TERMS AND CONDITIONS

ATTENTION: This is a binding agreement between You, the person or entity agreeing to the terms contained in this document (“You”, “Your” or “Customer”), and NexDerma Research, LLC, the owner and administrator of this Website and all content and functionality contained herein (“NXD”, “Our”, “Us”, or “Company”) (collectively, the “Parties” or “We”).  These terms and conditions, as well as any additional terms, conditions and covenants referenced in or made available by hyperlink in this document (collectively, these “Terms”, “Terms of Use” or this “Agreement”), govern Your use of and access to this Website and any and all of its sub-pages (collectively, the “Website”). 

IT IS STRONGLY RECOMMENDED THAT YOU REVIEW THIS DOCUMENT IN ITS ENTIRETY BEFORE ACCESSING, USING OR BUYING ANY PRODUCT THROUGH THE WEBSITE. 

ACCEPTANCE OF TERMS OF USE

By using, visiting, or browsing the Website, as well as placing an order with NXD through the Website, you accept, without limitation or qualification, these Terms of Use and agree, without limitation, to the terms of Our Privacy Statement.  If You do not agree to be bound by these Terms of Use and Privacy Statement, You should exit the Website immediately.  By accessing, using or ordering products through the Website, You affirm that You have read this Agreement and understand, agree, and consent to all Terms contained herein. 

These Terms of Use constitute the entire agreement between NXD and You, and supersedes all prior or contemporaneous agreements, representations, warranties, and understandings with respect to the Website, the content, products, or services provided by or through the Website, and the subject matter of these Terms of Use.  This Agreement is intended to be governed by the Electronic Signatures in Global and National Commerce Act.  You manifest Your agreement to the Terms in this document by any act demonstrating Your assent thereto, including clicking any button containing the words “Yes Please”; “I Agree”; “Rush My Order”; “Submit” or similar syntax, or by merely accessing the Website, whether You have read these terms or not.  It is suggested that You print this form for Your personal records.

You further agree not to use or access the Website if doing so would violate the laws of Your state, province or country.  At the bottom of this page appears a “last modified” date.  If the “last modified” date remains unchanged, then You may presume that no changes have been made since the “last modified” date.  A changed “last modified” dates indicates that this document has been updated or edited, and the updated or edited version supersedes any prior versions immediately upon posting.

CHANGES TO TERMS OF USE

NXD reserves the right, at its discretion, to change, modify, add, or remove portions of this Agreement and Our other policies and agreements related to the Website at any time and in any manner, without prior notice to You. You are bound by such revisions and should therefore periodically visit this page to determine the then current Terms of Use to which You are bound. You can review the most current version of the Terms of Use at any time by clicking on the “Terms and Conditions” hyperlink located at the bottom of the pages on the Website. By using the Website, You signify Your acceptance of this Agreement. Your use of the Website after changes are made signifies Your assent to be bound by this Agreement and the Privacy Statement as they exist at that time.

ORDERING PRODUCTS THROUGH THE WEBSITE; POLICIES

NXD offers various products for sale (collectively, the “Products”) on the Website. These Products include, but are not limited to, NaturaLift MD.  NXD reserves theright to modify the prices charged for these Products, or to add or remove any Products from the Website, at any time without prior notice to You.  Price quotes provided to You prior to any price modification shall be honored. 

Shipping Terms

Orders are generally shipped within 24-48 hours of receipt (MON-FRI) using the shipping method selected. Please be advised that shipments are not sent on Saturdays, Sundays, or any Holidays. NXD does not guarantee specific arrival dates or times. NXD does not refund or credit delivery or processing charges for any shipments.

Free Trial Period For NaturaLift MD

NOTE:  NXD provides a 14-day free trial period (“Free Trial”) for NaturaLift MD, as described in this Agreement.  This Free Trial is provided only for NaturaLift MD, and does not apply to any other Product offered for sale on the Website unless specified. 

