Terms and Conditions

Effective Date: January 30, 2024

Thank you for visiting the Morphus website (morphus.io), and our compatible Morphus Portal app (collectively the “Site”) owned and operated by Multi Sensory Technologies, LLC (“we,” “us,” “our”). You should not access this Site or use our products (including our Morphus Lounge and headset) or services until you have carefully read and agreed to these terms and conditions of use (the “Terms”), which govern your access to and use of the Site and our products and services.

BY ACCEPTING THESE TERMS AND CONDITIONS, AS DETAILED BELOW, YOU AGREE TO RESOLVE ANY DISPUTE WITH US ARISING OUT OF OR RELATED TO THESE TERMS AND CONDITIONS THROUGH BINDING ARBITRATION OR SMALL CLAIMS DISPUTE PROCEDURES AND YOU AGREE TO WAIVE YOUR RIGHTS TO PARTICIPATE IN A CLASS ACTION SUIT.

Photosensitive Seizure Warning

THE MORPHUS EXPERIENCE INCLUDES A VIRTUAL REALITY HEADSET THAT DISPLAYS IMAGES AND FLASHING LIGHTS OR PATTERNS. A SMALL PERCENTAGE OF PEOPLE MAY EXPERIENCE A SEIZURE WHEN EXPOSED TO CERTAIN VISUAL IMAGES, INCLUDING FLASHING LIGHTS OR PATTERNS THAT MAY APPEAR IN VIRTUAL REALITY CONTENT AND DISPLAYS. EVEN PEOPLE WHO HAVE NO HISTORY OF SEIZURES OR EPILEPSY MAY HAVE AN UNDIAGNOSED CONDITION THAT CAN CAUSE THESE “PHOTOSENSITIVE EPILEPTIC SEIZURES” WHILE USING VIRTUAL REALITY HEADSETS.

IMMEDIATELY STOP USING THE VIRTUAL REALITY HEADSET AND CONSULT A DOCTOR IF YOU EXPERIENCE ANY SYMPTOMS.

THESE SEIZURES MAY HAVE A VARIETY OF SYMPTOMS, INCLUDING LIGHTHEADEDNESS, ALTERED VISION, EYE OR FACE TWITCHING, JERKING OR SHAKING OF ARMS OR LEGS, DISORIENTATION, CONFUSION OR MOMENTARY LOSS OF AWARENESS. SEIZURES MAY ALSO CAUSE LOSS OF CONSCIOUSNESS OR CONVULSIONS THAT CAN LEAD TO INJURY FROM FALLING DOWN OR STRIKING NEARBY OBJECTS.

PARENTS SHOULD WATCH FOR OR ASK THEIR CHILDREN ABOUT THE ABOVE SYMPTOMS. CHILDREN AND TEENAGERS ARE MORE LIKELY THAN ADULTS TO EXPERIENCE THESE SEIZURES. OUR PRODUCTS AND SERVICES ARE NOT INTENDED FOR USE BY CHILDREN, AND MAY ONLY BE USED BY ADULTS OVER THE AGE OF 18.

If you or any of your relatives have a history of seizures or epilepsy, consult a doctor before using the virtual reality headset.

No Medical Advice is Being Given

YOUR USE OF OUR PRODUCTS (INCLUDING OUR MORPHUS LOUNGE AND HEADSET), SERVICES AND ANY INFORMATION PROVIDED IN CONNECTION THEREWITH IS AT YOUR OWN RISK.

Assumption of Risk

WE ARE NOT RESPONSIBLE FOR THE RESULTS OF YOUR USE OF THE PRODUCTS, SERVICES OR CONTENT, INCLUDING OUR MORPHUS LOUNGE AND HEADSET AND THE SITE.

You shall be ultimately responsible for stopping use of the product or service at your sole discretion. Risks may include, but are not limited to, falls, abnormal blood pressure, fainting, heart attack, stroke, seizures, dehydration, heat exhaustion, sprains, muscle strain, blisters, rhabdomyolysis, stress fractures, shin splints, tendonitis, cartilage tears, bursitis, back pain, soreness and bruising of joints.

