Terms of Use

Effective May 1, 2017

Please read these Terms of Use ("Terms") and our Privacy Policy (www.getlystr.com/privacy-policy) carefully before using the services provided by Lystr Technologies, Inc. ("Lystr"). These Terms pertain to your use of the services we provide through our website (the “Website”), mobile applications (“Apps” or "App"), and Lystr device ("Device"). Collectively, we will refer to these as the "Services." Your access to and use of the Services is conditioned on your acceptance of and compliance with these Terms. These Terms apply to all visitors, users, and others who access or use the Services. By accessing or using the Services you agree to be bound by these Terms. If you disagree with any part of the Terms, do not use the Services.

Privacy Policy

Please refer to our Privacy Policy for information on how we collect, use and disclose information from our users.  You acknowledge and agree that your use of the Services is subject to our Privacy Policy.

Changes

We may modify or replace the Terms at any time, at our sole discretion. If we do so, we will communicate the changes through the Website, Apps, or through other communications. Please review the Terms when we modify them because your continued use of the Services after we modify the Terms affirms your consent to be bound by the modified Terms. If you do not agree with the modified Terms, you may not use the Services anymore. Because our Services may evolve over time, we may change or discontinue all or any part of the Services, at any time and without notice, at our sole discretion.

Binding Arbitration 

These Terms provide that all disputes between you and Lystr that in any way relate to these Terms or your use of the Services will be resolved by BINDING ARBITRATION. ACCORDINGLY, YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT (INCLUDING IN A CLASS ACTION PROCEEDING) to assert or defend your rights under these Terms (except for matters that may be taken to small claims court). Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury and your claims cannot be brought as a class action. Please review the section entitled "Arbitration Agreement" for details regarding your agreement to arbitrate any disputes with Lystr.

Use of the Services

You may use the Services only if you are 13 years or older and are not barred from using the Services under applicable law. We provide the Services on an “as is” and “as available” basis to lawful owners of a Device and users of our Apps. We reserve the right to improve and change the Services and any element thereof at any time, at our sole discretion.

Registration and App License

In order to use the Services, you will need to download and install the App.  You will need to create an account (“Account”). You can do this via the App by providing a name, email address, and password. You’re responsible for all activities that occur under your Account. You may not use the Services for any purpose that is illegal or potentially harmful to another party, including Lystr. Subject to your compliance with these Terms, we grant you a non-exclusive, non-transferable, revocable, limited license to download and install a copy of the App on a mobile device that you own or control and to use the App and our software related to the Services solely on devices that you own or control. You represent and warrant to us that you have the right to install and operate the App on such devices. Except as expressly permitted in these Terms, you may not: (i) copy, modify or create derivative works based on the App; (ii) distribute, transfer, sublicense, lease, lend or rent the App to any third party; (iii) reverse engineer, decompile or disassemble the App; or (iv) make the functionality of the App available to multiple users through any means. We reserve all rights in and to the App not expressly granted to you under these Terms.

Ownership of Apps and Content

The contents of the App, including without limitation all data, files, documents, text, photographs, images, graphics, software, audio, and video, works of authorship of any kind, and any materials accessed through or made available for use or download through the App (“Content”) may not be copied, distributed, modified, reproduced, published or used, in whole or in part, except for purposes authorized by these Terms or otherwise approved in writing by Lystr. The App, all Content within the App and any other material made available for download are the property of Lystr, or its licensors or suppliers, as applicable. The Services are protected by United States and international copyright and trademark laws.  Any Content that Account holders (including you) provide to be made available through the Services, such as, but not limited to, grocery lists created with the App or through the Device ("User Content") is your sole ownership. We do not claim ownership rights to your User Content.  Subject to the foregoing, we and our licensors exclusively own all rights, titles, and interests in and to the Services, including all associated intellectual property rights. You acknowledge that the Services and Content are protected by copyright, trademark, and other laws of the United States and foreign countries. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services. You understand and agree that in connection with our provision of the Services to you, we will share your User Content which comprises shopping lists with third parties designated by you via the App.

Rights in Content and Rights in User Content

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable license to access and view the Content solely in connection with your permitted use of the Services. 