Beginning on the day that You place an order for NaturaLift MD from the Website, Your credit card will be charged only a shipping and handling charge of $4.99 (shipping and handling is increased for international deliveries), and Your fourteen (14) day Free Trial period begins (“Free Trial Period”). You agree that NXD can charge Your credit card for this amount, and You agree to pay such amount regardless of whether You cancel Your Free Trial in a timely fashion or not.  Shipping and handling charges are non-refundable.  The Free Trial Period is calculated in calendar days, not business days. 

As part of Your Free Trial, You will be shipped a thirty (30) day supply of NaturaLift MD. Delivery time is subtracted from Your Free Trial Period, and will reduce the number of days allocated to Your Free Trial Period.  If You want to extend Your Free Trial Period due to slow postal delivery or delayed pickup, You must call Our Customer Service Department toll-free at 1-800-597-LIFT.  Reasonable requests (as determined by NXD, in its sole discretion) to extend Your Free Trial Period generally will be granted.  You must contact Us before the expiration of Your 14-day Free Trial Period if You have not received Your trial NaturaLift MD. If You fail to contact us within Your 14-day Free Trial Period and NXD has delivery confirmation at Your address, NXD cannot be held liable for Your shipments and NXD will assume that You have received the product.

Home Delivery Plan For NaturaLift MD

If You are satisfied with NaturaLift MD and wish to continue to receive NaturaLift MD on a monthly basis, You need do nothing else.  Upon the expiration of the Free Trial Period, You will be automatically enrolled in Our Home Delivery Plan, and Your credit card will be billed for the full cost of NaturaLift MD that You ordered (i.e., a thirty (30) day supply).  At present, the full cost of a thirty (30) day supply of NaturaLift MD is $86.28 (Florida residents add sales tax).

Unless You cancel Your enrollment in Our Home Delivery Plan, approximately thirty (30) days following Your original order date (and every thirty (30) days thereafter), NXD will send you another thirty (30) day supply of NaturaLift MD and the credit card You provided to us will be automatically billed $86.28 for delivery of this additional thirty (30) day supply of NaturaLift MD (Florida residents add sales tax) plus a shipping and handling charge of $4.99 (shipping and handling is increased for international deliveries).

YOU UNDERSTAND THAT THIS CONSUMER TRANSACTION INVOLVES A NEGATIVE OPTION AND THAT YOU WILL BE LIABLE FOR PAYMENT OF PRODUCT THAT WAS SHIPPED TO YOU, AND FUTURE SHIPMENTS OF PRODUCT, IF YOU FAIL TO NOTIFY US TO STOP SUPPLYING THE PRODUCT TO YOU.

 Ordering Products Other Than NaturaLift MD

Products offered for sale by NXD on the Website, with the exception of NaturaLift MD, are not offered in connection with any Free Trial or Free Trial Period, and are billed in full at the time of Your order.  The price of each Product may vary and will be disclosed adjacent to the Product on the Website.  Your credit card will be billed for this amount on the date You place Your order and it will appear as a separate transaction on your billing statement.  You manifest Your agreement to ordering these Products and to this immediate charge by clicking any button containing the words “Rush My Order Today”; “I Agree”; “Rush My Bottle Today”; “Submit” or similar syntax, whether You have read these terms or not. 

Customer Contact Policy

You are required to provide an accurate phone number, e-mail address, and shipping address when placing Your order.

Delivery Confirmation Policy

Because a variety of instances beyond Our control may occur at Your shipping address, You agree that any delivery confirmation (even those that do not include a signature) provided by the selected shipping provider is deemed sufficient proof of delivery to the credit card holder.

CANCELLATION OF FUTURE DELIVERIES OF NaturaLift MD

If You wish to cancel future deliveries of NaturaLift MD, You must call Our Customer Service Department toll-free at 1800-597-LIFT prior to the expiration of the Free Trial Period and cancel Your order and any future deliveries.  If you cancel prior to the expiration of the Free Trial Period, You will only be billed for shipping and handling.  You need not return the NaturaLift MD product to NXD if You cancel within the Free Trial Period.   Please note, if You fail to call NXD and cancel prior to the expiration of the Free Trial Period, Your credit card will be charged for the NaturaLift MD  that was shipped to You.

