Terms and Conditions of Use (U.S.)
Effective Date: latest version posted, February 14, 2024.
These Terms and Conditions of Use (“Terms”) are a legal contract between you (“you”, “your”) and ASICS America Corporation (“ASICS”, "Company", “us”, “we” “our”) and govern your access to and use of the website located at www.asics.com/us/en-us/ (the "Site") and all the text, data, information, software, graphics, videos, audio, photographs and other materials and programs that we may make available to you through the Site. If at any time you do not accept all of these Terms, you must immediately cease use of the Site or the applicable programs.
PLEASE NOTE AND BE ADVISED TO READ THESE TERMS CAREFULLY AS THEY AFFECT YOUR LEGAL RIGHTS. BY ACCESSING, BROWSING, CREATING AN ACCOUNT, OR OTHERWISE USING THIS SITE, YOU AGREE TO BE BOUND AND ABIDE BY THESE TERMS. THESE TERMS CONTAIN PROVISIONS THAT GOVERN HOW YOU MAY BRING CLAIMS WITH REGARD TO THE COMPANY. THESE TERMS PROVIDE HOW SUCH CLAIMS MAY BE BROUGHT AND RESOLVED, INCLUDING, EXCEPT TO THE EXTENT PROHIBITED BY APPLICABLE LAW, ANY CLAIMS THAT AROSE OR WERE RAISED PRIOR TO THE EFFECTIVE DATE OF THESE TERMS. BY AGREEING TO THESE TERMS AND USING THE SITE, YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTOOD ALL OF THESE TERMS AND HAVE TAKEN TIME TO CONSIDER THE CONSEQUENCES AND RAMIFICATIONS CONTAINED HEREIN.
NOTE: THESE TERMS CONTAIN A DISPUTE RESOLUTION AND ARBITRATION PROVISION, INCLUDING CLASS ACTION WAIVER THAT AFFECTS YOUR RIGHTS UNDER THESE TERMS AND WITH RESPECT TO DISPUTES YOU MAY HAVE WITH ASICS. YOU MAY OPT OUT OF THE BINDING INDIVIDUAL ARBITRATION AND CLASS ACTION WAIVER AS PROVIDED BELOW.
Contents & Summary
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This Site is protected by copyrights, patents, trade secrets or other proprietary rights. |
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You may only use the Site for lawful purposes. |
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You represent that you have the legal capacity to enter into the agreement set out in these Terms. |
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We will consider anything you provide to us as free of any obligations to you. You grant us a royalty-free, perpetual, non-exclusive, unrestricted license to your User Contributions. You may not post material that defames others or is otherwise unlawful and harmful. |
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Digital Millennium Copyright Act ("DMCA") Notice – Copyright Infringement Complaints |
If you believe any materials on the Site infringe a copyright, you should provide ASICS with written notice to IP.US@asics.com following the DMCA claim resolution procedures. |
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The information you submit to the Site must be correct. We can refuse access to the Site if we learn that information you have provided is inaccurate. |
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You agree to the terms of our Privacy Policy. |
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ASICS provides other programs such as OneASICS membership, email & SMS marketing, customer service, and sweepstakes subject to their applicable terms and conditions. |
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9. |
Internet transmissions are never completely private or secure. |
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Your usernames and passwords for this Site are for your use only and you are responsible for their security. |
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We are not responsible for third parties or their content, advertisements, apps or sites. |
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12. |
We do not warrant that the product descriptions are complete or error-free or that any product is available at any time. |
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13. |
These Terms and additional terms posted on this Site at each time of use apply to that use, and retroactively to any use or claims that arose or were raised prior to the posting of such Terms, except to the extent prohibited by applicable law. You agree that we may provide notice to you of updated Terms by posting them on the Site. |
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You release us from any claims relating to third-parties. |
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You will indemnify and hold the Company harmless for damages we may suffer as a result of your violation of these Terms. |
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16. |
Disclaimer of Warranties and Damages; Medical Acknowledgement and Waiver |
We disclaim warranties and provide the Site "As Is." You are responsible for your physical activity and will not hold ASICS responsible for any injury or loss related thereto. |
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Our liability is limited. |
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18. |
Unless the user opts out, any disputes under these Terms will be resolved through informal dispute resolution or binding arbitration, with no resort to class action. |
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The Company reserves the right to investigate suspected violations of these Terms. |
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If any portion of this agreement is deemed unenforceable, the remaining provisions will survive. California law will apply to these Terms. |
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How to contact us or the California Department of Consumer Affairs. |
1. Ownership
The Site and its entire contents, design, features and functionality, including but not limited to all audio, images, logos, data, software, text, artwork, video clips and other materials (collectively the "Content") are owned or licensed to the Company, and protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws. Any unauthorized use of the Content may violate copyright laws, trademark laws, the laws of privacy and publicity, and civil and criminal statutes.
The proprietary logos, service marks, and trademarks (including but not limited to the ASICS logo and Stripe Design) used and displayed on the Site are all owned by, licensed to, or otherwise authorized for use by the Company (collectively the “Marks”). All rights are reserved. Nothing in these Terms should be construed as granting, by implication, estoppel, or otherwise, any license or right to use the Marks without the prior written consent of the Company. Use of the Marks as part of a link to or from any site is prohibited unless establishment of such a link is approved in advance by us in writing. As between you and ASICS, all goodwill generated from the use of the Marks inures to our benefit.
