THIS AGREEMENT CONTAINS A MANDATORY ARBITRATION PROVISION AND WAIVER OF JURY TRIAL. PLEASE READ IT CAREFULLY BEFORE AGREEING.

Website Terms & Conditions

Last Updated: March 2, 2021

Welcome to the Hayward company (hereinafter “Hayward," “Hayward," “we" or “us") and our website at https://www.hayward-pool.com (including all content under the “hayward-pool.com" or “hayward.com" domain names, and referred to herein as the “Website"). Please read these Terms & Conditions (herein, "Terms" or "Agreement") carefully before using the Website. We provide this Website and the associated data, information, tools, software, updates, audio, images, text, artwork, video clips and other materials (altogether, the “Content"), subject to your agreement to and compliance with these Terms. The Hayward pool-related products and equipment that we sell and support via the Website are referred to herein as the “Products."

Your access to and use of the Website is conditioned upon your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others who wish to access or use the Website. By accessing or using the Website, you agree to be bound by these Terms. If you do not agree and consent to these Terms, please do not use the Website and/or the Content.

Your access to and use of the Website is conditioned upon your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others who wish to access or use the Website. By accessing or using the Website, you agree to be bound by these Terms. if you do not agree and consent to these Terms, please do not use the Website and/or the Content.

INCORPORATED TERMS

The following additional terms are incorporated into this Agreement as if fully set forth herein:

  • Privacy Policy
  • Copyright Policy
  • Complaint Policy

1. IMPORTANT NOTICES

  1. By using and/or visiting the Website, you represent that you have read, understand, and agree to this Agreement, including our Privacy Policy published in the US, or AU, or CAN, or Flow Control (“Privacy Policy”) which is incorporated herein by reference. This Agreement and Privacy Policy are subject to the provisions of the European Union (“EU”) General Data Protection Regulation ("GDPR"), the California Consumer Privacy Act ("CCPA") and other applicable privacy laws. Hayward agrees that under the GDPR, Hayward is a data “Controller” and you are a “Data Subject” with certain protected privacy rights concerning your “Personal Data.” Personal Data may also be referred to as Personally Identifiable Information ("PII").
  2. We reserve the right to change, modify, add to, or otherwise alter this Agreement at any time, or to change or discontinue any aspect or feature of the Website, Content or Products without notice to you. Such changes, modifications, additions or deletions shall be effective immediately upon their posting on the Website. You agree to review this Agreement periodically to be aware of such revisions. Your use of the Website and/or Content after we post of such changes, modifications, additions or deletions constitutes your acceptance of such changes, modifications, additions or deletions. Notwithstanding the foregoing, we will notify you via email regarding any changes in the Privacy Policy, if you have provided your email address to us.

2. LICENSE

  1. As long as you are in compliance with this Agreement (and all incorporated documents), we hereby grant to you during the Term (as defined below) a limited, revocable, non-assignable, non-transferrable, non-sublicensable, non-exclusive license to use the Website, and to access and receive the Content thereon that are intended for public display or access. Any rights not explicitly granted in this Agreement are strictly withheld and reserved by us.
  2. You agree that (i) except in your normal use of the Website, you will not copy or distribute any part of the Website or Content in any medium without our prior written authorization; (ii) you will not alter or modify any part of the Website or Content other than as is necessary to use the Website or Content for their intended purposes; and (iii) you will otherwise comply with this Agreement.