After expiration of the Free Trial Period, You may at anytime cancel your enrollment in Our Home Delivery Plan or modify the frequency of Your future shipments of NaturaLift MD by calling Our Customer Service Department toll-free at 1800-597-LIFT.  You will be responsible for payment for any Product that has either (i) already been shipped to You or (ii) already been delivered to You at the time of Your call.

REFUNDS/RETURNS OF ANY PRODUCT

If You are not satisfied with a Product for any reason, simply contact Us within 30 days of placing your order to process Your return and You will only be billed for shipping and handling.  Failure to use the product(s) does not constitute a basis for refusing to pay any associated charges (i.e. trial charge).  Refunds will be given on unopened Products only.  Returned merchandise requires a delivery confirmation from the shipping provider.  Refunds will not be given on packages marked “Return To Sender.”   NXD will not provide any refunds or accept any returns for any cancellations made more than 30 days after placing Your order. 

For purposes of calculating the 30 days for this refund/return policy, each NaturaLift MD product that is delivered after the expiration of the Free Trial Period is deemed to have been ordered when such product is billed to Your credit card.

CREDIT CARD DESCRIPTOR; BILLING ERRORS

By ordering Products from NXD, You authorize NXD to charge Your credit card accordingly.  This authority shall remain in effect until and unless You have cancelled future orders of the Products as described in this Agreement, above.  Please be aware that the descriptor (or subject line) that appears on Your credit card statement or entry may appear as NEXDERMA RESEARCH LLC. or a name similar to NaturaLift MD. 

If You believe that You have been erroneously billed, please notify Our Customer Service Department toll-free at 1800-597-LIFT immediately of such error.  If NXD does not hear from You within thirty (30) days after such billing error first appears on any account or credit card statement, such fee will be deemed acceptable by You for all purposes, including resolution of inquiries made by Your credit card issuer. You release us from all liabilities and claims of loss resulting from any error or discrepancy that is not reported to Us within thirty (30) days of its publication. 

MODIFICATIONS OF PRODUCT OFFERINGS AND PRICE

NXD reserves the right to modify the prices charged for the Products, or to add or remove any Products, from the Website at any time without prior notice to You.  Price quotes provided to You prior to any price modification shall be honored. 

LIMITATION OF LIABILITY AND DISCLAIMER OF WARRANTY

THE MATERIALS AND PRODUCTS CONTAINED AND OFFERED ON THE WEBSITE ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, NXD DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR OTHER VIOLATIONS OF RIGHTS.  IN NO EVENT SHALL NXD OR ITS OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, INDEPENDENT CONTRACTORS, TELECOMMUNICATIONS PROVIDERS, AND AGENTS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES, UNDER ANY CAUSE OF ACTION WHATSOEVER INCLUDING, BUT NOT LIMITED TO, CONTRACT, TORT, STRICT LIABILITY, WARRANTY, OR OTHERWISE, FOR ANY CLAIM CAUSE OF ACTION, FEE, EXPENSE, COST, OR LOSS (COLLECTIVELY, “CLAIMS”) ARISING FROM OR RELATED TO THIS AGREEMENT, THE PRIVACY STATEMENT, THE PRODUCTS, OR THE CUSTOMER’S USE OF THE WEBSITE OR ANY PRODUCT.

NXD ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY ERRORS OR OMISSIONS IN THE CONTENT OF THE WEBSITE, THAT DEFECTS WILL BE CORRECTED, OR THAT ANY NXD WEBSITE OR THE SERVERS THAT MAKE SUCH MATERIALS AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; NXD FURTHER ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY FAILURES, DELAYS, MALFUNCTIONS, OR INTERRUPTIONS IN THE DELIVERY OF ANY CONTENT CONTAINED ON THE WEBSITE; ANY LOSSES OR DAMAGES ARISING FROM THE USE OF THE CONTENT PROVIDED ON THE WEBSITE; OR ANY CONDUCT BY USERS OF THE WEBSITE, EITHER ONLINE OR OFFLINE. NXD DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE MATERIALS ON ANY NXD WEBSITE IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR, OR CORRECTION.

