Pre-Order
Effective Date: May 2, 2024
Please read these Terms of Service ("Terms") carefully. These Terms are a legally binding contract between you and The Minimal Company Inc. ("Minimal," "Company," "we," "us," or "our") regarding your access to and use of our services (as defined below).
These Terms govern: (a) your use of any Minimal phone, including any successors, similar versions or models, or Minimal-branded accessories or products (each, a "Product"); and (b) your use of (including access to) (i) our website available at https://minimalcompany.com or any other websites operated by Minimal, including any subdomains (the "Website"); (ii) interfaces, graphics, designs, environments, compilations, information, data, computer code (including source or object code), products, software, services, and all other materials and elements that Minimal makes available through or in connection with a Product; (iii) all visual, audio, interactive, or other content available in connection with any of the foregoing; (iv) other services available via our Website or made available by Minimal in connection with a Product; (v) technology, software, networks (including third-party networks), and systems used to implement and provide access to the foregoing; and (vi) updates, upgrades, enhancements, modifications, revisions, additions to, or new versions of the foregoing that Minimal makes available to you (collectively, the "Service").
Minimal may release new versions of the Website and Service, or introduce new tools, products, services, features, and functionalities for the Website and Service, which will be subject to these Terms and any future additional terms. These additional terms are incorporated by reference herein.
IF ANY PROVISION OF THESE TERMS OR ANY FUTURE CHANGES ARE UNACCEPTABLE TO YOU, DO NOT USE OR CONTINUE TO USE THE WEBSITE OR THE SERVICE. YOUR CONTINUED USE OF THE WEBSITE AND SERVICE FOLLOWING ANY NOTICE OF CHANGE TO THESE TERMS SHALL CONSTITUTE YOUR BINDING ACCEPTANCE OF SUCH CHANGE.
YOU AGREE THAT YOU HAVE READ AND UNDERSTAND THESE TERMS, AND, AS A CONDITION TO YOUR ACCESS OR USE OF THE WEBSITE AND SERVICE (INCLUDING ANY PRODUCT), YOU AGREE TO BE BOUND BY THESE TERMS, INCLUDING ANY ADDITIONAL TERMS. IF YOU DO NOT AGREE TO THESE TERMS, YOU DO NOT HAVE PERMISSION TO USE OR PURCHASE ANY PRODUCT OR SERVICE.
THIS AGREEMENT CONTAINS A MANDATORY ARBITRATION PROVISION THAT REQUIRES THAT YOU AGREE THAT ANY DISPUTE BETWEEN YOU AND MINIMAL REGARDING YOUR ACCESS TO AND USE OF THE WEBSITE, PRODUCT, AND SERVICE WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION. YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A LAWSUIT, CLASS ACTION LAWSUIT, OR CLASS-WIDE ARBITRATION. FOR FURTHER INFORMATION, PLEASE REVIEW SECTION 9 RELATED TO "ARBITRATION" BELOW.
We reserve the right to modify these Terms from time to time by notifying you of changes by any reasonable means, including posting a revised set of Terms through the Website and Service. Your use of the Website and Service following any changes to these Terms will constitute your acceptance of such changes. If you do not agree to any change, you must discontinue using the Service before the change goes into effect. The "Last Updated" date above indicates when these Terms were last changed. We encourage you to check the Website and Service regularly to learn about changes to these Terms. We may, at any time and without liability, modify or discontinue all or part of the Service, change, modify, or waive any fees required to use any part of the Service, including any subscription fees, or offer opportunities to some or all Service users.
1. Use of the Service
1.1. Eligibility
You must be at least 18 years old to use the Service. By agreeing to these Terms, you represent and warrant to us that: (a) you are at least 18 years old; (b) if under 18, you have received permission from your parent or legal guardian to use the Service, and they have reviewed and approved these Terms; (c) you can enter into a legally binding contract; (d) you have not been suspended or removed from the Service; and (e) your registration and use of the Service comply with applicable laws and regulations. If you are an entity, the individual accepting these Terms on your behalf represents and warrants they have authority to bind you to these Terms, and you agree to be bound by these Terms.