3. RESTRICTIONS

  1. You agree that you will not violate any applicable law or regulation in connection with your use of the Website or Content
  2. You agree that you will not distribute, upload, make available or otherwise publish through the Website or Content any suggestions, information, ideas, comments, causes, promotions, documents, questions, notes, plans, drawings, proposals, graphics, text, information, links, profiles, personal information, name, likeness, audio, photos, software, music, sounds, video, comments, messages or tags, or similar materials (altogether, "Submissions") that:
    • are unlawful or encourage another to engage in anything unlawful;
    • contain a virus or any other similar programs or software that may damage the operation of our or another’s computer;
    • violate the rights of any party or infringe upon any patent, trademark, trade secret, copyright, right of privacy or publicity or other intellectual property right of any party;
    • are false, inaccurate, fraudulent or misleading; or
    • are libelous, defamatory, obscene, inappropriate, invasive of privacy or publicity rights, abusing, harassing, threatening or bullying.
  3. You further agree that you will not do any of the following:
    • modify, adapt, translate, copy, reverse engineer, decompile or disassemble any portion of the Website or Content;
    • interfere with or disrupt the operation of the Website or Content, including restricting or inhibiting any other person from using the Website or Content by means of hacking or defacing;
    • transmit to or make available in connection with the Website or Content any denial of service attack, virus, worm, Trojan horse or other harmful code or activity;
    • attempt to probe, scan or test the vulnerability of the Website or Content or to breach security or authentication measures without proper authorization;
    • take any action that imposes, or may impose, in our sole discretion, an unreasonable or disproportionately large load on our infrastructure;
    • harvest or collect the email address or other contact information of other users of the Website or Content;
    • scrape or collect content from the Website or Content via automated or large group means;
    • submit, post or make available false, incomplete or misleading information to the Website or Content, or otherwise provide such information to us;
    • register for more than one user account; or,
    • impersonate any other person or business.
  4. We reserve the right to review, remove or edit any Submissions, however, we do not routinely screen, monitor, or review Submissions on the Website or Content, including representation made by users of the Website. YOU AGREE THAT WE SHALL NOT BE RESPONSIBLE FOR ANY SUCH INFORMATION. YOUR RELIANCE ON ANY SUCH INFORMATION IS AT YOUR OWN RISK.
  5. You agree that you are not licensed to access any portion of the Website or Content that is not public or made accessible for registered users, and you may not attempt to override any security measures in place on the Website or Content.
  6. Notwithstanding the foregoing rules of conduct, our unlimited right to terminate your access to the Website shall not be limited to violations of this Restrictions section.

4. ELIGIBILITY

  1. Eligibility Requirements. Some parts of the Website or Content may not be available to the general public, and we may impose eligibility rules from time to time. We reserve the right to amend these eligibility requirements at any time. You are not eligible to use the Website or Content if doing so would violate any U.S. law or regulation, including but not limited to export controls or restrictions.
  2. Age Requirements. You must be over the age of 18 to register an account on the Website or use the Content. By registering an account or by using the Content, you represent that you meet this minimum age requirement. In any case, you affirm that you are over the age of 13, as the Website and the Content are not intended for use by children under 13. If you are under 13 years of age, then please do not use the Website without the consent of your parent or guardian. Pursuant to 47 U.S.C. Section 230(d), as amended, we hereby notify you that parental control protections (such as computer hardware, software or filtering services) are commercially available that may assist you in limiting access to material that is harmful to minors. More information on the availability of such software can be found through publicly available sources. You may wish to contact your Internet service provider for more information.

5. FEES, TRANSACTIONS AND PAYMENTS

  1. As more fully described on the Website, purchase of Products may require your payment of fees (“Fees”). If you wish to purchase Products through the Website (each a “Transaction”), you may be asked to supply certain information relevant to your Transaction, including without limitation your credit card number, your credit card verification or other security code, the expiration date of your credit card, and your physical address. We will treat any such information provided through the Website in accordance with this Agreement and the Privacy Policy. Verification of information may be required prior to the acknowledgment or completion of any Transaction. You represent and warrant that you have the legal right to use any credit card(s) or other payment means used for purposes of any Transaction. Product purchases are also subject to our separate Terms and Condition of Sale document that governs your purchase and use of the Products.
  2. You may be required to register your personal and/or financial information with us in order to use certain areas of the Website or the Content, for example, to access/provide Submissions or to initiate Transactions. In doing so, you agree that you will provide accurate and complete information. We may refuse to process your information or requested Transactions if we believe that you may be: i) impersonating another person; ii) violating the intellectual property or other rights of any entity; iii) posting content that is offensive; or iv) providing information that we otherwise reject for any or no reason in our sole discretion.
  3. We may use a third-party payment processor (the “Payment Processor”) to charge Fees to you through your registered account for use of the Content. The processing of payments will be subject to the terms, conditions and privacy policies of the Payment Processor in addition to this Agreement. We are not responsible for errors made by the Payment Processor. You agree to pay us, through the Payment Processor, all charges for purchases made by you, and you authorize us, through the Payment Processor, to charge your chosen payment provider (e.g., credit card) (your “Payment Method”). We will charge your Payment Method when payments are due, as more fully identified on the Website.
  4. Your account will be considered delinquent if payment in full is not successful when a charge is initiated. Unless specified in an invoice, amounts due are exclusive of all applicable taxes, levies, or duties, and you will be responsible for payment of all such amounts. If you believe that any specific charge under this Agreement is incorrect, in order to obtain a credit, you must contact us in writing within thirty (30) days after the payment due date, and set forth the nature and amount of the requested correction; otherwise charges are final.
  5. In addition to other applicable remedies, we reserve the right to suspend and/or terminate your purchases of Products, and/or terminate this Agreement if your Payment Method is declined or fails, and your account is therefore delinquent.