You agree that NXD’s entire liability for all CLAIMS shall be limited, in the aggregate, to the lesser of (i) USD $500.00, or (ii) the total amount of money You paid to NXD in the one (1) month period immediately preceding the incident on which Your alleged claim is based.  This limitation of liability shall apply for all CLAIMS, regardless of whether NXD was aware of or advised in advance of the possibility of damages or such CLAIMS. 

The warranties and representations specifically set forth in this agreement are the only warranties and representations with respect to this Agreement, and are in lieu of any and all other warranties, written or oral, express or implied, that may arise either by agreement between the parties hereto or by operation of law, including warranties of merchantability and fitness for a particular purpose.  None of these warranties and representations will extend to any third person. Some jurisdictions do not allow the exclusion of certain warranties, so some of the above exclusions may not apply to You.

REPRESENTATIONS; PRODUCT DISCLAIMERS

NXD is committed to improving the well-being of our customers by providing safe and effective wellness products made with the highest quality ingredients.  You understand, however, that Our Products have not been evaluated by the Food and Drug Administration, and Our Products are not intended to diagnose, treat, cure or prevent any disease.  The information on this Website or in emails is designed for informational purposes only and is not intended to be a substitute for informed medical advice or care.

You understand that You should not use this information to diagnose or treat any health problems or illnesses without consulting Your doctor or physician. You further understand that this Product is not intended for use by persons under 18 years of age.  You also understand that Our Products are not intended or to be used to treat any type of medical condition such as obesity. You agree that You either have consulted, or will consult, with a physician or doctor before using any of Our Products, particularly if You suffer from any medical condition including, but not limited to, strokes, high blood pressure, heart, liver, kidney or thyroid disease, diabetes, anemia, depression, anxiety, other psychiatric conditions, a family history of these or other medical conditions, or if taking any prescription, OTC and/or other herbal medications, and You agree that you will cease immediately from taking or using Our Products if You experience any ill effects or unintended side effects of any Product.

NXD endeavors to provide You with accurate information about Our Products.  You understand and agree that the information NXD conveys about or Products and/or the efficacy of Our Products, is obtained from independent third parties such as news agencies, scientific reports, and scientific / research entities (“Third Parties”).  NXD does not warrant or represent that such information is error-free, and NXD does not represent or endorse any Third Parties or the methods that they use to arrive at their conclusions. All Product specifications, performance data, and other information on the Website is for informational and illustrative purposes only, and do not constitute a guarantee or representation that the Products will conform to such specifications or performance data.

NXD does not warrant or represent that Our Products will provide You with any particular benefits, or that Your results will match those of others who consume Our Products.  Individual results will vary from person to person, and are dependent on factors including age, weight, diet, and exercise regimen. 

By using the Website, You agree to comply with all applicable laws and regulations of the United States. The material provided on the Website is protected by law including, but not limited to, United States copyright and trademark law and international treaties. NXD makes no representation that materials contained in the Website are appropriate or available for use in other locations and access to them from territories where their contents are illegal is prohibited. Those who choose to access the Website from other locations outside the United States do so at their own initiative and are responsible for compliance with applicable local laws.

YOUR REPRESENTATIONS

You hereby represent and warrant thatY ou are age eighteen (18) or older, that You have read this Agreement and thoroughly understand the terms contained in this Agreement, that any Products You purchase from the Website will be used for Your personal, non-commercial use, and that You will not re-sell, re-distribute or export any Product that You order from the Website.  You further represent that NXD has the right to rely upon all information provided to NXD by You, and NXD may contact You by email, telephone or postal mail for any purpose, including but not limited to (i) follow-up calls, (ii) customer satisfaction surveys, and (iii) inquiries about any orders You placed, or considered placing, at or through the Website. 

