Recitals

WHEREAS, EASE manufactures and sells the Ease Cushion, an FDA-registered seating device, together with related accessories;

WHEREAS, EASE offers Ease Care+ as an optional monthly service subscription providing accessory replacement, extended device coverage, and upgrade eligibility to qualifying purchasers of the Ease Cushion; and

WHEREAS, Member wishes to enroll in Ease Care+ subject to the terms and conditions set forth in this Agreement;

NOW, THEREFORE, in consideration of the mutual covenants and promises set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

Article 1. Definitions

1.1 Program. “Ease Care+” or the “Program” means the monthly subscription service described in this Agreement.

1.2 Product. “Product” or “Ease Cushion” means the Ease Cushion seating device purchased by Member from EASE or an authorized reseller and enrolled in the Program.

1.3 Covered Accessories. “Covered Accessories” means the cushion cover, charger, battery, and cooling gel insert supplied with the Product.

1.4 Good Standing. An account is in “Good Standing” when all subscription fees due have been paid, no payment is past due, and the Member is otherwise in compliance with this Agreement.

1.5 Subscription Month. “Subscription Month” means each successive one-month period commencing on the Effective Date and on the same day of each subsequent month.

1.6 Upgrade Agreement. “Upgrade Agreement” means a new twenty-four (24) month subscription agreement executed by Member in connection with an upgrade under Article 7.

Article 2. Enrollment and Eligibility

2.1 Eligibility Window. Enrollment in Ease Care+ is available only within thirty (30) days of the original purchase date of the Product. Enrollment is not available after that window closes unless and until Member purchases a new Ease Cushion.

2.2 Enrollment Conditions. To enroll, Member must (a) have purchased a new Ease Cushion from EASE or an authorized reseller, (b) enroll within the eligibility window described in Section 2.1, (c) maintain a valid payment method on file, and (d) authorize recurring monthly billing.

2.3 Right to Decline. EASE reserves the right to decline or revoke enrollment in its sole discretion, including without limitation where EASE reasonably suspects fraud, abuse, or misrepresentation.

Article 3. Term

3.1 Month-to-Month Term. Except where Member has executed an Upgrade Agreement under Article 7, this Agreement is a month-to-month subscription. The term commences on the Effective Date and automatically renews for successive Subscription Months until canceled or terminated in accordance with this Agreement.

3.2 Continuation of Benefits. Program benefits apply only during Subscription Months for which payment has been received and while the account remains in Good Standing.

Article 4. Fees and Billing

4.1 Subscription Fee. The subscription fee is Twenty-Nine and 99/100 Dollars ($29.99) per Subscription Month, exclusive of any applicable taxes, which are the responsibility of Member.

4.2 Recurring Billing. Member authorizes EASE and its payment processors to charge the payment method on file automatically on each monthly billing date until the subscription is canceled or terminated. Member is responsible for keeping payment information current.

4.3 Price Changes. EASE may modify the subscription fee for future enrollments at any time. For existing subscribers, EASE will provide no less than thirty (30) days’ advance notice of any change to the fee applicable to that subscriber, and continued participation after the effective date of the change constitutes acceptance of the new fee.

4.4 Failed Payments. Declined or failed payments are governed by Article 10 (Suspension and Termination).

Article 5. Accessory Replacement Benefit

5.1 Scope. While the subscription is active and in Good Standing, EASE will provide replacement of Covered Accessories that fail or are damaged, subject to the conditions of this Article.

5.2 Return and Inspection. As a condition of any accessory replacement, Member must return the damaged accessory to EASE. Replacements are shipped after EASE receives and inspects the returned item and confirms eligibility.

5.3 Condition of Replacements. Replacement accessories may be new or manufacturer-certified refurbished, at EASE’s sole discretion, and meet the same performance specifications as the original.

5.4 Claim Limits. EASE determines in its sole discretion whether a claimed accessory qualifies for replacement. Excessive, abusive, or fraudulent claims may result in denial of the claim and termination of the membership without refund.

Article 6. Extended Cushion Coverage

6.1 Extension of Coverage. The standard limited warranty for the Ease Cushion expires twelve (12) months after purchase. Ease Care+ extends repair or replacement coverage for the Product beyond that period for so long as the subscription remains active and in Good Standing.