2. Your Right To Use This Site and its Contents; Restrictions
The Site is only for your personal, non-commercial use. You may not distribute, exchange, modify, sell, transmit or otherwise use any Content you copy from the Site for any business, commercial, or public purpose. You shall not copy, capture, reproduce, perform, transfer, sell, license, modify, manipulate, create derivative works from or based upon, republish, upload, edit, post, transmit, publicly display, frame, link, distribute, or exploit, in whole or in part, the Site or the Content. You may download one (1) copy only of the Content for your personal, non-commercial use, provided you do not modify or alter the Content in any way, delete or change any copyright or trademark notice, or violate these Terms in any way. If you breach any of these Terms, the above license will terminate automatically, and you must immediately destroy any downloaded or printed copies of such Content.
As long as you comply with these Terms, the Company grants you a non-exclusive, non-transferable, limited right to access, display, and use the Site solely for your personal, non-commercial use. You agree not to interrupt or attempt to interrupt the operation of the Site in any way. You warrant that you will not use the Site for any purpose that is unlawful or prohibited by these Terms.
Unauthorized use of the Site may result in violation of various United States and international copyright laws. If we determine that you acted in bad faith or in violation of these Terms, or if we determine that your actions fall outside of reasonable community standards, we may, in our sole discretion, terminate your right to use the Site. By way of example, you specifically agree that you shall not:
3. Legal Capacity
This is a general audience Site for adults. We will assume (and by using this Site you warrant that) you have legal capacity to enter into the agreement set out in these Terms (i.e., that you are of sufficient age and mental capacity and are otherwise entitled to be legally bound in contract).
This Site is intended for use by individuals 18 years of age or older. If you are under 18 (a “Minor”), you may use this Site only with involvement of a parent or guardian. If you are a parent or legal guardian of a Minor, you agree to bind the Minor to these Terms and to fully indemnify and hold us harmless if the Minor breaches any of these Terms.
4. User's Contributions and Feedback
Certain areas of the Site may permit you to upload or submit video, audio, images, data, text, comments, messages, or other materials (each upload or submission, a "User Contribution"). You agree that you are solely responsible for all of your User Contributions and that all such User Contributions are considered both non-confidential and non-proprietary. We do not guarantee that you will be able to edit or delete any User Contributions you have submitted.
The Company is pleased to have you submit to the Company through the Site your comments, opinions, photos, graphics, audio and videos regarding its products. Any comments, questions, suggestions or other feedback about the Site or the products displayed on the Site (collectively, “Feedback”) you provide to us through any communication whatsoever (e.g., call, letter, fax, email) will be treated as both non-confidential and non-proprietary. You hereby assign all right, title, and interest in, and we are free to use, without any attribution or compensation to you, any ideas, know-how, concepts, techniques, or other intellectual property and proprietary rights contained in the Feedback, whether or not patentable, for any purpose whatsoever, including but not limited to, developing, manufacturing, having manufactured, licensing, marketing, and selling, directly or indirectly, products and services using such Feedback. Where the foregoing assignment is prohibited by law, you hereby grant us an exclusive, transferable, worldwide, royalty-free, fully paid-up license (including the right to sublicense) to use and exploit all Feedback as we may determine in our sole discretion. You understand and agree, however, that we are not obligated to use, display, reproduce, or distribute any such ideas, know-how, concepts, or techniques contained in the Feedback, and you have no right to compel such use, display, reproduction, or distribution. We request that you be specific in your comments.
By submitting a User Contribution or Feedback to the Site, you represent and warrant that (i) your User Contribution or Feedback does and will comply with these Terms, (ii) you own all rights (including, without limitation, all rights to the reproduction and display of your User Contribution or Feedback) or, alternatively, you have acquired all necessary rights in your User Contribution or Feedback to enable you to grant to us the rights in your User Contribution or Feedback as described in these Terms, (iii) the User Contribution or Feedback does not infringe or violate any third party rights, including copyright, trademark, patent, trade secret, privacy, publicity or other personal or proprietary rights, (iv) you voluntarily agree to waive all "moral rights" that you may have in your User Contribution or Feedback, (v) any information contained in your User Contribution or Feedback is not known by you to be false, inaccurate, or misleading, (vi) you were not and will not be compensated or granted any consideration by any third party for submitting your User Contribution or Feedback, and (vii) you hereby grant the Company a non-exclusive, sub-licensable, fully paid-up, perpetual, irrevocable, royalty-free, transferable right and license to use, display, perform, transmit, copy, modify, delete, adapt, publish, translate, creative derivative works from, sell and distribute such User Contribution and to incorporate the User Contribution into any form, medium, or technology, now known or hereafter developed, throughout the world, all without compensation to you. We may, but are not obligated to, pre-screen User Contributions or monitor any area of the Site through which User Contributions may be submitted. We are not required to host, display, or distribute any User Contributions on or through the Site and may remove at any time or refuse, disallow or block any User Contributions for any reason. We are not responsible for any loss, theft, or damage of any kind to any User Contributions. Further, you agree that we may freely disclose your User Contributions to any third party absent any obligation of confidence on the part of the recipient. For avoidance of doubt, the Company will be entitled to use the User Contributions for any purpose whatsoever without compensation to you or any other person. In addition, you are fully responsible for any User Contributions you submit, and you, not the Company, have full responsibility for such content, including its legality, reliability, accuracy and appropriateness. You recognize that storing, distributing, or transmitting unlawful material could expose you to criminal and/or civil liability. You agree that if a third party claims that material you have contributed to the Site is unlawful, you will bear the burden of establishing that it is lawful.
