ACME REVIVAL, INC.

TERMS OF SERVICE

Version: November 23, 2025 – 5:30pm MST (UTC−07:00)

PLEASE READ THESE TERMS OF SERVICE (the “Terms” or the “Agreement”) CAREFULLY.

THESE TERMS GOVERN THE LEGAL RELATIONSHIP FORMED BETWEEN ACME REVIVAL, INC. AND YOU (I.E. THE CUSTOMER).

YOUR USE OF THE WEBSITE www.acmerevival.com (the “Website”) OR THE PLACEMENT OF AN ORDER FOR DIAGNOSTIC SERVICE OR REPAIR WITH ACME REVIVAL, INC. VIA ELECTRONIC OR NON-ELECTRONIC MEDIUMS IS AN ACKNOWLEDGEMENT THAT YOU HAVE READ AND UNDERSTOOD THESE TERMS AND ARE HEREBY AGREEING TO BE BOUND BY SUCH TERMS.  IF YOU DO NOT AGREE TO BE BOUND BY THIS AGREEMENT YOU MUST NOT PLACE AN ORDER FOR ANY ACME REVIVAL, INC. SERVICE, AND YOU MUST DISCONTINUE USING THE WEBSITE IMMEDIATELY.

 

1. Parties.

This Agreement is entered into between Acme Revival, Inc. (“Acme”), doing business as Acme Revival, and each such individual or entity that 1) uses the Website, or 2) places an order for service with Acme via electronic or non-electronic mediums (referred to herein as “You” or “Your”) (You and Acme are sometimes collectively referred to as the “Parties,” each a “Party”).  Unless the exact legal name of a business entity, or a legally authorized trade name for such business entity, is identified as the customer at the time an order for a service is placed with Acme, any individual identified as the customer shall be deemed to have only partially disclosed the identity of its principal, and such individual(s) shall be jointly bound by the terms and obligations of this Agreement along with the business entity.    The Agreement shall be deemed to have been entered into the moment You use the Website.

 

2. Repair Services.

The services Acme offers pursuant to this Agreement (collectively, the “Services”) consist solely of the following activities with respect to the device(s) that You submit for diagnostic service and/or repair (the “Device” or “Device(s)”):

(a) Assignment to Technician Network; Flat Rate Up-Front Repair Quote.

To assign Your Device(s) submitted through the Website or otherwise to an independent technician within Acme’s network of third-party service providers (the “Technician Network”) and to provide You with information regarding where to send or deliver Your Device(s); and to provide You with a binding quotation generated using Acme’s proprietary pricing methodology (the “Flat Rate Up Front Repair Quote”) for the amount Acme offers to charge You to attempt to remedy the chief malfunction(s), defect(s), or issue(s) You identify in writing (the “Chief Complaint(s)”) to a reasonably sufficient degree, which You expressly acknowledge and agree does not require Acme or any member of the Technician Network to:

(i) achieve a permanent resolution of the Chief Complaint(s);

(ii) cause the Device(s) to operate at original or “factory” specifications; or

(iii) cause any improvement of the Device(s)’ performance above factory specifications.

By submitting or delivering Your Device(s) to Acme or as directed by Acme, You are specifically and affirmatively requesting that Acme engage in the Services described in this Section 2. Acme shall not be required, as part of the Services, to address any malfunction, defect, or complaint relating to the Device(s) that is not clearly and concisely communicated to Acme in writing prior to Your physical submission or delivery of the Device(s) to Acme or to a member of the Technician Network.

If, after You have physically submitted or delivered the Device(s), You identify or wish to raise any additional malfunctions, defects, or complaints concerning the Device(s) (including, without limitation, issues not included in the original Chief Complaint(s)), You must communicate such additional issues to Acme in writing. Acme shall have the sole and exclusive discretion to determine whether to attempt to diagnose and/or repair such additional issues. Acme may:

(a) decline to address such additional issues;

(b) include such additional issues within the scope of the existing Repair Quote; or

(c) provide You with an amended or supplemental Repair Quote, or a separate Repair Quote, for the attempted repair of such additional issues.

(b) Condition Documentation.

To take reasonable steps to document the external condition and any readily observable condition of Your Device(s) when initially received by Acme or a member of the Technician Network, which may include, in Acme’s or the technician’s discretion, written notations, photographs, video, or other documentary means. Such documentation is for Acme’s internal and risk-management purposes only and does not constitute a representation, warranty, or admission by Acme regarding the prior or existing condition of the Device(s).

(c) Initial Diagnostic Evaluation.

To provide You with a brief description of Acme’s and/or the applicable technician’s opinion, based on the information then available, as to the apparent source or cause of the Chief Complaint(s) (the “Initial Diagnostic Evaluation”).

Any description provided by Acme, including in any Initial Diagnostic Evaluation, concerning the condition of the Device(s), the suspected source or cause of the Chief Complaint(s), or the likelihood of success of any attempted repair, is and shall be deemed to be only an opinion of Acme or the applicable technician based on the limited information available at the time. Such opinions do not constitute, and You agree that You are not relying upon them as, statements or representations of past or existing fact, professional engineering analysis, or guarantees of outcome or performance.

(d) Attempted Repair.

For Acme, or the member of the Technician Network assigned to Your Device(s), to engage in the attempted repair of the Chief Complaint(s) of the Device(s) in accordance with the Flat Rate Up Front Repair Quote or any other written quotation provided to and accepted by You (each, a “Repair Quote”).

Acme shall not be under any temporal deadline, turnaround time, or service-level commitment whatsoever to perform the Services or return the Device(s), unless Acme specifically agrees in a separate writing to perform such Services by a date certain. Any such agreement to a date certain shall be effective only if expressly confirmed by Acme in writing, and Acme shall be entitled to charge, and You agree to pay, an additional rush or expedited service fee in an amount determined by Acme in its sole and exclusive discretion.

(e) Return Packaging.

To reasonably package Your Device(s) for return shipment to You following completion or cessation of the Services. You acknowledge that Acme may, in its sole discretion, use packaging different from, and not necessarily equivalent in quality to, the original packaging You used to deliver the Device(s) to Acme. The original packaging You used to deliver Device(s) to Acme may be discarded or recycled.

(f) Tender to Carrier.

To deliver or cause the delivery of the Device(s) to a third-party shipping carrier (the “Carrier”) addressed to the return mailing address You most recently specified to Acme in writing, at the time and in the manner permitted by this Agreement.

 

3. Technician Network.

You acknowledge and agree that Acme operates an online platform, software tools, and related logistics and customer service infrastructure designed to facilitate and coordinate the provision of diagnostic and repair services for Device(s), and that Acme itself is not a traditional repair shop, service center, or manufacturer of any Device(s).

Acme utilizes a network of independent third-party technicians and repair providers to perform some or all of the Services (the “Technician Network”). Each member of the Technician Network is an independent contractor and is not an employee, partner, joint venturer, or agent of Acme for any purpose, and no member of the Technician Network has authority to bind Acme to any contract, representation, warranty, or obligation, whether oral or written, unless Acme expressly agrees in a separate writing executed by an authorized representative of Acme. You acknowledge and agree that Acme’s role is primarily that of a network facilitator and coordinator between persons or entities seeking diagnosis and/or repair of Device(s) and members of the Technician Network who attempt to perform such diagnosis and/or repair, and that Acme may assign or subcontract some or all of the Services relating to Your Device(s) to one or more members of the Technician Network that Acme, in its sole discretion, deems appropriate.

Members of the Technician Network may offer opinions, observations, or recommendations regarding the condition of Your Device(s), the source or cause of the Chief Complaint(s), or the feasibility, risks, or likely success of any attempted repair. Any such opinions, observations, or recommendations are solely those of the individual technician or provider, do not necessarily reflect or represent the views, opinions, or positions of Acme, and do not constitute statements or representations of fact, professional engineering analysis, or guarantees of outcome or performance by Acme. You agree that You are not relying on any technician’s statements or opinions as warranties or guarantees from Acme.

Acme may, but is not obligated to, implement screening, onboarding, or other vetting procedures for members of the Technician Network, which may include review of experience, references, or sample work. However, You acknowledge and agree that Acme cannot and does not guarantee or warrant that any member of the Technician Network holds any particular license, certification, or credential, or that any such license, certification, or credential (if any) is current, valid, or applicable to Your Device(s) or jurisdiction; that Acme cannot and does not guarantee the quality, timeliness, or outcome of any work attempted or performed by a member of the Technician Network; and that any vetting or screening Acme undertakes is performed solely for Acme’s internal purposes and does not constitute a representation or warranty to You of any technician’s qualifications, fitness, or suitability.

To the maximum extent permitted by applicable law, You agree that Acme shall not be responsible or liable for any damages, losses, costs, or expenses arising out of or relating to any act or omission of a member of the Technician Network, except to the extent such liability is expressly imposed on Acme by this Agreement or by non-waivable applicable law; that any claim You may have arising out of or relating to the acts or omissions of a member of the Technician Network shall, to the extent permitted by law, be asserted solely against such technician or provider and not against Acme; and that Acme’s aggregate liability, if any, relating in any way to the Services, including those performed by the Technician Network, shall in all events be subject to the limitations of liability and disclaimers set forth in this Agreement. Nothing in this Section 3 is intended to, nor shall it, limit any non-waivable rights or remedies You may have under applicable consumer protection or similar laws.

 

4. Repair Submission; Flow.

You acknowledge and agree that, in order to request the Services, You will be required to utilize the Website and complete Acme’s online submission process for Device(s) (the “Repair Submission Flow”). As part of the Repair Submission Flow, You will be asked to provide certain information about Your Device(s), which may include, without limitation, make, model, manufacturer, approximate age, original manufacturer’s suggested retail price (“MSRP”), the Chief Complaint(s) or other defect information, and certain personal and contact information, together with any other fields Acme may reasonably require from time to time. You represent and warrant that all information You provide during the Repair Submission Flow is true, accurate, and complete to the best of Your knowledge, and You acknowledge that Acme and/or the Technician Network will rely on such information in determining whether and how to attempt to repair Your Device(s).

Completion of the Repair Submission Flow will generally result in Acme presenting to You a Flat Rate Up Front Repair Quote (FRUFP) for an attempted repair by a member of the Technician Network. You acknowledge that such quote is generated using Acme’s proprietary and advanced pricing methodology and algorithms, which may take into account a broad range of factors, including, without limitation, Device type, MSRP, reported condition, Chief Complaint(s), historical repair data, and technician availability (collectively, the “Pricing Algorithm”). You further acknowledge that Acme may correct obvious errors in any quote generated by the Pricing Algorithm, and that any corrected quote supersedes any prior erroneous quote.

If You do not wish to proceed with the attempted repair at the price presented in the Flat Rate Up Front Repair Quote (or any amended or supplemental Repair Quote), You must not finalize or confirm the repair request, must not indicate Your acceptance of such quote through the Website or other means specified by Acme, and must not send or deliver Your Device(s) to Acme or to any member of the Technician Network. You are under no obligation to proceed with or submit Your Device(s) for repair, and You may abandon the Repair Submission Flow at any time prior to accepting a quote and sending or delivering Your Device(s).