It is the responsibility of the buyer, when utilizing our products, to observe standards of safety and testing, and to avoid situations in which a malfunction or failure of a product could result in the loss of human life, bodily injury or damage to property. Please ensure that our products are used within specified operating ranges as set forth in the most recent product specifications. Also, please keep in mind the precautions and conditions set forth in any materials accompanying such Products.

Use of the Site

By using the Site and our products and services, you and other users of the Site agree to these Terms. If you do not agree to these Terms, you may not access or use the Site. We may modify the Terms from time to time without notice to you. You should check these Terms periodically for modifications. The provisions contained herein supersede all previous notices or statements regarding our Terms with respect to the Site. We include the effective date of our Terms at the top of the statement. We encourage you to check the Site frequently to see the current Terms in effect and any changes that may have been made to them. If we make material changes to the Terms, we will post the revised Terms and the revised effective date on the Site. By using the Site following any modifications to the Terms, you agree to be bound by such modifications.

We provide you with access to and use of the Site subject to your compliance with the Terms. No material from the Site may be copied, reproduced, republished, uploaded, posted, transmitted or distributed in any way, except as specifically allowed in the Terms.

User Age and Access

By submitting information through the Site you represent that you are over the age of majority in your jurisdiction.

License

The Site, including all of its contents, such as text, images, and the HTML used to generate the pages (“Materials”), are our property or that of our suppliers or licensors and are protected by patent, trademark and/or copyright under United States and/or foreign laws. Except as otherwise provided herein, you may not use, download, upload, copy, print, display, perform, reproduce, publish, modify, delete, add to, license, post, transmit, or distribute any Materials from the Site, in whole or in part, for any public or commercial purpose, without our specific written permission. We grant you a personal, non-exclusive, non-transferable license to access our Site and to use the information and services contained there. In turn, you grant us a non-exclusive, royalty-free license to use any content you post on the Site for any purpose, subject to the express provisions of these Terms.

Accessing and Using the Site

We reserve the right to withdraw or amend the Site, and any service or material we provide on the Site, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Site is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Site, or the entire Site, to users, including registered users.

You are responsible for:

  • Making all arrangements necessary for you to have access to the Site.
  • Ensuring that all persons who access the Site through your internet connection are aware of these Terms and comply with them.

To access the Site or some of the resources it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of the Site that all the information you provide on the Site is correct, current and complete. You agree that all information you provide to register with this Site or otherwise is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy. In order to access some of the features of the Site you may choose to create an account. If you choose, or are provided with, a user name, password or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to the Site or portions of it using your username, password or other security information. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information. If we receive any instructions or orders using your user-name and password we will consider it authorized by you. We have the right to disable any user user-name, password or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Use.

Rules and Limits on Use; Modifications to the Site; Errors

We reserve the right, for any reason, in our sole discretion and without notice to you, to terminate, change, suspend or discontinue any aspect of the Site, including, but not limited to, information, data, text, music, sound, photographs, graphics, video, messages or other materials (“Content”), features and/or hours of availability, and we will not be liable to you or to any third party for doing so. We may also impose rules for and limits on use of the Site or restrict your access to part, or all, of the Site without notice or penalty. We have the right to change these rules and/or limitations at any time, in our sole discretion.

The Site (including the Content) may contain typographical, pictorial and/or other errors, deficiencies or inaccuracies and may not be complete, correct, reliable, useful, suitable, accurate, timely or current. We assume no responsibility for any such errors, deficiencies, inaccuracies or omissions on the Site and do not guarantee that they will be corrected.