We require that you do not submit or publish any materials or otherwise make available on this Site any content, or act in any way, which in our opinion:
Any such unauthorized use(s) of our Site or computer systems is a violation of these Terms may violate applicable “anti-spam” laws. In addition to any remedies that we may have at law or in equity, if we determine, in our sole discretion, that you have violated or are likely to violate the foregoing prohibitions, we may take any action that we deem necessary or appropriate to cure or prevent the violation, including without limitation, the immediate removal of the related materials from this Site. We will fully cooperate with any law enforcement authorities or court order or subpoena requesting or directing us to disclose the identity of anyone posting such materials.
In addition, you are prohibited from removing any sponsorship banners or other material inserted by the Company anywhere on this Site (e.g., on any web space made available for your use).
5. Digital Millennium Copyright Act ("DMCA") – Copyright Infringement Complaints
We respect the intellectual property rights of others and encourage you to do the same. Accordingly, we have a policy of removing User Contributions that violate someone’s intellectual property rights, and/or terminating in appropriate circumstances the account of any user who uses the Site in violation of someone’s intellectual property rights.
Pursuant to Title 17 of the United States Code, Section 512, we have implemented procedures for receiving written notification of claimed copyright infringement and for processing such claims in accordance with such law. If you believe any materials on the site infringe your copyright or other intellectual property right, you should provide the Company with written notice that at a minimum contains:
All DMCA notices should be sent to our designated agent as follows:
Email: IP.US@asics.com
We reserve the right, in our sole discretion, to terminate the account or access of any user of the Site who is the subject of repeated DMCA or other infringement notifications.
6. You Must Provide Accurate Information
To access this Site or some of the resources it has to offer, you may be asked to provide registration details. It is a condition of use of this Site that all the details you provide be correct, current, and complete. For so long as you use the account, you agree to provide true, accurate, current, and complete information which can be accomplished by logging into your account and making relevant changes directly. If we believe the details are not correct, current, or complete, we have the right to refuse you access to the Site, or any of its resources, and to terminate or suspend your account. Notwithstanding the foregoing, ASICS has no obligation to review your registration information and shall have no liability for any incorrect information or any actions taken in reliance thereon.
7. Online Privacy Notice
Your privacy is important to us. To provide you with transparency regarding our data practices, we provide you with a notice explaining our online information practices and the choices you have regarding your personal information that we collect, use and otherwise process. Click here to review the ASICS privacy notice, Click Here to review ASICS’ California Privacy Notice, Click Here to review the US Local Deviations, and Click Here for the Cookie Policy, all of which form part of these Terms.
8. Other Programs (OneASICS Membership, Email & SMS Marketing, Chat, Sweepstakes, etc.) and Additional Terms
ASICS makes available certain optional programs (e.g., OneASICS) and features (e.g., text and chat with customer service) to customers and users which are subject to these Terms and additional terms and conditions. When you sign up for one of these programs or use one of these features, you are subject to and agree to be bound by these Terms and the terms and conditions applicable to the respective program.
OneASICS
The OneASICS membership program provides certain benefits and exclusive offers that may be announced from time to time and is governed by the OneASICS Terms and Conditions, available Here.
Electronic Messages and Communications
SMS Marketing. ASICS text message marketing programs are subject to the additional program terms including the ASICS Messaging Terms & Conditions available here (the “SMS Terms”). By signing up for our text message marketing program, you agree to the SMS Terms and you consent to receive recurring, automated promotional and personalized marketing text messages (SMS and MMS), such as cart reminders, from ASICS, which may be sent using an automatic telephone dialing system to the mobile telephone number you provided when signing up. Your consent to receive marketing texts is not a condition of any purchase. You may opt-out of receiving text messages from ASICS at any time by replying with the keyword STOP, END, CANCEL, UNSUBSCRIBE or QUIT to cancel.
Promotional and Marketing Emails. ASICS may also send customers marketing and promotional emails, subject to customers’ marketing preferences. You may opt-out of marketing emails at any time, for example by clicking the “Unsubscribe” link in the footer of our email communications or by adjusting your email preferences in your profile settings. Please note that if you opt out of ASICS marketing and promotional emails, we may still send you transactional and other non-marketing emails to you, such as important notices and order confirmations.
Chat and other Electronic Communications. By communicating with ASICS’ customer service (e.g., calls, emails, or chat sessions), you consent that your communications, including the content and routing information (such as your IP address) may be captured, monitored, recorded, reviewed and accessed by ASICS and our third-party vendors and partners in order to respond to you and fulfill your requests, and for training, quality assurance, analytics, improvement and other purposes.
Sweepstakes and Promotions. By entering into or participating in any sweepstakes, you agree to all official rules of the sweepstakes, which are a binding contract, so read them carefully before entering (for example, Here).
ASICS may also provide other programs and make other features available that will be governed by additional terms and conditions.
Your participation in any of these programs or use of any of these features, including those described above, will be governed by these Terms, including disclaimers of warranties and damages, limitations of liability, and the exclusive dispute resolution procedures of Section 17, and any additional applicable terms and conditions of the specific programs. In the event of an inconsistency between these Terms and the applicable terms and conditions of a program these Terms shall govern with regard to the inconsistency.