INTELLECTUAL PROPERTY

The Website and all of its contents including, but not limited to, articles, other text, photographs, illustrations, graphics, product names, designs, logos, and the collection, arrangement, and assembly of all content (collectively, “the Intellectual Property”) are protected by copyright, trademark, and other laws of the United States, as well as international conventions and the laws of other countries. The Intellectual Property is the exclusive property of NXD or its licensors.  No license or ownership rights in or to any of the Intellectual Property are conveyed to You by virtue of this Agreement or by Your purchase of any Product from the Website.  The Intellectual Property is protected by the copyright and trademark laws of the United States.  Unless otherwise permitted by law, none of the Intellectual Property may be reproduced by You without NXD’s prior written permission.

WEBSITE USER CONDUCT AND RESTRICTIONS

You must be 18 years of age or older to access Our Website. As a user of the Website, You agree that in connection with Your use of the Website and the content You will not:

1.     Upload, post, email, or otherwise transmit any content that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, pornographic, libelous, invasive of anyone's privacy, hateful, or racially, ethnically, or otherwise objectionable;

2.     Conduct Yourself in an inappropriate, offensive, indecent, or vulgar manner while using Our service or Website;

3.     Use the Website for any unlawful purpose;

4.     Upload, post, email, or otherwise transmit any content that You do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary, and confidential information learned or disclosed as part of employment relationships or under non-disclosure agreements);

5.     Upload, post, email, or otherwise transmit any content that infringes any patent, trademark, trade secret, copyright, or other intellectual property right of any party;

6.     Upload, post, email, or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation;

7.     Upload, post, email, or otherwise transmit any material that contains software viruses or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment;

8.     Interfere with or disrupt the Website, the services, the content or servers or networks connected to the Website, the services or the content, or disobey any requirements, procedures, policies, or regulations of networks connected to the Website, the services, and/or the content, the terms of which are incorporated herein;

9.     Intentionally or unintentionally violate any applicable local, state, national, or international law.

Without the express prior written authorization of NXD, You may not: 

1.     Duplicate the Website (except as expressly provided elsewhere in this Agreement or as permitted by law);

2.     Create derivative works based on the Website  or any of the Intellectual Property;

3.     Remove any copyright or other proprietary notices from the Website or any of the Intellectual Property contained therein;

4.     Frame or utilize any framing techniques in connection with the Website or any of the Intellectual Property;

5.     Use any meta-tags or any other “hidden text” using the Website’s name or marks;

6.     “Deep-link” to any page of the Website;

7.     Circumvent any encryption or other security tools used anywhere on the Website (including the theft of user names and passwords or using another person’s user name and password in order to gain access to a restricted area of the Website);

8.     Use any data mining, bots, or similar data gathering and extraction tools on the Website;

9.     Use any device, software or routine to bypass any operational element or to interfere, or attempt to interfere, with the proper working of the Website, server or activities conducted therein; or,

10.   Take any action that imposes an unreasonable or disproportionately large load on the Website or its network infrastructure.

TERMINATION OF AGREEMENT

This Agreement shall remain in force as long as You access the Website, use any functions or features of the Website, or order anything from the Website.  NXD reserves the right to terminate this Agreement without notice and/or refuse to sell to anyone who NXD believes, in Our sole discretion, (i) has violated any of the terms of this Agreement, (ii) is abusing the Products or the services NXD provides, or (iii) is unable to provide Us with sufficient information to allow Us to properly identify the customer’s real name, address, or other contact information.

NOTICE

Any notice required to be given under this Agreement to You may be provided to You by postal mail or by email.  If notice is sent by email, such notice shall be sent to the last known email address that You provided to Us, and shall be deemed delivered once sent.  Notices by customers to NXD must be sent in writing to the following address: NexDerma Research, Inc., 8605 Santa Monica Blvd., Los Angeles, CA 90069. 

