WELLNESS CONTENT CREATIONS, LLC

TERMS OF SERVICE

Last Updated: June 19, 2023

1. Company Services, Acceptance of Terms. These Terms of Service (“Terms”) are a binding legal agreement between you and Wellness Content Creations, LLC (“Company,” “we,” “us” and “our”). We will provide articles and other content generally relating to wellness, including but not limited to, physical health, mental health, diet, et cetera (collectively, the Content”). The Terms govern our provision of Content to you, and your rights and obligations with regard to the Content we provide. The Terms govern all use of the Content, regardless of how you access or download the Content.  BY AGREEING TO THESE TERMS DURING THE ACCOUNT SIGN-UP PROCESS OR ACCESSING OR USING THE CONTENT WITHOUT AN ACCOUNT, YOU ACCEPT THESE TERMS. IF YOU DO NOT AGREE WITH THESE TERMS, YOU SHOULD NOT ACCEPT THEM, IN WHICH CASE YOU DO NOT HAVE THE RIGHT TO USE THE COMPANY SERVICE.

2. Scope of Services. You only may use the Content for which you have subscribed and paid, and your use of the Services is subject to your compliance with these Terms of Service.
3. Modification of These Terms of Service. We may need to change these Terms of Service occasionally to reflect our services and practices accurately. If we do, those revised Terms of Service will supersede prior versions. Unless we say otherwise, changes will be effective upon the “Last Updated” date at the top of this page. We agree that changes cannot be retroactive. We will provide you with advance notice of any material changes to these Terms of Service. For any other changes, we will publish the revised Terms of Service and update the “Last Updated” date above.
4. Customer Support. Please contact us if you have any questions concerning the Content.
5. No Medical Advice. The Content may discuss topics related to nutrition, health, fitness, or medicine. The information on the Websites, including text, data, graphics, images, and other material, is not medical advice and should not be treated as medical advice by you or your clients. The Content is provided “as is,” without any representations or warranties, express or implied. We make no representations or warranties concerning the medical, health, fitness, or nutrition information in the Content and it is your sole responsibility to determine whether the Content is suitable for your clients. You must not rely on the Content as an alternative to advice from medical professionals and/or healthcare providers. You should never delay seeking medical advice, disregard medical advice, or discontinue medical treatment as a result of any information provided. We do not advocate that you attempt to treat yourself, your family or someone you know without proper medical supervision. We encourage you to seek the guidance of your doctor or qualified healthcare provider if you feel that you, your family or someone that you know suffers from any conditions described in the Content. We are not physicians. Each person’s health condition may vary. No one to whom you distribute Content should change their diet or exercise program or begin or cease taking any supplements without first consulting with a physician. If you require urgent care, call your doctor or 911 immediately. We do not recommend or endorse any specific tests, doctors, physicians, healthcare providers, products, procedures, opinions, or other information that may be mentioned in our Services. We provide these resources and information to you for your convenience only. Reliance on any information provided on our Website, or our other materials is solely at your own risk. You are required to provide a similar disclaimer to everyone to whom you distribute the Content.
6. Informational Purpose. The Content was developed strictly for informational purposes. You understand and agree that you are solely responsible for using the Content. We use commercially reasonable efforts to make sure that the Content is accurate when we post it on our site. Notify us immediately if you feel any Content is (a) inaccurate or (b) infringes on the intellectual property rights of third parties.
7. Revocable License to Use the Content. Subject to (i) your timely payment of all fees and (ii) your compliance with these Terms of Service, we license you, and your clients, on a non-exclusive, non-transferable, and limited basis, to use (and permit your authorized users to use) the Services to which you have subscribed solely for your internal business purposes. If the Content is listed as a newsletter on our website, you may not modify it, permit others to modify it or extract images from it for any reason.  However, if the Content is listed as an article on our website, you may modify the Content to suit your needs (e.g., shortening the Content or adding your own content), but you will be solely responsible for any claims of liability including copyright infringement by third parties, arising from your modifications. Regardless of whether you modify the Content of a newsletter or not, you must retain all applicable footnotes. Any images contained within the Content are being used under license from third parties.  You may not modify them or allow them to be used for any purpose other than distributing Content in the format we provide. The Company reserves all rights not expressly granted herein.