9. Security Of Electronic Transmissions
Internet transmissions are never completely private or secure. You understand that any message or information you send to this Site may be read or intercepted by others, unless there is a special notice that a particular message is encrypted. Sending an e-mail message to the Company does not create any reciprocal obligation or responsibility of the Company to you.
10. Security
Any usernames and passwords used for this Site are for individual use only. You shall be responsible for the security of your username and password (if any). Unless expressly permitted in writing by ASICS, you may not sell, rent, lease, share, or provide access to your account to anyone else. Should you believe your password or security for the Site has been breached in any way, you must immediately notify us. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information. The Company shall be entitled to monitor your username and password. If you use a username and password that the Company considers insecure, the Company will be entitled to require it to be changed and/or terminate your account. ASICS will not be liable for any loss or damage arising from your failure to comply with this Section.
11. Links To Other Websites
The Site may contain links to other sites, applications, and resources on the World Wide Web. Such links are provided for your convenience only. ASICS not obligated to review any third-party websites that you link to from the Site, we do not control any of the third-party websites, and we are not responsible for any of the third-party websites (or the products, services, or content available through any of them). Links from the Site to any other website do not indicate that the Company approves of, endorses, sponsors, or recommends that website. If you decide to access any of the third-party websites linked to from the Site, you do so entirely at your own risk and you must review and follow the privacy policies and terms and conditions for those third-party websites. The Company disclaims all warranties, express or implied, as to the accuracy, legality, reliability, or validity of any content on any other website. The Company is not responsible for the privacy practices of any other website linked to on the Site.
YOU AGREE THAT ASICS WILL NOT, UNDER ANY CIRCUMSTANCES, BE RESPONSIBLE OR LIABLE, DIRECTLY OR INDIRECTLY, FOR ANY GOODS, SERVICES, INFORMATION, RESOURCES AND/OR CONTENT AVAILABLE ON OR THROUGH ANY THIRD-PARTY SITES AND/OR THIRD-PARTY DEALINGS OR COMMUNICATIONS, OR FOR ANY HARM RELATED THERETO, OR FOR ANY DAMAGES OR LOSS CAUSED OR ALLEGED TO BE CAUSED BY OR IN CONNECTION WITH YOUR USE OR RELIANCE ON THE CONTENT OR BUSINESS PRACTICES OF ANY THIRD-PARTY. Any reference on the Site to any product, service, publication, institution, organization of any third-party entity or individual does not constitute or imply ASICS' endorsement or recommendation.
12. Descriptions and Availability of Products
The Company attempts to provide accurate descriptions of all products displayed on the Site. However, we do not warrant that the product descriptions are complete or error-free. The images of the products on the Site are for illustrative purposes only. Although the Company has made every effort to display the colors accurately, the Company cannot guarantee that your computer's display of the colors accurately reflects the color of the products and the products you receive may vary from those images.
The products displayed on the Site are subject to availability and the Company does not provide any guarantee of a product’s availability in your locality or of the availability of all sizes/versions of all products/colors displayed. The reference to such products on the Site does not imply or warrant that these products will be available at any time in your particular location. The Company attempts to provide accurate and up-to-date information through this Site, but we do not warrant that the information is complete or error-free.
13. Right to Change These Terms and Conditions or Site Content
The Company reserves the right to make changes to the Site at any time, without notice. We may also change, update, add or remove provisions of these Terms from time to time. We will inform you of any modifications to these Terms by posting the modified terms of use on the Site and, if you have registered with us (as described below), by sending you an email to the address associated with your account in our records. As soon as they are accepted by you, any changes to these Terms or any additional terms posted on the Site shall apply retroactively to any use or claims that arose or were raised prior to the posting of such Terms, except to the extent prohibited by applicable law. By continuing to use the Site after any changes are posted, you are indicating your acceptance of and agreement to those changes. Furthermore, the Company may add, change, discontinue, remove, or suspend any other Content posted on the Site, including features and specifications of products and services described or depicted on the Site, temporarily or permanently, at any time, without notice and without liability.
If you object to any such modifications to the Terms or Site, your sole recourse shall be to cease using the Site. Continued use of the Site following any such changes to the Site or notice of modifications of the Terms indicates you acknowledge and agree to be bound by the modifications.
14. Your Relationship With Us; Disputes Among Users
No agency or partnership:
No agency, partnership, joint venture, or employment is created as a result of these Terms or your use of any part of the Site. You do not have any authority whatsoever to bind us in any respect. Neither you nor ASICS may direct or control the day-to-day activities of the other or create or assume any obligation on behalf of the other.
Disputes between users:
Your interactions with individuals and/or entity found on or through the Site are solely between you and such individual or entity. You should take reasonable precautions and make whatever investigation or inquiries you deem necessary or appropriate before proceeding with any online or offline transaction with any individuals or entities with whom you may interact as a result of your use of the Site.
You understand that deciding whether to use information found on the Site is your personal decision for which you alone are responsible. You understand that we do not and cannot make representations as to the suitability of any individual you may decide to interact with on or through the Site and/or the accuracy or suitability of any advice, information, or recommendations made by any individual.