6. CREDENTIALS SECURITY

  1. You understand and agree that in order to use certain functions of the Website or Content, you may be asked by us to provide certain credentials or other login information (“Credentials”). You are under no obligation to provide Credentials to us; however, if you do, you represent and warrant that you are authorized to provide these Credentials to us for use in connection with the Content, and that the Credentials are and will be true and accurate throughout the Term of this Agreement. By providing your Credentials, you agree that we may store and use the Credentials in accordance with our Privacy Policy.
  2. If you are registered with a user account on the Website, you agree to keep your user name and password and/or any other Credentials needed to login to the Website confidential and secure. You are responsible for controlling the access to and use of your account. You understand and agree that we may assume that instructions from an individual associated with your account are authoritative and should be acted upon by us. We are not responsible for any unauthorized access to your account or profile, and any ramifications of such access, and we are not required to take action to disable any account. You agree that you will not bring any action against us arising out of or related to any claimed unauthorized access using your account Credentials.
  3. Notwithstanding the foregoing, if we believe that there has been an unauthorized access to your account, we may take reasonable efforts with reasonable speed, to disable or lock your account, or otherwise address your situation. In the event that you would like to report a breach, please contact websupport@hayward.com with the term “Account Breach Notice” in the subject line.

7. CONTENT SUBMITTED OR MADE AVAILABLE TO US

  1. You are under no obligation to submit anything to us, and unless otherwise noted, we will not claim ownership of your Submissions. We do, however, require your permission to process, display, reproduce and otherwise use Submissions you make available to us. Therefore, if you choose to submit any Submissions (including your name, likeness and other personal information) to the Website or Content, you hereby grant to us a perpetual, irrevocable, transferrable, sub-licensable, non-exclusive, worldwide, royalty-free license to reproduce, use, modify, display, perform, distribute, translate and create derivative works from any such Submissions, including without limitation distributing part or all of the Submissions in any media format through any media channels.
  2. Notwithstanding the foregoing grant, as further identified in the Privacy Policy, information that you upload or make available for the purpose of using the Website (such as information about your customers, their addresses, financial information, and similar related data) will only be used by us for the purpose of providing the Website and Content to you.
  3. By submitting any Submissions to us you hereby agree, warrant and represent that: (a) the Submissions do not contain proprietary or confidential information, and the provision of the Submissions is not a violation of any third-party’s rights; (b) all such Submissions are accurate and true, (c) we are not under any confidentiality obligation relating to the Submissions; (d) we shall be entitled to use or disclose the Submissions in any way; and (e) you are not entitled to compensation or attribution from us in exchange for the Submissions.
  4. You acknowledge that we are under no obligation to maintain any information, materials, Submissions that you submit, post or make available to or on the Website. We reserve the right to withhold, remove and or discard any such materials at any time.