Specific Prohibited Uses

The Site may be used only for lawful purposes by individuals using our authorized services. You are responsible for your own communications, including the upload, transmission and posting of information, and are responsible for the consequences of their posting on or through the Site. We specifically prohibit any use of the Site, and require all users to agree not to use the Site, for any of the following:

  • Posting any information which is incomplete, false, inaccurate or not your own;
  • Impersonating another person;
  • Constituting or encouraging conduct that would constitute a criminal offense, giving rise to civil liability or otherwise violate any city, state, national or international law or regulation or which fails to comply with accepted Internet protocol;
  • Posting material that is copyrighted or otherwise owned by a third party unless you are the copyright owner or have the permission of the owner to post it;
  • Posting material that reveals trade secrets, unless you own them or have the permission of the owner;
  • Posting material that infringes on any other intellectual property, privacy or publicity right of another;
  • Transmitting or transferring (by any means) information or software derived from the site to foreign countries or certain foreign nations in violation of US export control laws;
  • Attempting to interfere in any way with the Site’s or our networks or network security, or attempting to use the Site’s service to gain unauthorized access to any other computer system.

Security Rules

Violations of system or network security may result in civil or criminal liability. We will investigate occurrences and may involve, and cooperate with, law enforcement authorities in prosecuting the user or users who are involved in such violations. You are prohibited from violating or attempting to violate the security of the Site, including, without limitation, the following:

  • Accessing data not intended for such user or logging into a server or account which user is not authorized to access;
  • Attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization;
  • Attempting to interfere with service to any user, host or network, including, without limitation, via means of submitting a virus to the Site, overloading, “flooding”, “mailbombing” or “crashing”; or sending unsolicited e-mail, including promotions and/or advertising of products or services, or
  • Forging any TCP/IP packet header or any part of the header information in any e-mail or newsgroup posting.

Privacy Policy; User Information

In the course of your use of the Site, you may be asked to provide certain information to us. Our use of any information you provide via the Site shall be governed by our Privacy Policy available at [Link]. We urge you to read our Privacy Policy. You acknowledge and agree that you are solely responsible for the accuracy and content of such information.

International Use

We control and operate the Site from our offices in the United States of America, and all information is processed within the United States. We do not represent that materials on the Site are appropriate or available for use in other locations. Persons who choose to access the Site from other locations do so on their own initiative, and are responsible for compliance with local laws, if and to the extent local laws are applicable.

You agree to comply with all applicable laws, rules and regulations in connection with your use of the Site. Without limiting the generality of the foregoing, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside.

Proprietary Rights

As between you and us (or other company whose marks appear on the Site), we (or the respective company) are the owner and/or authorized user of any trademark, registered trademark and/or service mark appearing on the Site, and are the copyright owner or licensee of the Content and/or information on the Site, unless otherwise indicated.

Except as otherwise provided herein, use of the Site does not grant you a license to any Content, features or materials you may access on the Site and you may not modify, rent, lease, loan, sell, distribute or create derivative works of such Content, features or materials, in whole or in part. Any commercial use of the Site is strictly prohibited, except as allowed herein or otherwise approved by us. You may not download or save a copy of any of the Content or screens for any purpose except as otherwise provided by us. If you make use of the Site, other than as provided herein, in doing so you may violate copyright and other laws of the United States, other countries, as well as applicable state laws and may be subject to liability for such unauthorized use. We do not grant any license or other authorization to any user of our trademarks, registered trademarks, service marks, other copyrightable material or any other intellectual property by including them on the Site.

The information on the Site including, without limitation, all site design, text, graphics and interfaces, and the selection and arrangements, is protected by law including copyright law. Product names, logos, designs, titles, words or phrases may be protected under law as our trademarks, service mark or trade names or other entities. Such trademarks, service marks and trade names may be registered in the United States and internationally.

Our logos and service names are our trademarks. Without our prior permission, you agree not to display or use our trademarks in any manner. Nothing on the Site should be construed to grant any license or right to use any of our trademarks without our prior written consent.

Indemnity

You agree to defend, indemnify and hold us, our directors, officers, employees, agents and affiliates harmless from any and all claims, liabilities, damages, costs and expenses, including reasonable attorneys' fees, in any way arising from, related to or in connection with your use of the Site, your violation of the Terms or the posting or transmission of any materials on or through the Site by you, including, but not limited to, any third party claim that any information or materials you provide infringes any third party proprietary right.

