Last Updated: JULY 2023
These Terms and Conditions of Sale and any other terms referred to in these terms ("Terms"), apply between you and Everysight Ltd. and its subsidiary Everysight US Inc (referred to as "Everysight" or "we"), when you order or purchase Everysight not-commercially-available, not-for-end-user and non-distributable Maverick Developer Edition - bundled from hardware of smartglasses device ("Device") and software development kit (collectively with the Device, "Dev Kit") and/or other related accessories (collectively the "Products") from our Site. Everysight may change these Terms from time-to-time in its discretion, provided that the version then in effect at the time of order will apply.
Please note that when you purchase RX Adaptor from Everysight, you purchase prescription lenses, and therefore due to the highly personalized nature of these orders, such are final sale and non-refundable, and you will only have the limited warranty under applicable local consumer laws, if any.
Please carefully read these Terms. By ordering or purchasing Products, you are agreeing to these Terms. If you do not understand the Terms or do not accept any part of them, do not place an order or purchase. To place an order or purchase, you must be 18 years or older.
When you use any Everysight Services (through the Site or Products), your use is subject to the applicable terms and conditions for those Services, including the Terms of Service available at https://everysight.com/legal/terms-of-service/ apply generally to the use of the Sites, Products and Services, and our Privacy Policy available at https://everysight.com/legal/privacy-policy/ which explains our practices regarding the collection, use and disclosure of information that we receive from you. In addition, your use of the Dev Kit and any related Software, is governed by the terms of Everysight’s DK License Agreement available at http://everysight.com/legal/sdk-license/ . You should review thiee documents before placing an order for any Products through the Site. Capitalized terms not defined in these Terms will have the meaning set forth in the Terms of Service
1. Online Orders
You can purchase the Products via our Site. When you submit your order on our Site, your payment information will be handled by an independent third-party service provider, which operates under separate Terms and Conditions with respect to your online payment transaction. You understand that you are paying the entire purchase price towards the Products upfront, authorizing our payment processing partner to charge you for the full purchase price of the Products. Orders are subject to availability and we will indicate availability of an item ("in stock", "out of stock" or "pre-ordered") and estimated delivery time during the order process and in the confirmation email sent following completion of an order. We will notify you by email when your order has shipped.
2. Order Acceptance
Our acceptance of your order will only occur when (i) we shipped your purchased Product, and (b) we received your payment of the purchase price for your order. We reserve the right, at our sole discretion, to refuse or cancel any order for any reason, or to limit the quantity of Products sold to you. You will be charged at the time you place your order, not when your order is shipped. Some situations that may result in your order being canceled include limitations on quantities available for purchase, inaccuracies or errors in our product or pricing information, or problems identified by our credit and fraud avoidance system. We will contact you if all or any portion of your order is canceled. If your order is canceled after your credit card (or other payment account) has been charged, we will issue a credit refund to your credit card (or other applicable payment account) in the amount of the charge. Prices, specifications and configurations that are quoted for the Products on the Site are subject to change without notice, and Everysight reserves the right at any time in its sole discretion and without notice to correct any errors, inaccuracies or omissions to the information on the Site.
You acknowledge and agree that if you are placing an order through the Site, by clicking or activating the button or hyperlink to submit your order, you are placing a legally binding offer. You consent to: (i) the use of electronic communications in order to enter into contracts and place orders with us; and (ii) the electronic delivery of notices, policies and records of transactions initiated or completed by you online. You have the right to withdraw your consent to electronic contracting and to electronic delivery, but if you do, we may cancel your order and/or your access to any of Everysight Services related to your order.
3. Prices, Taxes and extra charges
Prices advertised on our Site are subject to change without notice, and do not include shipping or applicable country or region taxes, which may be added to the price you pay and will be usually calculated prior to checkout. However, you are responsible for, and shall pay, any applicable taxes and duties that may be applicable to the sale and/or delivery of the Products and therefore Everysight reserves the right to revise its price after the execution of an order to include any and all taxes or duties that may become due hereunder. Unless otherwise specified, all prices, charges and refund amounts are in U.S. Dollars, and Everysight is not responsible for changes in currency exchange rates or transaction fees.