8. Authorized Users. You (i) are responsible for your authorized users’ compliance with these Terms of Service, and (ii) will use commercially reasonable efforts to prevent unauthorized access to or use of the Content.
9. Your Responsibilities; Use of the Content In Compliance With Laws. You are solely responsible for ensuring compliance with all laws and regulations related to the license and the performance or non-performance of your obligations under this agreement. You are responsible for all activities that occur under your account.
10. Your Restrictions. In addition to the disclaimers in Paragraphs 5-7 above, you may not, and you will ensure your clients do not, (i) modify, adapt, create, derivate works based upon, or translate the Content; (ii) license, sublicense, sell, rent, assign, distribute, time share transfer, lease, loan, resell for profit, distribute, or otherwise commercially exploit, grant rights in or make the Content offered available to any third-party; (iii) use the Content except as authorized under these Terms of Service or in violation of any laws; (iv) engage in any illegal or deceptive trade practices regarding the Content. Our enforcement of these Terms regarding the content is at our discretion, and failure to enforce the Terms in one instance does not create a waiver of our right to enforce them.
11. Reservation of Rights. No other rights are granted except as stated in these Terms of Service, and nothing conveys any rights or ownership or license in, or to, the Content or any underlying software or intellectual property. We own or have permission to use, all right, title and interest, including all intellectual property rights, in the Content.
12. Termination. Either Party may terminate the Services (i) if the other Party breaches any of its obligations under these Terms of Service and the breach is not cured within thirty (30) days of receipt of notice from the non-breaching Party, or (ii) if the other Party becomes insolvent or bankrupt, liquidated or is dissolved, or ceases substantially all of its business. Notwithstanding the foregoing, we may terminate your subscription to the Content immediately if you breach these Terms, as determined by us in our sole discretion. Neither Party will be liable for any damages resulting from a valid termination of any subscription(s) to the Content. If we terminate the agreement due to your uncured breach of this agreement or if you terminate the agreement for convenience, you will not be entitled to a refund of any paid but unused fees.
13. Taxes. You are ultimately responsible for all sales tax, use tax, value-added taxes, withholding taxes, and any other similar taxes and charge of any kind imposed by federal, state, or local governmental entity on the transactions contemplated by these Terms of Service. When we have the legal obligation to pay or collect taxes for which you are responsible under this Section, the appropriate amount will be paid by you unless you provide us with a valid tax exemption certificate authorized by the appropriate taxing authority.
14. Representations and Warranties. You represent and warrant that (i) you have all necessary authority to enter into and perform your obligations under these Terms of Service without the consent of any third-party or breach of any contract or agreement with any third-party; and (ii) you will use the Services only for lawful purposes under these Terms of Service, and any policies and guidelines provided to you.
15. Disclaimer of Warranties. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, OR AS EXPLICITLY PROVIDED IN THIS AGREEMENT, WE MAKE NO REPRESENTATIONS OR WARRANTIES, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, IN LAW OR FROM A COURSE OF DEALING OR USE OF TRADE, AS TO ANY MATTER, INCLUDING THOSE OF MERCHANTABILITY, SATISFACTORY QUALITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE CONTENT WILL MEET ALL OF YOUR REQUIREMENTS. THE CONTENT IS PROVIDED TO YOU ON AN “AS IS” BASIS AND YOUR USE OF CONTENT IS AT YOUR OWN RISK, INCLUDING, WITHOUT LIMITATION, COMPLIANCE WITH ANY LAWS, RULES OR REGULATIONS. THE PARTIES EXPRESSLY ACKNOWLEDGE THAT THE DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THE AGREEMENT. WE EXPRESSLY DISCLAIM ANY REPRESENTATIONS OR WARRANTIES THAT YOUR USE OF THE CONTENT WILL SATISFY OR ENSURE COMPLIANCE WITH ANY LEGAL OBLIGATIONS OR LAWS, RULES OR REGULATIONS. THIS DISCLAIMER APPLIES TO BUT IS NOT LIMITED TO ANY FEDERAL OR STATE STATUTES OR REGULATIONS THAT MAY BE APPLICABLE TO YOU. YOU ARE SOLELY RESPONSIBLE FOR ENSURING THAT YOUR USE OF THE CONTENT IS IN ACCORDANCE WITH APPLICABLE LAW.  IF YOU ARE DISSATISFIED WITH THE SERVICES OR THIS AGREEMENT, YOUR SOLE AND EXCLUSIVE REMEDY IS TO STOP USING THE SERVICES.