Disclaimer of Warranties

YOU UNDERSTAND AND AGREE THAT TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW:

THE SITE AND OUR RELATED PRODUCTS AND SERVICES, INCLUDING, WITHOUT LIMITATION, OUR MORPHUS LOUNGE AND HEADSET ALL CONTENT, FUNCTION, MATERIALS AND SERVICES IS PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY FOR INFORMATION, DATA, DATA PROCESSING SERVICES OR UNINTERRUPTED ACCESS, ANY WARRANTIES CONCERNING THE AVAILABILITY, ACCURACY, COMPLETENESS, USEFULNESS, OR CONTENT OF INFORMATION, AND ANY WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WE DO NOT WARRANT THAT THE SITE OR THE FUNCTION, CONTENT OR SERVICES MADE AVAILABLE THEREBY WILL BE TIMELY, SECURE, UNINTERRUPTED OR ERROR FREE, OR THAT DEFECTS WILL BE CORRECTED. WE MAKE NO WARRANTY THAT THE SITE WILL MEET USERS’ EXPECTATIONS OR REQUIREMENTS. NO ADVICE, RESULTS OR INFORMATION, OR MATERIALS WHETHER ORAL OR WRITTEN, OBTAINED BY YOU THROUGH THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. IF YOU ARE DISSATISFIED WITH THE SITE, YOUR SOLE REMEDY IS TO DISCONTINUE USING THE SITE.

ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.

WE DO NOT ENDORSE, WARRANT OR GUARANTEE ANY PRODUCTS OR SERVICES OFFERED OR PROVIDED BY OR ON BEHALF OF THIRD PARTIES ON OR THROUGH THE SITE. WE ARE NOT A PARTY TO, AND DO NOT MONITOR, ANY TRANSACTION BETWEEN USERS AND THIRD PARTIES WITHOUT OUR DIRECT INVOLVEMENT.

Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NEITHER WE, NOR OUR AFFILIATES OR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, OR CONTENT OR SERVICE PROVIDERS SHALL BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES ARISING FROM OR DIRECTLY OR INDIRECTLY RELATED TO THE USE/MISUSE OF, OR THE INABILITY TO USE, THE SITE, THE MORPHUS LOUNGE AND HEADSET OR THE CONTENT, MATERIALS AND FUNCTION RELATED THERETO, INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUE, OR ANTICIPATED PROFITS, OR LOST BUSINESS, DATA OR SALES, OR COST OF SUBSTITUTE SERVICES, EVEN IF WE OR OUR REPRESENTATIVE OR SUCH INDIVIDUAL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE OR OTHERWISE) ARISING FROM THE TERMS OR YOUR USE OF THE SITE EXCEED, IN THE AGGREGATE, $100.00.

Applicable Law/Jurisdiction

You agree that the laws of the state of New York excluding its conflicts-of-law rules, shall govern these Terms. Please note that your use of the Site may be subject to other local, state, national and international laws.

Agreement to Arbitrate Disputes/ Jury and Class Action Waiver

Any controversy or claim arising out of or relating to your use of the Site (including any claim involving us or our affiliates, subsidiaries, employees, contractors, officers, directors, telecommunication providers and content providers) shall be settled by arbitration administered by arbitration through JAMS and their Rules conducted in California and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. You consent to jurisdiction of the state or federal courts located in Los Angeles, California for enforcement of this arbitration provision.

Our customer service department can resolve most customer concerns quickly and to the user's satisfaction. Please contact us using the contact information below. Before either of us can begin an arbitration, we must each notify each other about the claim in writing (“Notice”) and try to resolve the dispute informally within 30 days. If you have a claim, you must send us a letter in which you (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought ("Demand"). In the unlikely event that you are not satisfied with customer service's solution (or if we have not been able to resolve a dispute after attempting to do so informally), we each agree to resolve those disputes through binding arbitration or small claims court instead of in courts of general jurisdiction.

Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, allows for more limited discovery than in court, and is subject to very limited review by courts. Unless expressly limited by this provision, arbitrators can award the same damages and relief that a court can award. YOU AND WE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR OUR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, REPRESENTATIVE, OR PRIVATE ATTORNEY GENERAL PROCEEDING. In arbitration you are entitled to recover attorneys' fees from us to at least the same extent as you would be in court. Notwithstanding the foregoing, either party may bring an action in small claims court seeking only individualized relief, so long as the action remains in that court and is not removed or appealed to a court of general jurisdiction. This arbitration agreement does not preclude you from bringing issues to the attention of federal, state, or local agencies.

If we and you do not reach an agreement to resolve the claim within 30 days after the Notice is received, you or we may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by us or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or we are entitled. If your claim is for $10,000 or less, we agree that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the JAMS Rules. If your claim exceeds $10,000, the right to a hearing will be determined by the JAMS Rules.

Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based. If you reside outside of the United States, and to the extent that applicable local law prevents certain disputes from being arbitrated in accordance with this Agreement to Arbitrate Disputes provision of the Terms, then you can file those disputes in your local courts. Likewise, if you reside outside of the United States, and applicable local law prevents your local court from applying State of New York law to resolve these disputes, then these disputes will be governed by the applicable local laws of your country, or other place of residence.

Limitation on Time to File Claims

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE SITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

Notice to Apple Product Users

In addition to the foregoing terms and conditions, and notwithstanding anything to the contrary in these Terms, the following provisions in this section apply with respect to your use of any version of the App compatible with the iOS operating system of Apple Inc. (“Apple”). Apple is not a party to these Terms and does not own and is not responsible for the App or the content thereof. Apple is not providing any warranty for the App except, if applicable, to refund the purchase price for it. Apple is not responsible for maintenance or other support services for the App and will not be responsible for any other claims, losses, liabilities, damages, costs or expenses with respect to the App, including any third-party product liability claims, claims that the App fails to conform to any applicable legal or regulatory requirement, claims arising under consumer protection or similar legislation, and claims with respect to intellectual property infringement. Any inquiries or complaints relating to the App, including those pertaining to intellectual property rights, must be directed to us in accordance with the “Contact Information; Notices” section below. The license you have been granted herein is limited to a non-transferable license to use the App on an Apple-branded product that runs Apple’s iOS operating system and is owned or controlled by you, and as permitted by the Usage Rules set forth in Apple’s App Store Terms of Service. In addition, you must comply with the terms of any third-party agreement applicable to you when using the App, such as your wireless data service agreement. Apple and Apple’s subsidiaries are third-party beneficiaries of these Terms and, upon your acceptance of the terms and conditions of these Terms, will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary thereof; notwithstanding the foregoing, our right to enter into, rescind or terminate any variation, waiver or settlement under these Terms is not subject to the consent of any third party.

Notices

Notices to you may be made via either email or regular mail. The Site may also provide notices of changes to the Terms or other matters by displaying notices or links to notices to you on the Site.

Contacting Us

To contact us with any questions or concerns in connection with these Terms or the Site, or to provide any notice under these Terms to us please go to Contact Us or write to us at Multi Sensory Technologies, LLC, 321 Broadway, Suite 300, Saratoga Springs, New York 12866 USA or email us at info@morphus.io.

General Information

The Terms constitute the entire agreement between you and us and govern your use of the Site, superseding any prior agreements between you and us. You also may be subject to additional terms and conditions that are applicable to certain parts of the Site.

You agree that no joint venture, partnership, employment, or agency relationship exists between us and you as a result of these Terms or your use of the Site.

Our failure to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision. If any provision of the Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect.

You may not assign the Terms or any of your rights or obligations under the Terms without our express written consent.

The Terms inure to the benefit of our successors, assigns and licensees. The section titles in the Terms are for convenience only and have no legal or contractual effect.

© Copyright 2024 by Multi Sensory Technologies, LLC. All rights reserved.