1.2. Accounts and Registration
You may sign up for an account with Minimal to use the Service. When you register, you may be required to provide information, including your email address and information about the Product purchased. You agree to provide accurate information and keep it up to date. You are responsible for maintaining the confidentiality of your account, login information, and passwords and accept responsibility for all activities under your account. If you believe your account is no longer secure, you must immediately notify the Company by emailing support@tryminimal.com.
1.3. Limited Right to Use the Service
The Company grants you a limited, non-exclusive, revocable, royalty-free, non-transferable, non-assignable, non-sublicensable right and license to access and use (i) the Website and Service, and (ii) any content, materials, information, text, data, copyrights, trademarks, images, photos, musical compositions, sound recordings, screenshots, videos, posts, graphics, identifying marks, Website pages, software, and other original works of authorship and/or intellectual property uploaded to, or incorporated into, the Website and Service by or on behalf of Company ("Site Content"), solely as permitted by the tools, products, services, functionalities, and features made available to users of the Website or Service, subject to these Terms, and not for redistribution of any kind (the "Site License"). This Site License does not include any resale or commercial use of the Website, Service, or any Site Content, and all Site Content is and shall remain the sole and exclusive property of the Company (or the applicable third-party licensor), in perpetuity, throughout the universe, in any and all languages and media now known or hereafter discovered.
The Company retains all rights, title, and interest in and to the Service, including all text, graphics, typefaces, formatting, graphs, designs, editorial content, customer reviews, HTML, look and feel, software, data, business processes, procedures, methods, techniques, materials, content, and associated trade secret rights and other intellectual property and proprietary rights. Site IP is protected by domestic and international laws of copyright, trademarks, patents, and other proprietary rights and laws.
1.4. Limitations on Use of the Website, Product, and Service
YOU ARE SOLELY RESPONSIBLE FOR YOUR OWN CONDUCT WHILE USING THE WEBSITE, PRODUCT, AND SERVICE. You agree to use the Website, Product, and Service only for purposes that are legal and in accordance with these Terms and applicable laws or regulations. The Website and Site Content, Product, and Service may not be used, modified, reproduced, duplicated, copied, published, distributed, downloaded, sold, resold, transformed, redesigned, reconfigured, retransmitted, or otherwise exploited by you for any purpose except as facilitated by the tools, products, services, functionalities, and features made available to users of the Website, Product, and Service, or without the express prior written consent of Company and/or the applicable third-party owner thereof in each instance.
1.5. Prohibited Use and Unlawful Activity
When accessing and using the Website, Product, and Service, you may not:
1.6. Modification of the Product and Service
Minimal does not guarantee that all functionality will be available at all times. We reserve the right to modify, limit, or discontinue any features of any Product or element of the Service, temporarily or permanently, without notice. Minimal may suspend or terminate your right to use the Service, including access to your account or data, at any time without liability.
2. Ownership; Third-Party Software and Services
2.1. Ownership; Proprietary Rights
The Service contains proprietary information and intellectual property rights. Minimal grants you a limited license to access and use the Service, as long as you comply with these Terms. Minimal and its licensors reserve all rights not expressly granted to you.
2.2. Trademark Rights
All trademarks displayed on the Website, Product, or used in connection with the Service are either owned by us or their respective owners. You may not use our trademarks without express prior written consent.
2.3. Third-Party Services; Third-Party Software; Third-Party Notices and Communications
The Service may include access to third-party services and content. Minimal does not control any third-party content and is not responsible for their availability, accuracy, content, advertising, or products or services. Use of third-party content is at your own risk. You are subject to any additional terms and conditions of use, privacy policies, or practices associated with third-party content. Minimal is not responsible for any third-party communications you may receive and your dealings with third parties. By using the Website and Service, you agree to hold Minimal harmless from any liability arising from your interaction with third-party communications and content.
3. User Content and Feedback
3.1. General
You and other users may create, upload, or make available content through the Website, Product, and Service ("User Content"). Minimal is not responsible for any use or misuse of User Content by any third party. You agree not to submit any confidential or proprietary information through the Service. If you make any personally identifiable or other information publicly available, you do so at your own risk.
