PLEASE READ THE FOLLOWING TERMS AND CONDITIONS RELATING TO YOUR USE OF OUR WEBSITE AND OUR COACHING OFFERINGS CAREFULLY.
By using our website and/or our fee-based coaching offerings including various coaching platforms that we utilize (“Coaching”), you agree to the terms and conditions set forth in this User Agreement (this “Agreement”). We reserve the right, in our sole discretion, to change, modify, add or remove provisions of this Agreement at any time. You should check this Agreement periodically for changes. By using our Website or Coaching after we post any changes to this Agreement or otherwise notify you of such changes, you agree to accept those changes, whether or not you have reviewed them. If you do not agree to this Agreement, you should not use our Website and/or Coaching and you should arrange to cancel your registered user account with us, as applicable.
- Scope of Agreement
Unless we indicate otherwise, this Agreement applies to your use of the websites which are owned or operated by NuStart Health, L.L.C. (“NuStart,” “we,” “us,” or “our”) and our affiliates (collectively, “NuStart”), including, without limitation, our website and any other website that we may own or operate currently or in the future (collectively, our “Website”), and all of the Coaching or other fee-based products that we may offer currently or in the future. For purposes of this Agreement, “affiliates” will mean any entity or person, directly or indirectly, owning a controlling interest in, owned by, or under common ownership control with, NuStart.
The parties agree as follows:
- No Medical Care. The Services are intended only to assist Client with Client’s efforts to lose weight. The Services are not health care services. NuStart’s staff does not give medical advice or diagnosis. No information provided in the context of providing Services may be construed as medical advice or diagnosis. Some online platforms to which Client may be referred utilize terms like “patients,” “providers,” and “clinics.” Use of such terms on a platform, or the use of any other terms commonly related to the medical field, should not be construed as NuStart providing medical care. Additionally, the information and reports generated by NuStart in providing the Services may not be interpreted as a substitute for physician consultation, evaluation, or treatment. Client acknowledges that NuStart has advised Client to seek the advice of a physician before entering into this Agreement.
- Client Participation. To participate in the Services, Client must meet all health criteria established by NuStart from time to time. Client’s participation may be terminated by NuStart at any time it determines that Client does not meet such criteria. Client may participate in the Services to the extent Client desires, but NuStart reserves the right to terminate Client’s participation if Client does not demonstrate he or she is making a good faith effort, in the sole discretion of NuStart, to benefit from the Services.
- Release of Information. Client understands and acknowledges that NuStart may, at its sole discretion, release de-identified health information (health information that neither identifies nor provides a reasonable basis to identify an individual). Client authorizes NuStart to release individually identifiable health information to Client’s insurers, to Client’s medical care providers, to Client’s employer (to the extent necessary to qualify Client for continued Services), and to NuStart’s successors and assigns to the extent necessary to provide continuity of Services in the event NuStart’s duties are transferred to another provider.
- No Guarantee of Results. NuStart makes no guarantees with regard to the amount of weight Client may lose or the rate at which such weight loss will occur. The Services are designed for a safe rate of weight loss of up to two pounds per week, after the first three (3) weeks. If client loses weight at a greater rate, Client must immediately notify NuStart to allow it to adjust the Services being provided to Client.
- Your Use of our Website and Coaching
Unless otherwise specified, we grant you a non-exclusive, non-transferable, limited right to access, use and display our website and the material provided hereon, and the Coaching that you subscribed to, for your personal, noncommercial use, provided that you comply fully with the provisions of this Agreement. You agree not to assign, transfer or sublicense your rights as a registered user of, or subscriber to, our wand/or our Fee-Based Products. You understand that only you may use your user account and password, and that your subscription to Coaching is only valid for your personal, noncommercial use and may not be shared with others. You agree to be financially responsible for all usage or activity of Coaching subscribed to by you. To subscribe to Coaching, you represent that you are a United States citizen or resident with a valid United States mailing address.