16. Confidential Information. Neither Party will disclose to any third party any information or materials provided by the other Party and reasonably understood to be confidential (“Confidential Information”) without the other Party’s prior written consent, except as otherwise permitted under these Terms of Service; provided, however, Company or its affiliates may use and disclose your Confidential Information as necessary to provide the Services. The preceding restrictions do not apply to (i) any information in the public domain or already in the receiving Party’s possession, (ii) was known to the receiving Party before the date of disclosure, (iii) becomes known to the receiving Party thereafter from a third-party having an apparent bona fide right to disclose the information, or (iv) Confidential Information that the receiving Party must produce under a court order or a valid administrative subpoena, providing receiving Party provides disclosing Party of timely notice of the court order or subpoena. You agree to ensure that your authorized users keep all passwords and other access information to the Services in strict confidence. This Section will survive termination or expiration of your subscription to the Services.
17. Indemnification. You will indemnify Company against all claims and expenses, including reasonable attorney’s fees, due to your uses of the Content which exceeds the license granted to you pursuant to this Agreement. You further agree to defend, indemnify, and hold harmless Company, its officers, directors, shareholders, employees, affiliates, and agents, against any claims, damages, obligations, losses, liabilities, costs, debt and expenses (including attorneys’ fees) arising from: (1) your violation of these Terms; (2) your violation of any third-party right, including any copyright, access rights, property, or privacy right, resulting from your website or content, or your use of the Content; (3) any other claim that your website or content caused damage to a third party; or (4) any issue Company was not aware of.
18. Limitation on Liability. TO THE FULLEST EXTENT PERMITTED BY LAW, COMPANY, ITS OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, AFFILIATES, OR AGENTS WILL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING ANY DAMAGES RESULTING FROM (i) ERRORS, MISTAKES, OR INACCURACIES OF OR IN ANY CONTENT; (ii) ANY PERSONAL INJURY OR PROPERTY DAMAGE RELATED TO YOUR USE OF THE CONTENT. COMPANY’S TOTAL LIABILITY FOR ANY AND ALL CLAIMS ARISING FROM THE PERFORMANCE OR NON-PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT WILL NOT EXCEED $15,000.
19. Release. Our liability for any claims, injuries, loss, harm and/or damages related to your interactions or dealings with other users and the acts and/or omissions, whether online or offline, is limited to the amounts and obligations in these terms. You acknowledge that, except to the extent we have liability under any guarantee, your use of this site is at your sole and exclusive risk.
20. Independent Parties. No joint venture, partnership, agency, or employment relationship exists between you and Company. You are solely responsible for managing your employees and for any compensation, taxes, benefits, and liabilities to your employees and any of your other representatives or service providers.
21. Force Majeure. If we cannot carry out, either in whole or in part, its obligations, we will not be deemed in default during the continuation of the inability, provided that: (i) it is due to an event not within the reasonable control of us which precludes them from carrying out its obligations under this Agreement, including, but not limited to: Acts of God, acts of nature, natural disasters, epidemics, pandemics, quarantines, public health emergencies, product shortages, transportation shortages, strikes, lock-outs, industrial disturbances, acts of public enemies, insurrections, military action, war, sabotage, riots, civil disturbances, explosions, acts by a governmental authority; (ii) we will provide written notice describing the particulars of the occurrence and the anticipated period of delay; (iii) the suspension of performance is of no greater scope and no longer duration than is reasonably required; (iv) if an event continues over thirty (30) days, we may terminate our obligation.
