These Terms and Conditions of Service (“Terms”) are a legal agreement between you and Stay Labs Inc., subsidiary company of Petsapien Ltd. (herein together: “Stay Labs”, "Company", “we,” “us,” or “our”). Our Website www.staylabs.com (“Website”) is designed to provide you information about our Company and our Services (the “Services” as further described below) and these Terms apply to your use of the Website and the Services. BEFORE VIEWING OR BROWSING THE WEBSITE OR USING THE SERVICES, PLEASE READ THIS TERMS CAREFULLY. BY USING THE SERVICES ON WEBSITE, YOU AGREE TO BE LEGALLY BOUND BY ALL TERMS HEREIN.
We may modify, change, or update these Terms, at any time and in our sole discretion. If we make changes to these Terms, we will post the updated Terms on the Website along with the revision of the "Last Updated" date at the top of these Terms and we will send you a notice re the changes via email.
Please note that the Services are intended only for the use of, and may only be used by, individuals who are 18 years old and older, who can come into legally binding contracts under applicable law.
3. The Services; Subscription and Registration
3.1. The Services are comprised of (i) Stay Labs Website, and (ii) Stay Labs's nutritional boxes ("Stay Box™") including our frozen fresh dog food, which may change overtime, with your pre approval, in accordance with your dog's personal profile, preferences, seasonal gut microbiome checks and ongoing dialog between you and us (the "Services"). For more information, please check our FAQ [www.staylabs.com/#faq-section].
3.2. Our Services will be provided on a basis of continuous personal Service Subscription (the "Subscription").
3.3. As part of the registration process, you will be asked to provide general information about your dog (including, but without limitation, size, sex weight, breed, body condition and activity level), shipping information including your address and billing information and your valid e-mail address.
3.4. You shall provide us accurate, complete, and current registration information and it is your responsibility to maintain and promptly update from time to time as necessary your account information.
3.5. Stay Labs reserves the right to refuse registration of any account or terminate any account in its sole discretion.
3.6. As our registered subscriber, you consent to receive electronic communication from us (e.g., via text, email, phone calls or by posting a notice to the Website). You further agree that all agreements, notices, disclosures, and other communications that we provide to you electronically comply with any legal communication requirement including, without limitation, that such communications be in writing.
3.7. These communications may include written notices or phone calls about your personal account, or regarding your dog's health, routine, and welfare; but we may from time to time also send you promotional communications, including without limitation, surveys, special offers, newsletters or other information and news we think might be interesting for you.
3.8. You cannot opt-out of certain emails regarding your personal account, but you may opt-out from receiving these promotional communications by opting to unsubscribe as may be provided in the applicable communications correspondence or by contacting us via email: firstname.lastname@example.org.
4. Payments and Billing
4.1. Prices vary depending on a variety of factors, based on the information you provide as part of the registration process (or revise later), including, but not limited to, size, sex weight, breed, body condition and activity level of your dog. The price is derived from a formula which is based on these factors that calculates the daily energy caloric requirement and the meal plan for your dog. Therefore, the initial price will be the price posted on the Website on the date you register as a Subscriber. However, Stay Labs reserves the right to change prices for Subscriptions at any time, upon notice, and does not provide price protection or refunds in the event of promotions or a price increase.
4.2. The information you provide us about your dog will determine the initial shipment frequency of our Stay Box™.
4.3. Therefore, Our Subscription consists of an initial pre-order charge to reserve your subscription, followed by recurring periodic charges for the pursuant Stay Boxes™. We will charge for your first Stay box™ at the time you complete signup. Subsequent payments for your subscription will typically be charged 2-3 days prior to the shipment of your next scheduled delivery, though timing may vary. We reserve the right to change or modify our charge times and delivery cutoff at our sole discretion. You will be notified before each subsequent shipment at least 24 hours before the shipment – you may terminate the subscription and avoid billing for the next shipment.
4.4. Payment processing to bill your subscription is provided by third-party payment processor (“Payment Processor”). Currently, we use Stripe, Inc. as our Payment Processor.
4.6. We are not responsible for any error by, or other acts or omissions of, the Payment Processor. By choosing to purchase the Subscription, you are authorized to charge your chosen payment method (“Payment Method”), through the Payment Processor, on a recurring basis for your subscription (in addition to any applicable taxes and other charges) for as long as your subscription continues. You agree to make payments using the selected Payment Method. We reserve the right to correct any errors or mistakes that the Payment Processor makes even if it has already requested or received payment. If the Payment Method you provide cannot be verified, is invalid or otherwise not acceptable, the Payment Processor will try again periodically and promptly notify you and try again periodically. In such cases, we may suspend or cancel your delivery or your account. You must resolve any problem we or our Payment Processor encounters to continue the Subscription. In the event you want to change or update payment information associated with your account, you can do so at any time by logging into your account.
