Terms - WellFolk

Overview

Our Terms of Use Agreement (“Agreement”) constitutes a legally binding agreement made between you, whether personally or on behalf of an entity (“user” or “you”) and WELLFOLK LLC and its affiliated companies (collectively, “Company” or “we” or “us” or “our”), concerning your access to and use of the websites www.wellfolkhq.com and www.wellfolk.com as well as any other media form, media channel, mobile website or mobile application related or connected thereto (collectively, the “Sites”).

By visiting Sites and/or purchasing something from us, you agree to be bound by this Agreement and any future amendments and additions to this Agreement as published through Sites, including those additional terms and conditions and policies referenced herein and/or available by hyperlink, and you are of legal age in your jurisdiction of residence to form a binding contract. These Terms of Service apply to all users of Sites, including without limitation users who are browsers, vendors, customers, merchants, and/ or contributors of content.

The information provided on the Sites is 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 or which would subject us to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access Sites from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable.

Please read this Agreement carefully before accessing or using our Sites. If you do not agree to abide by this Agreement, or to modifications that the company may make to this agreement in the future, do not use or access or continue to use or access Sites or Company services. You can review the most current version of the Agreement at any time on this page. We reserve the right to update, change or replace any part of this Agreement by posting updates and/or changes to our websites. It is your responsibility to check this page periodically for changes. Your continued use or access to our Sites following the posting of any changes constitutes acceptance of those changes.

User Conduct

As a condition of use, you agree to provide true, accurate, current and complete information about yourself as prompted by the subscription form, contribution form, and any registration form. If any information provided by you is untrue, inaccurate, not current or incomplete, we reserve the right to terminate your subscription and refuse any and all current or future use of Sites. You are solely responsible for your conduct and any Content that you submit, post, and display on the Service, or that you allow others to submit, post and/or display on Sites.

You may not access or use Sites for any other purpose other than that for which Company makes available. The websites may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by Company. Prohibited activity includes, but is not limited to:

attempting to bypass any measures of Sites designed to prevent or restrict access to Sites, or any portion of Sites;
criminal or tortious activity;
deciphering, decompiling, disassembling or reverse engineering any of the software comprising or in any way making up a part of Sites;
deleting the copyright or other proprietary rights notice from any Sites content;
uploading, emailing, posting, transmitting or otherwise make available any Content that is unlawful, harmful, threatening, harassing, abusive, tortious, libelous, defamatory, vulgar, obscene, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable;
engaging in any automated use of the system, such as using any data mining, robots or similar data gathering and extraction tools;
except as may be the result of standard search engine or Internet browser usage, using or launching, developing or distributing any automated system, including, without limitation, any spider, robot (or "bot"), cheat utility, scraper or offline reader that accesses Sites, or using or launching any unauthorized script or other software;
harassing, intimidating, threatening or impersonating any Company employees or agents engaged in providing any portion of the Company Services or other Company members;
interfering with, disrupting, or creating an undue burden on the Sites or the networks or services connected to the Sites;
making any unauthorized use of the Company Sites, including collecting usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited email, or creating user accounts by automated means or under false pretenses;
systematic retrieval of data or other content from Sites to create or compile, directly or indirectly, a collection, compilation, database or directory without written permission from Company;
tricking, defrauding or misleading Company and other users, especially in any attempt to learn sensitive account information such as passwords;
uploading, emailing, posting, transmitting or otherwise make available any unsolicited or unauthorized advertising, promotional materials, “spam”, “junk mail,” “affiliate links,” “chain letters,” “pyramid schemes,” or any other form of solicitation;
transmitting any viruses or worms or any code of a destructive nature;
intentionally or unintentionally violate any applicable local, state, national or international law;
using any information obtained from Sites in order to harass, abuse, or harm another person using Sites in a manner inconsistent with any and all applicable laws and regulations.

