Last Updated: June 7, 2021
Acceptance of Terms
You acknowledge and agree that, by accessing or using the Site, you have read, understand and agree to, and that agree to be legally bound by, these Terms, whether or not you have registered with the Site. We may offer you the ability to connect to the Site using mobile devices. The provisions of the Terms shall apply to all such mobile access and use of mobile devices to connect to the Site.
By accepting these Terms, you represent that you are 18 years of age or older and that, if you have accepted these Terms on behalf of any person or entity, you represent that you have legal authority to do so and that such person or entity agrees to be responsible to us if you or such person or entity violates these Terms. If you do not agree to every provision of these Terms, you may not, and we do not authorize you to, access or use the Site or any features or services provided on the Site. Failure to use the Site in accordance with these Terms may subject you to civil and criminal penalties.
By accessing or using the Site, you represent and warrant that you have not been previously suspended or removed from the Site, or engaged in any activity that could result in suspension or removal from the Site.
These Terms may be revised at any time for any reason at our sole discretion, and we may provide you notice of these changes by any reasonable means, including by providing notice through the Site. You can determine when we last updated the Site by referring to the “Last Updated” legend at the top of these Terms. We have the right to terminate these Terms. Except to the extent that your express consent to any revised Terms is required under data protection law, by continuing to access, browse or use the Site, you confirm your acceptance of the revised Terms. We strongly recommend that you periodically visit the Site to review these Terms. If you do not agree to the revised Terms, you may not access or use the Site.
License to Access and Use the Site
Unless otherwise indicated in writing by us, the Site, including all its content, services and other materials contained therein, including without limitation, any text, blog posts, graphics, pictures, photos, designs, video and audio clips, information, data, interfaces, software, other files and the selection and arrangement thereof, is protected by copyright, trademark, and other laws of the United States and foreign countries and international conventions. You acknowledge and agree that the Site, including all associated intellectual property rights, is the exclusive property of Calida and its licensors. You will not remove, alter, obscure or conceal any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Site.
Subject to these Terms, you are hereby granted a personal, non-exclusive, non-transferable, non-sublicensable license to access and make personal, non-commercial use of the Site. All rights not expressly granted herein are reserved. You do not acquire any ownership interest in the Site under these Terms, or any other rights thereto other than to use the Site in accordance with the license granted, and subject to all terms, conditions and restrictions of these Terms.
However, such license is subject to these Terms and does not include any right to, and you shall not, directly or indirectly: (a) sell, resell or use commercially the Site, (b) distribute, publicly perform, publicly display or broadcast the Site, or any portion thereof, (c) modify, adapt, or otherwise make any derivative uses of the Site, or any portion thereof, (d) use any data mining, robots or similar data gathering or extraction methods, (e) download (other than page caching) any portion of the Site, except as expressly permitted by us, (f) use the Site to stalk, threaten, or otherwise violate the rights of others, including any third party privacy rights or rights of publicity; (g) interfere with the Site or servers or networks used in connection with the Site; or (h) exploit or use the Site other than for its intended purposes.
Any access to or use of the Site other than as specifically authorized herein, without our prior written permission, is strictly prohibited and will terminate the license granted herein. Such unauthorized access or use may also violate applicable laws, including copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated by us, nothing in these Terms shall be construed as conferring any right or license to any patent, trademark, copyright or other proprietary rights of Calida, its affiliates, or any third party, whether by estoppel, implication or otherwise. This license is revocable at any time at the sole discretion of Calida.
Calida’s trademarks, service marks, logos, trade names, trade dress or other indicia, including without limitation ELYSIAN®, ELYSIAN LIVING™, AINSLEYTM and ELY® and related design marks (collectively, the “Calida Marks”) that may appear on the Site are the property of Calida, and may not be copied, imitated or used, in whole or in part, without our prior written permission. The Site may also contain third party trademarks, service marks, logos, trade names, or other indicia (collectively, the “Third Party Marks”) which are the property of their respective owners and may not be copied, imitated or used, in whole or in part, without our prior written permission of their owners.
Nothing contained in the Site or Terms shall be construed as granting, by implication or otherwise, any license or right to use any such Calida Marks or Third Party Marks without the prior written permission of Calida or their third party owners.
Where we have a good faith belief that such action is necessary to comply with a judicial proceeding, court order, warrant, administrative order, civil investigative demand, subpoena, or other valid process, we may disclose IP addresses, personal information, and any contents of the Site where it is legally compelled to do so.
You can submit questions, comments, suggestions, ideas, original or creative materials or other information about Calida or the Site (collectively, the “Feedback”). Feedback is non-confidential and shall become the sole property of us. You hereby irrevocably assign to Calida and agree to irrevocably assign to Calida all of your right, title, and interest in and to all Feedback, including without limitation all worldwide patent, copyright, trade secret, moral and other proprietary or intellectual property rights therein. We shall own exclusive rights, including all intellectual property rights, in and to such Feedback and shall be entitled to the unrestricted use and dissemination of this Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
Links to Third Party Websites
The Site may be linked to third party websites that are not affiliated with, under the control of, or otherwise maintained by Calida. If you use these links, you may leave the Site. We are not responsible for the content of such third party websites, or any products or services offered by the third party websites linked to the Site. Unless expressly set forth that a third party is a sponsor by Calida or such third party is endorsed by Calida, nothing in the Site, including any links to third party websites, should be construed as an endorsement of any products, services or information of any other persons or companies by Calida.