6.2 Conditions. Extended coverage does not apply to damage caused by misuse, neglect, unauthorized modification, accident, or external causes. EASE may, in its sole discretion, repair the Product, replace it with a new or refurbished unit of equivalent specification, or deny a claim that falls outside coverage.

6.3 Nature of Coverage. The coverage under this Article is a service benefit only and is not a manufacturer warranty, an extended warranty product, or an insurance policy. See Article 12.

Article 7. Upgrade Program

7.1 Eligibility. Upgrade eligibility accrues based on consecutive Subscription Months in Good Standing. To be eligible, Member must have made uninterrupted payments, have no missed payment within the preceding ninety (90) days, and be current on all charges.

7.2 Upgrade Tiers. Upgrade tiers are as follows:

7.3 Conditions Precedent. No upgrade will be processed until (a) any applicable upgrade fee is paid in full, (b) a new Upgrade Agreement is executed, and (c) EASE confirms receipt of the returned original Product. Replacement Products may be new or refurbished at EASE’s sole discretion.

7.4 Reset of Eligibility. Upon execution of an Upgrade Agreement, upgrade eligibility resets and begins to accrue anew from the commencement date of that agreement.

7.5 Program Changes. EASE may modify, suspend, or discontinue the upgrade program for future enrollments at any time. Such changes do not affect an Upgrade Agreement already executed.

Article 8. Exclusions

The Program does not cover, and EASE has no obligation with respect to, any of the following:

• (a) intentional damage or vandalism;
• (b) normal cosmetic wear;
• (c) loss, theft, or mysterious disappearance;
• (d) damage resulting from unauthorized repair or modification;
• (e) damage resulting from misuse or use contrary to product instructions;
• (f) damage caused by accident, liquid exposure, fire, flood, or acts of nature; and
• (g) any accessory or component not expressly listed as a Covered Accessory.

EASE retains sole discretion to determine whether a claim falls within or outside the scope of coverage.

Article 9. Claims Procedure

9.1 Submission. To make a claim, Member must contact EASE customer support, describe the issue, and follow EASE’s instructions for return and inspection. EASE may require photographs, proof of purchase, and return of the affected item.

9.2 Determination. EASE will review each claim and notify Member of its determination. Approved replacements or repairs are fulfilled in accordance with Articles 5 and 6.

Article 10. Suspension, Cancellation, and Termination

10.1 Cancellation by Member. Except where an Upgrade Agreement is in effect, Member may cancel the subscription at any time, effective at the end of the then-current Subscription Month. Cancellation stops future billing and ends all Program benefits. Fees already paid are non-refundable except as required by law.

10.2 Suspension for Non-Payment. If a scheduled payment fails, EASE may suspend Program benefits after fifteen (15) days. Upgrade eligibility is revoked if the account becomes more than thirty (30) days delinquent.

10.3 Termination by EASE. EASE may terminate the subscription for continued non-payment or for breach of this Agreement. Reinstatement following non-payment requires full payment of the outstanding balance and is subject to EASE’s approval.

10.4 Effect of Termination. Upon cancellation or termination, all Program benefits cease. Articles 11 through 18 survive termination.

Article 11. Early Termination Fee Under an Upgrade Agreement

11.1 Applicability. If Member has executed an Upgrade Agreement and cancels prior to completion of the twenty-four (24) month term, an early termination fee applies.

11.2 Amount. The early termination fee is, at EASE’s election, either (a) the remaining unpaid balance of the subscription term, or (b) a flat fee not to exceed Three Hundred Ninety-Nine Dollars ($399). EASE may pursue collection of any outstanding balance through lawful means.

Article 12. Nature of the Program; Medical Device Disclaimer

12.1 Not Insurance. Ease Care+ is a product protection and service subscription. It is not insurance, a warranty of insurance, a health plan, or a healthcare benefit, and it is not underwritten as an insurance product. Depending on jurisdiction, this Agreement may constitute a service contract subject to state registration or disclosure requirements; EASE administers the Program in accordance with applicable law.