IF THERE IS A DISPUTE BETWEEN USERS OF THE SITE, OR BETWEEN ANY USER OF THE SITE AND ANY THIRD PARTY, YOU ACKNOWLEDGE AND AGREE THAT WE ARE UNDER NO OBLIGATION TO BECOME INVOLVED. IN THE EVENT THAT A DISPUTE ARISES BETWEEN YOU AND ANY THIRD PARTY, YOU HEREBY RELEASE US, OUR AFFILIATES, PARENTS, SUBSIDIARIES, OFFICERS, MANAGERS, MEMBERS, DIRECTORS, EMPLOYEES, ATTORNEYS, AGENTS, DISTRIBUTORS, AND SUCCESSORS IN RIGHTS FROM ANY CLAIMS, DEMANDS, AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND OR NATURE, KNOWN OR UNKNOWN, SUSPECTED OR UNSUSPECTED, FORESEEABLE OR UNFORESEEABLE, DISCLOSED OR UNDISCLOSED, ARISING OUT OF OR IN ANY WAY RELATED TO SUCH DISPUTES. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE §1542, WHICH SAYS: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”
15. Indemnity & Release
To the fullest extent permissible by applicable law, you agree to indemnify, defend and hold harmless the Company and its officers, directors, employees, agents, distributors, subsidiaries, parents, and affiliates (the “ASICS Parties”) from and against any and all claims, demands, losses, liabilities, costs, or expenses, including, without limitation, reasonable attorney's fees which arise directly or indirectly out of or from (i) your breach of these Terms, including any of the foregoing provisions, representations or warranties, and/or (ii) from your access or use of the Site. We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and, in such case, you agree to cooperate with our defense of such claim. You, for yourself and on behalf of your heirs, estate, insurers, successors and assigns, hereby fully and forever release and discharge the ASICS Parties from any and all claims or causes of action you may have for damages arising directly or indirectly out of or from (i) your breach of these Terms, including any of the foregoing provisions, representations or warranties, and/or (ii) from your access or use of the Site. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE §1542, WHICH SAYS: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”. This indemnification obligation and release shall survive in the event these Terms are terminated for any reason.
16. Disclaimer of Warranties and Damages; Medical Acknowledgement and Waiver
THE SITE AND CONTENT ARE PROVIDED "AS IS" AND "WITH ALL FAULTS", AND THE ENTIRE RISK AS TO THEIR USE IS WITH YOU. WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND (EXPRESS, IMPLIED OR STATUTORY) WITH RESPECT TO THE SITE, AND CONTENT, WHICH INCLUDES BUT IS NOT LIMITED TO, ANY IMPLIED OR STATUTORY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, TITLE, AND NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS.
WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WE MAKE NO WARRANTY THAT THE SITE AND/OR CONTENT WILL MEET YOUR REQUIREMENTS, THAT YOUR USE OF THE SITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE OR THAT DEFECTS IN THE SITE WILL BE CORRECTED. WE MAKE NO WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE AND/OR CONTENT OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OR SERVICES OBTAINED THROUGH THE USE OF THE SITE, AND ARE NOT RESPONSIBLE FOR THE PRODUCTS, SERVICES, ACTIONS, OR FAILURE TO ACT OF ANY THIRD PARTY. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU THROUGH THE SITE OR FROM US OR OUR SUBSIDIARIES/OTHER AFFILIATED COMPANIES SHALL CREATE ANY WARRANTY. WE DISCLAIM ALL EQUITABLE INDEMNITIES.
YOU ACCEPT FULL RESPONSIBILITY FOR ANY AND ALL DECISIONS OR TRANSACTIONS (INCLUDING, WITHOUT LIMITATION, ANY PURCHASES OR OTHER TRANSACTIONS) YOU MAKE IN THE COURSE OF USING THE SITE. YOU ACKNOWLEDGE AND AGREE THAT (A) USE OF THE SITE IS AT YOUR SOLE RISK; AND (B) ASICS AND ITS THIRD-PARTY SUPPLIERS SHALL NOT BE RESPONSIBLE FOR ANY INTERRUPTION IN USE OF THE SITE, DELAYS OR ERRORS CAUSED BY ANY USER’S USE OF THE SITE, OR ANY PART THEREOF.
YOU ACKNOWLEDGE THAT YOU PARTICIPATE IN ALL PHYSICAL ACTIVITY AT YOUR OWN RISK AND YOU AGREE TO ASSUME FULL RESPONSIBILITY FOR ANY DAMAGE OR INJURY THAT MAY ARISE OUT OF OR RESULT FROM YOUR PARTICIPATION IN SAID PHYSICAL ACTIVITY. YOU ACKNOWLEDGE THAT PHYSICAL ACTIVITY IS A POTENTIALLY HAZARDOUS ACTIVITY AND INVOLVES THE RISK OF INJURY AND LOSS. YOU AGREE THAT YOU WILL CONSULT WITH A PHYSICIAN PRIOR TO ENGAGING IN SUCH PHYSICAL ACTIVITY. YOU AGREE THAT YOU WILL COMPLY WITH ALL FEDERAL, STATE, AND LOCAL LAWS, ORDERS, DIRECTIVES, AND GUIDELINES RELATED TO SUCH PHYSICAL ACTIVITY. YOU AGREE THAT YOU WILLINGLY ASSUME ALL RISKS ASSOCIATED WITH SUCH PARTICIPATION, ALL SUCH RISKS BEING KNOWN AND APPRECIATED BY YOU. IF AT ANY TIME YOU ARE TOLD OR BELIEVE CONDITIONS TO BE UNSAFE OR THAT YOU ARE NO LONGER IN PROPER PHYSICAL CONDITION TO PARTICIPATE IN THE PHYSICAL ACTIVITY, YOU WILL IMMEDIATELY DISCONTINUE FURTHER PARTICIPATION IN THE PHYSICAL ACTIVITY.
