Terms and Conditions of Use

PLEASE READ THESE TERMS AND CONDITIONS OF USE CAREFULLY BEFORE USING THE APP COMPONENT.

IMPORTANT: BY DOWNLOADING, INSTALLING, ACCESSING OR OTHERWISE USING THE APP COMPONENT, YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS AND CONDITIONS OF USE AND THAT YOU UNDERSTAND AND AGREE TO BE LEGALLY BOUND BY THEM. IF YOU DO NOT ACCEPT AND AGREE TO BE LEGALLY BOUND BY AND COMPLY WITH THESE TERMS AND CONDITIONS OF USE, YOU ARE NOT PERMITTD TO DOWNLOAD, INSTALL, ACCESS OR OTHERWISE USE THE APP COMPONENT.

These terms and conditions of use (“Terms and Conditions”) represent a legally binding agreement between you (“You” or “Your”) and Spa Electrics Pty Ltd. (“Spa Electrics”) with respect to Your access to and use of the Spa Electrics branded mobile application component – developed by Spa Electrics to interact with the Spa Electrics’ Lityard 2 Wi-Fi hardware and the Tuya, Inc. (“Tuya”) mobile application, “Smart Life” (“Tuya App”) including its components, Content (as defined below), and all its enhancements, updates, versions and modifications (collectively, the “App Component”).

If You accept these Terms and Conditions, click the check box and press the “Confirm” button. That action is the equivalent of Your signature and indicates Your acceptance of these Terms and Conditions and that You intend to be legally bound by them. If You do not agree with them, please press “Cancel” button.

1. Acceptance of Terms

By downloading, installing, accessing or otherwise using the App Component in any manner, You: (a) indicate Your acceptance of, and agreement to be legally bound by, these Terms and Conditions; (b) agree to comply with any applicable third-party terms and conditions (including any Tuya terms and conditions) in connection with Your use of the App Component; and (c) consent to the installation of the App Component and all related components and software on Your mobile or other compatible device (“Device”).

Spa Electrics may, in its sole discretion and for any reason, vary, supplement or amend these Terms and Conditions at any time, without any notice or liability to You or any other person, by posting revised Terms and Conditions on the App Component. Your continued access to and/or use of the App Component after any such change signifies Your acceptance of, and agreement to be bound by, the revised Terms and Conditions.

2. Technical Requirements

Your use of the App Component may require Your Device to be connected to the Internet. You are solely responsible for the cost and maintenance of any such Internet or mobile connection, including any data usage, roaming or other charges that You incur. Further, You acknowledge that, from time to time, You may be unable to access or use the App Component.

For information on hardware warranty, visit https://spaelectrics.ca/warranty-policy.

Your access or use of the App Component may be subject to certain minimum technical requirements. It is Your responsibility: (a) to ensure that You have access to the hardware and/or software platforms required to access and use the App Component; and (b) for updating and maintaining Your Device, Internet and/or mobile connection. Spa Electrics reserves the right to change or cease support of any hardware or software platforms at any time.

3. Ownership

The App Component consists of various graphics, texts, icons, and other files and materials that have been provided by Spa Electrics and/or its affiliates, third-party providers and licensors (collectively, “Third Parties”). Spa Electrics and the applicable Third Parties own all right, title and interest in and to all content provided by such parties for the App Component, including all such information in text, graphical, video, audio and other formats, images, icons, designs, trademarks, brand names and software (collectively, “Content”). You acknowledge that the App Component, including the Content, is protected to the fullest extent permitted by applicable law. Your use of the App Component does not grant or transfer to You any ownership or other rights in the App Component and, except as expressly provided, nothing herein or within the App Component shall be construed as conferring on You or any other person any license under any of Spa Electrics’ or any Third Party’s intellectual property or other rights.

Certain names, graphics, logos, icons, designs, words, titles or phrases contained within the App Component may constitute trade names, registered or unregistered trademarks or service marks (collectively, “Trademarks”) of Spa Electrics or the applicable Third Parties. All Trademarks are and shall remain the sole and exclusive property of their respective owner(s). Any use of such Trademarks without the express written consent of the applicable owner is strictly prohibited. Nothing contained herein or on the App Component may be construed as granting, by implication or otherwise, any license to use any of the Trademarks. You agree that You shall not take any actions inconsistent with Spa Electrics’, or any Third Party’s, ownership of the Trademarks.

4. Privacy Policy

Without limiting the generality of these Terms and Conditions, Your use of the App Component is also subject to the terms of Spa Electrics’ privacy policy available at https://www.spaelectrics.ca/privacy (“Privacy Policy”), which is incorporated into and made part of these Terms and Conditions.

Please review the Privacy Policy carefully, as it describes how Spa Electrics handles the information You provide when You use the App Component. By accessing or otherwise using the App Component, You signify that You have read, fully understand and consent to the collection and use (as set forth in the Privacy Policy) of this information and You agree to be legally bound by the Privacy Policy.