12.2 Medical Device Disclaimer. The Ease Cushion is an FDA-registered device. EASE makes no representation, warranty, or guarantee regarding clinical outcomes, therapeutic results, or health benefits, and individual results vary. The Program does not constitute medical advice and does not create a physician-patient relationship. Member is encouraged to consult a licensed healthcare provider regarding use of the Product and any condition relating to pressure injury, wound care, or mobility. EASE is not liable for any injury, adverse health outcome, or complication arising from use or misuse of the Product, whether or not the Product is enrolled in an active Program.

Article 15. Indemnification

Member agrees to indemnify, defend, and hold harmless EASE and its officers, directors, employees, affiliates, and agents from and against any claims, liabilities, damages, losses, and expenses, including reasonable attorneys’ fees, arising from (a) Member’s use or misuse of the Product or any Covered Accessory, (b) Member’s breach of this Agreement, or (c) any claim that Member’s use of the Product caused harm to a third party.

Article 16. Dispute Resolution; Arbitration; Class Waiver

16.1 Informal Resolution. Before initiating any formal proceeding, the parties will attempt in good faith to resolve any dispute by contacting the other party in writing and negotiating for at least thirty (30) days.

16.2 Binding Arbitration. Except as provided in Section 16.4, any dispute arising out of or relating to this Agreement or the Program that is not resolved informally shall be resolved by final and binding arbitration administered by a nationally recognized arbitration provider under its consumer arbitration rules. The arbitration shall take place in or near Genesee County, Michigan, or by videoconference, and judgment on the award may be entered in any court of competent jurisdiction.

16.3 Class Action Waiver. To the maximum extent permitted by law, all claims must be brought in the parties’ individual capacity and not as a plaintiff or class member in any purported class or representative proceeding. The arbitrator may not consolidate more than one person’s claims.

16.4 Exceptions. Either party may bring an individual action in small claims court, and either party may seek injunctive or equitable relief to protect its intellectual property or confidential information, in a court of competent jurisdiction.

16.5 Opt-Out. Member may opt out of the arbitration and class waiver provisions of this Article by sending written notice to EASE within thirty (30) days of the Effective Date. Opting out does not affect any other provision of this Agreement.

Article 17. Governing Law and Venue

This Agreement is governed by and construed in accordance with the laws of the State of Michigan, without regard to its conflict-of-law principles. Subject to Article 16, the parties consent to the exclusive jurisdiction and venue of the state and federal courts located in Genesee County, Michigan.

Article 18. Miscellaneous

18.1 Amendment. EASE may modify this Agreement for future enrollments at any time and may modify the terms applicable to existing subscribers upon at least thirty (30) days’ advance notice. Continued participation after the effective date of a modification constitutes acceptance.

18.2 Assignment. Member may not assign or transfer this Agreement without EASE’s prior written consent. EASE may assign this Agreement without restriction. This Agreement binds and benefits the parties and their permitted successors and assigns.

18.3 Severability. If any provision of this Agreement is held invalid or unenforceable, that provision will be limited or severed to the minimum extent necessary, and the remaining provisions will remain in full force and effect.

18.4 Waiver. No waiver of any provision is effective unless in writing, and no failure or delay in exercising any right operates as a waiver of that right.

18.5 Force Majeure. EASE is not liable for any failure or delay in performance caused by events beyond its reasonable control, including natural disasters, labor disputes, supply chain disruption, or governmental action.

18.6 Notices. Notices to EASE may be sent to support@easeseatingsystems.com or to EASE’s principal place of business. Notices to Member may be sent to the email or address on file.

18.7 Electronic Acceptance. Member consents to transact electronically. Enrollment through electronic means, including clicking to accept or authorizing recurring billing, constitutes a valid and binding signature and acceptance of this Agreement.

18.8 Survival. Provisions that by their nature should survive termination, including Articles 11 through 18, survive termination or expiration of this Agreement.

18.9 Entire Agreement. This Agreement, together with any executed Upgrade Agreement, constitutes the entire agreement between the parties regarding the Program and supersedes all prior or contemporaneous communications, representations, or agreements, whether written or oral.

18.10 Headings. Headings are for convenience only and do not affect interpretation.