NOTWITHSTANDING THE RISK, YOU ACKNOWLEDGE THAT YOU ARE KNOWINGLY AND VOLUNTARILY PARTICIPATING IN PHYSICAL ACTIVITY WITH AN EXPRESS UNDERSTANDING OF THE DANGER INVOLVED AND HEREBY AGREE TO ACCEPT AND ASSUME ANY AND ALL RISKS OF INJURY, DISABILITY, DEATH, AND/OR PROPERTY DAMAGE ARISING FROM YOUR PARTICIPATION IN THE PHYSICAL ACTIVITY, WHETHER CAUSED BY THE NEGLIGENCE OF ASICS OR OTHERWISE.
17. Limitation of Liability
YOU AGREE THAT YOUR USE OF THE SITE IS AT YOUR OWN RISK AND THAT OUR SOLE OBLIGATION TO YOU IS TO PROVIDE THE SITE “AS IS.” TO THE FULLEST EXTENT PERMITTED BY LAW, UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, THE COMPANY'S NEGLIGENCE, SHALL THE COMPANY BE LIABLE TO YOU OR ANYONE ELSE FOR ANY CONSEQUENTIAL, DIRECT, INCIDENTAL, INDIRECT, PUNITIVE, OR SPECIAL DAMAGES OR DAMAGES RESULTING FROM LOST PROFITS, LOST DATA OR BUSINESS INTERRUPTION THAT ARISE OUT OF OR RESULT FROM THE USE OF, THE INABILITY TO USE, OR ERRORS OR OMISSIONS IN THE CONTENTS AND FUNCTIONS OF THE SITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, EVEN IF THE COMPANY OR AN AUTHORIZED REPRESENTATIVE OF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN NO EVENT SHALL THE COMPANY'S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE OR OTHERWISE) EXCEED ONE HUNDRED DOLLARS ($100.00).
IF ANY PART OF THIS LIMITATION OF LIABILITY IS DETERMINED TO BE UNENFORCEABLE OR INVALID FOR ANY REASON, YOU AGREE THAT ASICS’ LIABILITY TO YOU FOR ANY DAMAGE OR LOSS SHALL BE LIMITED TO THE FULLEST EXTENT ENFORCEABLE BY APPLICABLE LAW.
18. Disputes; Binding Arbitration; No Class Relief
To the fullest extent permissible by law, with the exception of disputes pertaining to the Company’s intellectual property rights and certain statutory claims that, pursuant to law, are not arbitrable, any dispute of any kind between you and the Company including, without limitation, arising under these Terms; your visit to the Company’s websites, mobile applications, or retail stores; or to any purchase, transaction, or other interaction with the Company (including, without limitation, claims relating to the Company’s advertisements, pricing, and disclosures; email, SMS or other messages sent by the Company; or the Company’s collection, processing or retention of your information) (a “Dispute”) shall be resolved through binding arbitration pursuant to these exclusive dispute resolution procedures, except that you may assert claims in small claims court or seek action through government agencies.
Opt-out: You may elect to opt-out (exclude yourself) from the final, binding arbitration procedure and waiver of class and representative proceedings specified in these Terms by sending a written letter to the Company at 7755 Irvine Center Drive, Suite 400, Irvine, CA 92618; Attn: Legal Department (the “Notice Address”), within thirty (30) calendar days of your initial agreement to these Terms. The letter must be signed personally by you or your legal guardian and specify: (1) your first and last name; (2) your mailing address; (3) your email address; and (4) your request to be excluded from the final, binding arbitration procedure and waiver of class and representative proceedings specified in this Section. In the event that you opt-out consistent with the procedures set forth above, all other terms of these Terms shall continue to apply.
Pre-Arbitration Dispute Resolution: Whenever a Dispute arises between you and the Company, you and the Company agree to first send a written notice to the other (a “Demand”). You must send the Demand to the Company via certified mail to the Notice Address. The Company must send the Demand to you via certified mail to the most recent address the Company has on file for you (or by email if the Company only has an email address for you on file). A Demand (1) shall seek to resolve the Dispute only on an individual basis; (2) shall state the full basis for the Dispute (including the details about the Dispute sufficient for the recipient to review and respond) and the date that the Dispute arose; (3) shall provide the individual claimant’s full name, phone number, and email address to confirm their identity and to aid communication; and (4) shall be personally signed by the individual claimant or for the Company by its authorized representative (and not only their counsel). Within twenty (20) business days of receipt of a Demand, the recipient may request an individualized video or telephone conference to attempt in good faith to resolve the Dispute which both you and the Company will personally attend (with counsel, if represented). You and the Company agree that you and the Company will not take any legal action, including filing a lawsuit or demanding arbitration, until after the period to request a conference expires or, if a conference is requested, twenty (20) business days after the individualized conference is completed. Compliance with this informal dispute resolution procedure section is mandatory and a condition precedent to initiating any lawsuit or arbitration. This procedure is essential to providing each of us a meaningful opportunity to resolve disputes informally. Any applicable limitations periods and filing fee deadlines will be tolled while the parties engage in the process set forth above. A court of competent jurisdiction may enjoin the filing or prosecution of a lawsuit or arbitration if these requirements have not been met.