8. SMS/MMS Terms of Service

  1. When you opt-in to use our SMS/MMS service (the “Service”) by filling out our Mobile Opt-In form, we will send you a message asking you to confirm your signup. Text “YES” to 24176 to receive Hayward Alerts, text "HELP" for help, and text "STOP" to cancel. Message and data rates may apply. Message frequencies may vary by usage.
  2. You can cancel this Service at any time by texting "STOP" to 24176. After you send the "STOP" message to us, we will send you a reply message to confirm that you have been unsubscribed. After this, you will no longer receive SMS/MMS messages from us.
  3. If you want to join again, just sign up as you did the first time and we will start sending messages to you again.
  4. If at any time you forget what keywords are supported, just text "HELP" to 24176. After you send the "HELP" message to us, we will respond with instructions on how to use our Service as well as how to unsubscribe.
  5. “Participating Carriers” are: AT&T, Verizon Wireless, Sprint, T-Mobile, U.S. Cellular, Boost Mobile, MetroPCS, Virgin Mobile, Alaska Communications Systems (ACS), Appalachian Wireless (EKN), Bluegrass Cellular, Cellular One of East Central, IL (ECIT), Cellular One of Northeast Pennsylvania, Cricket, Coral Wireless (Mobi PCS), COX, Cross, Element Mobile (Flat Wireless), Epic Touch (Elkhart Telephone), GCI, Golden State, Hawkeye (Chat Mobility), Hawkeye (NW Missouri), Illinois Valley Cellular, Inland Cellular, iWireless (Iowa Wireless), Keystone Wireless (Immix Wireless/PC Man), Mosaic (Consolidated or CTC Telecom), Nex-Tech Wireless, NTelos, Panhandle Communications, Pioneer, Plateau (Texas RSA 3 Ltd), Revol, RINA, Simmetry (TMP Corporation), Thumb Cellular, Union Wireless, United Wireless, Viaero Wireless, and West Central (WCC or 5 Star Wireless).
  6. T-Mobile is not liable for delayed or undelivered messages.
  7. Participating Carriers are not liable for delayed or undelivered messages.
  8. As always, message and data rates may apply for any messages sent to you from us, and to us from you. If you have any questions about your text plan or data plan, please contact your wireless provider.
  9. For all questions about the Services provided by this short code, please send an email to websupport@hayward.com.
  10. If you have any questions regarding privacy, please read our Privacy Policy.

9.Investor Relations Terms and Disclaimers

  1. Introduction. This Section provides legal terms and disclaimers pertaining to investors and potential investors that access the Hayward investor relations (“Investor Relations”) pages of the Website. Nothing contained on this Website constitutes tax, accounting, regulatory, legal, insurance or investment advice. The information contained on this Website does not constitute any solicitation or offer by Hayward or its affiliates to buy or sell any securities, futures, options or other financial instruments. Hayward will not offer or sell any security to any person in any jurisdiction in which such offer, solicitation, purchase, or sale would be unlawful under the securities laws of such jurisdiction. Decisions based on information contained on this Website are your sole responsibility. By making investor information available on the Website, Hayward does not represent that any investment is suitable for any particular user. All persons and entities accessing the Website do so on their own initiative and are responsible for compliance with applicable local laws and regulations.
  2. Not Investment Advice. This Website is for information purposes only and is not intended to be relied upon as forecast, research or investment advice. The information on this Website does not constitute a recommendation, offer or solicitation to buy or sell any securities or to adopt any investment strategy. Although this material is based upon information that Hayward considers reliable and endeavors to keep current, Hayward does not assure that this material is accurate, current or complete, and it should not be relied upon as such. Past performance is no guarantee of future results. All investments involve risk and may lose value, and the value of your investment can go down depending upon market conditions. Investments in Hayward are not bank deposits and are not insured or guaranteed by Hayward, FDIC or any other entity. BEFORE ACQUIRING ANY HAYWARD SHARES FOR INVESTMENT BY PURCHASE OR EXCHANGE, YOU AGREE IT IS YOUR RESPONSIBILITY TO READ OUR PROSPECTUS AND/OR OFFERING MATERIALS.
  3. SEC Materials. Certain information provided through this Website has been filed with the Securities and Exchange Commission ("SEC Materials"). The SEC Materials and other public disclosures contained on this Website contain forward-looking statements with respect to Hayward's future financial or business performance, strategies or expectations. Forward-looking statements are typically identified by words or phrases such as "trend," "potential," "opportunity," "pipeline," "believe," "comfortable," "expect," "anticipate," "current," "intention," "estimate," "position," "assume," "outlook," "continue," "remain," "maintain," "sustain," "seek," "achieve," and similar expressions, or future or conditional verbs such as "will," "would," "should," "could," "may" or similar expressions. Hayward's latest Annual Report on Form 10-K and Hayward's subsequent reports filed with the SEC also discuss certain risk factors, and are accessible on the SEC website (www.sec.gov) and this Website.
  4. Risk Factors. In addition to any risk factors identified in SEC Materials or elsewhere on this Website, the following non-exclusive list of factors could cause actual results to differ materially from any forward-looking statements or historical performance: (1) the introduction, withdrawal, success and timing of Hayward business initiatives and strategies; (2) changes and volatility in political, economic or industry conditions, interest rate environment, foreign exchange rates or financial and capital markets, which could result in changes in demand for Hayward products or services; (3) the impact of increased competition; (4) the impact of future acquisitions or divestitures; (5) unfavorable resolution of legal proceedings; (6) the extent and timing of any share repurchases; (7) the impact, extent and timing of technological changes and the adequacy of intellectual property and information security protection; (8) the impact of legislative and regulatory actions and reforms; (9) terrorist activities, international hostilities, security incidents, and natural disasters, which may adversely affect the general economy or Hayward specifically; (10) changes to tax legislation, including income, payroll and transaction taxes, and taxation on products or transactions which could affect Hayward’s tax position; and (11) Hayward's success in maintaining the distribution, sales and support of its products.
  5. Applicable Jurisdiction and Governing Law. The materials provided on our Investor Relations pages are not intended for distribution to, or use by, any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation. This Website will not be considered a solicitation for or offering of any investment to any person in any jurisdiction where such solicitation or offering would be illegal.