5. Right to Use

Upon Your acceptance of these Terms and Conditions, You are granted a limited, non-sublicensable, non-assignable, non-exclusive, non-transferrable and revocable right and licence to view, use and access the App Component for personal use (“Licence”) on any Device that You own or control and as permitted by and subject to any applicable third party usage rules, including those set out in the Tuya User Agreement and/or any app stores applicable to Your Device (“Usage Rules”). This Licence does not allow You to use the App Component on any mobile or other device that You do not own or control. This Licence does not include any rights not specifically set out herein. You agree that You shall not take or permit any action with respect to the App Component that is not expressly authorized under this Licence. Your Licence to use the App Component is automatically revoked upon termination or expiration of these Terms and Conditions.

6. Use of the App Component

Without limiting the generality of any other aspect of these Terms and Conditions, You agree that:

(a) You shall only use the App Component for Your own personal, non-commercial use;

(b) any obligations or agreements You have with Tuya, including with respect to Your use of the Tuya App, are separate and independent to these Terms and Conditions and Spa Electrics shall have no liability with respect to any such obligations or agreements; and

(c) You shall not:

(i) rent, lease, sublicence, sell, assign, loan, distribute or otherwise transfer the App Component or any part thereof;

(ii) reverse engineer, disassemble, decompile, or translate the App Component;

(iii) remove or destroy any proprietary notice, marking or restriction from the App Component;

(iv) attempt to: (A) derive the source code of the App Component; (B) modify or adapt the App Component; (C) merge the App Component into another program or create derivative works based upon the App Component; (D) use the App Component to create a competing product; and/or (E) authorize or assist any third party to do any of the foregoing;

(v) use the App Component in violation of any laws, regulation or court order or for any unlawful, deceptive or abusive purpose;

(vi) use the App Component in any manner that could harm Spa Electrics or Tuya;

(vii) use, copy (except as expressly permitted by these Terms and Conditions and the Usage Rules), modify, download, republish, reproduce, distribute, display, post or transmit any part of the App Component;

(viii) perform an action with the intent of: (A) infringing or violating any intellectual property rights or any other rights of anyone else, including Spa Electrics; or (B) introducing to the App Component any viruses, worms, defects, trojan horses, malware or any items of a destructive nature or disabling the App Component or other end user devices; and

(ix) circumvent any technical measures Spa Electrics uses to provide the App Component, including violating the security of any computer network, cracking any passwords or security encryption codes, or using any robot, spider, scraper, or any other means, manual or automated, to access the App Component for any purpose.

7. Access and Availability

To the extent permitted by law, Your access to the App Component or any of its features may be changed, suspended, terminated or varied, temporarily or permanently, at any time without any notice or liability to You or any other entity. If these Terms and Conditions are terminated by Spa Electrics for any reason, the agreement formed by Your acceptance of these Terms and Conditions shall nevertheless continue to apply and be binding upon You in respect of Your prior use of the App Component, and anything relating to or arising from such use. If You are dissatisfied with the App Component, then Your sole and exclusive remedy is to discontinue using the App Component.

8. Disclaimer of Warranties – Read the Following Carefully

Except as expressly set out herein, and to the maximum extent permitted by applicable law, the App Component is provided on an “as is” and “as available” basis. Spa Electrics expressly disclaims all representations, warranties and conditions of any kind relating to the App Component, whether express, implied, statutory or otherwise, including any warranties or conditions of merchantability, quality, fitness for a particular purpose, title and/or non-infringement. In addition, Spa Electrics makes no representation, warranty or guarantee regarding the accuracy, completeness, currency, reliability, suitability, timeliness, usefulness, secure nature, or availability of the App Component, or that the App Component shall be uninterrupted, error-free or meet Your requirements. Any information, services, products, or other items obtained or accessed via the App Component are provided to You solely at Your own risk and You shall be solely responsible for any harm to You or to others that results from anything obtained via any interactions with the App Component. For clarity, Spa Electrics assumes no responsibility and shall not be liable for any loss or damage arising from or in connection with the Tuya App.

Spa Electrics assumes no responsibility, and shall not be liable for any damages to or any viruses affecting Your Device or other property on account of Your access to or use of the App Component or Your downloading of any materials or other data from the App Component, regardless of whether or not Spa Electrics knew or should have foreseen or known of same.

Spa Electrics assumes no responsibility, and shall not be liable for any loss, damage, expense (medical or otherwise), illness or injury, including death or disability (including permanent disability), that You or a third party may suffer, or that Your heirs or next of kin, or those of any third party may suffer, as a result of Your use of the App Component.

9. Maximum Liability

In no event shall Spa Electrics be liable to You or any other person for any claims, losses, liabilities, damages, suits, actions, penalties, costs or expenses (collectively, “Claims”) or any special, exemplary, punitive, direct, indirect, incidental or consequential damages of any kind (including, economic loss, lost profits or lost savings), which arise out of or are in any way connected with Your use of the App Component, the operation of the App Component, Your activities in connection with the App Component, and/or any failure or delay in the operation of the App Component, even if Spa Electrics has been advised of the possibility of such damages.

If Spa Electrics should be found liable for any loss or damage which arises out of or is in any way connected with any of the functions or uses of the App Component, the total aggregate liability of Spa Electrics shall in no event exceed $100 (CAD).