If, however, You accept a Flat Rate Up Front Repair Quote (or any other Repair Quote) in the manner specified by Acme and subsequently send or deliver Your Device(s) to Acme or to a member of the Technician Network as directed by Acme, You agree and acknowledge that: (a) You have requested that Acme and/or the Technician Network perform the Services described in this Agreement; and (b) subject to the terms of this Agreement, You are obligated to pay, and hereby agree to pay, the applicable quoted amount for the attempted repair, regardless of whether the attempted repair ultimately results in a permanent resolution of the Chief Complaint(s), restoration of factory specifications, or any particular level of Device performance.

You acknowledge and agree that the Flat Rate Up Front Repair Quote (and any other Repair Quote) is intended to cover technician labor and incidental consumables only and does not include the cost of any individual replacement part or component having a new manufacturer’s suggested retail price (“MSRP”) greater than five U.S. dollars (US $5.00) (each, a “Major Part”). If, following the Initial Diagnostic Evaluation, the assigned member of the Technician Network determines that one or more Major Parts are reasonably required to attempt the repair of the Chief Complaint(s), Acme will present You with an additional, separate written quotation describing the recommended Major Part(s) and associated charges (a “Parts Quote”) for Your approval or declination. The technician will not purchase or install any Major Part unless and until You affirmatively accept the applicable Parts Quote in the manner specified by Acme. If You decline a Parts Quote, the technician will not proceed with the purchase or installation of the related Major Part(s), and Your rights, including any right to any refund, will be governed by Acme’s then-current refund policy as set forth in this Agreement. If You accept a Parts Quote and the technician thereafter purchases and/or installs the Major Part(s) but the attempted repair ultimately does not succeed and the Device(s) is(are) deemed not reasonably repairable, You acknowledge and agree that: (a) the technician may, in Acme’s or the technician’s sole discretion, remove any such Major Part(s) prior to returning the Device(s) to You; (b) such Major Part(s) will not necessarily remain installed in, or be returned together with, the Device(s); and (c) Your sole remedy with respect to such Major Part(s), and the unsuccessful repair, shall be a refund in accordance with Acme’s then-current refund policy as set forth in this Agreement. You further acknowledge and agree that the technician may, without separate notice or additional charge to You, utilize and install incidental or de minimis components, such as resistors, capacitors, fuses, jumpers, wiring, and similar low-cost electronic or hardware items, that individually have a new MSRP of five U.S. dollars (US $5.00) or less or that are otherwise immediately available on the technician’s bench, and the cost of any such incidental components shall be deemed included within the applicable Flat Rate Up Front Repair Quote.

As part of the Repair Submission Flow, Acme’s systems and personnel will, in Acme’s sole discretion, assign Your repair request and Device(s) to one or more members of the Technician Network that Acme deems appropriate based on a broad range of factors, which may include, without limitation, the nature of the Chief Complaint(s), Device type, technician skills and experience, historical performance, geography, workload, and capacity. By participating in the Repair Submission Flow, You authorize Acme to assign Your Device(s) to any such technician. You acknowledge and agree that by assigning a technician and presenting a repair cost, Acme is not guaranteeing that the Device(s) will be repaired or restored to any particular condition, but is instead committing, subject to the terms of this Agreement, to provide an Initial Diagnostic Evaluation and to cause a member of the Technician Network to make a reasonable attempt to repair the Chief Complaint(s) in accordance with the applicable Repair Quote.

In connection with the Repair Submission Flow, Acme may provide You with certain address or contact information for a member of the Technician Network solely for the limited purpose of enabling You to ship or deliver Your Device(s) to that technician and to receive return shipment of Your Device(s). You agree that any such address or contact information constitutes confidential information of Acme and/or the technician. You shall not disclose, publish, post, or otherwise make such information available to the public or to any third party, and You shall use such information solely for the purpose of shipping and receiving Your Device(s) as contemplated by this Agreement. You acknowledge that the address designated for shipment or delivery may be the private residence or non-public premises of a member of the Technician Network, and You agree that, without Acme’s prior written permission, You will not personally appear at, hand-deliver Device(s) to, or attempt to retrieve Device(s) from any such address without expressed written consent from Acme.

You further agree that You shall not, directly or indirectly, circumvent Acme by using any information obtained through the Repair Submission Flow, the Website, or the Services to solicit, engage, or contract with any member of the Technician Network for diagnostic or repair services outside of the Acme platform with respect to any Device(s) or related services initially introduced, referred, or facilitated by Acme. Without limiting any other rights or remedies of Acme under this Agreement or at law or in equity, Acme shall be entitled to seek injunctive relief and to recover damages (including, where permitted by law, lost fees or commissions) arising from any breach of the foregoing non-circumvention obligation.

 

5. Service Detail (Dashboard).

Within a reasonable time (usually immediately after completion of the Repair Submission Flow and/or Your submission of the Device(s) to Acme for performance of the Services), Acme shall provide You with a hyperlink or other instructions to access one or more unique URLs on the Internet that contain relevant information and records about the status of the Services and any amounts due to Acme pursuant to this Agreement (each, a “Service Detail”). In the event that You provide multiple Device(s) to Acme, Acme may elect, in its sole discretion, to provide You with multiple Service Details or with a single Service Detail covering some or all of such Device(s). In addition to providing You with information about the status of the Services, the applicable Service Detail shall serve as the primary portal of communication between You and Acme with respect to the Services.

Each Service Detail link is dynamically generated and includes a unique, high-entropy identifier or security passcode intended to make the URL extremely difficult for unauthorized persons to guess through ordinary means. By way of illustration only, under Acme’s current URL scheme and reasonable assumptions about randomness, an unauthorized party attempting to discover a Service Detail link solely by random guessing would, on average, be expected to require on the order of 1.9 × 10⁴³ distinct guesses; even if such a party were able to make one trillion (1,000,000,000,000) guesses per second, this would correspond to approximately 600,000,000,000,000,000,000,000 (six hundred sextillion) years of continuous effort. You acknowledge and agree that these figures are theoretical and illustrative in nature, do not account for other potential attack vectors (such as compromise of Your email account or device), and do not constitute a guarantee of absolute security. The Service Detail URL is technically accessible to any person who possesses the link and is not otherwise protected by a separate user name, password, or multi-factor authentication mechanism. Accordingly, You agree to treat each Service Detail URL as confidential, to refrain from sharing or disclosing such URL to any person or entity who is not authorized to view the corresponding information, and to take reasonable precautions to prevent unauthorized access to such URL (including by exercising care when accessing the link on shared or public devices). To the maximum extent permitted by law, Acme shall not be responsible or liable for any access to or use of a Service Detail by any third party that occurs as a result of Your sharing, forwarding, exposing, or failing to safeguard the applicable URL, or as a result of unauthorized access to Your email account, device, or systems.

The Service Detail(s) may, from time to time, display pertinent information or important notices about upcoming payment deadlines, the imposition of fees, warnings, and other matters relevant to the Services or to amounts that may become due under this Agreement. Because Acme does not affirmatively restrict Your ability to access the Service Detail(s) at any time during or after the Services, You shall be deemed to have actual or constructive notice of all information that is displayed on the Service Detail(s) from the moment the Service Detail(s) is (are) updated, regardless of whether You actually navigate to or view the Service Detail(s) and regardless of whether any event or circumstance outside of Acme’s control causes You to be unable to access the Service Detail(s). You agree that You are solely responsible for regularly reviewing the Service Detail(s) to ascertain whether there have been any updates, notices, warnings, or other additional information, and for taking all necessary actions (including maintaining appropriate Internet access, hardware, software, and credentials) to be able to access the Service Detail(s).

While Acme may, in its discretion, undertake to provide You with courtesy emails mirroring or explaining the same information, notices, and warnings that are displayed on the Service Detail(s), under no circumstances shall Acme be required to ensure that any such emails are actually received or read by You, are not blocked or filtered by any third party, or are delivered to any particular folder or location within Your email system. So long as Acme sends any such email to the email address You initially provided (or to any replacement email address that You subsequently instruct Acme in writing to use instead), You shall be deemed to have actual knowledge of the contents of such email, and You shall be solely responsible for ensuring that You are able to receive emails from Acme and that such emails are not blocked, filtered, or otherwise diverted. You hereby consent to receive emails from Acme at whatever frequency Acme deems reasonably necessary or appropriate in connection with the Services and the Service Detail(s).

In some cases, users may elect to delete or disable access to a Service Detail in order to cease receiving future email notifications or reminders associated with that Service Detail. You acknowledge and agree that any such deletion, disabling, or failure to access or review the Service Detail(s) shall not relieve You of any obligations under this Agreement, shall not affect the effectiveness of any notices or warnings posted to the Service Detail(s), and shall not constitute a defense to the non-payment of any amounts properly due to Acme.

 

6. Inbound Shipping; Delivery.

You are solely responsible for arranging, purchasing, and coordinating shipment of Your Device(s) to the address provided by Acme (which may be the address of an assigned member of the Technician Network) at the time You complete the Repair Submission. Acme shall have no obligation to reimburse, credit, or otherwise compensate You for any inbound shipping costs under any circumstances.

You are solely responsible for ensuring that any shipment of Device(s) to Acme or to a member of the Technician Network complies with all applicable laws, regulations, and governmental requirements (including, without limitation, those relating to hazardous materials, export controls, and biohazards), as well as with all applicable carrier tariffs, restrictions, and shipping requirements. Acme recommends that You utilize a nationally recognized United States-based shipping carrier that provides end-to-end digital tracking capabilities for Your shipment. You acknowledge that shipping involves inherent risks, including, without limitation, the risk of damage, loss, theft, delay, mishandling, and misdelivery. To the maximum extent permitted by law, You agree that You shall bear all risk of loss and all liability for any damage, loss, theft, or other harm to the Device(s) occurring at any time prior to the Device(s) being physically received and logged as received by Acme or by the assigned member of the Technician Network, as reflected in Acme’s internal records. Acme’s insurance does not cover, and Acme shall not be responsible or liable for, any damage, loss, or theft of Device(s) while in transit to Acme or to any member of the Technician Network. In the event a claim is required to be filed with the carrier relating to inbound shipment, You shall be solely responsible for initiating, pursuing, and resolving such claim, and Acme shall have no obligation to facilitate or administer any such claim, though Acme may, in its discretion and without obligation, provide limited documentation or cooperation.

You are required to clearly label the exterior of each shipping container and/or the shipping label itself with the unique reference number, order number, or other identifier provided to You as part of the Repair Submission Flow. If You fail to adequately label Your package in accordance with Acme’s instructions, You acknowledge that such failure may result in delays in processing, difficulty associating the shipment with Your Service Detail, or, in some cases, misrouting or loss of the Device(s), and You agree that Acme shall not be responsible or liable for any such delays, misrouting, or losses to the extent arising from or related to Your failure to properly label the shipment.