By using our Website and/or Coaching, you agree to be legally bound and to abide by this Agreement, just as if you had signed this Agreement. If you do not comply with this Agreement at any time, we reserve the right to cancel or terminate your password, user account, and/or access to our Website (or any part thereof) and/or Coaching. In our sole discretion and without prior notice or liability, we may discontinue, modify or alter any aspect of the Website or Coaching, including, but not limited to, (i) restricting the time the Website and/or Coaching is available, (ii) restricting the amount of use permitted, and (iii) restricting or terminating any user’s right to use the Website and/or Coaching. You agree that any termination or cancellation of your access to, or use of, the Website and/or Coaching may be effected without prior notice. If you do not abide by the terms of this Agreement, except as we may otherwise provide from time to time, you agree that we may immediately deactivate or delete your user account and all related information and/or files in your user account and/or bar any further access to such information and/or files, our Website (or any part thereof) and/or Coaching. Further, you agree that we will not be liable to you or any third party for any termination or cancellation of your access to, or use of, our Website and/or Coaching, except for a refund of any fees or charges prepaid by you with respect to Coaching in accordance with Section 4 of this Agreement. You acknowledge that your only right with respect to any dissatisfaction with any modification or discontinuation of service made by us pursuant to this provision or this Agreement, or any policies or practices by us in providing our Website or Coaching, including without limitation any change in content or any change in the amount or type of fees or charges associated with the Coaching, is to cancel or terminate your subscription or registered user account, as applicable.
- Charges and Fees for Coaching (If Applicable)
Certain portions, components, content and features of our Website may only be available to individuals who purchase a subscription to Coaching. As a subscriber to Coaching, you agree as follows:
- You agree to pay, using a valid credit card (or other form of payment which we may accept from time to time; or payment from your employer in the case of an employer sponsored wellness offering), the fixed and periodic charges set forth on our Website, applicable taxes, and other charges and fees incurred in order to access Coaching. We reserve the right to increase charges and fees, or to institute new charges or fees at any time, upon reasonable advance notice communicated to you through a posting on our Website or such other means as we may deem appropriate from time to time (including electronic mail or conventional mail). We will automatically charge your credit card or other account at the start of your selected billing period (i.e. monthly, quarterly, annually), unless you terminate or cancel your subscription before the relevant billing period begins. Each time you use our Coaching you reaffirm your agreement that we may charge your credit card (or other form of payment, or your employer in the case of an employer sponsored wellness offering, if applicable). In the event we cannot charge your account, we reserve the right to terminate your access to Coaching.
- In addition to the fees and charges set forth above, you are responsible for all charges and fees associated with connecting to and using our Website and Coaching, including without limitation all telephone access lines (including long-distance charges, when applicable), internet service provider fees, telephone and computer equipment, sales taxes and any other fees and charges necessary to access Coaching.
- For purposes of your use of Coaching including identification and billing, you agree to provide us with true, accurate and complete information as required by the subscription or sign up process to Coaching (“Subscription Data”), including your legal name, address, telephone number, email address and applicable billing information (e.g., credit card number and expiration date), and to allow us to share your Subscription Data with third parties for the purpose of verifying the information you provide and billing your credit card or otherwise charging your account. You agree to maintain and promptly update the Subscription Data and any other information you provide to us to keep it accurate. Without limiting any other provision of this Agreement, if you provide any information that is untrue, inaccurate, or incomplete, or we have reasonable grounds to suspect that such is the case, we reserve the right to suspend or terminate your user account or subscription and refuse any and all current or future use by you of our Website (or any portion thereof) or any Coaching. You are obligated to check the “Account Settings” feature of our Website to determine whether your Subscription Data is current and accurate, and, if not, to correct or update your Subscription Data including your billing information. You agree not to register or subscribe for more than one account, create an account on behalf of someone else, or create a false or misleading identity on our Website.