By making any User Content available through the Services you hereby grant to us a non-exclusive, transferable, sublicenseable, worldwide, royalty-free license to use, copy, modify (for formatting purposes), and distribute copies of your User Content in connection with operating and providing the Services to you. You are solely responsible for all your User Content. You represent and warrant that you own all your User Content (to the extent ownable) or you have all rights that are necessary to grant us the license rights in your User Content under these Terms. You also represent and warrant that neither your User Content, nor your use and provision of your User Content to be made available through the Services, nor any use of your User Content by us on or through the Services will infringe, misappropriate or violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation. 

App Access, Security, and Restrictions

You are prohibited from violating or attempting to violate the security of the Services, including, without limitation, (a) accessing data not intended for such user or logging onto a server or an account which the user is not authorized to access; or (b) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; or (c) accessing or using a Device, the App or any portion thereof without authorization, in violation of these Terms of Service or in violation of applicable law.

You may not, and you agree that you will not permit any third party to, decompile, disassemble, or reverse engineer any object code that is part of the App, or attempt to reverse engineer, reconstruct, identify, or discover any source code of any such software, the structure, sequence, or organization of such source code or any algorithms, methods, or models contained therein.

Violations of security may result in civil or criminal liability. We will investigate occurrences that may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting users who are involved in such violations. You agree not to use any device, software or routine to interfere or attempt to interfere with the proper working of any Device, the App or any activity being conducted on the App.

In order to use the Service, you must register and install the App. Access to the Service is limited requiring an email address and password. You agree that all information about you that you provide to access the Services, and during use of the Services, is truthful, and you agree not to use any aliases. You agree that any email accounts used in connection with your access to and use of the Services belong to you and not any other person.

You agree to protect the confidentiality of your password, and not to share or disclose your password to any third party. You agree that you are fully responsible for all activity occurring under your Account. If you suspect any unauthorized use of your Account, you should change your password immediately.

Software Updates

In connection with providing the Services, we may elect to update the software of the Apps or Device at any time. These updates may include bug fixes, feature enhancements or improvements, or entirely new versions of software. You agree that we may automatically deliver such updates to you as part of the Services and you shall receive and install them as required, and you acknowledge and agree that the Services, or portions thereof may not properly operate should you fail to do so. You further agree that all updates will be deemed part of the Services and will be subject to these Terms.

Third Party Software, Links to Third Party Websites

The Services may contain or otherwise incorporate the use of portions of software being the sole property of third parties. Any such software is provided subject to the terms and conditions of such third party.  The Services and App may contain links to third party websites or resources, such as online shopping or e-commerce platforms. We provide these links only as a convenience and are not responsible for the content, products or services on or available from those websites or resources or links displayed on such websites. You acknowledge sole responsibility for and assume all risk arising from, your use of any third-party websites or resources.

Service Provider

You acknowledge that the terms of any agreement with your respective mobile network provider (“Mobile Provider”) will continue to apply when using the Services with your smartphone or other mobile device. Consequently, you may be charged by your Mobile Provider, or any applicable third parties, for access to its/their network connection services while you are accessing the App. You accept responsibility for any such charges that arise.

Disruption of the Services

You acknowledge and understand that from time to time the Services may be inaccessible or inoperable due to equipment malfunctions, periodic maintenance procedures, repairs or upgrades which may occur over time. You also acknowledge and understand that Services malfunctions may occur for reasons beyond our control or which are not reasonably foreseeable, including, without limitation, interruption or failure of telecommunication or digital transmission links, including delays or failures due to your hardware, internet service provider, Mobile Provider, hostile network attacks, network congestion or other failures. You agree that we will not be liable to you or to any third party in the event the Services are inaccessible or malfunctions, or for any disruption in the Services.

Export Policy and Use Outside of the United States

You acknowledge that the Services are subject to the customs and export control laws and regulations of the United States and may also be subject to the customs and export laws and regulations of the country in which the products are manufactured and/or received. By purchasing, downloading or using technology or software in connection with the Services, you agree to abide by the applicable laws, rules and regulations - including, but not limited to the Export Administration Act and the Arms Export Control Act - and you represent and warrant that you will not transfer, by electronic transmission or otherwise, the software or technology to a foreign national or a foreign destination in violation of the law. By purchasing a Device, you agree that you will not use any such Device, or provide such Device to any person, who is forbidden from receiving the product under the Export Administration Regulations or any economic sanctions maintained by the U.S. Department of Treasury. U.S. antiboycott regulations, or U.S. economic sanctions, including the export and antiboycott restrictions found in the Export Administration Regulations or the sanctions regulations administered by the U.S. Office of Foreign Assets Control. You shall indemnify and hold harmless Lystr from all claims, demands, damages, costs, fines, penalties, attorneys’ fees and all other expenses arising from your failure to comply with this provision and/or applicable export control, antiboycott, or economic sanctions laws and regulations. For the avoidance of doubt, if you use the Services in any area outside of the United States, you agree that you will at all times remain in compliance with the requirements set forth herein. 