You are solely responsible for packaging the Device(s) in a manner that is reasonably adequate to protect the Device(s) from damage during shipment to Acme and during return shipment from Acme or from the Technician Network. Acme strongly recommends that You use a new or structurally sound double-walled corrugated shipping carton with a minimum 275 lb. edge crush test (ECT) rating, together with sufficient internal cushioning, void fill, and protective materials to prevent movement of the Device(s) and to provide reasonable protection against shocks, drops, and compressive forces. You should ensure that any shipping container, cushioning, and packaging materials You use are capable of accommodating not only the trip to Acme or to the Technician Network, but also the anticipated return trip back to You. While Acme and/or the assigned technician may attempt to reuse Your original packaging where feasible, You acknowledge and agree that Acme and/or the technician may, in their sole discretion, discard, recycle, or repurpose any or all of the original packaging and materials in which the Device(s) arrived, and Acme cannot and does not guarantee that Your Device(s) will be returned in the same packaging or with the same materials You originally used.

You are encouraged to maintain a photographic inventory of the Device(s) and any accessories, components, or other items included within the shipping container (such as power supplies, cables, manuals, accessories, or peripherals) at the time of shipment, and to retain copies of all shipping receipts, tracking numbers, and related documentation. Such records may assist You in the event of any discrepancy, dispute, or claim relating to the contents of the shipment, and You acknowledge that Acme may reasonably rely on its own intake records and documentation where disputes arise.

All Device(s) and equipment sent to any Acme facility or to any member of the Technician Network must meet certain health, safety, and sanitation requirements to ensure a safe and healthy working environment for Acme’s and the technicians’ personnel. Without limiting the generality of the foregoing, You agree to comply with all of the following requirements before shipping any Device(s):

•Proper Sanitization. Prior to shipment, all Device(s) must be thoroughly cleaned and sanitized to reduce or eliminate potential biohazard risks. Any Device that, in Acme’s sole and exclusive discretion, appears not to have been properly sanitized may be refused and returned to sender (or otherwise handled or disposed of in a safe and lawful manner) without any liability to Acme. It is Your responsibility to ensure that the Device(s) is (are) free from harmful bacteria, viruses, or other pathogens.

•Fluid Drainage. All Device(s) must be drained of any and all fluids, including, without limitation, blood, other bodily fluids, cleaning solutions, lubricants, and other liquids, prior to shipment to prevent biohazard risks or leakage during handling and inspection. Any Device that, in Acme’s sole and exclusive discretion, appears to contain fluids may be refused and returned to sender (or otherwise handled or disposed of in a safe and lawful manner) without any liability to Acme. It is Your responsibility to ensure that the Device(s) is (are) free from fluids.

•Hazardous Materials. All hazardous materials, chemicals, or other potential hazards associated with the Device(s) (collectively, “Hazards”) must be properly labeled, identified, and, where applicable, packaged in accordance with all applicable laws and regulations. Acme reserves the right to take any precautions it deems necessary to ensure the safety of its and its agents’ personnel when handling such equipment. Any Device that, in Acme’s sole and exclusive discretion, appears to contain Hazards that are not properly labeled, identified, or packaged may be refused and returned to sender (or otherwise handled or disposed of in a safe and lawful manner) without any liability to Acme. It is Your responsibility to ensure that all Hazards are properly labeled, identified, and packaged.

•Special Handling Requirements. You are responsible for providing Acme with any relevant information regarding the Device(s), including, without limitation, the type of device, its intended use, and any special handling, storage, or safety requirements. Any failure by You to communicate such special handling requirements may result, in Acme’s sole and exclusive discretion, in the Device(s) being refused and returned to sender (or otherwise handled or disposed of in a safe and lawful manner) without any liability to Acme. Acme shall not be liable for any damage to the Device(s) arising from or relating to Your failure to disclose special handling requirements.

IN THE EVENT YOU FAIL TO ADHERE TO THE REQUIREMENTS OF THIS SECTION, ACME MAY ELECT TO CHARGE YOU A SANITATION FEE OF ONE HUNDRED U.S. DOLLARS (US $100.00) PER DEVICE. FURTHERMORE, YOU SHALL BE LIABLE FOR ANY AND ALL DAMAGES, LOSSES, COSTS, AND EXPENSES, INCLUDING, WITHOUT LIMITATION, PERSONAL INJURIES AND CONSEQUENTIAL DAMAGES, INCURRED OR SUFFERED BY ACME OR ITS AGENTS ARISING OUT OF OR RELATING TO YOUR FAILURE TO ADHERE TO THE REQUIREMENTS OF THIS SECTION.

For Your convenience, below is a non-exhaustive list of materials and conditions that Acme will not handle unless properly labeled, contained, and identified at the time of delivery to Acme or to a member of the Technician Network:

•Blood or other bodily fluids, including those derived from animals

•Chemical reagents or solvents

•Radioactive materials

•Corrosive or flammable liquids (including gasoline, oil, or other fluids)

•Biological agents or toxins

•Hazardous compounds, gases, or vapors released at the time of inbound evaluation

•Sharps or other medical waste

•Asbestos or other toxic fibers

•PCBs or other persistent organic pollutants that exceed Acme’s indoor atmospheric standards

•Mercury or other heavy metals

•Blades, razors, or other sharp utensils that could pose a hazard

•Broken or shattered glass

Acme strongly recommends that You review the then-current “prohibited and restricted items” lists and shipping conditions of any carrier You select (for example, the list of prohibited and restricted items published by UPS or other major carriers). To the maximum extent permitted by law, Acme shall not be liable to You for any shipping delays, returns, or refusals resulting from any carrier’s decision to refuse, delay, or condition the shipment of any Device(s) to Acme or to a member of the Technician Network.

Acme is generally able to accept Device(s) shipped from locations outside the United States; however, You are solely responsible for complying with all applicable export, import, customs, and tax laws and regulations in any relevant jurisdiction, and for paying any and all customs duties, import or export taxes, value-added taxes (VAT), brokerage fees, tariffs, surcharges, and other governmental charges or fees associated with the shipment of Device(s) to Acme or to any member of the Technician Network and with the return shipment of Device(s) to You. You are solely responsible for properly labeling, declaring, and describing the contents of any international shipment, including completing and providing any required carrier or governmental paperwork (such as commercial invoices, customs declarations, and any required permits or licenses) accurately and in full. Acme will not act as the “importer of record” or “exporter of record” for Your Device(s), will not advance or pay customs duties, taxes, or related fees on Your behalf, and shall have no obligation to clear any shipment through customs. Any refusal, delay, seizure, or return of Device(s) by customs or a carrier, and any associated costs, penalties, or charges, shall be solely Your responsibility, and Acme shall not be liable for any resulting delays, losses, or inability to perform the Services.

 

7. Risks of Repair.

Any form of repair carries inherent risks. Repair activities can be dangerous and may involve unknown factors that could result in additional defects or damage to your device. By sending in your device, you acknowledge and accept these inherent, unavoidable risks.

Although initial triage information is collected prior to repair, diagnostic and repair procedures inherently overlap. Certain diagnostic steps may require limited repair actions, and certain repair actions may involve diagnostic testing. As such, technicians may not always be able to separate diagnostic activity from repair activity.

Repair presents inherent risks to your device, including but not limited to:

•loss of data or files

•damage resulting from opening or attempting to open the device

•damage to screws, bolts, rivets, or other fasteners

•damage to circuit boards or other electronic components due to electrical surges, probing activities, or latent defects unknown to the technician

•erasure or corruption of the operating system, firmware, or other stored software

•loss, corruption, or exposure of patient information, health records, or other stored data

•loss or corruption of account information, profiles, presets, or device settings

At times, an attempt to repair one defect may worsen the issue or create a new defect. This is a known and accepted risk of repair.

Technicians will make reasonable efforts to remedy any such damage; however, the customer understands that the risks associated with repair are real, and neither the technician nor Acme shall be held liable for damage resulting from attempted repairs.

Customers should not send devices containing protected health information (PHI) unless a HIPAA Business Associate Agreement (BAA) has been executed prior to shipment. Acme and its technicians will not be held liable for any incidental exposure or leak of PHI or other sensitive data. For the avoidance of doubt, this Agreement by itself does not constitute a Business Associate Agreement, and no Business Associate relationship is created unless and until Acme and You execute a separate written BAA.

Acme will store your device while it awaits repair or return shipment (excluding abandoned devices) in a physically secure, indoor environment free from extreme temperatures, water exposure, excessive heat, cold, or humidity.

 

8. Payment; Accepted Forms of Payment.

Acme Revival performs services in exchange for payment under the terms set forth in this Agreement. All amounts are displayed in US dollars.

8.1 Service Detail and Amount Due

Your Service Detail will include the final amount due, including all line items, subtotals, taxes, and fees. You are obligated to pay the full balance within 15 days of device’s arrival to the Technician, as indicated by the “Pay By” date indicated at the top of your Service Detail. Failure to pay by the stated deadline will result in the initiation of the Unclaimed Device process and may ultimately lead to device abandonment as described in a later section of this Agreement.

8.2 Accepted Forms of Payment

Acme does not accept cash, purchase orders, money orders, IOUs, or any payment method not expressly listed as an available option within your Service Detail. Available payment methods can be found by selecting the “Pay Now” button in the Service Detail.

Acme has sole and exclusive discretion in determining whether to accept payment by credit card, debit card, ACH bank debit, personal check, or cashier’s check. It shall not be a defense to nonpayment that Acme did not offer any specific payment method as an option.

8.3 Full Payment Required

Acme cannot accept partial payments. All payments must be made in the full amount specified in the Service Detail. Acme does not accept the Device(s) as a form of payment or credit under any circumstance, and Acme cannot be compelled to accept the Device(s) as payment.

8.4 Payment Timing and Delivery

Payment shall be considered tendered only when Acme receives the payment— whether it be physical or digital remittance—not when it is sent. You are solely responsible for ensuring that your payment is properly tracked, delivered, and received by Acme by the stated deadline to avoid additional fees.

8.5 Third-Party Payment Processor

Acme contracts with a third-party provider for payment-related services, which uses a third-party Payment Processor to link to your bank or financial institution. The processing of ACH debits or other payment transactions is subject to the terms, conditions, and privacy policies of both the Payment Processor and your bank. Acme will receive certain transaction information solely for the purposes described in Acme’s Privacy Policy.

8.6 Chargebacks and Payment Disputes

You agree that you will not initiate any chargeback, dispute, or payment reversal through your financial institution regarding the Services, warranties, refunds, or any other matter related to this Agreement without the express written consent of Acme.

Initiating a chargeback without Acme’s written consent constitutes a material breach of this Agreement. Upon such breach, Acme may immediately suspend all services and support—including repair, device return, communication, and troubleshooting—until the investigation is concluded.

