These Terms of Use (the “Terms”) govern your use of the online Platform for sale and marketing of products provided by or through SIKE USA, Inc., a Florida corporation and its subsidiaries, affiliates and related entities (hereinafter, SIKE”, “we” or “us”).

These Terms apply to all visitors, users, customers, and other parties (each, hereafter, a “User” or “you”) who access and otherwise utilize our website, social media applications and other electronic commerce means through which we sell or provide our products and services (collectively, our “Platform”).  

By using the Platform, you agree to be bound by these Terms and acknowledge and agree to the collection, use, and disclosure of your Personal Information in accordance with SIKE’s Privacy Policy, which is available for review on our Platform or which otherwise can be provided upon request.  

1. Use of the Platform.  We grant you a limited, non-exclusive, non-transferable, and revocable license to use our Platform for our intended purposes subject to your compliance with these Terms and our guidelines and other policies as may be provided from time to time. You may not copy, modify, distribute, sell, or lease any part of the content on the Platform. Unless applicable law requires otherwise or unless we authorize you in writing, you may not reverse engineer (including tracking the inputs and outputs flowing through our system or application in order to mimic or recreate the system or application) or attempt to extract the source code contained in the Platform. You may only access the Platform through the interfaces that we provide for that purpose.

2. Legal Age.  By purchasing products through our Platform, you represent and warrant that you are of legal age in the jurisdiction in which you reside to form a binding contract.

3. Third party providers. You agree that SIKE does not assume responsibility for any products, content, services, websites, advertisements, offers, or information that is provided by third parties or through third party artificial intelligence (“AI”) and made available through the Platform, nor does SIKE assume responsibility for your interactions with any third party provider. 

4. Variances.  YOU AGREE THAT SIKE MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE REGARDING THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, OR AVAILABILITY OF THE PLATFORM, ANY SERVICES PROVIDED BY THIRD PARTY PROVIDERS, OR GOODS REQUESTED THROUGH THE USE OF THE PLATFORM FROM OTHERS, OR THAT THE PLATFORM WILL BE UNINTERRUPTED OR ERROR-FREE. SIKE DOES NOT GUARANTEE THE QUALITY, SUITABILITY, SAFETY OR ABILITY OF THIRD PARTY PROVIDERS. THE PLATFORM IS SUBJECT TO PERIODIC CHANGES, WHICH MAY BE MADE AT ANY TIME AND WITHOUT NOTICE TO YOU.  

5. Viruses and malware. YOU AGREE THAT SIKE DOES NOT GUARANTEE THAT THE PLATFORM WILL OPERATE WITHOUT ERRORS OR THAT THE PLATFORM WILL BE FREE OF COMPUTER VIRUSES OR OTHER MALWARE. YOU AGREE THAT SIKE WILL NOT BE RESPONSIBLE FOR ANY ECONOMIC COSTS RELATING TO YOUR USE OF THE PLATFORM.  

6. Limitation of Liability. IN NO EVENT SHALL SIKE BE LIABLE TO YOU FOR ANY INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL, OR INDIRECT DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR DELETION, CORRUPTION, LOSS OF DATA, LOSS OF PROGRAMS, FAILURE TO STORE ANY INFORMATION OR OTHER CONTENT MAINTAINED OR TRANSMITTED BY THE SERVICES, SERVICE INTERRUPTIONS, OR FOR THE COST OF PROCUREMENT OF SUBSTITUTE PRODUCTS OR SERVICES, OF FOR ANY PHYSICAL DAMAGE, BODILY INJURY, DEATH AND/OR EMOTIONAL DISTRESS OR DISCOMFORT ARISING OUT OF OR IN CONNECTION WITH THE USE OF THE PLATFORM, EVEN IF SIKE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 

7. Hold Harmless.  You agree to defend, indemnify and hold harmless SIKE and its officers, directors, managers, employees, agents, owners, subsidiaries, affiliates, and vendors (each, an “Indemnified Party“) from and against any losses, claims, actions, costs, damages, penalties, fines and expenses, including without limitation attorneys’ and experts’ fees and expenses, that may be incurred by an Indemnified Party arising out of, relating to or resulting from: (a) your unauthorized use of the Platform or from any breach by you of these Terms or anyone acting under you or on your behalf, including without limitation any actual or alleged violation of any law, rule, or SIKE’s guidelines and policies; (b) any dispute or issue between you and any third party involving the Platform; or (c) your subsequent use of any content created by AI powered generative experiences.