Arbitration Procedure: If the Dispute stated in the Demand is not resolved to your or the Company’s satisfaction within the time periods set forth above for Pre-Arbitration Dispute Resolution and you or the Company intend on taking legal action, you and the Company agree that you or the Company shall file a demand for arbitration with National Arbitration & Mediation (“NAM”) (https://www.namadr.com/). The arbitration will be conducted by a single arbitrator with NAM under its Comprehensive Dispute Resolution Procedures and Rules then in effect subject to the Mass Arbitration provisions below. You or the Company may choose to have the arbitration based only on written submissions or to attend in-person, by telephone or video conference. The arbitration will be kept confidential except as may lawfully be required.
Payment of all fees will be governed by the NAM rules. Either you or the Company may seek attorneys’ fees and costs in arbitration if the arbitrator determines the claims are frivolous. ANY DISPUTE RESOLUTION PROCEEDING WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, REPRESENTATIVE, OR PRIVATE ATTORNEY GENERAL ACTION unless the Mass Arbitration provisions set forth below are triggered. NEITHER YOU NOR THE COMPANY MAY ACT AS A PRIVATE ATTORNEY GENERAL OR CLASS REPRESENTATIVE, NOR PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, WITH RESPECT TO ANY DISPUTE OR CLAIM.
Mass Arbitration: If, at any time, 25 or more claimants submit demands or seek to file demands for arbitration raising similar Disputes against the Company, and such circumstances meet the definition and criteria of Mass Filings (“Mass Filing”) set forth in NAM’s Mass Filing Supplemental Dispute Resolution Rules and Procedures (“NAM’s Mass Filing Rules” then in effect, available at https://www.namadr.com/resources/rules-fees-forms/) such as where representation of the claimants is the same, consistent or coordinated across the cases, the NAM Mass Filing Rules in effect at the time such demand is filed shall apply as modified below. You agree that throughout this process, the parties’ counsel shall meet and confer to discuss modifications to these procedures based on the particular needs of the Mass Filing. You acknowledge and agree that by electing to participate in a Mass Filing, the adjudication of your dispute might be delayed.
Stage One: Counsel for the claimants and counsel for the Company shall each select 5 claims per side and the NAM Procedural Arbitrator will randomly select 15 claims (25 claims total) to be filed and to proceed in individual arbitrations as part of a staged process. Each of these individual arbitrations shall be assigned to a different, single arbitrator unless the parties agree otherwise in writing. Any remaining claims shall not be filed or be deemed filed in arbitration, nor shall any arbitration fees be assessed in connection with those claims unless and until they are selected to be filed in individual arbitration proceedings as part of a staged process. Either party may appeal a decision/award rendered in an individual arbitration pursuant to NAM’s Appellate Dispute Resolution Rules and Procedures in effect at the time the decision/award is rendered. After this initial set of staged proceedings is completed, the parties shall promptly engage in a global mediation session of all remaining claims with a retired federal or state court judge and the Company will pay the mediator’s fee. The pendency of any appeal shall not delay this global mediation.
Stage Two: If the remaining claims are not resolved after the global mediation in Stage One, then counsel for the claimants and counsel for the Company shall each select 10 claims per side and the NAM Procedural Arbitrator will randomly select 30 claims (50 claims total) to be filed and to proceed in individual arbitrations as part of a second staged process, subject to any procedural changes the parties agreed to in writing. Each of these individual arbitrations shall be assigned to a different, single arbitrator unless the parties agree otherwise in writing. Any remaining claims shall not be filed or be deemed filed in arbitration, nor shall any arbitration fees be assessed in connection with those claims unless and until they proceed in arbitration proceedings as part of a staged process. Either party may appeal a decision/award rendered in an individual arbitration pursuant to NAM’s Appellate Dispute Resolution Rules and Procedures in effect at the time the decision/award is rendered. After this second set of staged proceedings is completed, the parties shall promptly engage in a global mediation session of all remaining claims with a retired federal or state court judge and the Company will pay the mediator’s fee. The pendency of any appeal shall not delay this global mediation.
If your Claim is not resolved as part of the staged process identified above, either:
Option One: You and the Company may separately or by agreement, opt out of arbitration and elect to have your claim heard in court consistent with these Terms on an individual basis (not a class or consolidated basis). You may opt out of arbitration by sending us your individual, personally signed notice of your intention to opt out by certified mail addressed to the Notice Address. Such an opt-out notice must be sent by you personally, and not by your agent, attorney, or anyone else purporting to act on your behalf. It must include a statement, personally signed by you, that you wish to opt out of arbitration within 30 days after the conclusion of Stage 2 including its mediation. Company may opt your claim out of arbitration by sending a notice signed by an authorized Company representative of the Company’s intention to opt out to your counsel within 14 days after the expiration of your 30-day opt out period. Counsel for the parties may agree in writing to adjust these deadlines.
OR
Option Two: If neither you nor Company elect to have your claim heard in court consistent with Option One, then you agree that your claim will be batched by the NAM Procedural Arbitrator into groups of 500 claimants, to be filed and to proceed in separate consolidated arbitrations, subject to any procedural changes the parties agreed to in writing. Each of these consolidated arbitrations shall be assigned to a different, single arbitrator unless the parties agree otherwise in writing. Either party may appeal a decision/award rendered in a consolidated arbitration pursuant to NAM’s Appellate Dispute Resolution Rules and Procedures in effect at the time the decision/award is rendered. Counsel for the parties are encouraged to meet and confer, participate in mediation, and engage with each other and with NAM (including through a Procedural Arbitrator, as such term is used in the NAM Rules) to explore ways to streamline the adjudication of claims, promote efficiencies, conserve resources, and resolve the remaining claims.