If your registration or subscription is revoked for any reason, you agree not to register or subscribe again with our Website using another user name or through any other means. If we have reason to suspect, in our sole discretion, that your account has previously been terminated, we reserve the right to terminate any new accounts you have registered without any notice to you, or to exercise any other remedies available to us under this Subscription Agreement or by law.
- You are entirely responsible for maintaining the confidentiality of your password and user account information. You must notify us immediately in the event of any known or suspected unauthorized use of your user account, or any known or suspected breach of security, including loss, theft, or unauthorized disclosure of your or anyone else’s password or credit card information. In the event of a breach of security by you, you will remain liable for any unauthorized use of your subscription until you update your Subscription Data. If your credit card expires, is canceled, is lost or is subject to use without your authorization, access the Account Settings feature of our Website to update your Subscription Data. You are entirely responsible for any and all activities which occur under your user account. You are responsible for paying any amounts billed to your credit card by a third party which were not authorized by you.
- You agree that all fees and charges assessed by us are nonrefundable. If your cancellation of your subscription to Coaching is due to your failure to satisfy limitations we set based on demographic, geographic, health or other similar criteria prior to the end of a period for which you have incurred a charge, with the exception of any fixed upfront fee (such as the Sign Up Fee), we will refund any unused portion of such period in accordance with the refund policy we have in effect at such time. If we cancel or terminate your subscription to Coaching (as opposed to you canceling your subscription) prior to the end of a period for which you have incurred a charge, with the exception of any fixed upfront fee (such as the Sign Up Fee), we will refund any unused portion of such period on a pro rata basis.
- Cancellation of Subscription
Either you or NuStart may terminate or cancel your subscription to Coaching at any time. You understand and agree that the cancellation or termination of your subscription is your sole right and remedy with respect to any dispute with us including, without limitation, any dispute related to, or arising out of: (i) any terms of this Agreement or our enforcement or application of this Agreement; (ii) any practice or policy of NuStart or our enforcement or application of these policies; (iii) the content available through our Website or any change in content provided through the Website; (iv) your ability to access and/or use our Website or Coaching; or (v) the amount or types of our fees or charges, surcharges, applicable taxes, or billing methods, or any change to our fees or charges, applicable taxes, or billing methods. Upon cancellation or termination of your subscription to Coaching, we may immediately deactivate your user account and all related information and/or files in your user account and/or bar any further access to such information and/or files, our Website (or part thereof) and/or Coaching, except as we may otherwise provide from time to time.
You can cancel your subscription by contacting us or by such other means as we may provide from time to time. We will attempt to process all cancellation requests within 72 hours after we receive your request. If you cancel near the end of your billing period and are inadvertently charged for the next period’s fee, contact us to have the charges reversed. If you use Coaching during that next period, you will not be entitled to a refund. We reserve the right to collect fees, surcharges, or costs incurred before your cancellation takes effect, and such collected amounts are nonrefundable.
- Availability of Coaching
The availability and use of Coaching (or any portion thereof) may be limited based on demographic, geographic, health or other criteria as we may establish from time to time. You understand and agree we may disallow you from subscribing to Coaching or may terminate your subscription to Coaching at any time based on these criteria.
- Privacy Statement and Security
- NuStart respects your privacy. This privacy statement describes how we collect and use your personal information when you provide it to us.When you browse our website, you do so anonymously, unless you have previously indicated that you wish NuStart to remember your login and password. We do not collect personal information, including your email address, but we may log your computer’s internet address to determine which part of our website you visit and the duration of your visit.NuStart does collect and use personal information to complete transactions when you order products or services or request to be contacted. The types of personal information you provide to us on these pages may include contact information or information that may be used to identify you, including, but not limited to, your first and last name, email address, home address, telephone number, financial information such as your credit card number, unique information such as user IDs and passwords, and other contact information such as title, birth date, gender, occupation, industry, and personal interests.The testimonials posted on our Web site are only posted with the expressed permission of the individual who provided that testimonial.
- NuStart may share information with governmental agencies or other companies assisting us in fraud prevention or investigation. We may do so when we are permitted or required by law, or are trying to protect against or prevent actual or potential fraud or unauthorized transactions or are investigating fraud which has already taken place.