 

9. Repair Outcomes.

Acme Revival does not guarantee, warrant, or otherwise assure any particular repair result. All repairs involve inherent uncertainty, and Acme Revival cannot guarantee that any Device will be restored to full functionality or improved in any measurable way. Upon completion of repair services, a Repair Outcome will generally be published to your Service Detail indicating whether the repair was successful, partially successful, or unsuccessful; however, Acme makes no representation that a Repair Outcome will be available immediately upon completion. In the event of a successful repair outcome, Acme’s warranty procedures, as described later in this Agreement, will apply. In the event of a partial or complete repair failure, the repair fees will be refunded in accordance with Acme’s refund procedures set forth in Section 15 (Refunds) of this Agreement.

 

10. Buyout Offer; Device Sale Alternative.

After Your Device(s) has (have) been physically received by Acme or by an assigned member of the Technician Network, Acme may, in its sole discretion, elect to offer to purchase such Device(s) from You in its (their) then-existing, unprepared, “as-is” condition (a “Buyout Offer”). Any Buyout Offer will be presented to You as a fixed sum, denominated in U.S. dollars (USD), and will typically be displayed within the applicable Service Detail. Acme shall have no obligation to make a Buyout Offer with respect to any Device(s), and may withdraw or modify any Buyout Offer at any time prior to Your acceptance as reflected in Acme’s records.

Any Buyout Offer is a fixed, non-negotiable amount based on Acme’s internal valuation methodologies and business judgment. The Buyout Offer amount is not subject to negotiation or counter-offer, and Acme makes no representation that the Buyout Offer reflects fair market value, replacement value, or any particular appraisal methodology. By accepting a Buyout Offer, You acknowledge and agree that the amount offered is satisfactory consideration for the Device(s), that You have had an adequate opportunity to consider the Buyout Offer, and that You are not relying on any statement, representation, or promise by Acme regarding the value, future value, or marketability of the Device(s) beyond what is expressly set forth in the Buyout Offer as displayed to You.

If You accept a Buyout Offer in the manner specified by Acme through the Service Detail or other written confirmation mechanism (which may include clicking an acceptance button or providing written consent through Acme’s designated communication channels), then, effective upon Acme’s receipt of such acceptance, You irrevocably agree to sell, assign, transfer, and convey to Acme all right, title, and interest in and to the Device(s) identified in the Buyout Offer, free and clear of all liens, claims, encumbrances, and third-party interests of any kind, in exchange for payment of the Buyout Offer amount. Upon such acceptance, the sale shall be final and irrevocable; You shall have no right to cancel, rescind, or unwind the transaction, and You shall have no right to require Acme to return or re-transfer the Device(s) in exchange for repayment of the Buyout Offer amount or otherwise, except to the extent any non-waivable right of rescission is granted by applicable law.

By accepting a Buyout Offer, You represent and warrant to Acme that: (a) You are the lawful owner of the Device(s) and have full right, power, and authority to sell the Device(s) to Acme; (b) the Device(s) are not stolen and are not subject to any security interest, lease, lien, or other encumbrance; and (c) no other person or entity has any ownership or superior right, title, or interest in the Device(s). You agree to indemnify, defend, and hold harmless Acme and its affiliates from and against any and all claims, losses, liabilities, damages, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to any breach of the foregoing representations and warranties, including, without limitation, any claim by a third party or law enforcement agency that the Device(s) was (were) lost, stolen, or otherwise wrongfully transferred.

Following Your acceptance of a Buyout Offer, Acme will retain the Device(s) and will issue payment of the Buyout Offer amount to You, typically in the form of a physical check mailed via United States Postal Service (USPS) First-Class Mail, usually within thirty (30) days after Acme’s processing of the sale; provided, however, that by accepting the Buyout Offer, You acknowledge and agree that Acme shall have up to ninety (90) days from the date of Your acceptance to issue such payment. Unless otherwise agreed by Acme in writing, payment shall be issued to the name and mailing address reflected in the applicable Service Detail at the time the payment is processed. You are solely responsible for ensuring that the name and mailing address associated with Your Service Detail are accurate, current, and capable of receiving mail, and for promptly updating such information if it changes. Acme shall not be responsible or liable for any delay, misdelivery, or non-receipt of payment resulting from Your failure to maintain accurate contact or mailing information.

The sale of the Device(s) to Acme pursuant to a Buyout Offer is separate and distinct from any repair services that may otherwise be available under this Agreement. Upon Your acceptance of a Buyout Offer with respect to any Device(s), any pending or future attempt by Acme or the Technician Network to repair such Device(s) shall automatically terminate as to those Device(s), and You shall not be entitled to any repair services, return shipment, or other performance with respect to such Device(s), except for payment of the Buyout Offer amount in accordance with this Section 10 and Acme’s applicable payment procedures. To the extent any amounts (such as pre-paid repair charges or other fees) are eligible for refund under Acme’s then-current refund policy in connection with such Device(s), any such eligibility shall be determined and processed in accordance with that policy.

By accepting a Buyout Offer, You acknowledge and agree that any data, files, documents, configurations, software, and other digital content stored on or accessible through the Device(s) may be irretrievably lost, erased, overwritten, or rendered inaccessible, and that Acme has no obligation to preserve, back up, extract, recover, or provide to You any such data or content either before or after the sale. You understand and agree that Acme will not undertake, and has no obligation to undertake, any effort to retrieve, copy, or return data, files, documents, or other digital media from the Device(s) after the sale is completed, and that Acme will not cooperate in any such retrieval request, except to the limited extent required by non-waivable applicable law.

You further acknowledge and agree that, by selling the Device(s) to Acme pursuant to a Buyout Offer, You are selling all hardware, licensed software/firmware/operating system, components, and accessories included in the shipment and associated with that Device(s), including without limitation any original manufacturer packaging, retail boxes, carrying or travel cases, power supplies, cables, adapters, mounts, and other ancillary items that accompanied the Device(s) on arrival. Acme shall have no obligation to separate or return any such individual items to You, and shall have the right, in its sole discretion, to disassemble, refurbish, resell, recycle, or otherwise dispose of the Device(s) and any included accessories or packaging in any lawful manner, and Acme shall have no obligation to disclose the ultimate disposition of the Device(s) to You.

You are solely responsible for any taxes, duties, or governmental charges that may arise from or be associated with the Buyout Offer and the sale of the Device(s), including, without limitation, any income, gains, or sales taxes imposed on You under applicable law. Acme may, where required by law, condition payment of the Buyout Offer amount on Your completion of certain tax or identity forms (such as an IRS Form W-9 or W-8 series form) and may delay or withhold payment to the extent required by applicable law, including any applicable withholding or reporting obligations.

To the maximum extent permitted by law, Your acceptance of a Buyout Offer and Acme’s issuance of payment in the Buyout Offer amount shall constitute full and final settlement of all claims You may have against Acme relating to the Device(s) and the Services with respect to such Device(s), except as otherwise expressly provided in this Agreement or required by non-waivable applicable law.

 

11. Unclaimed Device Proceedings; Abandonment

Acme’s and the Technician Network’s premises are intended solely for the temporary receipt, handling, and processing of Device(s) in connection with the Services, and are not intended or operated as long-term storage locations or de facto disposal sites for customer property. Acme expects and requires that customers act in good faith to (a) pay all amounts properly due under this Agreement within the required time frames and (b) either authorize the Services, accept any applicable Buyout Offer, or arrange for the timely return of their Device(s) in accordance with this Agreement.

As set forth in Section 8 (Payment), You are obligated to pay the full outstanding balance for the Services (including any applicable fees and charges) within fifteen (15) days after the Device(s) is (are) first marked as delivered to the assigned technician or Acme, as indicated by the “Pay By” date displayed at the top of the applicable Service Detail. Failure to pay the full outstanding balance by the Pay By Date will result in the initiation of Acme’s unclaimed device proceedings described in this Section 11 and may ultimately result in the Device(s) being deemed abandoned and forfeited.

If You do not pay the full outstanding balance by the Pay By Date, Acme will assess an “Unclaimed Device Proceedings” fee in the amount of eighty-five U.S. dollars (US $85.00) per Device or per Service Detail, as specified by Acme and as permitted by applicable law, to cover administrative, storage, and handling costs associated with handling unclaimed Device(s). If You still fail to pay the full outstanding balance (including the Unclaimed Device Proceedings fee and any other applicable charges) within thirty (30) days after the Device(s) is (are) first marked as delivered to the assigned technician or Acme (the “Abandonment Date”), then, to the maximum extent permitted by law, the Device(s) will be deemed conclusively and irrevocably abandoned by You.

From the time the Device(s) is (are) received by Acme or the assigned technician and until either: (a) Acme has received payment in full of all amounts due under this Agreement with respect to such Device(s), or (b) the Device(s) is (are) deemed abandoned in accordance with this Section 11, Acme shall have, and You hereby grant to Acme, a possessory lien and security interest in and to the Device(s), together with any accessories, packaging, and other property shipped with the Device(s), to secure the payment of all amounts owed to Acme under this Agreement (including, without limitation, repair charges, diagnostic fees, shipping charges, the Unclaimed Device Proceedings fee, and any applicable taxes and other fees). Acme will not be obligated to release or return the Device(s) to You until it has received payment in full in good funds of all such amounts, and Acme may, in its discretion, retain possession of the Device(s) for a reasonable period after receiving payment in order to confirm that such payment has cleared and is not subject to reversal or chargeback.

If You fail to pay all outstanding amounts by the Abandonment Date, then, to the maximum extent permitted by law, You shall be deemed to have intentionally and voluntarily abandoned the Device(s) and any and all rights, title, and interest therein, and to have irrevocably relinquished and forfeited any claim to the Device(s) as against Acme. Without limiting the foregoing, as of the Abandonment Date (or such later date as may be required by non-waivable applicable law), You hereby irrevocably authorize Acme, in its sole discretion and without any obligation to further notify You, to treat the Device(s) and all associated accessories, packaging, and other property as Acme’s sole property, free and clear of any claims, liens, or interests of Yours or any third party, and to keep, dismantle, refurbish, resell, donate, recycle, scrap, or otherwise dispose of the Device(s) in any lawful manner and on such terms as Acme may determine in its sole discretion, without any obligation to account to You for any proceeds or value derived therefrom. To the extent permitted by law, Acme may apply any proceeds from any sale or disposition of abandoned Device(s) to offset the amounts You owe under this Agreement, and You shall remain liable for any unpaid deficiency, except to the extent non-waivable law requires otherwise.

Prior to deeming any Device(s) abandoned, Acme will post one or more notices regarding the outstanding balance, the Unclaimed Device Proceedings fee, and the pending abandonment status on the applicable Service Detail, and may send one or more email notices to the email address associated with Your Service Detail, urging You to pay the outstanding balance and warning You of the consequences of non-payment. You acknowledge and agree that such postings and email notices are courtesy measures and are subject to the notice and constructive-knowledge provisions of this Agreement (including Section 5), and that Your failure to access or review the Service Detail(s) or to receive or read any such emails shall not prevent Acme from deeming the Device(s) abandoned in accordance with this Section 11 and shall not constitute a defense to non-payment.