4. Changes to Orders Prior to Shipment
You may request to cancel your order or change the time or place of delivery of your order at any time prior to shipment and acceptance by us by contacting us at support@everysight.com. You will be responsible for any additional charges due to changes in delivery. In the event that you are entitled to a refund, Everysight will use best commercial efforts to process your refund within 14 days following receipt of a cancellation request.
5. Delivery of Products
By placing an order for our Products, you are acknowledging and agreeing to support a new Product. You understand that the Products are under development, and numerous technical, financial, and practical obstacles may interfere with their delivery to you. We will use reasonable commercial efforts to deliver the Products within the timelines estimated in the order form. You understand that all scheduled shipment dates are estimates only and not guaranteed. We’ll make reasonable efforts to meet the scheduled shipment dates, but in no event will we be liable for any loss, damage, or penalty resulting from any delay in shipment or delivery.
In case of any unforeseen delay, Everysight will keep you updated on progress using the email address associated with your Account, provided we do this, we will not be liable for delays caused by the event. When contacting you, we will notify you of your options, including, if appropriate under the circumstances, the ability to cancel your order. In the event of inconvenience due to any unforeseen delay in the timeline, please inform us at support@everysight.com and we will make reasonable efforts to resolve your issue.
Everysight will deliver Products to the address you provide at the time of order. Note that we cannot deliver to a PO Box, and may not be able to deliver to all locations. If Everysight does not offer shipping to the address indicated, you will be sent a notice and the order will not be processed. Please ensure that your information is accurate, as Everysight cannot be responsible for delivery problems due to inaccurate information. You will be charged for extra shipping costs incurred for if your order is not delivered successfully due to errors in the information you provide. If, despite our reasonable efforts, we are unable to contact you or re-arrange delivery, we may end the contract for the Products.
Title and risk of loss to the Products passes to you upon delivery. You should inspect all packages and Products for shipping damage upon receipt (except for latent damage). Everysight must be notified of any shipping damages or errors within 5 days of delivery to obtain full replacement or credit and after this time frame the Products shipped and delivered to you will be deemed to have been delivered and accepted by you.
6. Returns and Refunds
Should you change your mind, we offer you the right for a limited time to return unopened Products. Products may be returned to your original seller within 14 days from delivery (as shall be indicated by the applicable shipping agent), provided the Product (i) is unused and in its original unopened packaging with all contents and (ii) has not been designated by us as non-returnable. To return a Product, you must first contact your original seller or Everysight at support@everysight.com to request a return merchandise authorization (“RMA”). Everysight or the original seller shall provide you with RMA instructions which you will need to comply with when returning the Products. Authorized returns will be eligible for a refund of your purchase price, excluding shipping costs and non-refundable taxes. Refunds will be issued within 14 days of receipt of the returned Product, with payment or credit issued based on the method of payment you used for your original purchase.
Everysight reserves the right to refuse to accept returns made without a valid RMA or not in compliance with the RMA instructions. We may reduce your refund of the price (excluding delivery costs) to reflect any reduction in the value of the Products, if this has been caused by your handling them in a way which would not be permitted in a shop, or, to the extent permitted by law. We may in our discretion charge a restocking fee of up to 50% of the purchase price of the Product, which will be deducted from any refund or otherwise accept returns of opened and/or used Products for a partial refund.
7. Export
The Products may be subject to the export laws and regulations of the United States. You shall be responsible for compliance with all export control laws and regulations of the U.S. Government and any other applicable governmental authority (including without limitation, the Export Administration Regulations and the International Traffic in Arms Regulations) (“Export Laws”). Neither the Products nor any direct product thereof nor any technical data related thereto may be: (i) exported or re-exported directly or indirectly in violation of any applicable Export Laws (including without limitation to any to any individual, entity or country prohibited by Export Laws, including by any U.S. sanctions program or to anyone on the SDN List, the Denied Persons List or Entity List or other export control lists); or (ii) used for any purposes prohibited by any applicable export laws. You represent and warrant that you are not identified on the U.S. Office of Foreign Assets Control’s Specially Designated Nationals List (“SDN List”), and are not on the U.S. Department of Commerce’s Denied Persons List or Entity List or any other U.S. export control list.
