These Terms of Use, which incorporate by reference our Privacy Notice (collectively, the “Terms”) are a legal agreement between you and Midea America Corp. (“Midea,” “we,” “us,” “our”) governing your use of and access to the following websites: https://www.mideacomfort.us and https://www.mideacomfortna.ca (our "Website") and your use of any content, functionality, product, service, or feature available on our Website (collectively, the “Services”).
By using the Services, you’re agreeing to these Terms. This means you understand and accept all the rules about using the Services.
We may change these Terms without prior written notice at any time, in our sole discretion. All changes are effective immediately when we post them and apply to all access to and use of the Services thereafter. We will post the most recent version of these Terms for you to review at any time on the Website. Your continued use of the Services following the posting of revised Terms will constitute your acceptance of and agreement to such changes. You should check this page, so you are aware of any changes, as they are binding on you.
THIS DOCUMENT CONTAINS VERY IMPORTANT INFORMATION REGARDING YOUR RIGHTS AND OBLIGATIONS, AS WELL AS CONDITIONS, LIMITATIONS, AND EXCLUSIONS THAT MIGHT APPLY TO YOU. PLEASE READ IT CAREFULLY.
THESE TERMS REQUIRE THE USE OF ARBITRATION TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS, AND CONTAIN A CLASS ACTION WAIVER THAT REQUIRES THAT ALL CLAIMS BE BROUGHT INDIVIDUALLY.
BY ACCESSING OR USING THE SERVICES, YOU AFFIRM THAT YOU ARE OF LEGAL AGE TO ENTER INTO THIS AGREEMENT, AND YOU ACCEPT AND ARE BOUND BY THESE TERMS, CREATING A LEGALLY BINDING CONTRACT.
YOU MAY NOT OBTAIN, ACCESS, OR USE THE SERVICES IF YOU (A) DO NOT AGREE TO THESE TERMS, (B) ARE UNDER THE LEGAL AGE TO FORM A BINDING CONTRACT, OR (C) ARE PROHIBITED BY APPLICABLE LAW FROM ACCESSING OR USING THIS WEBSITE OR ANY OF THIS WEBSITE'S CONTENTS OR SERVICES.
1. Operation of the Services
You are responsible for both:
- Making all arrangements necessary for you to have access to the Services.
- Ensuring that all persons who access the Services through your account are aware of these Terms and comply with them.
To access the Services, we may ask you to provide certain registration details or other information. It is a condition of your use of the Services that all the information you provide to the Services is correct, current, and complete. You agree that our Privacy Notice governs all information you provide to register with the Services or otherwise, including but not limited to use of any interactive features on the Website, and you consent to all actions we take with respect to your information consistent with Privacy Notice.
Prohibited Uses
You may use the Services only for lawful purposes and in accordance with these Terms.
You agree not to use the Services:
- In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries);
- For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personal data, or otherwise;
- To post, upload, share, transmit, distribute, facilitate distribution of or otherwise make available to or through the Services any content that is unlawful, harmful, harassing, defamatory, threatening, intimidating, fraudulent, tortious, vulgar, obscene, hateful, pornographic, spam, discriminatory, violative of privacy or publicity rights, infringing of intellectual property or other proprietary rights, or otherwise objectionable in our sole discretion, including unauthorized or unsolicited advertising;
- To transmit or procure the sending of any advertising or promotional material without our prior written consent, including any "junk mail," "chain letter," "spam," or any other similar solicitation;
- To impersonate or attempt to impersonate us, our employees, another user, or any other person or entity (including, without limitation, by using email addresses associated with any of the foregoing);
- To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Services, or which, as determined by us, may harm us or users of the Services or expose them to liability;
- In any manner that could disable, overburden, damage, or impair the Services or interfere with any other party's use of the Services, including their ability to engage in real time activities through the Services.