5. Cancellations, Exchanges, Refunds and Returns.
5.1. You can either make any changes to your subscription or cancel your subscription at any time by email email@example.com.
5.2. Since we deliver frozen fresh food for your dog, we do not accept any returns. However, we can exchange your dog's meals, without extra charge.
5.3. If after receiving your first Stay Box™ and feeding your dog with our meals, your dog doesn't like the food or you don't see the benefits of our frozen fresh meals, you may cancel your Subscription, and we will give you a full refund.
5.4. Without derogating the above mentioned, beyond your first Stay box™, if you cancel your Subscription before the upcoming shipment of your pursuant Stay Box™, meaning, 3 days before the delivery, you will receive a full refund. Otherwise, in cases where your Stay Box™ has already been sent, a refund is not guaranteed.
6.1. We send Orders for delivery through third-party carriers. Currently, our carrier is United Parcel Service, Inc. You are responsible for checking all items you receive from us, including our frozen fresh food meals, for any damage or other issues upon delivery, including that the meals are at a refrigerated temperature, by checking that the dry ice we packed with the box at least partially frozen.
6.2. You should plan your storage in advance, and store the meals as soon as possible in a freezer. For more information about the storage and serving of our meals, please go to our FAQ [www.staylabs.com/#faq].
6.3. From the time of delivery, the consumption and condition of the food is at your sole risk, and you are solely responsible for the proper handling, storage, preparation, use and consumption of the food following delivery. It is your responsibility to read, acknowledge and act in accordance with our meals instructions, attached to your Stay Box™. If you are not at home when your delivery arrives, the carrier will leave your Stay Box™ nutritional box wherever is feasible or customary for your location. You hereby acknowledge that your meals remain safe and cold solely for 24 hours after delivery. We urge you to provide specific delivery guidelines to our support team if you have any special delivery needs, but we cannot guarantee that the carriers will follow them.
6.4. We preserve the right to charge you with an additional fee if the carrier cannot deliver your package due to your provision of incorrect instruction or if the carrier cannot leave your package.
6.5. Whichever individual at the delivery address who accepts the delivery is presumed to be authorized to receive such delivery. If you have authorized to an alternative person to receive your Stay Box™ nutritional box, such person shall accept the delivery under all the same terms and conditions that would apply had the delivery was accepted by you.
6.6. We are not liable for the actions or inactions of third-party carriers. Please contact us as soon as possible if you experience an issue with the carrier. Furthermore, you have a responsibility to contact us immediately if there is any problem with your delivery, including but not limited to, if you do not receive your package during your scheduled delivery window and if any of the delivered items, including our meals, is missing, or arrived defective or defrosted. Such a claim may be subject to our investigation, which may include a request of proof prior to providing replacements.
6.7. In the occurrence of events beyond our control that interfere with our ability to deliver your Stay Box™ nutritional box, including, without limitation, in the cases of extreme weather, our third-party carrier will attempt to deliver your Stay Box™ nutritional box as soon as reasonably possible. In cases of timely delivery delay, we may retry or cancel your delivery for the period affected and re-send a new Stay Box™ nutritional box on a new date.
6.8. As indicated above, to maintain freshness of our food and to ensure the food is at a suitable, cold temperature while delivering, we package our meals with insulation and dry ice. It is hereby clarified that the use of dry ice can cause various injuries, including when it comes in contact with exposed skin. Therefore, it is your responsibility to use dry ice carefully, keep it away from animal and human contact and to follow our instruction for the use of dry ice, attached to your Stay Box™ nutritional box.
7. Microbiome Health Checks
7.1. We strive to provide accurate results of microbiome tests, but due to complexity in the testing process, there might be errors in the results and in our data. When we discover an error, we will notify you and take appropriate corrective action, when needed. Therefore, if anything goes wrong with your seasonal microbiome check, we will send you an additional microbiome kit, whether in the same cycle of the specific seasonal microbiome check or in the following seasonal cycle, at our discretion.
7.2. By providing stool samples and information to Stay Labs, you agree that we are the sole owners of all rights, including proprietary rights, interest, and title in the stool samples and all the information we collect and generate from your dog's microbiome tests results and analysis. We hereby give you a limited license, for personal use only, to view and share your dog's microbiome information with your vet, relatives, and friends. Your subscription service does not entitle you to an interest in or rights to receive any material or intellectual property we generate, even if your samples, data from your dog's microbiome testing or any other data is used in our processes. In the event that for any reason, not all such rights and title are granted to us directly, you hereby grant us a nonexclusive, royalty-free, international, continuous, irrevocable and fully sublicensable right and license to use, modify, reproduce, make derivative works from, adapt, publish, translate, distribute, perform, and publicly display all such microbiome testing results, samples, or information.
