You are purchasing WellBe Holistic Health Concierge Service “the concierge service” from WellBe, LLC (the “Company,” “we,” or “us”). You must be at least 13 years of age or older to purchase concierge services from the Company. Children under the age of majority should review this Agreement with their parent or legal guardian.
THE SECTIONS BELOW TITLED “BINDING ARBITRATION” AND “CLASS ACTION WAIVER” CONTAIN A BINDING ARBITRATION AGREEMENT AND CLASS ACTION WAIVER. THEY AFFECT YOUR LEGAL RIGHTS. PLEASE READ THEM.
You are responsible to pay for the concierge service in full (including all applicable sales and other taxes or fees) before your request order is accepted by the Company and work is begun on your behalf. Your payment is due in full prior to any work being done regardless of how the request is fulfilled and what sort of information is returned to you. If anything is refunded to you because of dissatisfaction or any other reason, it will be returned to you in the form of a coupon code to be used towards future requests using the concierge service, it will not be returned to you in the form of refunded United States Dollars (USD).
To be clear, the WellBe Holistic Health Concierge Service involves doing custom work for the client. No matter what is returned to the client in the form of results, the custom work has been done and therefore it cannot be refunded in the form of USD returned to the client. However, we want every client to be satisfied with the concierge service, and if one is not, a coupon code for future work to be done for the client may be given.
You agree that the WellBe Holistic Health Concierge Service contains proprietary Content that is owned by the Company and/or its licensors and is protected by copyright, trademark, and other applicable intellectual property laws. The results returned to clients is for private use by the client. Duplicating, sharing, or uploading results from the concierge service to sharing sites is considered stealing, and the Company will prosecute such misconduct to the fullest extent permitted by law.
The Company provides you with the concierge service solely for your personal, noncommercial use, and you agree that you will not use such proprietary Content in any way whatsoever except for use in compliance with this Agreement. You will not use the concierge services or the Content available in the results returned to you in a manner that constitutes an infringement of the Company’s rights or that has not been authorized in writing by the Company. More specifically, unless explicitly authorized in this Agreement, you may not modify, copy, reproduce, republish, upload, post, transmit, rent, lease, loan, translate, sell, create derivative works, exploit, or distribute in any manner or medium (including by email or other electronic means) any material from the concierge services. You may, however, from time to time, download and/or print one copy of individual pages of the results returned to you for your personal, noncommercial use, provided that you keep intact all copyright, trademark, and other proprietary notices.
To be clear: please be aware that you may not create derivative works, resource guides, marketing or business materials, source material, intellectual property, websites, blogs, web content, or any other works that reference the Company, Adrienne Nolan-Smith, or the WellBe Holistic Health Concierge Service or infringe on any of the Company’s intellectual property in any way. Any material that you create should be focused on your business, not ours. All copyrights in and to the concierge service (including the compilation of Content, postings, links to other internet resources, and descriptions of those resources) are owned by the Company and/or its licensors, which reserve all their respective rights in law or in equity. THE USE OF THE COMPANY’S CONCIERGE SERVICE, EXCEPT AS PERMITTED IN THIS AGREEMENT, IS STRICTLY PROHIBITED AND INFRINGES ON THE INTELLECTUAL PROPERTY RIGHTS OF THE COMPANY AND OTHERS, AND MAY SUBJECT YOU TO CIVIL AND CRIMINAL PENALTIES, INCLUDING POSSIBLE MONETARY DAMAGES, FOR COPYRIGHT AND OTHER INFRINGEMENT.
Company trademarks, service marks, graphics, and logos used in connection with the concierge service are common law trademarks or registered trademarks of the Company. You are granted no right or license with respect to any of the aforesaid trademarks.
Results returned to you from the concierge service is yours to keep indefinitely.
PRIVACY AND CONFIDENTIALITY
By purchasing the WellBe Holistic Health Concierge Service, you agree:
- that all Content provided to you by the Company is the Company’s confidential and proprietary information and intellectual property, belong solely and exclusively to the Company, and may be used by you only as authorized by the Company;
- to not share your password with anyone else to the WellBe Holistic Health Concierge Service
- the reproduction, distribution, and sale of the Content by anyone other than the Company is strictly prohibited; and
- that if you violate, or threaten to violate, any of your agreements contained in this paragraph we will be entitled to, among other things, injunctive relief to prohibit such violations.
Our commitment is to change people’s lives by empowering them in their own health. Given that custom work will be done on the client’s behalf starting almost immediately following the order being received by The Company, the concierge service is nonrefundable. The only exception is if the work has not yet begun on your custom request, the full amount may be refunded to the Client in the form of USD, less a 4% transaction fee. If the work has begun and the Client wishes the Company to cease work or is dissatisfied with the results returned, a coupon code for a future request using the concierge service may be returned to the Client on a case by case basis.