Additionally, you agree not to:
- Use any device, software, or routine that interferes with the proper working of the Services;
- Introduce any viruses, Trojan horses, worms, logic bombs, or any other malicious code or material that is technologically harmful;
- Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Services, the server on which the Services are stored, or any server, computer, or database connected to the Services;
- Attack the Services via a denial-of-service attack or a distributed denial-of-service attack;
- Otherwise attempt to interfere with the proper working of the Services;
- Bypass or breach any security device or protection used by the Services;
- Access or use the Services other than as permitted by these Terms;
- Use any robot, spider, or other automatic device, process, or means to access the Services for any purpose other than to index the web pages, including monitoring or copying any of the material on the Services;
- Use any manual process to monitor or copy any of the material on the Website, or for any other purpose not expressly authorized in these Terms, without our prior written consent;
- Use any manual or automatic process to copy, modify, or create derivative works or improvements of the Services;
- Rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available all or any part of the Services to anyone else;
- Reverse engineer, disassemble, decompile, decode, adapt, modify, or otherwise attempt to derive or gain access to all or any part of the source code of the Services;
- Delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this site.
Reliance on Information Provided
We make the information presented on or through the Services available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance you or any other visitor to the Services place on such materials, or by anyone who may be informed of any of its contents.
The Services may include content provided by third parties. All statements or opinions expressed in these materials, other than the content we provide, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect our opinions. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials that third parties provide.
WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, YOU SHOULD NOT RELY ON ANY INFORMATION PROVIDED ON THE SERVICES, AS SUCH INFORMATION MAY BE INACCURATE, INCOMPLETE, OUTDATED OR NOT APPLICABLE TO YOUR PARTICULAR SITUATION. WE SHALL HAVE NO RESPONSIBILITY OR LIABILITY FOR THE ACCURACY OF ANY SUCH INFORMATION, AND YOU, THE USER, ASSUME THE SOLE RISK OF ANY USE OR RELIANCE THEREON.
Suspension and Termination of the Services
We reserve the right, directly or indirectly, to amend, suspend, terminate, or otherwise deny access to, or use of, all or part of the Services, including any content we provide on or through the Website, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Services are unavailable at any time or for any period. From time to time we may restrict your access, including to some or all of the Services.
Changes to the Services
We may update the Services and their content from time to time, but the content is not necessarily complete or up-to-date. Any of the material on the Services may be out of date at any given time, and we are under no obligation to update such material.
2. Intellectual Property
Ownership of Midea Intellectual Property
Midea, the Midea logo, and all related names, logos, graphics, trade dress, characters, product and service names, designs, and slogans are trademarks (the “Midea Marks”) of us or licensors. You must not use the Midea Marks without our prior written permission. All other names, logos, product and service names, designs, and slogans on this Website are the trademarks of their respective owners.
We, our licensors, or other providers of such material hold all right, title, and interest in and to the Services and their entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, graphics, logos, trademarks, video, and audio, and the design, selection, and arrangement thereof), together with the Midea Marks, “Midea Intellectual Property,” and United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws protect them.
User License for Midea Intellectual Property
Subject to your compliance with these Terms, we grant you:
- A limited, revokable, non-exclusive, non-transferable, non-sublicensable license to access and use the Services solely for individual consumers’ or Midea customers’ internal business purposes;
- A limited, nonexclusive, nontransferable, non-sublicensable license to create text hyperlinks to the Website for informational purposes, provided such links do not portray us in a false, misleading, derogatory or otherwise defamatory manner and provided that the linking website does not contain any material that is unlawful, harmful, harassing, defamatory, threatening, intimidating, fraudulent, tortious, vulgar, obscene, hateful, pornographic, spam, discriminatory, violative of privacy or publicity rights, infringing of intellectual property or other proprietary rights, or otherwise objectionable in our sole discretion, including unauthorized or unsolicited advertising. Additionally, notwithstanding the foregoing, and subject to compliance with any instructions posted in the robots.txt file located in the Website’s root directory, we grant to the operators of public search engines permission to use spiders to copy content from the Website for the sole purpose of (and solely to the extent necessary for) creating publicly available, searchable indices of such Content.
Except as expressly permitted in these Terms or under applicable law, you may not: (a) copy, modify, or create derivative works based on the Services; (b) distribute, transfer, sublicense, lease, lend, or rent the Services to any third party; (c) reverse engineer, decompile, or disassemble the Services; or (d) make the functionality of the services available to multiple users through any means. We reserve all rights in and to the Services not expressly granted to you under these Terms. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material available through the Services, except as follows:
- Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials;
- You may store files that your Web browser automatically caches for display enhancement purposes;
- As permitted by these Terms.