10. Indemnity

To the maximum extent permitted by applicable law, You agree to indemnify, defend (at Spa Electrics’ option) and hold harmless Spa Electrics from and against any and all Claims arising from or in connection with: (a) Your use of the App Component and Your activities in connection therewith; (b) Your breach of any of the terms contained in these Terms and Conditions; (c) Your violation or anticipatory violation of any applicable laws in connection with your use of the App Component or Your activities in connection therewith; (d) any information or material transmitted through Your Devices used to access the App Component, even if not submitted by You, that infringes, violates or misappropriates any rights of a third party; and (e) Your cause of, or contribution to, the injury, illness, disability (including permanent disability), or death of a third party.

11. Third Party Beneficiaries

You acknowledge and agree that Tuya and its subsidiaries, as applicable, are third party beneficiaries of these Terms and Conditions, and that, upon Your acceptance of these Terms and Conditions, Tuya shall have the right (and shall be deemed to have accepted the right) to enforce these Terms and Conditions against You as a third party beneficiary hereof.

12. External Links

The App Component may contain links and pointers to third-party websites. Such links are provided for convenience only and do not imply endorsement, investigation or verification by Spa Electrics of the linked website or information contained therein, or of its security or privacy practices. You are responsible for reviewing the terms of any site to which You navigate. Spa Electrics shall not be responsible for the content of any linked websites and makes no representation or warranty regarding any such websites, or the content published on such websites.

If You decide to access other websites, You do so at Your own risk and Spa Electrics shall not be responsible or liable for any damages in connection with such linking. In addition, Spa Electrics does not endorse or approve of any websites linked from or to the App Component, except for other websites operated by Spa Electrics.

13. Electronic Communications

When You visit the App Component or send e-mails to Spa Electrics, You are communicating with Spa Electrics electronically. You consent to receive communications from Spa Electrics electronically. Spa Electrics shall communicate with You by e-mail or by posting notices on the App Component. You agree that all agreements, notices, disclosures and other communications that Spa Electrics provides to You electronically satisfy any legal requirement that such communications be in writing. You can opt out of receiving email communications at any time by contacting Spa Electrics using the contact information below.

14. Governing Law and Jurisdiction

The Terms and Conditions and Your use of the App Component are governed by the laws of the Province of Ontario and the applicable laws of Canada, without regard to any conflict of laws principles. You expressly consent and submit to the exclusive jurisdiction of the courts located in the Province of Ontario, Canada, with respect to any dispute arising under these Terms and Conditions.

15. Entire Agreement

The Terms and Conditions, together with the Privacy Policy and any other rules, policies or guidelines posted on the App Component by Spa Electrics or incorporated herein, constitute the entire agreement between You and Spa Electrics with respect to the subject matter hereof and supersedes all oral or written previous agreements, negotiations, representations, warranties, and statements between the parties regarding such subject matter.

You acknowledge that You have not been induced to enter these Terms and Conditions by any representation or information given or made by or on behalf of Spa Electrics. You further acknowledge that there are no representations, warranties or other agreements between the parties, express or implied, in connection with the subject matter of these Terms and Conditions, except as specifically set out herein.

16. Relationship

The relationship between Spa Electrics and You shall be that of independent contractors, and neither party nor any of their respective officers, agents or employees shall be held or construed to be partners, joint ventures, fiduciaries, employees or agents of the other as a result of these Terms and Conditions or Your use of the App Component.

17. Interpretation

The headings used in these Terms and Conditions are included for convenience only and shall not limit or otherwise affect these Terms and Conditions. Every use of the words “including” or “includes” in these Terms and Conditions is to be construed as meaning “including, without limitation” or “includes, without limitation”, respectively.

If any part of these Terms and Conditions is held to be invalid or unenforceable, such part shall be severed and the rest of the provision and these Terms and Conditions shall remain in full force and effect. A party’s waiver of any right, or failure to exercise a remedy, is not a continuing waiver of such right or remedy.

Any obligations that by their nature survive the expiry or termination of these Terms and Conditions shall continue thereafter in full force, and shall bind the parties and their respective successors and permitted assigns.

18. Language

The parties acknowledge that a French version of these Terms and Conditions was made available, but they have chosen to proceed with the English version. The parties confirm that it is their wish that these Terms and Conditions, as well as all other documents relating to these Terms and Conditions, including notices, be drawn up in English only. Les parties reconnaissent qu'une version française des présentes Conditions d'utilisation a été mise à disposition, mais elles ont choisi de procéder à la version anglaise. Les parties confirment qu'elles souhaitent que les présentes Conditions d'utilisation, ainsi que tous les autres documents relatifs aux présentes Conditions d'utilisation, y compris les mentions, soient rédigés uniquement en anglais.

19. Contact Us

The legal business name of Spa Electrics is Spa Electrics Pty Ltd. You have any questions about Spa Electrics, the App Component or these Terms and Conditions, please contact us at:

Spa Electrics Pty Ltd.
1/9 Monterey Road
Dandenong VIC 3175
Australia
info@spaelectrics.com.au