A court of competent jurisdiction shall have the authority to enforce these Mass Filing provisions and, if necessary, to enjoin any lawsuit and the mass filing, prosecution, or administration of arbitrations and the assessment of arbitration fees. You and the Company agree that each party values the integrity and efficiency of arbitration and wishes to employ the process for the fair resolution of genuine and sincere disputes between the parties. You and the Company acknowledge and agree to act in good faith to ensure the processes set forth herein are followed. You and the Company further agree that application of these Mass Filing procedures have been reasonably designed to result in an efficient and fair adjudication of such cases. If any part of this Mass Arbitration provision is deemed to be invalid, unenforceable or illegal, or otherwise conflicts with the NAM rules, then the balance of this Mass Arbitration provision shall remain in effect and shall be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein unless the lack of such provision would lead this Mass Arbitration provision to fail of its essential purpose. If the staging process of this Mass Arbitration provision is deemed to be invalid, unenforceable or illegal, or otherwise conflicts with the NAM rules, then the remaining claims shall be subject to Option One or Option Two above as selected by you or the Company. If the Mass Filing provisions apply to your claim, and a court of competent jurisdiction determines that the Mass Filing provisions are not enforceable as to your claim, then your claim will proceed in a court of competent jurisdiction on an individual basis (not a class or consolidated basis).
In the event of an exercise of an opt out of, or any exception to, the binding arbitration as provided above, all such Disputes or litigation shall be exclusively brought in the applicable state or federal courts of Orange County, California. You agree and consent to waive all defenses of lack of personal jurisdiction and forum non conveniens (i.e., inconvenient forum) with respect to venue and jurisdiction in the state and federal courts of Orange County, California. You consent to exclusive jurisdiction and venue in these courts.
You agree that any and all claims be brought by you within one (1) year after the claim arises, except to the extent a longer period is required by applicable law.
This Section of these Terms will survive the termination of the relationship with you and the Company.
19. Investigations
The Company reserves the right to investigate suspected violations of these Terms, including without limitation any violation arising from any submission, posting, or e-mails you make or send to the Site. The Company may seek to gather information from the user who is suspected of violating these Terms, and from any other user. The Company may suspend any users whose conduct or postings are under investigation and may remove such material from its servers as it deems appropriate and without notice. The Company may edit or modify any submission, posting, or e-mails, remove the material permanently, cancel postings, warn users, suspend users and passwords, terminate accounts or take other corrective action it deems appropriate. The Company will fully cooperate with any law enforcement authorities or court order requesting or directing the Company to disclose the identity of anyone posting any e-mails, or publishing or otherwise making available any materials that are believed to violate these Terms. BY ACCEPTING THIS AGREEMENT, YOU AGREE TO HOLD THE COMPANY HARMLESS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY THE COMPANY DURING OR AS A RESULT OF ITS INVESTIGATIONS AND/OR FROM ANY ACTIONS TAKEN AS A CONSEQUNCE OF INVESTIGATIONS BY EITHER THE COMPANY OR LAW ENFORCEMENT AUTHORITIES.
20. General Provisions
These Terms and any additional terms posted on and applicable to your use of the Site, including, but not limited to the Terms of Sale, which are available here and are incorporated herein by this reference, together constitute the entire agreement between the Company and you with respect to your use of the Site. If, for any reason, a court of competent jurisdiction finds any provision of these Terms, or any portion thereof, to be unenforceable, that provision or portion shall be deemed severable, and shall not affect the validity and enforceability of any remaining provision of these Terms. These Terms shall be governed by and construed in accordance with the Federal Arbitration Act, the laws of the State of California, United States of America, and applicable U.S. federal law, without regard to the choice or conflicts of law provisions. The United Nations on Contracts for the International Sale of Goods and any laws based on the Uniform Computer Information Transactions Act (UCITA) shall not apply to these Terms. Our failure to enforce any of these Terms is not a waiver of such term. The proprietary rights, disclaimer of warranties, representations made by you, indemnities, limitations of liability and general provisions shall survive any termination of these Terms.
You and ASICS agree that these Terms are the complete and exclusive statement of the mutual understanding between you and ASICS regarding the subject matter herein, and that they supersede and cancel all previous written and oral agreements, communications, and other understandings relating to the subject matter of these Terms.
ASICS strives to provide individuals and customers of all abilities access to our products and services, including through an accessible website (see ASICS’ Accessibility Statement Here).
21. California Consumer Notice
Under California Civil Code Section 1789.3, California users are entitled to the following consumer rights notice: The Site is provided by ASICS America Corporation, 7755 Irvine Center Drive, Suite 400, Irvine, CA 92618. If you have a question or complaint regarding the Site, please contact Customer Service at CustomerCare-US@ASICS.com. You may also contact us by writing ASICS America Corporation, 7755 Irvine Center Drive, Suite 400, Irvine, CA 92618. California residents may reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by post at 1625 North Market Blvd., Sacramento, CA 95834 or by telephone at (916) 445-1254 or (800) 952-5210 or Hearing Impaired at TDD (800) 326-2297 or TDD (916) 322-1700.
In accordance with California Civil Code 1714.43, ASICS’ supply chain notice is available here.
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