You acknowledge and agree that once Device(s) have been deemed abandoned in accordance with this Section 11, Acme has no obligation to return the Device(s) to You, to preserve or safeguard any data, configurations, or digital content stored on or accessible through the Device(s), or to cooperate in any effort to retrieve or recover such data or content. To the maximum extent permitted by law, You waive and release any and all claims against Acme arising out of or relating to Acme’s retention, use, sale, donation, recycling, scrapping, or other disposition of the abandoned Device(s) and any associated data, accessories, or packaging, except to the extent expressly prohibited by non-waivable applicable law.

Nothing in this Section 11 is intended to limit any rights You may have, or any procedures Acme must follow, under any non-waivable applicable state, federal, or foreign laws governing the disposition of unclaimed or abandoned property, repairman’s or warehouseman’s liens, or similar doctrines. To the extent any such laws impose additional notice, waiting periods, or sale procedures that cannot be waived by contract, Acme will comply with such requirements, and the timelines and remedies described in this Section 11 shall be deemed modified as necessary solely to the extent required to comply with such laws.

 

12. Outbound (Return) Shipping

Acme charges a flat-rate fee for outbound return shipping of Device(s), which is currently thirty-five U.S. dollars (US $35.00) per Device per outbound shipment (the “Return Shipping”). Depending on the circumstances, the Return Shipping may be (a) included within the overall pricing of a successful repair and not separately itemized, or (b) charged as a separate line item in connection with the return of Device(s) that are not successfully repaired. Any amounts attributable to outbound return shipping shall be treated for refund purposes in accordance with Section 15 (Refunds).

Subject to Your full payment of all amounts then due to Acme in accordance with this Agreement (including, without limitation, all repair charges, fees, parts charges, shipping and handling charges, taxes, and any applicable Unclaimed Device Proceedings fees), and following either (a) completion of the Services, or (b) a determination that the Device(s) is (are) not reasonably repairable or that an attempted repair has failed, as indicated within the applicable Service Detail, Acme or the assigned member of the Technician Network will generally arrange for the return of the Device(s) to You by tendering the Device(s) to a third-party shipping carrier selected by Acme (a “Carrier”). Acme’s current practice is to tender the Device(s) to the Carrier within approximately seventy-two (72) hours after both (i) the applicable repair outcome or status is recorded in the Service Detail and (ii) Acme has received payment in full in good funds of all amounts then due with respect to such Device(s); however, You acknowledge and agree that this time frame is an estimate only, that actual tender times may be longer based on operational or Carrier-related factors, and that Acme shall not be responsible or liable for any delay in tendering the Device(s) to the Carrier, provided that Acme uses commercially reasonable efforts to process shipments in the ordinary course of its operations.

Acme and/or the assigned technician will package the Device(s) for outbound shipment in a manner intended to be reasonably adequate to protect the Device(s) from damage during normal shipping and handling, which may include the use of sturdy corrugated cartons, cushioning, and void fill. You acknowledge and agree that Acme does not guarantee that the Device(s) will not be damaged in transit, that Acme is not obligated to use Your original inbound packaging, and that Acme and/or the technician may, in their sole discretion, discard, recycle, or repurpose any original packaging in which the Device(s) arrived and use alternate packaging for the return shipment.

Acme contracts with one or more unaffiliated third-party Carriers to deliver Device(s) to You and does not itself operate as a courier or transportation provider. Whether Acme has an obligation under this Agreement to return the Device(s) to You or elects to do so as a courtesy, Acme’s obligation with respect to outbound shipping is limited to tendering the Device(s), properly addressed and packaged, to a Carrier at the address and using the shipping service level reasonably selected by Acme (which may include, without limitation, ground or economy service) unless otherwise expressly agreed in writing. To the maximum extent permitted by law, risk of loss, theft, damage, delay, or misdelivery of the Device(s) shall pass to You immediately upon Acme’s or the technician’s tender of the Device(s) to the Carrier for outbound shipment, and Acme shall have no further responsibility or liability for the Device(s) thereafter. Acme shall have no responsibility to insure the Device(s) during outbound shipment for their full value unless You specifically request in writing, and Acme expressly agrees in writing, that Acme procure shipment insurance for a stated coverage amount and You prepay Acme for all additional costs of such insurance. If Acme does agree to arrange such insurance, its sole obligation shall be to use commercially reasonable efforts to purchase the requested coverage from the Carrier or an affiliated insurer; any claim payments shall be subject to the applicable insurer’s or Carrier’s terms and conditions.

Unless otherwise specified by Acme or required by the Carrier’s policies, the Carrier may require a signature from an individual at the delivery address, which may include any person over the age of eighteen (18) years, to accept delivery of the Device(s). Acme shall not be responsible or liable for any failure or refusal of any person at the delivery address to accept delivery, for any rescheduled deliveries or holds at a Carrier facility, or for any loss, theft, damage, or misdelivery occurring after the Carrier has tendered the shipment at the address You provided or in accordance with Your delivery preferences or instructions on file with the Carrier.

If, after outbound shipment has been initiated, any payment You made is reversed, charged back, or otherwise fails (including, without limitation, due to insufficient funds, dispute, or fraud), Acme may, to the extent commercially and operationally feasible, instruct the Carrier to return the Device(s) to Acme or the technician (including by issuing a “return to sender” or similar instruction) and may re-assert and enforce its possessory lien and security interest in the Device(s) as described elsewhere in this Agreement. In such event, You shall be responsible for all additional shipping, handling, storage, and related costs incurred as a result of the failed or reversed payment, and Acme shall not be obligated to re-ship or release the Device(s) until all outstanding amounts have been paid in full in good funds.

Although shipping damage is uncommon, You acknowledge that damage can occur during transit despite reasonable packaging. If, upon attempted delivery, the exterior shipping container appears severely damaged or compromised, or if You reasonably suspect that the contents may be damaged, You should not sign for or accept the shipment, if refusal is permitted by the Carrier’s procedures. Instead, to the extent practicable, You should document the condition of the shipment by taking clear photographs of the damaged container and any visible damage to the Device(s) and promptly contact Acme’s support staff using the contact information provided in the Service Detail or on the Website. Any Device(s) damaged during outbound shipment are not eligible for a warranty claim under any Acme warranty that may be applicable; however, such damage may in some circumstances be eligible to be addressed by an insurance claim or loss claim filed with the Carrier or relevant insurer. To the extent commercially reasonable and upon Your timely cooperation, Acme may elect, but shall not be obligated, to assist You in submitting or pursuing an insurance or loss claim with the Carrier. You agree to cooperate promptly and fully with Acme and/or the Carrier in providing documentation, photographs, and other information reasonably requested in connection with any such claim. To the maximum extent permitted by law, Acme shall not be liable to You in the event the Device(s) is (are) lost, damaged, stolen, delayed, or misdelivered during or after outbound shipping, even if the Carrier declines to compensate You fully or at all for such loss, damage, theft, delay, or misdelivery, except to the extent such liability is expressly imposed on Acme by non-waivable applicable law.

 

13. Warranty; Additional Repair Guarantee

Except for the Exclusions identified and defined below, Acme warrants that the repairs made to the Device(s) shall cause the Device(s) to no longer exhibit the Chief Complaint(s) (the “Warranty”) for a period of ninety (90) calendar days beginning on the date the respective Device(s) is/are delivered to You (the “Warranty Period”). In the event Acme’s repair successfully corrects the Chief Complaint(s) but directly results in an additional defect that did not exist prior to the repair, such additional defect shall be covered under this Warranty, and Acme will make a commercially reasonable attempt to correct that defect, subject to the same conditions, limitations, and Exclusions set forth in this Agreement.

13.1 Exclusions from Warranty

The Warranty does not apply to the following (collectively, the “Exclusions,” and individually, an “Exclusion”):

•Damages caused by Your improper installation, removal, handling, or use of the Device(s) after the Device(s) is/are delivered to You;

•Damages caused by You or any third party as a result of additional repairs, attempted repairs, or modifications made during the Warranty Period;

•Damages caused by (i) another physical or electronic item, substance, or chemical, (ii) abuse or misuse by You or a third party, (iii) liquid contact or exposure resulting from natural phenomena, fire, earthquake, or other external cause, (iv) operating the Device(s) outside of the permitted or intended uses described by the manufacturer, or (v) service (including upgrades or expansions) performed by anyone who is not Acme or an Acme Authorized Service Provider;

•Damages to any Device(s) with a serial number that has been altered, defaced, or removed, or to any Device(s) that has/have been modified to alter functionality or capability without the manufacturer’s written authorization;

•Intentional or bad-faith damage or destruction of the Device(s);

•Damages caused to the Device(s) by any third-party carrier while the Device(s) is/are being shipped to or from Acme’s facilities;

•Damages to any Device(s) that has/have been lost, stolen, or transferred to a third party (the Warranty applies only to You and is non-transferable);

•Cosmetic damage, including but not limited to scratches, dents, discoloration, and broken plastic on ports or connectors;

•Loss or damage to consumable parts, such as batteries, light bulbs, or disposable accessories;

•Preventative maintenance or general upkeep; and

•Any damages that are not defects in materials or workmanship resulting from the original repair.

13.2 Warranty Claim

To make a valid claim under the Warranty (a “Warranty Claim”), You must submit the claim either through the Help Tab on the Website platform or directly through the Action Tab within Your Service Detail, and such submission must occur on or before the expiration date of the applicable Warranty Period. A Warranty Claim submitted after the expiration of the Warranty Period need not be honored by Acme, and Acme shall have the sole and exclusive discretion to determine whether any late claim will be accepted.

Upon receipt of a timely Warranty Claim, Acme or its agents may require that You furnish proof of purchase, respond to questions, and follow additional procedures for obtaining warranty service. At Acme’s sole and exclusive discretion, Acme may determine whether the Device(s) will be repaired or whether the amounts paid for the Services will be fully or partially refunded, and Acme may change such determination at any time.

If Acme elects to repair the Device(s), Acme is required only to attempt a commercially reasonable repair. If Acme is unable to repair the Device(s) within thirty (30) days after receipt of the Device(s) for warranty service (or such additional time as You and Acme may mutually agree in writing), You may request a refund of the amounts paid for the Services.

Depending on the condition of the Device(s), Acme may determine that the Device(s) must be returned to either an Acme facility, a networked technician, or a contracted facility for warranty service. Once Acme determines that a repair performed under a Warranty Claim is sufficient to discharge its Warranty obligations, Acme will notify You and deliver the Device(s) to a carrier for return shipment.

Any warranty service or repair performed under this Section shall itself be warranted for a period equal to the number of days remaining in the original Warranty Period as of the date You submitted the Warranty Claim, and such period shall begin on the date the Device(s) is/are delivered back to You. Warranty repairs are subject to the same limitations and Exclusions set forth in Section 13.1 above, and any additional warranty service or repair shall be governed by this Section 13.2.