8. Dispute Resolution. 
1. Mandatory Informal Dispute Resolution: You and SIKE agree that good-faith informal efforts to resolve disputes often can result in a prompt, low-cost and mutually beneficial outcome. Therefore, before initiating formal proceedings, you and SIKE agree to first attempt to work out any such dispute amicably. The initiating party must give notice to the other party in writing of its, his, or her dispute, including a written description of the dispute. 
2. Agreement to Binding Arbitration.  If we are not able to reach a solution amicably with you pursuant to Section 8.1 above, either of us may submit the dispute to binding arbitration as follows: 
   
   

   The arbitration shall be administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (the “Rules”) in effect at the time the arbitration demand is made. The Rules are available at www.adr.org. If there is any conflict between the Rules and these Terms, these Terms shall prevail.  The arbitration will be conducted in the English language by a single neutral arbitrator selected in accordance with the Rules. Unless SIKE agrees otherwise, the place of arbitration shall be in the county where SIKE has its headquarters.  The arbitrator will decide the rights and liabilities, if any, of you and SIKE. The arbitrator will have the authority to award the same damages and relief on an individual basis that a judge in a court of law can award to an individual. The arbitrator shall follow the applicable law. The arbitrator’s decision is final and binding on you and SIKE. Except as otherwise expressly provided herein, you and SIKE agree that the arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any disputes relating to the interpretation, applicability, enforceability or formation of these Terms, including any claim that all or any part of these Terms is void or voidable. The arbitrator shall also be responsible for determining all threshold arbitrability issues, including issues relating to whether the Terms are unconscionable or illusory and any defense to arbitration, including waiver, delay, laches, unconscionability, or estoppel.   Each party will be responsible for their own arbitration fees under those Rules or to the maximum extent permitted by law. Notwithstanding the foregoing, either party may make a request for and will be entitled to an award of reasonable attorneys’ fees and costs–including but not limited to any arbitration fees–if the arbitrator finds that the other party has asserted a claim, cross-claim or defense that is groundless in fact or law, brought in bad faith or for the purpose of harassment, or is otherwise frivolous, within the meaning of Federal Rule of Civil Procedure 11 or a state or local equivalent.

3. Waiver of Jury Trial.  BY ENTERING INTO THESE TERMS AND ARBITRATION AGREEMENT, YOU ACKNOWLEDGE AND AGREE THAT, WITH RESPECT TO ANY CLAIM(S) WITHIN THE SCOPE HEREIN, YOU AND SIKE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY. 

9. Termination. You can stop using the Platform at any time and without providing notice to us. Similarly, we may terminate access to the Platform to you or any other users or stop offering all or part of the products offered on the Platform at any time without notice. 

10. Governing Law; Venue. To the extent permitted by applicable law, these Terms will be governed by the laws of the State of Florida without respect to its conflicts of laws principles. Venue for resolving all disputes shall be in the county where SIKE has its headquarters.  
11. Entire Agreement. These Terms, subject to any amendments, modifications, or additional agreements you enter into with SIKE, shall constitute the entire agreement between you and SIKE with respect to the Services and any use of the Services. If any provision of these Terms is found to be invalid by a court competent jurisdiction, that provision only will be limited to the minimum extent necessary and the remaining provisions will remain in full force and effect. 
12. No Waiver. Our failure to monitor or enforce a provision of these Terms does not constitute a waiver of its right to do so in the future with respect to that provision, any other provision, or these Terms as a whole. 
13. Assignment.  You may not assign any of your rights, licenses, or obligations under these Terms. Any such attempt at assignment by you shall be void. We may assign its rights, licenses, and obligations under these Terms without limitation. 
14. Changes to the Terms.  We may make changes to these Terms from time to time. When we do so, we will post the most current version of the Terms on our website and, if a revision to the Terms is material, we will attempt to notify existing customers of the new Terms (for example, by email or a notification on the Platform). Changes to these terms will not apply retroactively. If you do not agree to the modified terms, you should discontinue your use of the Platform. 
15. Proprietary rights.  Use of the Platform does not give you the right or license to frame, use, or reproduce any of our copyrighted material, trademarks, service marks, or other proprietary rights or material, or a license to any of our patents, except as expressly permitted in writing by SIKE.
16. Copyright claims. If you believe any content posted or made available on the Platform  constitutes infringement of your copyright rights, send a written notice of infringement to SIKE’s contact information posted on its website. In your notice, please specify the nature of the copyright infringement and include the following information: (a) an electronic or physical signature of the owner of the copyright in question or a person authorized to act on behalf of the owner of the copyright; (b) a description of the claimed infringing material as well as identification of the claimed infringing material, including the location of such material on the Platform; (c) complete contact information, including the name of the owner of the copyright and your name, title, address, telephone number, and email address; (d) a statement that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and (e) a statement, made under penalty of perjury, that the information provided in your notice is accurate and that you are the copyright owner or authorized to act on behalf of the owner. 
17. Trademark claims.  If you believe any content posted or made available on the Platform constitutes infringement of your trademark rights, send your notice using the contact information provided at SIKE’s website. Please include as much detail as possible so that we may respond to your notice in a timely manner, including but not limited to description of your trademark(s), your trademark registration number(s), description(s) of the products allegedly using your trademark(s) without authorization, and the location of such allegedly infringing product(s) on the Platform. 

Contacting us. If you have any questions, or comments about these Terms please contact us at SIKE’s contact information as provided on its website.