If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Services in breach of these Terms, your right to use the Services will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. We do not transfer any right, title, or interest in or to the Services or any content available through the Services to you, and we reserve all rights not expressly granted. Any use of the Services not expressly permitted by these Terms is a breach of these Terms and may violate copyright, trademark, and other laws.
3. Warranty Disclaimer
WE PROVIDE THE SERVICES ON AN "AS IS, WHERE IS, AND WITH ALL FAULTS” BASIS. WE MAKE NO (AND EXPRESSLY DISCLAIM ANY) EXPRESS OR IMPLIED WARRANTY OR REPRESENTATION OF ANY KIND OR NATURE WHATSOEVER INCLUDING BUT NOT LIMITED TO ANY WARRANTY THAT THE SERVICES ARE MERCHANTABLE, FIT FOR ANY PARTICULAR PURPOSE, OR NON-INFRINGING.
WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WE DISCLAIM AND YOU HEREBY WAIVE, TO THE MAXIMUM EXTENT PERMITTED BY LAW, ALL OTHER WARRANTIES, GUARANTEES, OR LIABILITIES, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO (i) ANY IMPLIED WARRANTY ARISING FROM A COURSE OF PERFORMANCE OR DEALING OR USAGE OF TRADE, (ii) ANY WARRANTY AS TO THE CONDITION, DESIGN SUITABILITY, OPERATION, QUALITY OF WORKMANSHIP OR MATERIALS, OR HISTORY OR LEVEL OF USE, MAINTENANCE, SERVICE OR REPAIR, OF THE SERVICES, AND (iii) ANY WARRANTY AS TO THE USE, CONDITION (INCLUDING, WITHOUT LIMITATION, THE ABSENCE THEREFROM OF LATENT, INHERENT OR OTHER DEFECTS, WHETHER OR NOT DISCOVERABLE), QUALITY, DESCRIPTION OR SPECIFICATIONS OF THE SERVICES.
TO THE EXTENT ANY LAW SPECIFICALLY APPLICABLE TO YOU PROHIBITS THE WARRANTY LIMITATIONS, DISCLAIMERS, OR EXCLUSIONS SET FORTH IN THESE TERMS, SUCH LIMITATIONS, DISCLAIMERS, OR EXCLUSIONS SHALL NOT APPLY TO YOU.
4. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE, AND ANY OF OUR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS WILL NOT BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY LOSS OF USE, REVENUE, OR PROFIT, LOSS OF DATA, OR FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGES, WHETHER ARISING OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, REGARDLESS OF WHETHER SUCH DAMAGE WAS FORESEEABLE AND WHETHER OR NOT WE ADVISED YOU OR ANY THIRD PARTY OF THE POSSIBILITY OF SUCH DAMAGES.
IF, NOTWITHSTANDING THE OTHER PROVISIONS OF THESE TERMS, A COURT OR ARBITRATOR FINDS US LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DAMAGE OR LOSS THAT ARISES OUT OF YOUR USE OF THE SERVICES, OUR LIABILITY SHALL IN NO EVENT EXCEED THE LESSER OF ACTUAL DAMAGES OR FEES PAID TO US IN THE PRIOR TWELVE (12) MONTH PERIOD.
If you are a California resident, you waive California Civil Code Section 1542, which states: “A general release does not extend to claims that the…releasing party does not know or suspect to exist in his or her favor at the time of executing the release, and that if known by him or her would have materially affected his or her settlement with the…released party.” If you are a resident of another jurisdiction—in or outside of the United States—you waive any comparable statute or doctrine to the extent permitted by law.
5. Indemnification
You agree to indemnify us, our affiliates, licensors, and service providers, and our and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns (each, an “Indemnified Party”) from and against any liabilities, fines, damages, settlements, judgments (including reasonable attorneys’ fees and expenses) (each, a “Loss”) and defend any Indemnified Party against any judicial, administrative, or arbitrative claim, action, or proceeding (each, an “Action”) actually or allegedly arising from or related to (i) your violation of these Terms or your use of the Services, including but not limited to any use of the Website's content, services, and products other than as expressly authorized in these Terms, or (ii) your use of any information obtained from the Website.