Any further Warranty Claims must be submitted in the same manner as a new Warranty Claim unless Acme expressly provides written consent to re-open an existing claim.

 

14. Waiver of Implied Warranties

EXCEPT FOR ANY EXPRESS WARRANTIES DESCRIBED UNDER THIS AGREEMENT, YOU HEREBY WAIVE AND DISCLAIM ANY AND ALL OTHER GUARANTEES, AND EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTY OF MERCHANTABILITY AND IMPLIED WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE.

 

15. Refunds.

Subject to the terms of this Agreement, Acme may, in certain limited circumstances, issue refunds of amounts actually paid by You to Acme with respect to a particular Device(s). Any such refund will be subject to the exclusions, conditions, and limitations set forth in this Section 15 and elsewhere in this Agreement. In all events, the following amounts are non-refundable once incurred or assessed: (a) the thirty-five U.S. dollar (US $35.00) technician network access or coordination fee (or similarly described fee) associated with assigning and routing Your Device(s) within the Technician Network; (b) any flat-rate return shipping fee charged by Acme for outbound shipment of the Device(s), which is currently thirty-five U.S. dollars (US $35.00) per shipment (or such other amount as Acme may specify from time to time); and (c) any Unclaimed Device Proceedings fees or other fees or charges assessed in connection with unclaimed or abandoned Device(s) as described in this Agreement. Acme shall have no obligation to refund any such non-refundable fees under any circumstances, except to the limited extent required by non-waivable applicable law.

15.1 Refund-Eligible Scenarios.

Subject to the non-refundable fees described above and any other applicable limitations in this Agreement, Acme may issue a refund to You (less any non-refundable amounts) only in the following circumstances:

(a) Unsuccessful Repair; Chief Complaint Unresolved.

After Acme or the assigned member of the Technician Network has completed a reasonable attempt to repair the Device(s) in accordance with the applicable Repair Quote (including, where applicable, any Parts Quote), the Device(s) is (are) determined by Acme, in its reasonable discretion, to be not reasonably repairable or to remain affected by the Chief Complaint(s) such that the attempted repair is deemed unsuccessful. In such case, and provided You have complied with Your obligations under this Agreement, Acme will refund to You the amounts actually paid for the attempted repair of that Device(s), including amounts paid under any associated Repair Quote and Parts Quote, excluding, in each case: (i) the non-refundable technician network fee; (ii) any non-refundable flat-rate return shipping fee; (iii) any Unclaimed Device Proceedings fees or similar charges; and (iv) any outbound or inbound shipping, insurance, taxes, customs, or other third-party charges, except to the limited extent Acme is required by non-waivable applicable law to refund such amounts.

(b) Approved Warranty / Additional Repair Guarantee Claim.

The Device(s) is (are) subject to an approved claim under any warranty or additional repair guarantee program offered by Acme (if any), and Acme, in its discretion pursuant to the terms of such warranty or guarantee, elects to resolve the claim by providing a refund instead of re-performing the Services. No refund will be issued under this subsection unless and until: (i) Acme has authorized the warranty or guarantee claim; and (ii) You have returned the Device(s) to Acme or to a designated member of the Technician Network in accordance with Acme’s written warranty claim instructions and the Device(s) has (have) been physically received and logged by Acme or the designated technician. If You fail to return the Device(s) as required, Acme shall have no obligation to issue any refund under this subsection, and any remedies will be limited to those otherwise available under this Agreement.

(c) Discretionary Refund.

In exceptional cases, Acme may, after review of the circumstances and in its sole discretion, elect to issue a partial or full refund as a customer service accommodation, even where no refund is otherwise required under this Agreement. Any such discretionary refund shall not constitute a waiver of Acme’s rights under this Agreement or a commitment to issue similar refunds in the future.

15.2 No Refunds for Successful Repairs; Buyout Transactions.

Except as expressly provided in this Section 15 or required by non-waivable applicable law, no refunds will be provided where Acme or the Technician Network has successfully performed the Services in accordance with the applicable Repair Quote and the Device(s) has (have) been returned to You with the Chief Complaint(s) addressed to a reasonably sufficient degree, even if: (a) the Device(s) later develops the same or a similar issue after the completion of the Services; or (b) You are dissatisfied with the outcome for reasons not covered by any applicable warranty or guarantee program. Additionally, amounts paid or payable in connection with any Buyout Offer and sale of Device(s) to Acme pursuant to Section 10 (Buyout Offer; Device Sale Alternative) are not subject to refund except to the limited extent expressly required by non-waivable applicable law (for example, pursuant to a statutory right of rescission that cannot be waived).

15.3. No Refunds for Requests to Cease Services After Device Receipt; Authorization to Commence Work

By accepting a Repair Quote and subsequently sending or delivering Your Device(s) to Acme or to an assigned member of the Technician Network as directed by Acme, You expressly authorize Acme and the Technician Network to commence and perform diagnostic and repair activities on the Device(s) in accordance with this Agreement. Once the Device(s) has (have) been physically delivered to and logged as received by Acme or the assigned technician, You shall have no right to demand that no diagnostic or repair activity be undertaken, or that the Services “not take place,” with respect to such Device(s).

If, after the Device(s) has (have) been received and logged, You request that Acme or the technician cease, suspend, or limit further Services, Acme and/or the technician may, in their sole and exclusive discretion, either: (a) proceed to complete the Services as previously authorized; or (b) decline to perform further work and arrange for return shipment of the Device(s) after You have paid all amounts then due under this Agreement, including, without limitation, all non-refundable fees, any reasonable diagnostic or labor charges incurred to date, any charges for parts or components already purchased or installed pursuant to an accepted Parts Quote (subject to the refund provisions of this Section 15), and applicable shipping and handling charges. Any such request by You to cease, suspend, or limit Services shall not create any additional right to a refund or credit beyond those expressly provided in this Section 15 and elsewhere in this Agreement.

15.4 Form, Timing, and Destination of Refunds.

Any refund issued by Acme under this Section 15 will be made in U.S. dollars (USD) and will be processed using one of the following methods, as determined by Acme in its sole discretion:

(a) by issuing a physical check payable to the name associated with the applicable Service Detail and mailing such check via United States Postal Service (USPS) First-Class Mail to the mailing address shown in the Service Detail at the time the refund is processed; or

(b) by initiating an electronic funds transfer (such as an ACH credit) to a U.S. bank account designated by You in writing and acceptable to Acme, provided that Acme may require You to complete reasonable verification steps and provide any information Acme deems necessary to process the transfer safely and in compliance with applicable law.

Acme will generally process approved refunds within thirty (30) days after Acme’s determination that a refund is due and all conditions precedent to the refund (including, where applicable, return of the Device(s), completion of any investigation, and receipt of required information from You) have been satisfied; provided, however, that You acknowledge and agree that this time frame is an estimate only and that actual processing times may be affected by banking system delays, mail delays, and other factors outside Acme’s control. You are solely responsible for ensuring that the name, mailing address, and any bank account information You provide to Acme are accurate, current, and complete. Acme shall not be responsible or liable for any delay, misdelivery, or non-receipt of a refund resulting from incorrect, outdated, or incomplete information provided by You or from third-party banking or postal errors.

15.5 Scope and Exclusivity of Refund Remedy.

Any refund issued under this Section 15 constitutes Your sole and exclusive monetary remedy with respect to: (a) unsuccessful attempts to repair the Device(s); (b) any approved warranty or additional repair guarantee claim that Acme elects to resolve by refund; and (c) any discretionary refund that Acme may elect to provide. To the maximum extent permitted by law, You agree that You will not seek, and Acme shall not be obligated to provide, any additional monetary compensation, consequential damages, or other relief with respect to the same subject matter beyond the refund amount determined and issued in accordance with this Section 15, except to the extent expressly provided elsewhere in this Agreement or required by non-waivable applicable law.

 

16. Customer Support

Acme provides customer support primarily by email and through self-help tools made available within Your Service Detail. Your Service Detail may display one or more action buttons, links, or options (collectively, “Service Detail Actions”) that allow You to perform common tasks or obtain immediate assistance without waiting for a manual response from Acme, which may include, for example, updating contact or shipping information, confirming or declining quotes, reviewing repair status, initiating certain types of requests, or accessing frequently asked questions and help content. In addition to such Service Detail Actions, and unless and until Acme specifies otherwise in the Service Detail or on the Website, You may contact Acme’s customer support team at help@acmerevival.com for questions regarding the Services, Your Device(s), billing, or other matters arising under this Agreement. Acme’s current goal is to respond to customer support inquiries within approximately twenty-four (24) hours of receipt on Business Days; however, You acknowledge and agree that this response-time objective is an aspirational target only, does not constitute a service-level agreement or binding commitment, and may be affected by volume, staffing, holidays, and other factors. Acme does not guarantee any particular response time and shall not be liable for any delay in responding to support inquiries.

You acknowledge and agree that Acme does not provide traditional inbound telephone-based customer support for standard customer inquiries, and that Acme’s decision not to offer telephone support shall not constitute a breach of this Agreement, a failure of performance, or a basis to assert any claim, offset, or defense (including any defense based on alleged lack of assistance, unavailability, or non-responsiveness) with respect to any obligation You owe under this Agreement. For the avoidance of doubt, Your obligations to pay amounts due, to retrieve Device(s), and to comply with the procedures set forth in this Agreement are not conditioned on Acme’s provision of telephone support, on any particular speed of response to email or other support requests, or on the availability or operation of any specific Service Detail Action.

Acme may, from time to time and in its sole discretion, modify the methods, channels, or contact details for customer support (including changes to support email addresses, the nature or availability of Service Detail Actions, or the addition of web-based support forms or portals). Any such changes may be communicated via the Service Detail and/or the Website, and You agree to review those locations periodically and to use the then-current support contact information, tools, and methods specified by Acme.

 

17. Intellectual Property.

This Agreement does not constitute a sale of any rights of ownership in or related to the Website, or any intellectual property rights owned by Acme. Acme alone (and its licensors, where applicable) shall own all right, title and interest, including all intellectual property rights, in and to the Website and any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by You or any other party relating to the Website. Any copy, modification, revision, enhancement, adaptation, translation, or derivative work of or created from the Website shall be owned solely and exclusively by Acme, and/or, as applicable, Acme’s third-party vendors, as shall any and all patent rights, copyrights, trade secret rights, trademark rights, and all other proprietary rights, worldwide therein and thereto. To the extent You create any intellectual property in relation to Your use of the Website, You hereby irrevocably assign to Acme any and all of Your intellectual property rights, including, but not limited to, Your rights, title, and interests in the Website or any modification to or derivative work of the Website. You shall not remove, obscure, or alter, or authorize or permit any third-party to remove, obscure, or alter, any proprietary rights legend or legal notices displayed in the Website. For the avoidance of doubt, using the Website shall not give You ownership of any intellectual property rights in the Website or the content You access. You may not use content from the Website unless You obtain permission from Acme or are otherwise permitted by law. These Terms do not grant You the right to use any branding or logos used in the Website without Acme’s express written approval. Acme and its name, logo, and the names and logos associated with the Website are to be considered trademarks of Acme, its affiliated companies or approved third-parties, and no right of license is granted to You to use them.  The materials and content on the Website are copyrighted by Acme and/or other applicable rights holders, excluding You. You may download and reprint a single copy of the materials from the Website for Your own personal, noncommercial use only, provided that You keep intact all credits and copyright and other proprietary notices. Any other use of the materials is strictly prohibited without Acme’s prior written permission and the permission of all applicable rights holder(s).