Calida expressly disclaims any and all liability in connection with such third party websites. You understand and acknowledge that you may be exposed to content that is inaccurate, offensive, indecent, or objectionable, and you agree to waive and hereby do waive, any legal or equitable rights or remedies you have or may have against Calida in connection therewith. Your choice to access or use any third party website linked to the Site is at your own risk, and you agree to comply with all terms and conditions relating to such third party website. Calida expressly reserves the right not to link, or to remove the link, to a particular third-party website at any time.
You shall indemnify, defend and hold harmless Calida and its affiliates, and their respective officers, directors, owners, operators, employees, licensors and agents, from and against any and all claims, actions, losses, damages, liabilities, costs (including reasonable attorneys’ fees) (“Losses”) incurred by Calida resulting from any third party claim, suit, action or proceeding relating to or arising from your access to or use of the Site and any third party website linked to the Site, any Feedback you provide, any violation of these Terms by you, or any other act or omission by you. You further agree that Calida shall have control of the defense or settlement of any third party claims, unless Calida exercises its option to require you to defend Calida. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and Calida.
THE SITE, INCLUDING ALL ITS CONTENT AND SERVICES, IS PROVIDED ON AN “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS” BASIS. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, CALIDA DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, AS TO: (A) THE SITE, INCLUDING ITS CONTENT AND SERVICES; OR (B) SECURITY ASSOCIATED WITH THE TRANSMISSION OF INFORMATION FROM OR TO THE SITE. IN ADDITION, CALIDA HEREBY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, THAT ANY RESULTS WILL BE ACHIEVED, NON-INFRINGEMENT, TITLE, CUSTOM, TRADE, QUIET ENJOYMENT, SYSTEM INTEGRATION AND FREEDOM FROM COMPUTER VIRUS.
CALIDA DOES NOT REPRESENT OR WARRANT THAT THE SITE WILL BE ERROR-FREE OR UNINTERRUPTED; THAT DEFECTS WILL BE CORRECTED; OR THAT THE SITE OR THE SERVER(S) THAT MAKES THE SITE AVAILABLE IS FREE FROM ANY HARMFUL COMPONENTS, INCLUDING VIRUSES, BUGS, OR TROJAN HORSES. CALIDA DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT THE CONTENT OR OTHER INFORMATION (INCLUDING ANY INSTRUCTIONS) ON THE SITE IS ACCURATE, COMPLETE, OR USEFUL. YOU ACKNOWLEDGE THAT YOUR ACCESS TO OR USE OF THE SITE IS AT YOUR SOLE RISK. CALIDA DOES NOT WARRANT THAT YOUR ACCESS TO OR USE OF THE SITE IS LAWFUL IN ANY PARTICULAR JURISDICTION, AND CALIDA SPECIFICALLY DISCLAIMS SUCH WARRANTIES. SOME JURISDICTIONS LIMIT OR DO NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES SO THE ABOVE DISCLAIMER MAY NOT APPLY TO YOU TO THE EXTENT SUCH JURISDICTION’S LAW IS APPLICABLE TO YOU AND THESE TERMS.
BY ACCESSING OR USING THE SITE YOU REPRESENT AND WARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE THE SITE.
To the extent an affiliate of Calida owns or manages a property where you are renting or buying a home, you must rely solely on your own investigation and conclusions regarding such home, including without limitation conclusions involving construction, engineering, and financial matters. Information on the Site should not be relied upon for accuracy, timeliness and completeness and projections, forecasts and estimates on the Site are not guarantees of current or future performance.
Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL CALIDA BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING LOSS OF REVENUE, INCOME OR PROFITS, LOSS OF USE OR DATA, LOSS OR DIMINUTION IN VALUE OF ASSETS OR SECURITIES, OR DAMAGES FOR BUSINESS INTERRUPTION) ARISING OUT OF OR IN ANY WAY RELATED TO THE ACCESS TO OR USE OF THE SITE (INCLUDING ITS CONTENT AND LINKS TO THIRD PARTY WEBSITES, THE ORDER, RECEIPT OR USE OF ANY PRODUCT OR SERVICE FROM THE SITE, ANY DAMAGES CAUSED BY OR RESULTING FROM RELIANCE ON ANY INFORMATION OBTAINED FROM THE SITE, OR ANY DAMAGES FROM EVENTS BEYOND CALIDA’S REASONABLE CONTROL, INCLUDING SITE INTERRUPTIONS, DELETIONS OF FILES OR EMAILS, ERRORS OR OMISSIONS, DEFECTS, BUGS, VIRUSES, TROJAN HORSES, DELAYS IN OPERATION OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO CALIDA RECORDS, PROGRAMS OR SYSTEMS), OR OTHERWISE RELATED TO THESE TERMS, REGARDLESS OF THE FORM OF ACTION, WHETHER BASED IN CONTRACT, TORT (INCLUDING SIMPLE NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED) OR ANY OTHER LEGAL OR EQUITABLE THEORY (EVEN IF THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE).