10. SUBMISSIONS SHARED THROUGH THE WEBSITE

You understand that by sharing information on the Website, and requesting information to be sent through the Website, you may be revealing information about yourself and/or your business. You understand and acknowledge that you are fully aware and responsible for the impact of sharing such materials, and you agree that we shall not be held responsible, and we shall be released and held harmless by you from any liability or damages arising out of such conduct.

11. LINKS TO THIRD PARTY WEBSITES

For your convenience, the Website contains links to the websites of third parties on which you may be able to obtain information or use services. For example, we provide links to social media sites (e.g., Facebook, Twitter, Pinterest, etc.). Except as otherwise noted, such third party websites, and such information and services are provided by organizations that are independent from us. We do not make any representations or warranties concerning such websites. We have no control over, and assume no responsibility for, the content, privacy policies, or practices of any third party websites. In addition, we cannot and do not censor or edit the content of any third-party site. Therefore, we make no representation as to the accuracy or any other aspect of the information contained in or on such websites, sources or servers. Your linking to or from any off-site pages or other websites is at your own risk. By using our Website, you expressly relieve us from any and all liability arising from your use of any third-party website. Accordingly, we encourage you to be aware when you leave the Website and to read the terms and privacy policy of each other website that you visit.

12. OUR INTELLECTUAL PROPERTY

  1. Our graphics, logos, names, designs, page headers, button icons, scripts, and service names are our trademarks, trade names and/or trade dress. The “look” and “feel” of the Website, Content and Products (including color combinations, button shapes, layout, design and all other graphical elements) are protected by U.S. copyright and trademark law. All Product names, names of Content, trademarks and service marks (“Marks”) are our property or the property of their respective owners, as indicated. You may not use the Marks or copyrights for any purpose whatsoever other than as permitted by this Agreement
  2. You acknowledge that i) the software used to provide the Content or contained within the Products, all enhancements, updates, upgrades, corrections and modifications to the software (the “Software”), ii) all copyrights, patents, trade secrets, or trademarks or other intellectual property rights protecting or pertaining to any aspect of the Software (or any enhancements, corrections or modifications), and iii) any and all related documentation, are and shall remain the sole and exclusive property of us and/or our licensors, as the case may be. This Agreement does not convey title or ownership to you, but instead gives you only the limited use rights set forth herein.

13. TERM AND TERMINATION

  1. The “Term” of this Agreement will continue until the Agreement is terminated as provided herein. We reserve the right to terminate this Agreement and/or deny all or some portion of the Website or Content to any user, in our sole discretion, at any time.
  2. Without limiting the foregoing or assuming any additional legal obligations, we reserve the right to terminate violators of the Copyright Act, in accordance with applicable law. All rights that you grant to us herein related to Submissions shall survive any termination of this Agreement. Further, your representations, warranties and indemnification obligations herein shall survive any termination of this Agreement.
  3. You may terminate this Agreement at any time by ceasing use of the Website or Content, and by closing your account. Your representations, warranties and indemnification obligations shall survive any termination of this Agreement.