8. Limited One Year Device Warranty
Everysight warrants with respect to the Devices or any part thereof only as set forth under the Limited Warranty available at https://everysight.com/legal/warranty/ ("Limited Warranty"). As more particularly set forth under the Limited Warranty, if Everysight determines that your Device falls within the terms of the Limited Warranty, Everysight, at its discretion, shall repair or replace the Device. THE LIMITED WARRANTY APPLICABLE TO A DEVICE REPRESENTS EVERYSIGHT’S ENTIRE REPRESENTATIONS, CONDITIONS, ENDORSEMENTS AND WARRANTIES TO YOU. ALL IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE ARE LIMITED TO THE DURATION OF THIS WARRANTY. EXCEPT FOR THE LIMITED EXPRESS WARRANTIES SET FORTH IN THE LIMITED WARRANTY, EVERYSIGHT EXPRESSLY DISCLAIMS ALL OTHER EXPRESS OR IMPLIED WARRANTIES OR CONDITIONS WHETHER STATUTORY OR IMPLIED. Some jurisdictions do not allow limitations on how long an implied warranty lasts so the above limitations may not apply to you. This warranty gives you specific legal rights, and you may also have other rights which vary by jurisdiction.
9. Hazardous Activity Disclaimer
The Products are not designed for use in operating motor vehicles or aircraft, or any other activities where product failure reasonably could lead to injury to persons or loss of life or catastrophic property damage (“Hazardous Activities”). Products are intended to be used only as a travel aid and must not be used for any purpose requiring precise measurement of direction. ACCORDINGLY, EVERYSIGHT DISCLAIMS ANY AND ALL LIABILITY FROM AND YOU ASSUME ALL RISK OF USE OF THE PRODUCT IN SUCH HAZARDOUS ACTIVITIES.
10. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED UNDER LOCAL LAW, EVERYSIGHT AND ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, EMPLOYEES, LICENSORS, DISTRIBUTORS AND SUPPLIERS (COLLECTIVELY, "EVERYSIGHT PARTIES"), WILL NOT BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR GOODWILL, OR THE COST OF SUBSTITUTE GOODS OR SERVICES ARISING OUT OF OR IN CONNECTION WITH THE USE OF OR INABILITY TO USE THE PRODUCT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT EVERYSIGHT PARTIES HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
IN NO EVENT WILL EVERYSIGHT PARTIES' TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THE USE OF OR INABILITY TO USE THE PRODUCT EXCEED THE AMOUNT YOU HAVE ACTUALLY PAID TO EVERYSIGHT FOR THE PRODUCT GIVING RISE TO THE LIABILITY.
Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, and we do not exclude or limit in any way our liability to you where is would be unlawful to do so. The above limitations may not apply to you in which case such limitation or exclusion shall apply to maximum extent permitted by applicable law.
11. Governing Law and Choice of Forum
Except to the extent expressly provided in the following paragraph, all legal issues or any action arising from or related to these Terms will be governed by the laws of the State of Delaware without regard to its conflict of laws provisions.
The exclusive jurisdiction and venue for all Claims that are not subject to arbitration, including any Claims brought on behalf of a company or other legal entity, will be the state and federal courts located in Delaware and each of the parties hereto waives any objection to jurisdiction and venue in such courts.
Other than with resect to the not-commercially-available, not-for-end-user and non-distributable Dev Kit, (i) if you are a resident of any European Union country these Terms, including any obligations, rights, and claims of the parties arising out of or in connection with these Terms, any questions regarding their validity, and any amendments hereto – irrespective of the legal grounds (e.g., under contract, tort or otherwise) – shall be exclusively governed by and construed in accordance with the laws of England and Wales, excluding their conflict of laws provisions.