LINKS

The Website may provide links to other World Wide Web sites or resources. NXD has not reviewed these websites and is not responsible for the accuracy, content, privacy policies or availability of information found on websites that link to or from any NXD Website. NXD cannot ensure that You will be satisfied with any products or services that You purchase from a third-party site that links to or from any NXD Website or third-party content on our sites. NXD does not endorse any of the merchandise, nor has NXD taken any steps to confirm the accuracy or reliability of any of the information contained in such third-party sites or content. NXD does not make any representations or warranties as to the security of any information (including, without limitation, credit card and other personal information) You might be requested to give any third party, and You hereby irrevocably waive any claim against NXD with respect to such sites and third-party content. NXD strongly encourages You to make whatever investigation You feel necessary or appropriate before proceeding with any online or offline transaction with any of these third parties. Neither NXD nor its affiliates, officers, directors, shareholders, employees, independent contractors, telecommunications providers, or agents shall be liable for any damages, including but not limited to direct, indirect, incidental, consequential, or punitive damages arising out of your use of third-party material or third-party sites that are linked to this Website. No link to the Website may be framed to the extent that such frame contains any sponsorship, advertising, or other commercial text or graphics. All links to the Website must be to www.NaturaLiftMD.com. Deep linking to internal pages of this Website is expressly prohibited without prior written consent from NXD. 

FORCE MAJEURE

NXDshall not be responsible for any failure to perform due to unforeseen circumstances or to causes beyond Our reasonable control, including but not limited to: acts of God, such as fire, flood, earthquakes, hurricanes, tropical storms or other natural disasters; war, riot, arson, embargoes, acts of civil or military authority, or terrorism; strikes, or shortages in transportation, facilities, fuel, energy, labor or materials; failure of the telecommunications or information services infrastructure; hacking, SPAM, or any failure of a computer, server or software, for so long as such event continues to delay NXD’s performance. 

INDEMNITY

You agree to defend, indemnify, and hold harmless NXD, its affiliates, officers, directors, shareholders, employees, independent contractors, telecommunications providers, and agents, from and against any and all claims, actions, loss, liabilities, expenses, costs, or demands, including, but not limited to, reasonable legal and accounting fees, which are not limited to Florida’s Statewide Uniform Guidelines For Taxation of Costs in Civil Actions, for all damages directly, indirectly, and/or consequentially resulting or allegedly resulting from Your use, misuse, or inability to use the Website, or Your breach of any of these terms and conditions of this Agreement.  NXD shall promptly notify You by electronic mail of any such claim or suit, and cooperate fully (at Your expense) in the defense of such claim or suit. If NXD does not hear from You promptly, NXD reserves the right to defend such claim or suit and seek full recompense from You.