3.2. Ownership
You retain ownership of your User Content. You grant Minimal a worldwide, royalty-free, fully paid-up, perpetual, sublicensable, and non-exclusive license to use your User Content for the following purposes: providing the Service, fulfilling requests, improving the Service, ensuring third-party service functionalities, legal, safety, or security reasons, and any other purpose for which you give consent.
3.3. Feedback
If you provide us with any feedback, such feedback will be deemed User Content. You grant Minimal an unrestricted, perpetual, irrevocable, non-exclusive, fully paid, royalty-free right to use and exploit the feedback in any manner.
3.4. No Duty to Monitor
We may monitor, evaluate, alter, or remove User Content, but have no obligation to do so. We may disclose information regarding your access to and use of the Website and Service for legitimate reasons.
3.5. Representations
You are responsible for your User Content and any consequences arising from it. You represent that you own or have rights to grant the above license, the User Content will not infringe any third-party rights, and it is not fraudulent, tortious, or in violation of any law. You waive any "moral rights" regarding the User Content.
4. Special Promotions
Minimal may provide promotional opportunities, sweepstakes, and contests, which will be subject to these Terms and additional rules. These promotions can be activated, modified, or removed at any time without notice.
5. Waiver; Wellness and Nutritional Content
You acknowledge the risks associated with using the Service and waive and release Minimal from any claims arising out of your use of the Service. If you are a California resident, this release applies to unknown claims as well. The Service does not provide medical, nutritional, or counseling care and is not a substitute for professional advice. Minimal makes no warranty of any kind regarding the accuracy, completeness, or appropriateness of any wellness or nutritional content.
6. Indemnity
To the fullest extent permitted by law, you agree to defend, indemnify, and hold harmless Minimal and its affiliates, officers, directors, employees, consultants, contractors, subsidiaries, advisors, and agents from any claims arising out of your use of the Website, Product, or Service, your violation of these Terms, any third-party rights, or any dispute between you and any third party. We reserve the right to assume exclusive defense and control of any matter subject to indemnification by you.
7. Disclaimers; No Warranties
7.1. No Warranty for Third-Party Components
The Product may be manufactured by a third party. We do not provide warranties for Products except those in Minimal’s Limited Warranty and statutory rights for defective Products.
7.2. Warranty Disclaimer
Except as provided in these Terms and Minimal’s Limited Warranty, the Service and Products are provided "as is" and "as available." Minimal disclaims all warranties, express or implied, relating to the Service, including implied warranties of merchantability, fitness for a particular purpose, title, quiet enjoyment, or non-infringement. Minimal does not warrant that the Service will be uninterrupted, secure, or free of errors, viruses, or harmful components.
7.3. Use of the Service is at Your Risk
No advice or information from the Service or Minimal will create any warranty. Your use of the Service is at your own risk. We are not responsible for any damage resulting from your use of the Service.
7.4. Disclaimer of Accuracy
The Service may incorporate evolving AI technology. We cannot guarantee that answers or other outputs from the Service will be accurate or complete. Do not rely on the Service as a substitute for professional advice. Minimal disclaims responsibility for any loss or damages arising from reliance on the Service.
8. Limitation of Liability
8.1. No Indirect Damages and Aggregate Liability
To the fullest extent permitted by law, Minimal will not be liable for any indirect, incidental, special, consequential, or punitive damages arising out of your access to or use of the Website, Product, or Service. Minimal’s aggregate liability will not exceed $100.
8.2. Risk Allocation
Each provision of these Terms that provides for a limitation of liability is intended to allocate risks between the parties. This allocation is an essential element of the basis of the bargain between us and you.
9. Governing Law, Dispute Resolution, and Arbitration
9.1. Governing Law
These Terms are governed by the laws of the State of California, without regard to conflict of law principles.
9.2. Scope
Any dispute arising out of these Terms or the Service shall be settled through binding arbitration administered by the American Arbitration Association ("AAA").