Termination

In addition to any right or remedy that may be available to us under these Terms or applicable law, we may suspend, limit or terminate your Account, or all or a portion of your access to the Services, at any time and with or without prior notice to you and without limitation. Additionally, notwithstanding any other provision of these Terms, we reserve the right to change, suspend, remove or disable access to any Content, features or other materials comprising a part of the Services at any time without notice. In no event will we be liable for the removal of or disabling of access to any such Content, features or materials.  All provisions of the Terms by their nature shall survive any termination, discontinuation, or cancellation of Services or your Account including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

Warranty Disclaimers

The Services, excluding the device, are provided “AS IS,” without warranty of any kind. Without limiting the foregoing, WE EXPLICITLY DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. We make no warranty that the Services will meet your requirements or be available on an uninterrupted, secure, or error-free basis.

WE DO NOT WARRANT THAT ACCESS TO OR USE OF THE APP WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT DEFECTS IN THE APP WILL BE CORRECTED. THE APP, INCLUDING ANY CONTENT OR INFORMATION CONTAINED WITHIN IT OR ANY APP-RELATED SERVICE, IS PROVIDED "AS IS," WITH ALL FAULTS, WITH NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUALITY OF INFORMATION, QUIET ENJOYMENT, AND TITLE/NON-INFRINGEMENT. WE DO NOT WARRANT THE ACCURACY, COMPLETENESS OR TIMELINESS OF THE INFORMATION OBTAINED THROUGH THE APP OR THE DEVICE.

Indemnification

Your access to the Service may be revoked by Lystr at any time with or without cause. You will indemnify, defend and hold Lystr and its officers, directors, employee and agents, harmless from and against any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees arising out of or in any way connected with (i) your access to or use of the Services, (ii) your User Content, or (iii) your violation of these Terms.

Limitation of Liability

UNDER NO CIRCUMSTANCES, WHETHER FOR BREACH OF WARRANTY, NEGLIGENCE OR OTHER TORT, OR ON ANY STRICT LIABILITY THEORY, WILL LYSTR OR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICES BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES IN ANY WAY RELATED TO THE DEVICE OR SERVICES. IN NO EVENT WILL LYSTR'S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES EXCEED THE AMOUNTS YOU HAVE PAID TO LYSTR FOR USE OF THE SERVICES.

LYSTR AND ANY THIRD PARTIES INVOLVED IN THE APP ARE NEITHER RESPONSIBLE NOR LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE, OR OTHER DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOST PROFITS, LOST DATA, OR BUSINESS INTERRUPTION) ARISING OUT OF OR RELATING IN ANY WAY TO THE APP, APP-RELATED SERVICES, CONTENT OR INFORMATION CONTAINED WITHIN THE APP, AND/OR ANY LINKED WEBSITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY AND WHETHER OR NOT ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Some states do not allow the exclusion or limitation of incidental or consequential damages, so the above exclusion may not apply to you.

Arbitration Agreement

We will try to work in good faith to resolve any issue you have with the Services, if you bring that issue to the attention of our customer service department. However, we realize that there may be rare cases where we may not be able to resolve an issue to a customer's satisfaction.

You and Lystr agree that any dispute, claim or controversy arising out of or relating in any way to these Terms or your use of the Services, shall be determined by binding arbitration instead of in courts of general jurisdiction. Arbitration is more informal than bringing a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, and is subject to very limited review by courts. Arbitration allows for more limited discovery than in court, however, we agree to cooperate with each other to agree to reasonable discovery in light of the issues involved and amount of the claim. Arbitrators can award the same damages and relief that a court can award, but in so doing, the arbitrator shall apply substantive law regarding damages as if the matter had been brought in court, including without limitation, the law on punitive damages as applied by the United States Supreme Court. You agree that, by agreeing to these Terms, the U.S. Federal Arbitration Act governs the interpretation and enforcement of this provision, and that you and Lystr are each waiving the right to a trial by jury or to participate in a class action. This arbitration provision shall survive termination of these Terms and any other contractual relationship between you and Lystr.