Your obligation to indemnify and defend any Indemnified Party does not extend to any Action or Loss to the extent that the Action or Loss arose out of our misconduct.
6. Alternative Dispute Resolution, Including Class Action and Jury Trial Waiver
Disputes. The terms of this Section 6 apply to all Disputes between you and us. For the purposes of this Section, “Dispute” means any dispute, claim, or action between you and us arising under or relating to your use of the Services or these Terms, whether in contract, warranty, misrepresentation, fraud, tort, intentional tort, statute, regulation, ordinance, or any other legal or equitable basis, to the broadest meaning allowable under law, except for any claim or action by us for (1) trade secret misappropriation, (2) patent infringement, (3) copyright infringement or misuse, or (4) trademark infringement or dilution.
Dispute Notice. In the event of a Dispute, you or we will send a notice of the Dispute to the other party that includes a written statement that sets forth the name, address, and contact information of the party giving it, the facts giving rise to the Dispute, and the relief requested (the “Dispute Notice”). You must send a Dispute Notice to us to Midea America Corp., 300 Kimball Drive, Suite 201, Parsippany, NJ 07045 (“Midea Notice Address”). We will send a Dispute Notice to you by certified mail to the most recent address we have on file or otherwise in our records for you, or via email if we do not have any such address on file. You and we will work in good faith to schedule an informal conference at a mutually convenient time. If you are represented by counsel, your counsel may participate in the informal dispute resolution conference, but you shall also fully participate in such discussions. If we do not reach an agreement with you to resolve the Dispute within sixty (60) calendar days after the other party receives the Dispute Notice, you and we will engage in mediation as outlined below.
Mediation. If we do not settle the Dispute with you through the informal dispute resolution conference, you and we will next attempt to settle the Dispute by mediation administered by the American Arbitration Association ("AAA") under its Consumer Mediation Procedures or Commercial Mediation Procedures, as applicable (“Applicable AAA Mediation Procedures”) then in effect. The party seeking mediation will initiate mediation by filing a Request for Mediation with the AAA via AAA WebFile at https://fileonline.adrapps.org/, accompanied by a copy of this Agreement and a summary outlining the key issues in the Dispute. The party initiating mediation must simultaneously notify the other party of the filing.
(i) Selection of Mediator. You and we will attempt to mutually agree upon a mediator from the AAA's Panel of Mediators by reviewing the online profiles made available by the AAA. If the parties have not agreed upon a mediator within fourteen (14) calendar days after the filing of the Request for Mediation, the AAA must appoint a mediator in accordance with the Applicable AAA Mediation Procedures. The mediator must abide by the Model Standards of Conduct for Mediators and must disclose any circumstance likely to affect impartiality.
(ii) Conduct of Mediation. The parties will conduct the mediation by video, telephone, or other electronic means, as provided by the Applicable AAA Mediation Procedures, unless the parties mutually agree to in-person sessions. The mediator may request pre-mediation statements from you or us or both addressing the key factual and legal disputes, the parties' underlying interests, and the history of the parties' negotiations. The mediator must not impose a settlement on the parties. You and we will ensure that a person with full authority to settle the Dispute attends all mediation sessions. Before and during the scheduled mediation sessions, you and we will exercise best efforts to prepare for and engage in a meaningful and productive mediation.
(iii) Duration of Mediation. The mediation will end within sixty (60) calendar days after service of a written demand for mediation (the "Mediation Period"), unless you and we mutually agree in writing to extend the Mediation Period. The mediation will terminate upon: (A) the execution of a settlement agreement by the parties; (B) the mediator's written or verbal statement that further efforts at mediation would not result in a resolution of the Dispute; (C) a written or verbal statement by all parties that the mediation proceedings are terminated; or (D) the expiration of the 60 calendar days.