Content Submissions

You acknowledge that all information regardless of the form or medium whether text, pictures, video, audio or otherwise that you transmit to Company (“Your Content”) will be treated as non-confidential and non-proprietary. When you transmit Content, you there by represent and warrant that:

the creation, distribution, transmission, public display and performance, accessing, downloading and copying of Your Content does not and will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark, trade secret or moral rights of any third party;
you are the creator and owner of or have the necessary licenses, rights, consents, releases and permissions to use and to authorize Company and the Sites users to use Your Content as necessary to exercise the licenses granted by you under this Agreement;
you have the written consent, release, and/or permission of each and every identifiable individual person in the contribution to use the name or likeness of each and every such identifiable individual person to enable inclusion and use of Your Content in the manner contemplated by Sites;
Your Content is not obscene, lewd, lascivious, violent, harassing or otherwise objectionable (as determined by Company), libelous or slanderous, does not ridicule, mock, disparage, intimidate or abuse anyone, does not incite, encourage or threaten physical harm against another, does not violate any applicable law, regulation, or rule, and does not violate the privacy or publicity rights of any third party;
Your Content does not include any offensive comments that are connected to race, national origin, gender, sexual preference or physical handicap;
Your Content does not otherwise violate or link to material that violates, any provision of this Agreement or any applicable law or regulation.

By submitting Your Content to Sites, you automatically grant, and you represent and warrant that you have the right to grant Company an unrestricted, unconditional, irrevocable, perpetual, transferable, royalty-free, and full right to host, use, copy, reproduce, disclose, modify, adapt, publish, create derivative works from, store, cache, broadcast, distribute, publicly display, transmit, excerpt (in whole or in part) and distribute Your Content (including, without limitation, your image and voice) for any purpose, commercial, advertising, or otherwise, or incorporate into other works, such Content, and to grant and authorize sublicenses of the foregoing.

You agree that you shall not be entitled to any monetary compensation in connection with Your Content. In lieu of monetary consideration, you will receive credit as the author of Your Content, if Company determines to use Your Content. You agree that you are an independent contractor and that you are not entitled to, and shall not, claim any of the rights, privilege or benefits of an employee of any of its affiliates.

The use and distribution may occur in any media formats and through any media channels. Such use and distribution license will apply to any form, media, or technology now known or hereafter developed, and includes our use of your name, company name, and franchise name, as applicable, and any of the trademarks, service marks, trade names and logos, personal and commercial images you provide. We do not assert any ownership over your Content; rather, as between us and you, subject to the rights granted to us in this Agreement, you retain full ownership of all of Your Content and any intellectual property rights or other proprietary rights associated with Your Content.

General Submissions

You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the Sites or the Company Services ("Submissions") provided by you to Company are non-confidential and Company (as well as any designee of Company) shall be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.

Contests, Promotions, Simulations or Games

From time to time, Company may offer as part of the Services, either on or through the Sites, contests, promotions, simulations or games (collectively, “Contests”). Upon submission, all registrations become the exclusive property of Company. To participate in Contests, subscribers may be required to complete a registration form. Subscribers that complete a registration form (“Registered User”) agree to be bound by the rules of any Contents and by the rules of fair play.

A Registered User who violates any of the rules or guidelines for behavior published on the Site, or the site where the Contest is conducted, are subject to immediate disqualification and revocation of their registration. We are not responsible for technical, hardware or software failures of any kind, lost or unavailable network connections, or failed, incomplete, garbled or delayed computer transmissions which may limit any Registered User’s ability to participate in any Contests.

Some Contests may offer prizes to Registered Users. All prizes are subject to the official game or contest rules published with that Contest. We are under no obligation to award any prize to any Registered User who violates a published rule or guideline. We reserve the right to cancel, terminate or alter any Contest or the rules thereof at any time without prior notification. Registered Users agree to release Company and its agents, advertisers, sponsors or promotional partners, from all liability arising from participation in any Contest located on, or accessed through, the Sites.

Intellectual Property Rights

The content on the Sites (“Company Content”) and the trademarks, service marks and logos contained therein (“Marks”) are owned by or licensed to Company, and are subject to copyright and other intellectual property rights under the United States and foreign laws and international conventions. Company Content, includes, without limitation, all source code, databases, functionality, software, Sites designs, audio, video, text, photographs, and graphics. All Company graphics, logos, designs, page headers, button icons, scripts and service names are registered trademarks, common law trademarks or trade dress of Company in the United States and/or other countries. Company's trademarks and trade dress may not be used, including as part of trademarks and/or as part of domain names, in connection with any product or service in any manner that is likely to cause confusion and may not be copied, imitated, or used, in whole or in part, without the prior written permission of the Company.

Company Content on the Sites is provided to you “AS IS” for your information and personal use only and may not be used, copied, reproduced, aggregated, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of the respective owners. Provided that you are eligible to use the Sites, you are granted a limited license to access and use the Sites and the Company Content and to download or print a copy of any portion of the Company Content to which you have properly gained access solely for your personal, non-commercial use. Company reserves all rights not expressly granted to you in and to the Sites and Company Content and Marks.