14. GENERAL DISCLAIMERS AND LIMITATION ON LIABILITY

  1. We do not represent or warrant that access to the Website will be error-free or uninterrupted, and we do not guarantee that users will be able to access or use the Website, or its features, at all times. We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Content, or any part thereof, with or without notice.
  2. Certain data displayed by the Website relies on the receipt of underlying data from third-party sources. Such data sources may not be real time or accurate, which may result in delays or inaccuracies in the displayed information.
  3. The Website or Content may contain typographical errors or inaccuracies, and may not be complete or current. We reserve the right to correct any such errors, inaccuracies or omissions and to change or update information at any time without prior notice.
  4. Although we have the right to review, edit, remove or modify information from or on the Website or Content, we may not screen this material or control the sources of this information, and we do not guarantee the accuracy, suitability, completeness, currency, quality, adequacy or applicability of any such information.
  5. BY USING THE WEBSITE AND/OR CONTENT YOU AGREE AND ACKNOWLEDGE THAT WE PROVIDE THE WEBSITE AND CONTENT “AS IS” AND WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED OR STATUTORY. WE AND OUR AFFILIATES, SUBSIDIARIES, OFFICERS, DIRECTORS, SHAREHOLDERS, MEMBERS, MANAGERS, EMPLOYEES, DISTRIBUTORS, DEALERS AND SUPPLIERS, SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, ACCURACY, SUITABILITY, APPLICABILITY, MERCHANTABILITY, PERFORMANCE, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OR ANY OTHER WARRANTIES OF ANY KIND. NO ADVICE OR INFORMATION (ORAL OR WRITTEN) OBTAINED BY YOU FROM US SHALL CREATE ANY WARRANTY.
  6. USE OF THE WEBSITE AND/OR CONTENT IS AT YOUR SOLE RISK. WE DO NOT WARRANT THAT YOU WILL BE ABLE TO ACCESS OR USE THE WEBSITE AND/OR CONTENT AT THE TIMES OR LOCATIONS OF YOUR CHOOSING; THAT THE CONTENT WILL BE ERROR-FREE; THAT DEFECTS WILL BE CORRECTED; OR THAT THE CONTENT ARE FREE OF INACCURACIES, MISREPRESENTATIONS BY USERS, VIRUSES OR OTHER HARMFUL COMPONENTS.
  7. TO THE MAXIMUM EXTENT PERMITTED BY LAW, AND EXCEPT AS OTHERWISE PROHIBITED BY LAW, IN NO EVENT SHALL WE OR OUR AFFILIATES, LICENSORS OR BUSINESS PARTNERS (COLLECTIVELY, THE “RELATED PARTIES”) BE LIABLE TO YOU BASED ON OR RELATED TO THE CONTENT, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, AND SHALL NOT BE RESPONSIBLE FOR ANY LOSSES OR DAMAGES, INCLUDING WITHOUT LIMITATION DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, EXEMPLARY OR SPECIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH ACCESS TO OR USE OF THE WEBSITE AND/OR CONTENT, EVEN IF WE AND/OR RELATED PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
  8. Notwithstanding the foregoing, in the event that a court shall find that any of the above disclaimers are not enforceable, then you agree that neither we nor any of our subsidiaries, affiliated companies, employees, members, shareholders, or directors shall be liable for (1) any damages in excess of $100.00, or (2) any indirect, incidental, punitive, special, exemplary or consequential damages or loss of use, lost revenue, lost profits or data to you or any third party from your use of the Website or Content. This limitation shall apply regardless of the basis of your claim or whether or not the limited remedies provided herein fail of their essential purpose.
  9. SOME STATES MAY NOT PERMIT CERTAIN DISCLAIMERS AND LIMITATIONS, AND ANY SUCH DISCLAIMERS OR LIMITATIONS ARE VOID WHERE PROHIBITED.
  10. NOTWITHSTANDING ANY OTHER STATEMENT HEREIN TO THE CONTRARY, THE LIMITATIONS OF LIABILITY OF THIS SECTION 14 APPLY ONLY TO ECONOMIC DAMAGES ARISING FROM USE OF THIS WEBSITE, AND DO NOT PURPORT TO LIMIT LIABILITY FOR PERSONAL INJURY CAUSED BY ANY HAYWARD PRODUCT.