(iv) Confidentiality. Mediation sessions and related mediation communications are private proceedings. The mediator must maintain the confidentiality of all information obtained in the mediation, and you and we must maintain the confidentiality of the mediation. You and we must not rely on or introduce as evidence in any subsequent arbitral, judicial, or other proceeding: (A) views expressed or suggestions made by a party with respect to a possible settlement of the Dispute; (B) admissions made by a party in the course of the mediation proceedings; (C) proposals made or views expressed by the mediator; or (D) the fact that a party had or had not indicated a willingness to accept a proposal for settlement made by the mediator, except as agreed by all parties or as required by applicable law.
(v) Costs. We will pay mediation expenses, with the exception of your filing fee, including mediator fees, unless the parties agree otherwise, but will not be obligated to pay travel expenses.
Binding Arbitration. If the Dispute is not resolved within the Mediation Period, you and we will arbitrate all Disputes between you and us pursuant to the provisions of these Terms. You and we intend that this Agreement memorializes a transaction in interstate commerce, and that its interpretation and enforcement are governed by the Federal Arbitration Act (9 U.S.C. § 1, et seq.) (notwithstanding the choice-of-law provision contained herein).
Arbitration Procedure. If the Dispute is not resolved within the Mediation Period, the Dispute will be resolved by arbitration administered by the American Arbitration Association in accordance with its Consumer Arbitration Rules or Commercial Arbitration Rules then in effect. AAA must not administer any multiple claimant or class arbitration, as the parties agree that the arbitration will be limited to the resolution of individual claims only. Compliance with the notice, negotiation, and mediation procedures set forth above are conditions precedent to the commencement of arbitration.
A single neutral arbitrator will resolve all Disputes, and both parties will have a reasonable opportunity to participate in the selection of the arbitrator. The arbitrator is bound by the terms of this Agreement. Subject to the limitations contained herein, the arbitrator is empowered to grant whatever relief would be available in a court under law or in equity. The arbitrator’s award will be binding on you and us, and any court of competent jurisdiction may enter it as a judgment.
The arbitrator, and not any federal, state, provincial, territorial, or local court or agency, will have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, formation, or enforceability of these Terms, including but not limited to any claim that all or any part of these Terms is void or voidable.
WAIVER OF CLASS ACTIONS AND CLASS ARBITRATIONS. EACH PARTY MAY BRING DISPUTES AGAINST THE OTHER PARTY, BUT ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING, INCLUDING WITHOUT LIMITATION FEDERAL OR STATE CLASS ACTIONS, OR CLASS ARBITRATIONS.
Exclusive Venue for Other Controversies. You and we will file any controversy excluded from the dispute resolution procedure and class action waiver provisions in this Section (other than an individual action filed in small claims court) in the courts located within the State of New York, and you and we both hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such courts for any such controversy.
Small Claims Court. You may bring an individual action in the small claims court of your state, municipality, province or territory if the action is within that court’s jurisdiction and is pending only in that court.
Tolling. All applicable statutes of limitation and contractual limitation periods are tolled during the pendency of the mediation and arbitration procedures set forth in this Section.
7. Miscellaneous
Assignment. You may not assign any of your rights or delegate any of your obligations under these Terms without our prior written consent. Any purported assignment or delegation in violation of this Section is null and void. No assignment or delegation relieves you of any of your obligations under these Terms.
Waiver. No delay in or failure to enforce any right or provision of these Terms by us, partial enforcement, or any course of dealing related to any right or provision of these Terms will constitute a waiver of future enforcement of that right or provision. The waiver of any right or provision will be effective only if evidenced by a written document executed by a duly authorized representative of the party waiving any such right or provision.
No Third-Party Beneficiaries. These Terms are for your sole benefit, and nothing herein, express or implied, intends to confer or will confer any rights or remedies upon any person other than you under these Terms.
Severability. If any provision of these Terms is invalid, illegal, void, or unenforceable, that provision will be deemed severed from these Terms and will not affect the validity or enforceability of the remaining provisions of these Terms.
Entire Agreement. These Terms will be deemed the final and integrated agreement between you and us on the matters contained in these Terms.
Choice of Law. We operate the Services from the United States of America. The laws of the State of New York govern all matters relating to the Services and these Terms, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), without giving effect to any choice or conflict of law provision or rule (whether of the State of New York or any other jurisdiction).