17.1. Notice of Copyright Infringement.

If You are a copyright owner who believes Your copyrighted material has been reproduced, posted, or distributed by Acme in a manner that constitutes copyright infringement, prior to initiating any legal dispute You agree to inform Acme’s designated copyright agent by sending written notice by email to help@acmerevival.com. You must include the following information in Your written notice: (a) a detailed description of the copyrighted work that is allegedly infringed upon; (b) a description of the location of the allegedly infringing material on the Website; (c) Your contact information, including Your address, telephone number, and, if available, email address or other electronic address; (d) a statement by You indicating that You have a good-faith belief that the allegedly infringing use is not authorized by the copyright owner, its agent, or the law; (e) a statement by You, made under penalty of perjury, affirming that the information in Your notice is accurate and that You are authorized to act on the copyright owner’s behalf; and (f) an electronic or physical signature of the copyright owner or someone authorized on the owner’s behalf to assert infringement of copyright and to submit the statement. Please note that the contact information provided in this paragraph is for suspected copyright infringement only. Contact information for other matters can be found elsewhere on the Website.  Failure to comply with this Section shall be deemed a material breach of this Agreement.

 

18. Disclaimers.

THE WEBSITE AND ANY INFORMATION CONTAINED ON OR PROVIDED THEREIN ARE PROVIDED ON AN “AS IS” BASIS AND SHOULD NOT BE USED FOR THE BASIS OF ANY SCIENTIFIC RESEARCH OR STUDIES. ANY ACCESS TO OR USE OF THE WEBSITE, AND ANYTHING YOU DOWNLOAD THEREFROM, IS VOLUNTARY AND AT YOUR SOLE RISK.  ACME SHALL NOT BE HELD RESPONSIBLE FOR REPAIRS TO DEVICE(S) OWNED BY PERSONS WHO ARE NOT ALLOWED BY APPLICABLE LAW TO POSSESS ANY OF SUCH DEVICE(S), AND ACME SHALL HAVE NO OBLIGATION TO ENGAGE IN ANY DUE DILLIGENCE CONCERNING THE IDENTITY OF ITS CUSTOMERS (INCLUDING YOU) PRIOR TO AGREEING TO PERFORM ANY REPAIRS.  ACME MAY DECLINE SERVICE TO ANY INDIVIDUAL OR ENTITY FOR ANY REASON SO LONG AS DOING SO WOULD NOT VIOLATE APPLICABLE LAW.  ACME DOES NOT MAKE ANY REPRESENTATIONS OR ENDORSEMENTS OF ANY KIND WHATSOEVER (INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE OR NONINFRINGMENT), WITH REGARD TO THE WEBSITE, OR WITH RESPECT TO ANY INFORMATION, SERVICE, OR OTHER MATERIAL PROVIDED TO YOU ON OR THROUGH THE WEBSITE (INCLUDING, BUT NOT LIMITED TO, ANY CONSULTATIONS OR OTHER SERVICES YOU MAY OBTAIN FROM ACME TECHNICIANS YOU COMMUNICATE WITH), AND AS SUCH YOUR RELIANCE ON ANY SUCH ALLEGED REPRESENTATIONS OR ENDORSEMENTS SHALL BE DEEMED UNREASONABLE AND UNJUSTIFIED. YOU SPECIFICALLY UNDERSTAND THAT YOU MAY BE SEEKING REPAIR OF A DEVICE  THAT COULD BE CONSIDERED “OBSOLETE” OR “BEYOND-LIFE” BY THE MANUFACTURER OF SUCH DEVICE, AND SOME MANUFACTURERS MAY RECOMMEND THAT SUCH DEVICES SHOULD NOT BE USED.  YOU AGREE THAT ACME HAS NO OBLIGATION TO INVESTIGATE OR DISCLOSE TO YOU ANY SUCH MANUFACTURER’S WARNINGS OR OPINIONS, AND IT IS YOUR RESPONSIBILITY TO DETERMINE WHETHER THE DEVICE IS SAFE TO USE PRIOR TO USE. THEREFORE, YOU HEREBY ASSUME THE RISK OF INJURY OR DAMAGE ASSOCIATED WITH USING SUCH DEVICES AND AGREE TO HOLD ACME HARMLESS FROM ANY DAMAGE OR LOSS CAUSED BY SUCH DEVICES.  YOU UNDERSTAND THAT DEVICES REPAIRED BY ACME SHOULD BE PERIODICALLY TESTED, RE-CERTIFIED, AND/OR EVALUATED FOR SAFETY AND PERFORMANCE, AND AT A MINIMUM YOU SHOULD EVALUATE AND INSPECT SUCH DEVICES FOR SAFETY AND COMPLIANCE BEFORE EVERY USE.  PRIOR TO YOUR USE OF ANY DEVICE REPAIRED BY ACME, YOU MUST READ THE ENTIRE USER MANUAL AND/OR OTHER DOCUMENTATION PROVIDED BY THE MANUFACTURER (REGARDLESS OF WHETHER THE MANUAL OR DOCUMENTATION IS PROVIDED—OR ABLE TO BE PROVIDED—BY ACME), AND YOU AGREE TO HOLD ACME HARMLESS FROM ANY DAMAGE OR LOSS CAUSED BY YOUR MISUSE OF SUCH DEVICES.  ACME DOES NOT WARRANT OR GUARANTEE THE ACCURACY, COMPLETENESS, CORRECTNESS, TIMELINESS, OR USEFULNESS OF ANY INFORMATION, SERVICES, OR OTHER MATERIAL PROVIDED THROUGH THE WEBSITE OR THE INTERNET GENERALLY.  ACME MAKES NO WARRANTY OR GUARANTEE THAT USE OF THE WEBSITE WILL BE UNINTERRUPTED, COMPLETE, TIMELY, SECURE, FREE FROM MALWARE, ERROR-FREE, OR CAUSE A LOSS OF DATA.  ACME EXPRESSLY DISCLAIMS THAT ANY FILES MADE AVAILABLE FOR DOWNLOADING THROUGH THE WEBSITE WILL BE FREE OF INFECTIONS, VIRUSES, WORMS, TROJAN HORSES, OR OTHER MALICIOUS CODE THAT CONTAIN CONTAMINATING OR DESTRUCTIVE PROPERTIES.  YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THE WEBSITE IS TO DISCONTINUE USING IT, AND YOU HEREBY WAIVE ANY AND ALL CLAIMS FOR DAMAGES RESULTING FROM USING THE WEBSITE TO THE FULLEST EXTENT PERMITTED BY LAW.  YOU ARE RESPONSIBLE FOR MAINTAINING A MEANS EXTERNAL TO THE WEBSITE THAT WILL ALLOW YOU TO RECONSTRUCT OR RECOVER ANY LOST DATA.

 

19. Limitation of Liability.

IN NO EVENT WILL ACME BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, PUNITIVE, EXEMPLARY, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE) ARISING OUT OF THIS AGREEMENT, EVEN IF ACME IS ADVISED BEFOREHAND OF THE POSSIBILITY OF SUCH DAMAGES.  ADDITIONALLY, IN NO EVENT SHALL ACME BE LIABLE FOR ANY DAMAGES WHATSOEVER ARISING OUT OF ACTS OF GOD OR OTHER UNEXPECTED EVENTS OUTSIDE ACME’S DIRECT CONTROL, THE USE OF, OR THE INABILITY TO USE, THE ACME WEBSITE, OR THE SHIPMENT, REPAIR, OR REPLACEMENT OF DEVICES PURSUANT TO THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, ANY DAMAGES ARISING FROM PERSONAL INJURIES TO YOU OR ANY THIRD-PARTY, ANY COSMETIC DAMAGES OR MINOR PHYSICAL DAMAGES ARISING FROM ACME’S ENTRY INTO THE DEVICE TO PERFORM DIAGNOSTIC EVALUATIONS OR REPAIRS, ANY DAMAGES ARISING FROM ANY INFORMATION OR DATA MADE AVAILABLE THROUGH THE ACME WEBSITE, OR ANY DAMAGES ARISING FROM THE LOSS OF ANY DATA THAT MAY HAVE OCCURRED DURING WARRANTY SERVICE OR REPLACEMENT OF ANY DEVICE (YOU ACKNOWLEDGE THAT YOU BEAR THE ENTIRE RISK OF LOSS OF SUCH DATA AND ARE ADVISED TO MAKE ANY NECESSARY BACKUPS OF SUCH DATA PRIOR TO DELIVERY OF THE PRODUCT TO ACME FOR WARRANTY SERVICE OR REPLACEMENT). THE MAXIMUM LIABILITY OF ACME FOR ALL CLAIMS (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE, PRODUCT LIABILITY, AND MEDICAL MALPRACTICE), OR OTHERWISE) OF EVERY KIND ARISING OUT OF THIS AGREEMENT WILL NOT EXCEED THE AMOUNT PAID TO ACME FOR THE SERVICES. THE FOREGOING LIMITATION OF ACME’S LIABILITY WILL COVER, WITHOUT LIMITATION, ANY TECHNICAL MALFUNCTION, COMPUTER ERROR OR LOSS OF DATA, AND ANY OTHER INJURY, ARISING FROM THE USE OF THE DEVICES OR WEBSITE. IN THE EVENT THAT ACME DETERMINES IT IS UNABLE TO COMPLETE A REPAIR OF YOUR DEVICE(S) FOR ANY REASON, YOUR SOLE AND EXCLUSIVE MONETARY REMEDY SHALL BE LIMITED TO ANY REFUND AVAILABLE, IF AT ALL, PURSUANT TO SECTION 15 (REFUNDS) OF THIS AGREEMENT

 

20. Class Action Waiver.

THE PARTIES WAIVE ANY RIGHT TO ASSERT ANY CLAIMS AGAINST THE OTHER PARTY AS A REPRESENTATIVE OR MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION, INCLUDING, BUT NOT LIMITED TO, CLASS ARBITRATIONS OR JOINDERS WITH MORE THAN TWO TOTAL PLAINTIFFS, EXCEPT WHERE SUCH WAIVER IS PROHIBITED BY LAW OR DEEMED BY A COURT OF LAW TO BE AGAINST PUBLIC POLICY. TO THE EXTENT EITHER PARTY IS PERMITTED BY LAW OR COURT OF LAW TO PROCEED WITH A CLASS OR REPRESENTATIVE ACTION AGAINST THE OTHER, THE PARTIES AGREE THAT: (I) THE PREVAILING PARTY SHALL NOT BE ENTITLED TO RECOVER ATTORNEYS’ FEES OR COSTS ASSOCIATED WITH PURSUING THE CLASS OR REPRESENTATIVE ACTION (NOT WITHSTANDING ANY OTHER PROVISION IN THIS AGREEMENT); AND (II) THE PARTY WHO INITIATES OR PARTICIPATES AS A MEMBER OF THE CLASS WILL NOT SUBMIT A CLAIM OR OTHERWISE PARTICIPATE IN ANY RECOVERY SECURED THROUGH THE CLASS OR REPRESENTATIVE ACTION.