DISPUTE RESOLUTION BY BINDING ARBITRATION   We Each agree To First Contact Each Other With Any Disputes We each agree to first contact each other with any disputes and provide a written description of the problem, all relevant documents/information, and the proposed resolution.  You agree to contact Us with disputes by calling Us at 1800-597-LIFT or writing to Us at NexDerma Research, inc., 8605 Santa Monica Blvd., Los Angeles, CA 90069.  NXD will contact You by letter to Your billing address You provided Us. Instead Of Suing In Court, We Each Agree To Arbitrate Disputes We each agree to finally settle all disputes (as defined and subject to any specific exceptions below) only by arbitration.  In arbitration, there is no judge or jury and review is limited.  However, just as a court would, the arbitrator must honor the terms and conditions in this Agreement, the Terms of Use, and the Privacy Statement, and can award the same damages and relief, including any attorney’s fees authorized by law.  The arbitrator’s decision and award is final and binding, with some exceptions under the Federal Arbitration Act (“FAA”), and judgment on the award may be entered in any court with jurisdiction.  We also each agree as follows: 1.     “Disputes” are any claims (including the definition of “claims” contained in the section Limitation of Liability and Disclaimer of Warranty above) or controversies against each other related in any way to this Agreement, the Terms of Use, the Privacy Statement, or Your purchase and use of the Product.  This includes claims You bring against Our affiliates, officers, directors, shareholders, employees, independent contractors, telecommunications providers, or agents or other representatives, or that NXD brings against You. 2.     If either NXD or You wants to arbitrate a dispute, We each agree to send written notice to the other providing a description of the dispute, previous efforts to resolve the dispute, all supporting documents/information, and the proposed resolution.  Notice to You will be sent to Your billing address that You provided Us and notice to Us will be sent to: NexDerma Research, inc., 8605 Santa Monica Blvd., Los Angeles, CA 90069.  We each agree to make attempts to resolve this dispute within forty-five (45) days of receipt of the notice to arbitrate, then We may submit the dispute to formal arbitration. 3.     The FAA applies to this Agreement and arbitration provision.  We each agree that the FAA’s provisions, not state law, govern all questions of whether a dispute is subject to arbitration. 4.     The arbitration will be administered by the National Arbitration Forum (“NAF”) under its arbitration rules.  If any NAF rule conflicts with the terms of this Agreement, the terms of this Agreement apply.  You can obtain procedures, rules, and fee information from the NAF at 1-800-474-2371 or www.adrforum.com. 5.     Unless We each agree otherwise, the Arbitration will be conducted by a single neutral arbitrator and will take place in the state of Your last billing address.  The federal or state law that applies to the Agreement will also apply during the Arbitration. 6.     We each agree not to pursue arbitration on a consolidated or classwide basis.  We each agree that any arbitration will be solely between You and NXD (not brought on behalf of or together with another individual’s claim).  If for any reason any court or arbitrator hold that this restriction in unconscionable or unenforceable, then this agreement to arbitrate does not apply and the dispute must be brought in court. 7.     We each are responsible for our own costs relating to counsel, experts, and witnesses, as well as any other costs relating to the arbitration.  However, NXD will cover any arbitration administrative or filing fee above: (a) $25 if You are seeking less than $1,000 from NXD; or (b) the equivalent court filing fees for a court action in the appropriate jurisdiction if you are seeking $1,000 or more from us. No Class Actions TO THE EXTENT ALLOWED BY LAW, WE EACH WAIVE ANY RIGHT TO PURSUE DISPUTES ON A CONSOLIDATED OR CLASSWIDE BASIS; THAT IS, TO EITHER JOIN A CLAIM WITH THE CLAIM OF ANY OTHER PERSION OR ENTITY, OR ASSERT A CLAIM IN A REPRESENTATIVE CAPACITY ON BEHALF OF ANYONE ELSE IN ANY LAWSUIT, ARBITRATION, OR OTHER PROCEEDING. No Trial By Jury TO THE EXTENT ALLOWED BY LAW, WE EACH WAIVE ANY RIGHT TO TRIAL BY JURY IN ANY LAWSUIT, ARBITRATION, OR OTHER PROCEEDING.

GOVERNING LAW

You agree that this Agreement and any issue or dispute arising out of or otherwise related to this Agreement or with Your use of our Website, Intellectual Property, the Terms of Use, the Privacy Statement, or any matter concerning NXD shall be governed exclusively by the laws of the State of Florida, excluding its conflict of law provisions.    

SEVERABILITY

If for any reason a court of competent jurisdiction finds any provision of this Agreement, the Terms of Use, the Privacy Statement, or any portion thereof, to be invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the remainder of the Agreement, the Terms of Use, and the Privacy Statement will continue in full force and effect. 

NO WAIVER

No waiver of or by NXD shall be deemed a waiver of any subsequent default of the same provision of this Agreement.  If any term, clause or provision hereof is held invalid or unenforceable by a court of competent jurisdiction, such invalidity shall not affect the validity or operation of any other term, clause or provision and such invalid term, clause or provision shall be deemed to be severed from this Agreement.

HEADINGS

All headings are solely for the convenience of reference and shall not affect the meaning, construction or effect of this Agreement.

COMPLETE AGREEMENT

This Agreement constitutes the entire agreement between the parties with respect to Your access and use of the Website and Your ordering and use of the Products, and supersedes and replaces all prior understandings or agreements, written or oral, regarding such subject matters.

MODIFICATIONS OF AGREEMENT

NXD reserves the right to change any of the provisions posted herein and You agree to review these terms and conditions each time You visit the Website. Your continued use of the Website following the posting of any changes to these terms and conditions constitutes Your acceptance of such changes. NXD does not and will not assume any obligation to provide You with notice of any change to this document. Unless accepted by NXD in writing, these terms and conditions may not be amended by You.

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