In the case of a clarity call scheduled with a member of the WellBe team, payment for the call is due in full prior to the call taking place. If the call has been scheduled and paid for but the Client wishes to cancel the call, the call must be canceled 24 hours before the call is set to take place (for example if the call is at 2 pm ET on June 25th, the call must be canceled before 2 pm ET on June 24th). If the call is canceled within 24 hours of the start of the call (2:01 pm ET on June 24th using the same example), the call may be rescheduled free of charge, but it will not be refunded with USD. On a case-by-case basis, if a call is canceled within 24 hours, a coupon code to be used towards a future call or request using the concierge service may be returned to the Client.
THE WELLBE HOLISTIC HEALTH CONCIERGE SERVICE, THE CONTENT, AND ANY OTHER MATERIALS PROVIDED BY US HEREUNDER ARE PROVIDED “AS IS” AND “AS AVAILABLE” BASIS WE DISCLAIM ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES’ RIGHTS, AND FITNESS FOR PARTICULAR PURPOSE AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE IN CONNECTION WITH THE PRODUCTS.
When addressing health matters in any of our websites, videos, newsletters, programs, or other Content, we’ve taken all reasonable efforts to ensure that we accurately represent our opinion and it’s potential to improve your life through your personal health and wellness. However, the Company does not guarantee that you will get any results using any of our ideas, tools, strategies, or recommendations, and nothing in the Content is a promise or guarantee, especially when it comes to brand product quality or the quality of an outside health professional not employed by WellBe, which is outside of our control.
YOU EXPRESSLY AGREE THAT YOUR USE OF THE WELLBE HOLISTIC HEALTH CONCIERGE SERVICE IS AT YOUR SOLE RISK. By purchasing the concierge service, you accept, agree, and understand that you are fully responsible for any products you decide to purchase and use and that we offer no representations, warranties, or guarantees verbally or in writing regarding the safety or efficacy of any brands or products in our Content. You alone are responsible for your purchasing decisions. You also understand that any testimonials or endorsements by our customers or audience represented on our programs, websites, content, landing pages, sales pages, or offerings have not been scientifically evaluated by us and the results experienced by individuals may vary significantly. Any statements outlined on our websites, programs, content, and offerings are simply our opinion and thus are not guarantees or promises of actual results. We offer no professional medical advice. Any advice or recommendations given in the form of published research or referrals to health professionals, treatment centers, restaurants, and any other kind of business should not be considered medical advice and is at your sole risk. Any health outcomes from working with professionals, therapies, or businesses recommended by WellBe are not guarantees or promises of actual results.
ADDITIONAL TERMS AND CONDITIONS
1) GOVERNING LAW. You and the Company have entered into this Agreement in the State of Connecticut and agree that the validity, interpretation, and legal effect of this Agreement, as well as all disputes among you and the Company, shall be determined in accordance with the laws of the State of Connecticut, United States of America, without regard to conflicts of law principles that would dictate the application of the law of a different jurisdiction.
2) LIMITATION OF LIABILITY. IN CONNECTION WITH ANY WARRANTY, CONTRACT, OR COMMON LAW TORT CLAIMS: (I) THE COMPANY, ITS OWNERS, OFFICERS, EMPLOYEES, AFFILIATES, CONTRACTORS, OR LICENSEES SHALL NOT BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL INCIDENTAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES ARISING FROM OR OUT OF THIS AGREEMENT, INCLUDING YOUR USE OF THE WELLBE NON-TOXIC PRODUCT DATABASE; AND (II) YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE WELLBE NON-TOXIC PRODUCT DATABASE AND A REFUND AS SET FORTH IN SECTION 6. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SOME OF THE ABOVE LIMITATIONS ON WARRANTIES IN THIS SECTION MAY NOT APPLY TO YOU.
3) NON-DISPARAGEMENT. You agree that you will not engage in any conduct or communications with a third party, public or private, designed to disparage the Company, WellBe Holistic Health Concierge Service, or Adrienne Nolan-Smith, including, but not limited to, any remark, comment, message, information, declaration, campaign, communication, or other statements of any kind, whether verbal, in writing, electronically transferred, or otherwise, that might reasonably be construed to be derogatory, defamatory, libelous, or slander.
4) BINDING EFFECT. This Agreement shall be binding upon, and inure to the benefit of, the successors, executors, heirs, representatives, administrators, and permitted assigns of the parties. You have no right to assign this Agreement, by operation of law or otherwise. The WellBe Holistic Health Concierge Service is non-transferable content.
5) TERMINATION. The Company is committed to providing all customers with a positive experience. If you fail, or the Company suspects that you have failed, to comply with any of the provisions of this Agreement, the Company, in its sole discretion and without notice to you, may: (a) limit, suspend, or terminate your access to the concierge service without refund; and/or (b) terminate this Agreement.
Your obligations to the Company under this Agreement will survive expiration or termination of this Agreement for any reason.