7.3. Ongoing microbiome kits and analysis results will be provided to actively subscribed members.
8. Not Diagnostics Service nor veterinarians
Our test results and the information we provide as part of our biofeedback process are not intended to give a diagnostic service nor to cure, prevent or treat any disease, health problem or condition and you should not rely on any such information to diagnose or treat such health problems. Furthermore, we, our test results, and our information, do not replace your veterinarian, and it is your responsibility to consult with your veterinarian in any medical or other health issue of your dog.
9. Ownership, Content, and Links
9.1. The Trademarks, text, logos, photographs, images, graphics, illustrations, descriptions, data, and other material provided by the Website on or through the Services, as well as the selection, assembly, and arrangement thereof, are referred collectively as the "Content" The Content may contain omissions, errors, or typographical errors or may be out of date and we may change, delete, or update any Content at any time and without prior notice. The Content is binding us only to the extent it is explicitly indicated to be so and is provided for informational purposes only.
9.2. Unless otherwise noted, all Content is protected by trademarks, copyrights, service marks, and other proprietary rights that are owned by us or by third parties that have licensed their use to us. You may use and view the Content solely for your personal information and for using the Website, and for no other purpose, including without limitation, any commercial purpose, and you shall preserve intact all copyright and other proprietary notices. You are strictly forbidden to use the Content, except as explicitly permitted in these Terms or as otherwise explicitly permitted in the Content or in a writing signed by us.
9.3. Links in our Website to other sites operated by third parties, do not constitute sponsorship, endorsement, or approval by the Website of the content, policies, or practices of such linked sites. These linked sites are not controlled, operated, or maintained by us, and we are not responsible for the content, availability, security, policies, or practices of linked sites, including, but not limited to, privacy policies and practices. These links are provided for your own convenience only, and you are responsible for any damage that may occur from your access to them.
STAY LABS MAKES NO WARRANTIES OR REPRESENTATIONS WHATSOEVER WITH RESPECT TO THE WEBSITE, ITS CONTENT, ANY LINKED SITES AND THE SERVICES, INCLUDING THE AVAILABILITY OF ANY SITE OR THE CONTENT, INFORMATION, AND MATERIALS ON IT, OR THE ACCURACY, COMPLETENESS, OR TIMELINESS OF THAT CONTENT, INFORMATION, AND MATERIALS. STAY LABS ALSO DOES NOT WARRANT OR REPRESENT THAT YOUR ACCESS TO OR USE OF THE WEBSITE OR THE SERVICES WILL BE UNINTERRUPTED OR FREE OF ERRORS OR OMISSIONS, THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITE IS FREE OF COMPUTER VIRUSES OR OTHER HARMFUL COMPONENTS. WITHOUT LIMITING THE FOREGOING, ALL CONTENT PROVIDED ON OR THROUGH THE WEBSITE AND THE SERVICES ARE PROVIDED TO USERS “AS IS,“ WITH NO WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, SECURITY, OR ACCURACY. THE “AS IS“ CONDITION OF CONTENT IS EXPRESSLY MADE A CONDITION OF ANY TRANSACTION ARISING THROUGH OR AS A RESULT OF THE WEBSITE OR THE SERVICES. Please note that some jurisdictions may not allow the exclusion of implied warranties, so some of the above exclusions may not apply to You. Check Your local laws for any restrictions or limitations regarding the exclusion of implied warranties.
EXCEPT FOR CASES OF WILLFUL MISCONDUCT BY STAY LABS, UNDER NO CIRCUMSTANCES SHALL STAY LABS, ITS SUPPLIERS, OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY LOST PROFITS, LOST REVENUE OR LOSS OF BUSINESS, OR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, WHETHER IN CONTRACT OR IN TORT, INCLUDING NEGLIGENCE, ARISING IN ANY WAY OUT OF ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE WEBSITE, ITS CONTENT OR THE SERVICES, EVEN IF STAY LABS IS EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IF ANY JURISDICTION PROHIBITS THE FOREGOING DISCLAIMERS, LIMITATIONS, AND EXCLUSIONS, IN SUCH JURISDICTIONS, THE FOREGOING DISCLAIMERS, LIMITATIONS, AND EXCLUSIONS SHALL BE LIMITED TO THE EXTENT PERMITTED BY THE JURISDICTION.