15. INDEMNIFICATION

  1. You agree to defend, indemnify and hold harmless Hayward, its officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to reasonable attorney’s fees) arising from: (i) your use of and access to the Website or Content; (ii) your violation of any term of this Agreement; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; (iv) any claim that any of your Submissions caused damage to a third party; or (v) any conduct, activity or action that is unlawful or illegal under any state, federal or common law, or is violative of the rights of any individual or entity, engaged in, caused by, or facilitated in any way through the use of the Website or Content. This defense and indemnification obligation will survive termination of this Agreement and your use of the Website and/or Content.
  2. Notwithstanding any statement herein to the contract, this Section 15 does not require you to indemnify Hayward for any unconscionable commercial practice or for any fraud, deception, false promise, misrepresentation or concealment, suppression or omission of any material fact by Hayward or in connection with the Website.

16. DISPUTES, GOVERNING LAW AND JURISDICTION

  1. You agree that any claim or dispute arising out of or relating in any way to your use of the Website, Content or any service provided by us, will be resolved solely and exclusively by binding arbitration, rather than in court, except that you may assert claims in small claims court if your claims qualify. The Federal Arbitration Act and federal arbitration law apply to this Agreement. YOU UNDERSTAND AND AGREE TO SUBMIT TO ARBITRATION PROCEEDINGS TO SETTLE ANY DISPUTES HEREUNDER, THAT SUCH ARBITRATION WILL BE IN LIEU OF LITIGATION, AND EACH PARTY HEREBY WAIVES THE RIGHT TO SUE IN COURT OR HAVE A JURY TRIAL IN FAVOR OF THE ARBITRATION PROCEEDING EXCEPT AS PERMITTED UNDER THIS AGREEMENT.
  2. There is no judge or jury in arbitration, and court review of an arbitration award is limited. An arbitrator, however, may award on an individual basis the same damages and relief as a court (including injunctive and declaratory relief or statutory damages), and must follow the terms of this Agreement as a court would.
  3. To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to the following address: Hayward Pool Products, 620 Division Street, Elizabeth, New Jersey 07207.
  4. Arbitration under this Agreement will be conducted by the American Arbitration Association (“AAA”) under its rules then in effect. Payment of all filing, administration and arbitrator fees will be governed by the AAA's rules.
  5. You agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. If for any reason a claim proceeds in court rather than in arbitration, we both agree that we have each waived any right to a jury trial.
  6. Notwithstanding the foregoing, you agree that we may bring suit in court to enjoin infringement or other misuse of intellectual property or other proprietary rights.
  7. The laws of the State of New Jersey shall govern this Agreement. Any arbitration shall be held in Newark, New Jersey (the “Dispute Resolution Location”). To the extent arbitration does not apply, you agree that any dispute arising out of or relating to the Website, Services or us, may only be brought by you in a state or federal court located in the Dispute Resolution Location. YOU HEREBY WAIVE ANY OBJECTION TO THIS VENUE AS INCONVENIENT OR INAPPROPRIATE, AND AGREE TO EXCLUSIVE JURISDICTION AND VENUE IN THE DISPUTE RESOLUTION LOCATION.