- We are committed to protecting your privacy and security. For more information, you should review our Notice of Privacy Practices, which are incorporated into this Agreement by this reference. Please note, phone sessions in connection with the Personal Coaching offering may be recorded for quality assurance purposes.
- NuStart may use cookie and tracking technology depending on the features offered. Cookies and tracking technology are useful for gathering information such as browser type and operating system, tracking the number of visitors to our site, and understanding how visitors use our site. Cookies can also help customize the site for you. Personal information cannot be collected via cookies and other tracking technology; however, if you previously provided personally identifiable information, cookies may be tied to such information. Aggregate cookie and tracking information may be shared with third parties such as Google for the purpose of serving ads on other websites based on your visit to our site.If you prefer, you can set your browser to refuse a cookie when your browser alerts you to its presence. You can refuse all cookies by turning them off in your browser or, for Google cookies, you may opt out by visiting the Ad Preferences Manager. While you do not need to have cookies turned on to navigate through much of NuStart’s website, you may not be able to take full advantage of our website if you do.
- NuStart does not knowingly collect information from children under the age of 13 and our website is not intended to attract children under the age of 13. We encourage parents and guardians to take an active role in their childrens online activities and interests.
- If we change our privacy statement, we will post the revised statement here. If we make significant changes to the way we use our personal information, we may also notify you by other means, such as posting a notice on our home page. If you have any questions, concerns, or comments about our privacy statement you may contact us using the contact page.
- Health Disclaimer
Our Website and Coaching provide weight management and information applications and content published over the Internet and are intended only to assist users in their personal weight management efforts. NuStart is providing these services as non-medical services and the Coaching is not medical coaching and our staff cannot give you medical advice or diagnosis. Nothing contained in our Website or through the Coaching should be construed as such advice or diagnosis. The information and reports generated by us should not be interpreted as a substitute for physician consultation, evaluation, or treatment. You are urged and advised to seek the advice of a physician before beginning any weight management effort or regimen. Our Website and the Coaching are intended for use only by healthy adult individuals and are not intended for use by minors, pregnant women, or individuals with any type of health condition. Such individuals are specifically warned to seek professional medical advice prior to initiating any form of weight management effort or regimen.
For more information, you should review our Health Notice, which is incorporated into this Agreement by this reference.
- Automatically Become a Registered User
As a subscriber to Coaching, you automatically become a registered user of our Website, which provides you with access to certain products, offerings, features, or resources of our Website such as the ability to post messages on one of our online Community Platforms (such feature is not available to those who are not registered users). A “Community Platform” means any blog, personal page, group page, chat room, message board, bulletin board, recipe swap, or similar activity where you can communicate with other users of our Website or post your own Content. If you cancel your subscription to Coaching, you will remain a registered user of our Website unless you specifically request otherwise.
- Restrictions on Use of Materials
You acknowledge that our Website contains information, software, photos, video, text, graphics, music, sounds, questions, creative suggestions, messages, comments, feedback, ideas, recipes, notes, drawings, articles and other materials (collectively, “Content”) that are protected by copyrights, patents, trademarks, trade secrets and/or other proprietary rights, and that these rights are valid and protected in all forms, media and technologies existing now or hereafter developed. All trademarks and trade names appearing on our Website are trademarks and trade names of their respective owners. Our commercial partners, suppliers, advertisers, sponsors, licensors, contractors and other third parties may also have additional proprietary rights in the Content which they make available on our Website. You may not modify, publish, transmit, distribute, perform, participate in the transfer or sale, create derivative works of, or in any way exploit, any of the Content, in whole or in part. When Content is downloaded to your computer, you do not obtain any ownership interest in such Content. Modification of the Content or use of the Content for any other purpose, including, but not limited to, use of any Content in printed form or on any other website or networked computer environment is strictly prohibited unless you receive our prior written consent.