If you desire to assert a claim against Lystr, and you therefore elect to seek arbitration, you must first send to Lystr, by certified mail, a written notice of your claim ("Notice"). The Notice to Lystr should be addressed to: 965 W Chicago Ave, Chicago IL, 60642 ("Notice Address"). If Lystr desires to assert a claim against you and therefore elects to seek arbitration, it will send, by certified mail, a written Notice to the most recent address we have on file or otherwise in our records for you. A Notice, whether sent by you or by Lystr, must (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought ("Demand"). If Lystr and you do not reach an agreement to resolve the claim within 30 days after the Notice is received, you or Lystr may commence an arbitration proceeding or file a claim in small claims court. During the arbitration, the amount of any settlement offer made by Lystr or you shall not be disclosed to the arbitrator. You may download or copy a form Notice and a form to initiate arbitration from the American Arbitration Association at www.adr.org. If you are required to pay a filing fee, after Lystr receives notice at the Notice Address that you have commenced arbitration, it will promptly reimburse you for your payment of the filing fee, unless your claim is for more than US $10,000. The arbitration will be governed by the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (collectively, "AAA Rules") of the American Arbitration Association ("AAA"), as modified by these Terms, and will be administered by the AAA. The AAA Rules and Forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by requesting them from us by writing to us at the Notice Address. The arbitrator is bound by the terms of these Terms. All issues are for the arbitrator to decide, including issues relating to the scope and enforceability of these Terms, including this arbitration agreement. Unless Lystr and you agree otherwise, any arbitration hearings will take place in the county (or parish) of your billing address. (If you reside outside of the United States, any arbitration hearings will take place in your country of residence at a location reasonably convenient to you, but will remain subject to the AAA Rules including the AAA rules regarding the selection of an arbitrator). If your claim is for US $10,000 or less, we agree that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If your claim exceeds US $10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based. If the arbitrator issues you an award that is greater than the value of Lystr’s last written settlement offer made before an arbitrator was selected (or if Lystr did not make a settlement offer before an arbitrator was selected), then Lystr will pay you the amount of the award or US $1,000, whichever is greater. Except as expressly set forth herein, the payment of all filing, administration and arbitrator fees will be governed by the AAA Rules. Each party shall pay for its own costs and attorneys' fees, if any. However, if any party prevails on a statutory claim that affords the prevailing party attorneys' fees, or if there is a written agreement providing for payment or recovery attorneys’ fees, the arbitrator may award reasonable fees to the prevailing party, under the standards for fee shifting provided by law.

YOU AND LYSTR AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Lystr agree otherwise, the arbitrator may not consolidate more than one person's claims with your claims, and may not otherwise preside over any form of a representative or class proceeding. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party's individual claim.

If this specific provision is found to be unenforceable, then (a) the entirety of this arbitration provision shall be null and void, but the remaining provisions of these Terms shall remain in full force and effect; and (b) exclusive jurisdiction and venue for any claims will be in state or federal courts located in and for Chicago, Illinois.

General Terms

These Terms constitute the entire and exclusive understanding and agreement between us and you regarding the Services, and these Terms supersede and replace any and all prior oral or written understandings or agreements between Lystr and you regarding the Services. Lystr reserves the right, in its sole discretion, to terminate your access to all or part of the Services, with or without cause, and with or without notice. In the event that any of the Terms are held by a court or other tribunal of competent jurisdiction to be unenforceable, such provisions shall be limited or eliminated to the minimum extent necessary so that these Terms shall otherwise remain in full force and effect. You may not assign or transfer these Terms, by operation of law or otherwise, without our prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null. We may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns. These Terms constitute the entire agreement between Lystr and you pertaining to the subject matter hereof. In its sole discretion, Lystr may from time-to-time revise these Terms by updating this posting. You should, therefore, periodically visit this page to review the current Terms, so you are aware of any such revisions to which you are bound. Your continued use of the Services after revisions to these Terms shall constitute your agreement to the revised Terms. Certain provisions of these Terms may be superseded by expressly designated legal notices or terms located on particular pages within the App.

Feedback

We welcome feedback, comments and suggestions for improvements to the Services (“Feedback”). You grant to us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, transferable license under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon and otherwise exploit the Feedback for any purpose.

Contact Information

If you have any questions about these Terms or the Services, please contact us at support@getlystr.com.