NOT WITHSTANDING TO THE FOREGOING, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF CALIDA ARISING OUT OF OR IN ANY WAY RELATED TO THE SITE OR TERMS EXCEED THE AMOUNT OF ONE HUNDREAD U.S. DOLLARS ($100.00). THE FOREGOING LIMITATIONS SHALL APPLY EVEN IN THE EVENT YOUR REMEDIES HEREUNDER FAIL OF THEIR ESSENTIAL PURPOSE, AND THE FOREGOING SHALL CONSTITUTE CALIDA’S SOLE LIABILITY AND OBLIGATION IN RESPECT HEREOF, REGARDLESS OF THE FORM OF ACTION, WHETHER BASED IN CONTRACT, TORT (INCLUDING SIMPLE NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), OR ANY OTHER LEGAL OR EQUITABLE THEORY.
SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU. IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE YOUR RIGHTS UNDER CALIFORNIA CIVIL CODE 1542, WHICH STATES “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”
PLEASE READ THE FOLLOWING SECTION CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE CERTAIN DISPUTES AND CLAIMS WITH CALIDA AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US.
YOU AND CALIDA AGREE THAT THE SOLE AND EXCLUSIVE FORUM AND REMEDY FOR ANY AND ALL DISPUTES AND CLAIMS RELATING IN ANY WAY TO OR ARISING OUT OF THESE TERMS SHALL BE FINAL AND BINDING ARBITRATION, except that: (a) to the extent that you have in any manner infringed upon or violated or threatened to infringe upon any intellectual property rights of or relating to the content or services of the Site, including without limitation, copyright and trademark, you acknowledge that arbitration is not an adequate remedy at law and that injunctive or other appropriate relief may be sought; and (b) no disputes or claims relating to any transactions you enter into with a third party may be arbitrated.
Arbitration under this Agreement shall be conducted by the American Arbitration Association (the “AAA“) under its Commercial Arbitration Rules and, in the case of consumer disputes, the AAA’s Supplementary Procedures for Consumer Related Disputes ( the “AAA Consumer Rules“) (collectively the “AAA Rules“). The location of the arbitration shall be in Las Vegas, Nevada. If such costs are determined to be excessive in a consumer dispute, you will be responsible for paying all arbitration fees and arbitrator compensation in excess of what is deemed reasonable. The arbitrator’s award shall be binding and may be entered as a judgment in any court of competent jurisdiction.
Procedure for Making Claims of Copyright Infringement
If you believe that your work has been copied in a way that constitutes copyright infringement, you should send written notification thereof, in accordance with the provisions of the Digital Millennium Copyright Act (“DMCA”), to our Designated Agent, who can be reached as follows:
|Elysian Living LLC
10777 W Twain Ave
Las Vegas, Nevada 89135, USA
Pursuant to 17 U.S.C. § 512(c), to be effective, the DMCA notification must include the following:
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
- Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit Calida to locate the material;
- Information reasonably sufficient to permit Calida to contact the complaining party, such as an address, telephone number, and, if available, an email address;
- A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
- A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
This process only relates to reporting a claim of copyright infringement. Messages related to other matters will not receive a response through this process.
These Terms and the transactions they contemplate, including their interpretation, construction, performance and enforcement, shall be governed by the laws of the State of Nevada of United States, including its statutes of limitations, but without reference to conflict or choice of law provisions, as applicable to contracts made and performed entirely within such State. The International Convention on the Sale of Goods, and other international treaties that are not mandatory with respect to contracts made and performed entirely in such State, shall not apply.
These Terms constitute the entire agreement between you and Calida relating to your access to and use of the Site. For purposes of these Terms, (a) the words “include,” “includes” and “including” shall be deemed to be followed by the words “without limitation”; (b) the word “or” is not exclusive; and (c) the words “herein,” “hereof,” “hereby,” “hereto,” and “hereunder” refer to these Terms as a whole. These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you without the prior written consent of Calida. No waiver of any provision of these Terms shall constitute a waiver of such provision in any prior, concurrent or subsequent circumstance, and Calida’s failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision. Except as otherwise provided herein, these Terms are intended solely for the benefit of the parties and are not intended to confer third party beneficiary rights upon any other person or entity. If any term, clause or provision of these Terms is held invalid or unenforceable, then that term, clause or provision will be severable from these Terms and will not affect the validity or enforceability of any remaining part of that term, clause or provision, or any other term, clause or provision of these Terms.
Any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be in writing and given by Calida (i) via email (in each case to the address that you provide) or (ii) by posting to the Site. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
If you have any questions about these Terms, please contact us at firstname.lastname@example.org.