9.3. Applicability
You and Minimal may seek interim measures in federal or state courts of Los Angeles County, California. You and Minimal consent to personal and exclusive jurisdiction in these courts.
9.4. Waiver of Class or Consolidated Actions
Disputes shall be arbitrated on an individual basis and not as part of a class action. The AAA Supplementary Rules for Multiple Case Filings shall not apply.
9.5. Authority
This arbitration agreement is governed by the Federal Arbitration Act. Arbitration shall be conducted before a single arbitrator in Los Angeles, California.
9.6. Opt-Out Provision
You may opt out of arbitration by sending a letter to The Minimal Company Inc. within 30 days of agreeing to these Terms.
9.7. Venue
You and Minimal submit to the personal and exclusive jurisdiction of the state and federal courts in Los Angeles County, California.
9.8. Notice of Arbitration Process
To seek arbitration, you must send a written notice of dispute to Minimal. The parties will attempt to resolve the dispute within 30 days. If unresolved, you or Minimal may commence arbitration.
9.9. Costs and Fees
The prevailing party in arbitration may be awarded costs and fees, including reasonable attorneys' fees.
9.10. Injunctive Relief
Nothing in this Section prevents either party from seeking interim injunctive relief.
9.11. Enforceability
If any part of this Section on arbitration is found to be invalid, the remainder shall continue in full force and effect.
9.12. Confidentiality
Arbitration proceedings shall be confidential unless both parties agree otherwise.
10. Miscellaneous
10.1. General Terms
These Terms, together with the Additional Terms, constitute the entire agreement between you and Minimal regarding the Service. You may not assign these Terms without our prior written consent. We may assign these Terms without notice or consent. Failure to enforce any provision will not waive our right to enforce it later. Use of section headers is for convenience only. The singular includes the plural and vice versa.
10.2. Term; Termination
These Terms become binding when you accept them or first use the Service and continue until terminated. Minimal may terminate these Terms, suspend, disable, or delete your account, or block your access to the Service at any time for any reason. Upon termination, your license rights will terminate, and you must cease use of the Service. Sections 2.3, 3, 4, 5, 6, 7, 8, 9, and 10 will survive termination.
10.3. Effect of Termination/Account Deletion
Upon termination, your license rights will terminate, and you must cease all use of the Service. User Content may no longer be available.
10.4. General Payment Terms; Price
Minimal reserves the right to determine prices for Products and the Service. We may change prices or fees, and any promotional offers will be at our discretion.
10.5. Additional Terms
These Terms incorporate any additional terms, conditions, policies, or guidelines posted by Minimal. In the event of a conflict, these Terms control.
10.6. Consent to Electronic Communications
By using the Service, you consent to receiving electronic communications from us.
10.7. Contact Information
The Website and Service are offered by Minimal:
10.8. No Support
We are under no obligation to provide support for the Service. Any support provided will be at our discretion.
10.9. International Use
The Service is controlled from the United States and may not be appropriate for use in some non-U.S. jurisdictions. Use is at your own risk, and you must comply with applicable laws. Access from countries where the Service is illegal is prohibited.
10.10. Export Controls
The Service may be subject to U.S. import and export laws and you must comply with such laws.
10.11. Errors, Inaccuracies, Omissions
Minimal attempts to be accurate but does not guarantee the accuracy of information on the Website. We reserve the right to correct errors and cancel orders if information is inaccurate, and your sole remedy is to cancel your order.
10.12. Resale Not Authorized
The purchase of Products for resale, except by authorized resellers, is not authorized by Minimal. Products are intended for use by you, the original purchaser or gift recipient.
10.13. Copyright Infringement Claims
We comply with the DMCA. If you believe in good faith that material on the Website infringes your copyright, send a "Notification of Claimed Infringement" to Minimal’s Copyright Agent:
10.14. Severability
If any provision of these Terms is found invalid, the remainder shall continue in full force and effect.
10.15. Notice to California Residents
Under California Civil Code Section 1789.3, California residents may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs to resolve complaints regarding the Website or Service.
The Minimal Company Inc. © 2024