Third Party Services

Certain content, products and services available via our Sites may include links to third parties (“Third Party Sites”) as well as articles, photographs, text, graphics, pictures, designs, music, sound, video, information, applications, software and other content or items belonging to or originating from third parties (the "Third Party Content").

Such Third Party Sites and Third Party Content are not investigated, monitored or checked for accuracy, appropriateness, or completeness by Us, and we are not responsible for any Third Party Sites accessed through the Sites or any Third Party Content posted on, available through or installed from the Sites, including the content, accuracy, offensiveness, opinions, reliability, privacy practices or other policies of or contained in the Third Party Sites or the Third Party Content. Inclusion of, linking to or permitting the use or installation of any Third Party Sites or any Third Party Content does not imply approval or endorsement thereof by us.

If you decide to leave the Sites and access the Third Party Sites or to use or install any Third Party Content, you do so at your own risk and you should be aware that our terms and policies no longer govern. We are not liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party websites. Please review carefully the third-party's policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third-party.

Site Management

Company reserves the right but does not have the obligation to:

monitor Sites for violations of this Agreement;
take appropriate legal action against anyone who, in Company’s sole discretion, violates this Agreement, including without limitation, reporting such user to law enforcement authorities;
in Company’s sole discretion and without limitation, refuse, restrict access to or availability of, or disable (to the extent technologically feasible) any user’s contribution or any portion thereof that may violate this Agreement or any Company policy;
in Company’s sole discretion and without limitation, notice or liability to remove from the Sites or otherwise disable all files and content that are excessive in size or are in any way burdensome to Company’s systems.

We care about the privacy of our users. Please review the Company Privacy Policy. By using the Website or Company Services, you are consenting to have your personal data transferred to and processed in the United States. By using the Website or the Company Services, you are consenting to the terms of our Privacy Policy.

Disclaimers

Our Sites includes information relating to health and wellness topics, such as diet, exercise, relationships and personal growth (collectively, "Content"). You acknowledge and agree that the following warnings and disclaimers shall apply to all of our Content. While some of our content providers may be from Professional Care Providers, the Company, its staff and its content providers are not rendering professional advice of any kind to you personally, including without limitation, medical, psychological, emotional, relationship or personal growth advice, counseling, therapy, treatment or coaching ("Professional Advice"), but are merely providing general education and information to you about wellness topics.

Our Content is not meant to be a substitute for Professional Advice from Your Professional Care Provider and we make no warranties, express or implied, as to the completeness, accuracy, or appropriateness for any purpose of any information or content contained in our Content. You are advised that health advice and other Professional Advice is often subject to updating and refining due to medical and other research and developments. We are committed to bringing you the most up to date information, however, we make no guarantee that the information herein is the most recent on any particular subject. You are encouraged to consult with your health care provider or other Professional Care Provider with any questions or concerns you may have regarding any health condition or any other condition that you may have before making changes to your lifestyle in response to information described in our Content.

YOU AGREE THAT YOUR USE OF THE SITES AND COMPANY SERVICES WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SITES AND THE COMPANY SERVICES AND YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANY MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE SITES CONTENT OR THE CONTENT OF ANY SITES LINKED TO THIS SITES AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (A) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (B) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR SITES, (C) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (D) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SITES OR COMPANY SERVICES, (E) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE SITES BY ANY THIRD PARTY, AND/OR (F) ANY ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SITES. COMPANY DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SITES OR ANY HYPERLINKED SITES OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND COMPANY WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.

Limitations of Liability

IN NO EVENT SHALL COMPANY OR ITS STAFF, ASSOCIATES, AND AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA OR OTHER DAMAGES ARISING FROM YOUR USE OF THE SITES OR COMPANY SERVICES, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, COMPANY’S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO COMPANY FOR THE COMPANY SERVICES DURING THE PERIOD OF THREE (3) MONTHS PRIOR TO ANY CAUSE OF ACTION ARISING.

CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.

IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH SAYS: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR."

Indemnity

You agree to defend, indemnify and hold Company, its subsidiaries, and affiliates, and their respective officers, agents, partners and employees, harmless from and against, any loss, damage, liability, claim, or demand, including reasonable attorneys’ fees and expenses, made by any third party due to or arising out of your contributed content, use of the Company Services, and/or arising from a breach of this Agreement and/or any breach of your representations and warranties set forth above. Notwithstanding the foregoing, Company reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Company, and you agree to cooperate, at your expense, with Company’s defense of such claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it.

