through posting on the Site or otherwise providing through the Services) shall be effective.