- Community Standards and Conduct Guidelines
You acknowledge that all Content and all information, software, photos, video, text, graphics, music, sounds, questions, creative suggestions, messages, comments, feedback, ideas, recipes, notes, drawings, articles and other materials posted, emailed, or otherwise transmitted to or on our Website, whether posted at our request or voluntarily, and whether publicly posted or privately transmitted (collectively, the “Postings”), are the sole responsibility of the person who made such Postings. This means that you are entirely responsible for all Postings that you post, email or otherwise transmit to our Website. We do not control the Postings posted, emailed or otherwise transmitted on our Website by others and, as such, we do not guarantee the accuracy, integrity or quality of such Postings. Although we have adopted community standards and conduct guidelines for the users of our Website (as described below), you understand that by using our Website, you may be exposed to Postings that are offensive or objectionable. Under no circumstances will we be liable in any way for any Postings (other than for Content developed by us or our affiliates), including, but not limited to, for any errors or omissions in any Postings, or for any loss or damage of any kind incurred as a result of the use of any Postings posted, emailed or otherwise transmitted to or through our Website. You agree not to use our Website (including any Community Platform) to:
- Upload, post, email or otherwise transmit any Postings or other materials that are unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable (in our sole discretion);
- Harm minors in any way, or solicit or otherwise attempt to gain any information from a minor;
- Impersonate any person or entity, including, but not limited to, any user of our Website, a director, officer, employee, shareholder, agent or representative of NuStart or our affiliates, or any other person or entity, or falsely state or otherwise misrepresent your affiliation with NuStart, our affiliates or any other person or entity;
- Forge headers or otherwise manipulate identifiers in order to disguise the origin of any Postings or other materials transmitted to or through our Website;
- Upload, post, email or otherwise transmit any Postings or other materials that you do not have a right to upload, post, email or otherwise transmit under any law or under contractual or fiduciary relationships (such as insider information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
- Upload, post, email or otherwise transmit any Postings or other materials that infringe upon any patent, trademark, trade secret, copyright, right of privacy or publicity or other proprietary rights of any party;
- Upload, post, email or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of commercial solicitation, except in those areas, if any, that are specifically designated for such purpose;
- Upload, post, email or otherwise transmit any Postings or other materials that contain software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
- Disrupt the normal flow of dialogue, cause a screen to “scroll” faster than other users of a Platform (or other portion of our Website) are able to type, or otherwise act in a manner that negatively affects or otherwise diminishes the quality of another user’s experience of our Website;
- Interfere with or disrupt our Website or servers or networks connected to our Website, or disobey any requirements, procedures, policies or regulations of networks connected to the Website;
- Intentionally or unintentionally violate any applicable local, state, national or international law, including, but not limited to, any regulations having the force of law;
- “Stalk” or otherwise harass another user or employee of our Website;
- Solicit, collect or post personal data or attempt to solicit, collect or post personal data about other users of the Website, including user names or passwords; or
- Access or attempt to access another user’s account without his or her consent.
Your privilege to use our Website (including the Community Platform) and contribute to discussions on the Community Platform depends on your compliance with the community standards and conduct guidelines set forth above. We may revoke your privileges to use all or a portion of our Website and/or take any other appropriate measures to enforce these community standards and conduct guidelines if violations are brought to our attention. Further, if you fail to adhere to our community standards and conduct guidelines, or any part of this User Agreement, we may terminate, in our sole discretion, your use of, or participation in, any Community Platform. All Community Platform communications, including, but not limited to, chat, message board, blog, groups, and profile communications, are public and not private communications. We reserve the right to monitor some, all, or no areas of our Website (including any Community Platform) for adherence to the community standards and conduct guidelines set forth above or for any other purpose. You acknowledge that by providing you with the ability to distribute Postings in the Community Platform, we are acting as a passive conduit for such distribution and we are not undertaking any obligation or liability relating to any Postings or activities in any Community Platform, nor do we endorse any such Postings. Although we reserve the right to remove, without notice, any Community Platform posting for any reason, we have no obligation to review Content prior to the Content’s posting or to delete Postings that you may find objectionable or offensive. We are not responsible for maintaining a copy of any material we remove from our Website, and we are not liable for any loss you incur in the event that Content you post or transmit to our Website is removed.