STAY LABS WILL NOT BE LIABLE FOR ANY DAMAGE CAUSED TO YOU IN CASE WHERE INFORMATION PROVIDED BY YOU WAS FALSE OR INACCURATE OR IN CASE OF ANY ACTION OR OMISSION BY YOU CONTRARY TO THE STAY LABS'S INSTRUCTIONS IN RELATION TO ANY COMPONENTS OF THE SERVICES.
STAY LABS'S LIABILITY UNDER THESE TERMS WILL NOT EXCEED THE FEES PAID BY YOU UNDER THIS TO STAY LABS IN THE TWELVE MONTHS PRECEDING THE DATE UPON WHICH THE RELATED CLAIM AROSE.
You agree to defend, indemnify, and hold harmless Stay Labs and their affiliates and related entities, and their respective directors, officers, employees, and agents from and against all claims, losses, damages, liabilities, and costs (including, without limitation, reasonable attorneys' fees and court costs), arising out of or relating to your breach of these Terms and your access to or use of the Website or the Services. To the extent permitted by applicable law, you hereby release Stay Labs from all claims or liability related to the Service of Stay Labs and any conduct, action, or inaction by Stay Labs or another user of the Website or the Services. The foregoing indemnification obligation shall survive termination of these Terms and the operation of the Website or the Services or any other service provided to you arising out of or relating to your use of the Services
12. Arbitration and class action waiver.
12.1. Any dispute or claim arising in any way from your use of the Website or the Service, except for disputes relating to the infringement of our intellectual property rights, will be resolved by binding arbitration, rather than in court, but you may assert claims in small claims court if your claims qualify.
12.2. You and we agree that any arising claims covered by these Terms are personal to you and us and that neither you nor we will participate in a class action or class arbitration or any other type of representative proceeding for any claims covered by this agreement. You and we agree that there will be no class arbitration or arbitration in which an individual attempts to resolve a Dispute as a representative of another individual or group of individuals. Further, you and we agree that a Dispute cannot be brought as a class or other type of representative action, whether within or outside of arbitration, or on behalf of any other individual or group of individuals.
12.3. The arbitration will be conducted before a neutral single arbitrator, whose decision will be final and binding, and the arbitral proceedings shall be governed by the AAA Commercial Arbitration Rules, Consumer Due Process Protocol, and Supplementary Procedures for Resolution of Consumer Related Disputes. These rules can be found on the AAA website at www.adr.org.
12.4. You and us agree that to begin an arbitration proceeding, each party will send the other a notice of dispute, in writing. Notice to us shall include your name, address and contact information, the facts of the dispute and relief requested. You must send your notice of legal dispute to us at the following address: firstname.lastname@example.org. We will send any notice of dispute to you at the contact information we have for you.
12.5. The arbitration shall be conducted, at the option of the party seeking relief, by telephone, online, or based solely on written submissions.
12.6. If you initiate arbitration, your arbitration fees will be limited to the filing fee set forth in the AAA's Consumer Arbitration Rules. Unless the arbitrator finds the arbitration was frivolous or brought for an improper purpose, Stay Lab will pay all other AAA and arbitrator's fees and expenses.
12.7. In no event shall any claim, action or proceeding by you or us be instituted more than one (1) year after the cause of action arose.
12.8. If a court of competent jurisdiction finds the foregoing arbitration provisions invalid or inapplicable, You and we agree to the exclusive jurisdiction of the State of New York, in accordance with section 13.
12.9. You have the right to opt out of binding arbitration within thirty (30) days of the date you first accepted the terms of this Section 12 by emailing us at email@example.com.
13. Governing Law, jurisdiction and Venue
These Terms shall be governed by and construed in accordance with the laws of the State of New York, without regard to or application of choice of law rules or principles. Any Dispute between the parties that is not subject to arbitration or cannot be heard in small claims court, shall be resolved in the state or federal courts of the State of New-York and the United States, respectively, in the State of New-York, County of New-York.
If any term, clause, or provision of these Terms is held invalid or unenforceable, then that term, clause or provision will be severable from these Terms and will not affect the validity or enforceability of any remaining part of that term, clause or provision, or any other term, clause or provision of these Terms.
All the sections above constitute the entire agreement between you and us in relation to our Services. Any of these Terms, and any rights and licenses granted hereunder, may not be transferred, or assigned by you without our prior written consent. Except as otherwise provided herein, these Terms are intended solely for the benefit of the parties and are not intended to confer third party beneficiary rights upon any other person or entity.