 

21. Indemnification.

You agree to indemnify and hold harmless Acme, Acme’s affiliates, and each of its and their respective directors, officers, managers, employees, shareholders, agents, attorneys, accountants, representatives, licensors, successors and assigns from and against any and all losses, expenses, claims, judgments, damages and costs, including reasonable attorneys’ fees, that arise out of Your use of the Device(s), the Website, violation of this Agreement by You or any other person using Your account, or Your violation of any rights of another. Acme reserves the right to control the defense of any claim for which Acme is entitled to indemnification under this Section. In such event, You agree to provide Acme with such cooperation as is reasonably requested by Acme.

 

22. Assignment.

This Agreement is personal to You and may not be assigned by You except as expressly agreed to by Acme in a signed writing.  On the other hand, Acme shall be permitted to assign this Agreement to any third-party in connection with the sale or acquisition of Acme without Your consent and without notice to You.  To the extent Your consent or notice is required by law, You hereby irrevocably agree to consent to such an assignment in advance and waive any requirements for notice of such an assignment.

 

23. Severability.

If any term or other provision of this Agreement is determined to be invalid, illegal, or incapable of being enforced by any rule of law or public policy, all other conditions and provisions of this Agreement shall nevertheless remain in full force and effect.  Upon such determination that any term or other provision is invalid, illegal or incapable of being enforced, the Parties hereto shall negotiate in good faith to modify this Agreement so as to affect the original intent of the Parties as closely as possible, in a mutually acceptable manner.

 

24. Governing Law; Venue; and Dispute Resolution.

This Agreement (and any claims or disputes arising out of or related hereto or thereto, whether for breach of contract, tortious conduct or otherwise, and whether predicated on common law, statute, or otherwise) shall be governed by, and construed in accordance with the laws of the State of Colorado, United States of America, irrespective of the choice of law principles of any other state or country, including all matters of validity, construction, effect, enforceability, performance, or remedies.  You expressly agree that the sole and exclusive venue for any litigation or arbitration arising out of or related to this Agreement shall be proper only in the State of Colorado, United States of America in Jefferson County, and for the purpose of confirming an arbitration award (or if the arbitration requirement is deemed waived) the Parties irrevocably and unconditionally consent to the sole and exclusive personal jurisdiction of the state or federal courts of Jefferson County Colorado over the Parties and agree to be bound by any judgments, orders, or decrees issued from those courts.

24.1 Disputes You Have Against Acme (INCLUDES AN ARBITRATION AGREEMENT).

In the event You have a dispute against Acme that arises out of or relates to this Agreement, You agree that You will adhere to the following dispute resolution procedure: (1) You must first provide to Acme written notice of the dispute detailing the nature and factual circumstances of Your complaint as well as the relief You are seeking (the “Notice of Dispute”); the Notice of Dispute must be mailed via USPS certified mail to: PO Box 6033, Denver, CO 80206; failure to submit a Notice of Dispute to Acme before initiating litigation or arbitration shall entitle Acme to seek immediate dismissal of the action without prejudice until this Section is fully complied with (and You shall not be entitled to seek tolling of a statute of limitations); (2) if You and Acme are unable to resolve Your dispute to Your satisfaction within sixty (60) calendar days of Acme’s receipt of the Notice of Dispute, You hereby irrevocably and unconditionally agree that any disputes You have that arise from or are related to this Agreement (in the broadest interpretation possible) shall be submitted to mandatory and binding arbitration through JAMS, shall be governed by the Federal Arbitration Act, and shall use JAMS’ then-applicable Comprehensive Arbitration Rules and Procedures. In that event, the Parties irrevocably and unconditionally submit to the personal jurisdiction of JAMS, and the Parties shall select a single neutral arbitrator who shall issue a reasoned opinion along with the arbitration award at the conclusion of the final arbitration hearing. Either Party may then petition a court of competent jurisdiction for confirmation of the arbitration award and for entry of judgment based on such award.

You acknowledge and agree that, with respect to any dispute, claim, or controversy that You assert against Acme, it is solely Your responsibility, as the party asserting such claim, to timely initiate arbitration by filing the appropriate demand for arbitration with JAMS and by complying with JAMS’ filing requirements, including payment of any claimant filing fees as required by applicable law and JAMS’ rules. Acme shall have no obligation, and will not under any circumstance be required, to commence, initiate, file, or otherwise institute any arbitration proceeding on Your behalf or in Your name with respect to any dispute or claim You may have against Acme, and Acme shall not act as Your representative, attorney, or agent for purposes of initiating arbitration. Nothing in this Section 24.1 shall be construed to limit Acme’s right, in its own discretion, to initiate arbitration to assert any claims Acme may have against You.

24.2 Disputes Acme Has Against You.

In the event Acme has a dispute against You, Acme shall have sole and exclusive discretion to decide whether to bring its claims against You either in a court of competent jurisdiction or through mandatory binding arbitration.  In the event that Acme elects to bring its claims via arbitration, it will do so through JAMS and shall proceed utilizing JAMS’ then-applicable Comprehensive Arbitration Rules and Procedures, and You irrevocably and unconditionally submit to the personal jurisdiction of JAMS.  You agree that the sole and exclusive venue for any litigation or arbitration arising out of or related to this Agreement shall be proper only in Colorado, United States of America, and for the purpose of litigation on the merits or for confirming an arbitration award.

 

25. Attorney Fees and Costs.

Should Acme be determined to be the prevailing Party in any arbitration, litigation or other action arising from or related to this Agreement, then Acme shall be awarded its reasonable attorney’s fees and costs, including, but not limited to, the costs and attorney’s fees incurred on appeal and collection, to be paid by You.

 

26. Waiver of Jury Trial.

THE PARTIES HEREBY UNCONDITIONALLY WAIVE THEIR RESPECTIVE RIGHTS TO A JURY TRIAL OF ANY DISPUTE. The scope of this waiver is intended to encompass any and all disputes that may be filed in any court or other tribunal (including, without limitation, contract claims, tort claims, breach of duty claims, and all other common law and statutory claims).

 

27. Waivers.

No failure or delay of a Party in exercising any right or remedy hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any such right or power, or any abandonment or discontinuance of steps to enforce such right or power, or any course of conduct, preclude any other or further exercise of any other right or power.  The rights and remedies of the Parties hereunder are cumulative and are not exclusive of any rights or remedies which they would otherwise have hereunder.  Any agreement on the part of any Party to any such waiver shall be valid only if set forth in a written instrument executed and delivered by such Party.

 

28. No Intended Third-Party Beneficiaries.

This Agreement is not intended to benefit any third-party (except as expressly set forth herein).

 

29. Modification of Statute of Limitations.

YOU AGREE THAT REGARDLESS OF ANY STATUTE OR LAW TO THE CONTRARY, ANY CLAIM OR CAUSE OF ACTION THAT YOU MAY HAVE ARISING OUT OF OR RELATED TO THE WEBSITE OR SERVICE MUST BE FILED BY YOU WITHIN ONE (1) YEAR FROM THE DATE OF THE ORIGINAL REQUEST FOR SERVICE, OTHERWISE SUCH CLAIM OR CAUSE OF ACTION SHALL BE FORFEITED AND FOREVER BARRED.

 

30. Subsequent Versions of Agreement.

If Acme in its sole discretion decides to modify the terms of this Agreement in the future, Acme will post the revised Terms to the Website with or without notice to You. You acknowledge that each time You place an order for Service or otherwise access a Service Detail, You are agreeing to the latest version of this Agreement as posted on the Website, and You agree to review this Agreement each time You use the Website so that You can become aware of any modifications made to this Agreement.

 

31. Incorporation; Conflicts of Terms.

This Agreement incorporates by reference the then-current Privacy Policy, as posted on the Website and updated from time to time (the “Privacy Policy”). As between You and Acme, this Agreement together with the Privacy Policy in effect as of the date You enter into this Agreement constitute the full, final, and entire understanding and agreement of the Parties with respect to the subject matter thereof and supersede all prior and contemporaneous agreements and understandings, whether written or oral, relating to such subject matter.

The Privacy Policy describes how Acme collects, uses, discloses, and protects personal information and other data in connection with the Website and the Services. To the extent there is any inconsistency or conflict between the terms of this Agreement and the Privacy Policy with respect solely to the collection, use, or processing of personal information, the Privacy Policy shall control with respect to those privacy-related matters. In all other respects, and with respect to all other subject matters (including, without limitation, repair services, payments, shipping, risk allocation, warranties, limitations of liability, dispute resolution, and other business terms), the terms of this Agreement shall control to the maximum extent permitted by applicable law.

Any other content or materials made available by Acme on or through the Website, in any Service Detail, in marketing or promotional materials, in FAQs, help articles, tooltips, email communications, or other customer communications (collectively, “Supplemental Materials”) are provided for informational and convenience purposes only and do not themselves create binding contractual obligations, warranties, or rights, and shall not amend, modify, supplement, or supersede this Agreement unless such Supplemental Materials: (a) expressly state that they are intended to amend or supplement this Agreement; and (b) are either (i) incorporated into this Agreement by reference, or (ii) set forth in a separate written agreement signed by an authorized representative of Acme. In the event of any inconsistency or conflict between any Supplemental Materials and this Agreement, the terms of this Agreement shall control, except to the limited extent a separate written agreement signed by an authorized representative of Acme expressly provides otherwise.

No waiver, modification, or amendment of this Agreement shall be effective unless it is in a writing that expressly states it is modifying this Agreement and is executed by an authorized representative of Acme, or unless Acme posts a revised version of this Agreement to the Website in accordance with Section 30 (Subsequent Versions of Agreement). The Parties agree that no course of dealing, course of performance, trade usage, or reliance on any statement, representation, or description contained in any Supplemental Materials or any oral or informal communication shall be deemed to modify or amend this Agreement or create any additional rights, obligations, or warranties not expressly set forth herein.

 

32. Survival of Terms.

Any and all provisions of this Agreement that would reasonably be expected to be performed after the termination or expiration of this Agreement shall survive and shall be enforceable after such termination or expiration including, without limitation, provisions relating to ownership, indemnification, limitation of liability, and governing law.

 

 

 

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