If, at our request or on your own, you send, email, post or otherwise transmit to us or our Website any Content (collectively, the “Submissions”), you grant NuStart and its successors and assigns a royalty-free, perpetual, irrevocable, non-exclusive right (including any moral rights) and license (as well as consent) to use, license, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, derive revenue or other remuneration from, communicate to the public, perform and display any Submissions (in whole or in part and with or without the use of your name) worldwide and/or to incorporate the Submissions in other works in any form, media, or technology now known or later developed, for the full term of any copyrights, trademarks and other intellectual and proprietary rights (collectively, the “Rights”) that may exist in such Submissions. You also warrant that, to the extent you are not the exclusive holder of all Rights in a Submission, any third party holder of any Rights, including moral rights in such Submissions, has completely and effectively waived all such rights and validly and irrevocably granted to you the right to grant the license stated above. You further acknowledge that NuStart and its successors and assigns will be entitled to unrestricted use of the Submissions for any purpose whatsoever, commercial or otherwise, without compensation to the provider of the Submissions. You also permit any user to access, display, view, store and reproduce any Submission that you have made available in a Community Platform for personal use. Subject to the foregoing, the owner of a Submission placed on our Website retains any and all Rights that may exist in such Submission. None of the Submissions will be subject to any obligation of confidence on our part, and we will not be liable for any use or disclosure of any Submissions.
This Agreement applies only to our Website, and not to the websites of any other person or entity. We may provide, or third parties may provide, links to other websites or resources. You acknowledge and agree that we are not responsible for the availability of such external sites or resources, and do not endorse (and are not responsible or liable for) any content, advertising, products, or other materials on or available from such websites or resources. You further acknowledge and agree that, under no circumstances, will we be held responsible or liable, directly or indirectly, for any loss or damage that is caused or alleged to have been caused to you in connection with your use of, or reliance on, any content, advertisements, products or other resources available on any other website (regardless of whether we directly or indirectly link to such content, advertisements, products or other resources). You should direct any concerns with respect to any other website to that website’s administrator or webmaster.
We respect the intellectual property of others, and we ask our users to do the same. We may, in appropriate circumstances and in our sole discretion, terminate the rights of any user to use our Website (or any part thereof) who infringes the intellectual property rights of others.
- Disclaimers of Warranties
PLEASE NOTE THE FOLLOWING IMPORTANT DISCLAIMERS OF WARRANTIES: THE PRODUCTS, OFFERINGS, CONTENT AND MATERIALS (INCLUDING, WITHOUT LIMITATION, THE COACHING) ON OUR WEBSITE ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, COMPATABILITY, SECURITY, ACCURACY OR NON-INFRINGEMENT. NEITHER NUSTART, ANY OF OUR AFFILIATES, NOR ANY OF OUR OR THEIR RESPECTIVE LICENSORS, LICENSEES, SERVICE PROVIDERS OR SUPPLIERS WARRANT THAT OUR WEBSITE OR ANY FUNCTION CONTAINED IN OUR WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT OUR WEBSITE OR THE SERVERS THAT MAKE OUR WEBSITE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY PRODUCT, OFFERING, CONTENT AND MATERIAL (INCLUDING, WITHOUT LIMITATION, THE COACHING) DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF OUR WEBSITE IS DONE AT YOUR SOLE RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH PRODUCT, OFFERING, CONTENT OR MATERIAL (INCLUDING, WITHOUT LIMITATION, THE COACHING). NEITHER NUSTART, ANY OF OUR AFFILIATES, NOR ANY OF OUR OR THEIR RESPECTIVE LICENSORS, LICENSEES, SERVICE PROVIDERS OR SUPPLIERS WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE PRODUCTS, OFFERINGS, CONTENT AND MATERIALS (INCLUDING, WITHOUT LIMITATION, THE COACHING) IN OUR WEBSITE IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. FURTHER, PLEASE NOTE THAT NO ADVICE OR INFORMATION, OBTAINED BY YOU FROM OUR PERSONNEL OR THROUGH OUR WEBSITE WILL CREATE ANY WARRANTY NOT EXPRESSLY PROVIDED FOR IN THIS AGREEMENT.