17. GENERAL

  1. Severability. If any provision of this Agreement is found for any reason to be unlawful, void or unenforceable, then that provision will be given its maximum enforceable effect, or shall be deemed severable from this Agreement and will not affect the validity and enforceability of any remaining provision.
  2. Revisions. This Agreement may only be revised in a writing signed by us or posted by us to the Website or Content. In the event that we update this Agreement and you are made aware of the update, your continued use of the Website or Content after the update shall constitute your assent to the updated Agreement.
  3. No Partnership. You agree that no joint venture, partnership, employment, or agency relationship exists between you and us as a result of this Agreement or your use of the Website or Content.
  4. Assignment. We may assign our rights under this Agreement, in whole or in part, to any person or entity at any time with or without your consent. You may not assign this Agreement without our prior written consent. Any unauthorized assignment shall be null and void.
  5. No Waiver. Our failure to enforce any provision of this Agreement shall in no way be construed to be a present or future waiver of such provision, nor in any way affect the right of any party to enforce each and every such provision thereafter. The express waiver by us of any provision, condition or requirement of this Agreement shall not constitute a waiver of any future obligation to comply with such provision, condition or requirement.
  6. Electronic Communications. Your transmission of emails or other communications to us via the Website constitutes electronic communications. Under this Agreement, you consent to the transmission and reception of electronic communications, and you agree that all notices, disclosures and other communications that we provide to you electronically, via email and on the Website, satisfy any legal requirement that such communications be in writing.
  7. Notices. All notices given by you or required under this Agreement shall be in writing and addressed to: Hayward Pool Products, 620 Division Street, Elizabeth, New Jersey 07207; Email: websupport@hayward.com.
  8. Equitable Remedies. You hereby agree that we would be irreparably damaged if the terms of this Agreement were not specifically enforced, and therefore you agree that we shall be entitled, without bond, other security, or proof of irreparable harm or other damages, to appropriate equitable remedies with respect to breaches of this Agreement, in addition to such other remedies as we may otherwise have available to us under applicable laws.
  9. Entire Agreement. This Agreement, including the documents expressly incorporated by reference, constitutes the entire agreement between you and us with respect to the Website or Content, and supersedes all prior or contemporaneous communications, whether electronic, oral or written.

COPYRIGHT POLICY

If you believe in good faith that any materials posted on the Website or Content (the “Materials”) infringe any copyright in any work of yours, you agree to contact our “DMCA Copyright Agent” as identified below, hereby designated under the Digital Millennium Copyright Act (“DMCA”) (17 U.S.C. §512(c)(3)), with correspondence containing the following:

  • A physical or electronic signature of the owner, or a person authorized to act on behalf of the owner, of the copyright that is allegedly infringed;
  • Identification of the copyrighted work claimed to have been infringed;
  • Identification, with information reasonably sufficient to allow its location of the material that is claimed to be infringing;
  • Information reasonably sufficient to permit us to contact you;
  • A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and,
  • A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

You agree that if you fail to comply with all of the requirements of this policy, your DMCA notice may not be valid. For any questions regarding this procedure, or to submit a complaint, please contact our designated DMCA Copyright Agent:

Copyright Agent
Hayward Pool Products,
400 Connell Drive, Suite 6100, Berkeley Heights, NJ 07922
Attn: Legal Department

COMPLAINT POLICY FOR INFRINGEMENT OF OTHER RIGHTS

If you believe in good faith that any Materials (as defined above) posted on the Website or accessed via the Content infringe any of your rights (including any trademark or privacy rights, but not including rights in copyright as addressed in the Copyright Policy, above), or are otherwise unlawful, you agree to send a notice to websupport@hayward.com, containing the following information:

  • Your name, physical address, e-mail address and phone number;
  • A description of the Materials posted on the Website that you believe violate your rights or are otherwise unlawful, and which parts of said Materials you believe should be remedied or removed;
  • Identification of the location of the Material on the Website;
  • If you believe that the Materials violate your rights, a statement as to the basis of the rights that you claim are violated;
  • If you believe that the Materials are unlawful or violate the rights of others, a statement as to the basis of this belief;
  • A statement under penalty of perjury that you have a good faith belief that use of the Materials in the manner complained of is not authorized and that the information you are providing is accurate to the best of your knowledge and in good faith; and,
  • Your physical or electronic signature.

If we receive a message from you that complies with all of the above requirements, we will evaluate the submission, and if appropriate, in our sole discretion, we will take action. We may disclose your submission to any entity that posted the claimed violative Materials, or any other entity as we deem appropriate.

Copyright ©Hayward. All rights reserved. The Website is the property of Hayward, and is protected by United States and international copyright, trademark, and other applicable laws. This includes the content, appearance, and design of the Website, as well as the trademarks, product names, graphics, logos, service names, slogans, colors, and designs.