22. Applicable Law. These Terms of Service and any dispute arising out of or relating to these Terms of Service will be interpreted under the laws of the Commonwealth of Massachusetts, without regard to conflict-of-law provisions. All disputes arising out of or related to these Terms of Service will be subject to the exclusive jurisdiction and venue of the Massachusetts state and federal courts (unless we agree to some other location).
23. Severability. If any provision of these Terms of Service is deemed invalid, then that provision will be limited or eliminated by the court to the minimum extent necessary, and the remaining provisions of these Terms of Service will remain in full force and effect.
24. Entire Agreement. These Terms of Service and any additional terms you agree to during the online sign-up, and any other policies applicable to your use of the Services and Content we provide to you (each of which is incorporated by reference into these Terms of Service) constitute the sole and entire agreement between the Parties and supersede all prior and contemporaneous oral or written understandings or agreements with Company regarding the Services and Content. You acknowledge and agree that your agreement to these Terms of Service is not contingent upon the delivery of any future functionality or features not specified herein or in an online sign-up or dependent upon any oral or written, public or private comments made by us regarding future functionality or features for the Services and Content. If any conflict arises between the provisions in these Terms of Service and any online sign-up (or addendums), the terms of the online sign-up (or addendums) will prevail.
25. Third-Party Services. The Services, Content or our Website may contain links to other sites, services, and products provided by third parties, which may include our affiliates or subsidiaries. The links are provided for your convenience We have no control over the sites, services, and products and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you access the third-party websites or services found within the Services or Content, you do so at your own risk and subject to the terms of use for those websites or services. You should also refer to the separate terms of use, privacy policies and other rules posted on Third-Party Sites before you use them to understand, among other things, how they respectively store, use and protect the privacy of your Personal Data.
26. Linking and Framing. We prohibit the use of any links to the Site from any other Web sites unless establishment of such a link is approved in advance by us in writing. You may not frame any elements of this Site with any other Web site without our prior written permission.
27. Customer Service. You are solely responsible for all customer service issues relating to your services, including pricing, order fulfillment, order cancellation by you or customer, returns, refunds and adjustments, rebates, functionality and warranty, technical support, and feedback about experiences with your personnel, policies or processes. In performing customer service, you will always present yourself as a separate entity from us.
28. Communication With Us. When you communicate with us through the Site or by e-mail, you are communicating with us electronically. We may communicate with you by e-mail or by posting notices on this site. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. Please be advised that we – like everyone else that communicates via the Internet – cannot guarantee the confidentiality of any communication or material transmitted to us via the Site or via electronic mail. Accordingly, we suggest that you use caution when transmitting any information to us via the Internet. We expressly disclaim any liability for damages resulting from third party interception of your communications with us via the Internet. If you choose to send us any information via the Site or via e-mail, you do so solely at your own risk.
29. Copyright Complaints. If you believe this Site contains Content that infringes your copyright, please provide the information listed below to our designated agent for claims of copyright infringement:

• An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
• A description of the copyrighted work that you claim has been infringed;
• A description of where the material that you claim is infringing is located on the Site;
• Your address, telephone number and email address;
• A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; and
• A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or duly authorized to act on the copyright owner’s behalf.

Our designated agent may be contacted as follows:

Wellness Content Creations

Designated Agent

1257 Worcester Rd, #262

Framingham, MA 01701