Arbitration

In the event the parties are not able to resolve any dispute between them arising out of or concerning these Terms and Conditions, or any provisions hereof, whether in contract, tort, or otherwise at law or in equity for damages of any other relief, then such dispute shall be resolved only by final and binding arbitration by the American Arbitration Association, or a similar arbitration service selected by the parties, in a location mutually agreed upon by the parties. The arbitrator’s award shall be final, and judgment may be entered upon it in any court having jurisdiction. In the event that any legal or equitable action, proceeding or arbitration arises out of concerns these Terms and Conditions, the prevailing party shall be entitled to recover its costs and reasonable attorney’s fees. The parties agree to arbitrate all disputes and claims in regards to these Terms and Conditions or any disputes arising as a result of these Terms and Conditions, whether directly or indirectly, including Tort claims that are a result of these Terms and Conditions. The parties agree that the Federal Arbitration Act governs the interpretation and enforcement of this provision. The entire dispute, including the scope and enforceability of this arbitration provision, shall be determined by the Arbitrator. This arbitration provision shall survive the termination of these Terms and Conditions.

Class Action Waiver

Any arbitration under these Terms and Conditions will take place on an individual basis; class arbitrations and class/representative/collective actions are not permitted. The parties agree that a party may bring claims against the other only in each's individual capacity, and not as a plaintiff or class member in any putative class, collective and/or class, collective and/or representative proceeding, such as in the form of a private attorney general action against the other. Further, unless both you and Company agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.

Notices

Except as explicitly stated otherwise, any notices given to Company shall be given by email to the address listed in the contact information below. Any notices given to you shall be given to the email address you provided during the registration process, or such other address as each party may specify. Notice shall be deemed to be given twenty-four (24) hours after the email is sent, unless the sending party is notified that the email address is invalid. We may also choose to send notices by regular mail.

User Data

Our Sites will maintain certain data that you transfer to Sites for the purpose of the performance of the Company Services, as well as data relating to your use of the Company Services. Although we perform regular routine backups of data, you are primarily responsible for all data that you have transferred or that relates to any activity you have undertaken using the Company Services. You agree that Company shall have no liability to you for any loss or corruption of any such data, and you hereby waive any right of action against Company arising from any such loss or corruption of such data.

Electronic Contracting

Your use of the Company Services includes the ability to enter into agreements and/or to make transactions electronically. YOU ACKNOWLEDGE THAT YOUR ELECTRONIC SUBMISSIONS CONSTITUTE YOUR AGREEMENT AND INTENT TO BE BOUND BY FOR SUCH AGREEMENTS AND TRANSACTIONS. YOUR AGREEMENT AND INTENT TO BE BOUND BY ELECTRONIC SUBMISSIONS APPLIES TO ALL RECORDS RELATING TO ALL TRANSACTIONS YOU ENTER INTO RELATING TO THE COMPANY SERVICES, INCLUDING NOTICES OF CANCELLATION, POLICIES, CONTRACTS, AND APPLICATIONS. In order to access and retain your electronic records, you may be required to have certain hardware and software, which are your sole responsibility.

Miscellaneous

This Agreement constitutes the entire agreement between you and Company regarding the use of the Company Services. The failure of Company to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect. This Agreement operates to the fullest extent permissible by law. This Agreement and your account may not be assigned by you without our express written consent. We may assign any or all of its rights and obligations to others at any time. Company shall not be responsible or liable for any loss, damage, delay or failure to act caused by any cause beyond Company's reasonable control. If any provision or part of a provision of this Agreement is unlawful, void or unenforceable, that provision or part of the provision is deemed severable from this Agreement and does not affect the validity and enforceability of any remaining provisions. There is no joint venture, partnership, employment or agency relationship created between you and Company as a result of this Agreement or use of the Sites and Company Services. Upon Company’s request, you will furnish Company any documentation, substantiation or releases necessary to verify your compliance with this Agreement. You agree that this Agreement will not be construed against Company by virtue of having drafted them. You hereby waive any and all defenses you may have based on the electronic form of this Agreement and the lack of signing by the parties hereto to execute this Agreement.

Contact Information

Please send any questions or comments, or report any Terms of Use violations, admin@wellfolkhq.comto:

Last Update: January 1, 2020