6) CHANGES. The Company reserves the right at any time to modify this Agreement and to impose new or additional terms or conditions on your use of the WellBe Holistic Health Concierge Service. Such modifications and additional terms and conditions shall be effective immediately and incorporated into this Agreement. Your continued use of the concierge service will be deemed your acceptance thereof. The changes may be listed in an area accessible to you on the Site or you may be notified by either e-mail or postal mail. If you have any questions, please contact us directly at [email protected]
7) INDEMNIFICATION. You agree to defend, indemnify, and hold harmless the Company, its owners, officers, employees, contractors, directors, licensors, related entities, affiliates, and successors from and against any and all liabilities and expense whatsoever, including, without limitation, claims, damages, judgments, awards, settlements, investigations, costs, attorneys’ fees, and disbursements, which any of such parties may incur or become obligated to pay arising out of or resulting from your breach of this Agreement and/or your misuse of the concierge service. You shall defend the Company in any legal actions, regulatory actions, or the like arising from or related to this Agreement. You recognize and agree that all of the Company’s owners, officers, employees, shareholders, trustees, affiliates, and successors shall not be held personally responsible or liable for any actions or representations of the Company.
8) BINDING ARBITRATION. In the event of a dispute arising under or relating to this Agreement or the concierge service (each, a “Dispute”), either party may elect to finally and exclusively resolve the dispute by binding arbitration governed by the Federal Arbitration Act (“FAA”). Any election to arbitrate, at any time, shall be final and binding on the other party. IF EITHER PARTY CHOOSES ARBITRATION, NEITHER PARTY SHALL HAVE THE RIGHT TO LITIGATE SUCH CLAIM IN COURT OR TO HAVE A JURY TRIAL, EXCEPT EITHER PARTY MAY BRING ITS CLAIM IN ITS LOCAL SMALL CLAIMS COURT, IF PERMITTED BY THAT SMALL CLAIMS COURT RULES AND IF WITHIN SUCH COURT’S JURISDICTION. ARBITRATION IS DIFFERENT FROM COURT, AND DISCOVERY AND APPEAL RIGHTS MAY ALSO BE LIMITED IN ARBITRATION. All disputes will be resolved before a neutral arbitrator selected jointly by the parties, whose decision will be final, except for a limited right of appeal under the FAA. The arbitration shall be commenced and conducted by JAMS pursuant to its then current Comprehensive Arbitration Rules and Procedures and in accordance with the Expedited Procedures in those rules, or, where appropriate, pursuant to JAMS’ Streamlined Arbitration Rules and Procedures. All applicable JAMS’ rules and procedures are available at the JAMS website www.jamsadr.com. Each party will be responsible for paying any JAMS filing, administrative, and arbitrator fees in accordance with JAMS rules. Judgment on the arbitrator’s award may be entered in any court having jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction. The arbitration may be conducted in person, through the submission of documents, by phone, or online. If conducted in person, the arbitration shall take place in the United States county where you reside. The parties may litigate in court to compel arbitration, to stay a proceeding pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator. The parties shall cooperate in good faith in the voluntary and informal exchange of all non-privileged documents and other information (including electronically stored information) relevant to the Dispute immediately after commencement of the arbitration. As set forth in Section 8(J) below, nothing in this Agreement will prevent the Company from seeking injunctive relief in any court of competent jurisdiction as necessary to protect its proprietary interests.
9) CLASS ACTION WAIVER. You agree that any arbitration or proceeding shall be limited to the Dispute between us and you individually. To the full extent permitted by law, (i) no arbitration or proceeding shall be joined with any other; (ii) there is no right or authority for any Dispute to be arbitrated or resolved on a class action-basis or to utilize class action procedures; and (iii) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons. YOU AGREE THAT YOU MAY BRING CLAIMS AGAINST US ONLY IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.
10) EQUITABLE RELIEF. You acknowledge and agree that in the event of a breach or threatened violation of the Company’s intellectual property rights and confidential and proprietary information by you, the Company will suffer irreparable harm and will therefore be entitled to injunctive relief to enforce this Agreement. The Company may, without waiving any other remedies under this Agreement, seek from any court having jurisdiction any interim, equitable, provisional, or injunctive relief that is necessary to protect its rights and property pending the outcome of the arbitration referenced above. You hereby irrevocably and unconditionally consent to the personal and subject matter jurisdiction of the federal and state courts in the State of Connecticut for purposes of any such action by the Company.
11) ENTIRE AGREEMENT. This Agreement constitutes the entire understanding and agreement of the Parties with respect to its subject matter and supersedes all prior and contemporaneous agreements or understandings, inducements, or conditions, express or implied, written or oral, between the parties.
12) COMPLIANCE WITH LAW. The parties shall comply with all applicable laws in performing this Agreement. Whenever there is any conflict between any provision of this Agreement and any applicable law, the applicable law shall prevail.
13) NO WAIVER. The failure of any party to insist on the performance of any obligation hereunder shall not be deemed to be a waiver of such obligation. Waiver of any breach of any provision shall not be deemed to be a waiver of any other breach of such provision or any other provision.