- Limitation of Liability
YOU EXPRESSLY UNDERSTAND AND AGREE THAT WE AND OUR AFFILIATES WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR ANY OTHER DAMAGES WHATSOEVER, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING OUT OF, OR RESULTING FROM, (A) THE USE OR THE INABILITY TO USE OUR WEBSITE (INCLUDING, WITHOUT LIMITATION, THE FEE- BASED PRODUCTS); (B) THE USE OF ANY CONTENT OR OTHER MATERIAL (INCLUDING, WITHOUT LIMITATION, THE COACHING) ON OUR WEBSITE OR ANY WEBSITE OR WEBSITES LINKED TO OUR WEBSITE, (C) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM OUR WEBSITE (INCLUDING, WITHOUT LIMITATION, THE COACHING); (D) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (E) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON OUR WEBSITE (INCLUDING, WITHOUT LIMITATION, THE COACHING); OR (F) ANY OTHER MATTER RELATING TO OUR WEBSITE. IN NO EVENT WILL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), OR OTHERWISE EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING OUR WEBSITE. IF YOU ARE DISSATISFIED WITH ANY PORTION OF OUR WEBSITE, OR WITH ANY OF PROVISION OF THIS AGREEMENT, YOUR SOLE AND EXCLUSIVE REMEDY IS THE DISCONTINUATION OF YOUR USE OF OUR WEBSITE. IF ANY PORTION OF THIS LIMITATION OF LIABILITY IS FOUND TO BE INVALID, LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.
You agree to indemnify, hold harmless and, at our option, defend us and our affiliates, and our and their officers, directors, employees, stockholders, agents and representatives from any and all third party claims, liability, damages and/or costs (including, but not limited to, reasonable attorney’s fees and expenses) arising from your improper use of our Website or our products or offerings (including, without limitation, the Coaching), your violation of this Agreement, or your infringement, or the infringement or use by any other user of your account, of any intellectual property or other right of any person or entity.
- Governing Law and Choice of Forum
This Agreement will be governed by and construed in accordance with the laws of the State of Indiana, without giving effect to any principles of conflicts of law. You agree that any action at law or in equity arising out of or relating to your use of our Website (including, without limitation, the Coaching) or this Agreement will be filed only in the state or federal courts located in Wabash County in the State of Indiana and you hereby consent and submit to the personal jurisdiction of such courts for the purposes of litigating any such action.
- Miscellaneous Terms
In any action against us arising from the use of our Website (including, without limitation, the Coaching), the prevailing party will be entitled to recover all legal expenses incurred in connection with the action, including but not limited to its costs, both taxable and non-taxable, and reasonable attorney’s fees.
If any provision of these terms shall be unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from these terms and will not affect the validity and enforceability of any remaining provisions. This Agreement is the entire agreement between you and us relating to the subject matter herein.
This Agreement may be modified only by our posting of changes to this Agreement on our Website, or by written agreement of both parties. Each time you access our Website, you will be deemed to have accepted any such changes.
We may assign our rights and obligations under this Agreement. This Agreement will inure to the benefit of our successors, assigns and licensees. The failure of either party to insist in any one or more instances upon the strict performance of the terms, covenants, or conditions of this Agreement and to exercise any right under this Agreement, will not be construed as a waiver or relinquishment to any extent of such party’s right to assert or rely upon any such provision or right in that or any other instance; rather, the obligations of the other party with respect to future performance will be and remain in full force and effect.