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DISCLAIMER AND USAGE AGREEMENT
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Legal Notice
USAGE AGREEMENT OF HEALTH COACH WEB SITE
PLEASE READ THIS USAGE AGREEMENT (“AGREEMENT”) CAREFULLY BEFORE USING THIS WEB SITE.
THIS AGREEMENT SETS FORTH THE TERMS AND CONDITIONS WHICH APPLY TO YOUR USE OF THE HEALTH COACH WEB SITE.
BY USING THIS SITE OR THE SERVICES AVAILABLE IN THIS SITE, OR BY PURCHASING ANY PRODUCTS THROUGH THIS SITE, YOU AGREE TO THE TERMS OF THIS AGREEMENT JUST AS IF YOU HAD SIGNED THE AGREEMENT. IF YOU DO NOT AGREE TO BE BOUND BY THIS AGREEMENT, PLEASE DO NOT USE ANY OF THE SERVICES AVAILABLE THROUGH THIS SITE AND DO NOT PURCHASE ANY PRODUCTS THROUGH THIS SITE.
Health Coach. ("Health Coach"), a corporation organized and existing under the laws of the Province of Ontario, hereby grants you a limited, non-exclusive, non-assignable and non-transferable license to access and use the Health Coach and NutriScan online service operated by Health Coach on the World Wide Web (“Health Coach Web site”) as well as a manual reproduction provided and expressly conditioned upon your agreement that all such access and use shall be governed by all of the terms and conditions set forth in this Agreement. You hereby acknowledge and agree as follows:
The “Information” shall mean all areas and any subscription or any other software, product, service, data or information provided by Health Coach or obtained through the interactive online service operated by Health Coach at the Health Coach Web site.
Ownership. Copyright 2001 Health Coach . All rights reserved. The Information is the valuable, exclusive property of Health Coach or its licensors, or Vendors, and nothing in this Agreement shall be construed as transferring or assigning any such ownership rights to you or any other person or entity. The Information is protected by contract law and various intellectual property laws, including domestic and international patent and copyright laws. Except as permitted in this Agreement, you may not copy, reproduce, republish, upload, post, transmit, adapt, distribute, commercially exploit, or publicly display the Information or any portion thereof in any manner whatsoever without Health Coach 's prior written consent. You may not remove, alter or obscure any copyright, legal or proprietary notices in or on any portions of the Information. Health Coach and its associated logos, and all page headers, custom graphics, buttons, and other icons are service marks, trademarks, registered service marks, or registered trademarks of Health Coach . All other product names and company logos mentioned herein are trademarks of their respective owners.
Restrictions. You may store in the memory of your computer and may manipulate, analyze, reformat, print and/or display for your use only the Information received or accessed through the Health Coach Web site pursuant to this.Agreement. You may not resell, redistribute, broadcast or transfer the Information or use the Information in a searchable, machine-readable database or file. Unless separately and specifically authorized in writing by Health Coach , you may not rent, lease, sublicense, distribute, transfer, copy, reproduce, publicly display, publish, adapt, store or time-share the Health Coach Web site, any part thereof, or any of the Information received or accessed therefrom to or through any other person or entity. You agree to use the Health Coach Web site and Information for lawful purposes only. You agree not to post or transmit any information through the Health Coach Web site which (1) infringes the rights of others or violates their privacy or publicity rights, (2) is unlawful, threatening, abusive, defamatory, libelous, vulgar, obscene, profane, indecent or otherwise objectionable, or (3) is protected by copyright, trademark or other proprietary right without the express permission of the owner of such right. You shall be solely liable for any damages resulting from any infringement of copyright, trademark or other proprietary right, or any other harm resulting from any uploading, posting or submission.
Submissions. If you send us suggestions, ideas, notes, computer programs, data, drawings, concepts or other information of any kind (collectively, the “Data”), the Data shall be deemed, and shall remain, the sole and absolute property of Health Coach . Except as set forth in our Privacy Policy, none of the Data shall be subject to any obligation of confidence on the part of Health Coach and Health Coach shall not be liable for any use or disclosure of any Data. Without limitation of the foregoing, Health Coach shall exclusively own all now known or hereafter existing rights to the Data of every kind and nature throughout the universe and shall be entitled to unrestricted use, not inconsistent with our Privacy Policy, of the Data for any purpose whatsoever, commercial, or otherwise, without compensation to the provider of the Data. Unless otherwise provided, you hereby grant to Health Coach and its affiliates a worldwide, royalty-free, perpetual, irrevocable, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and display any message posted in the Health Coach Web site or any e-mail sent by you to Health Coach (in whole or in part) and to incorporate it in other works in any form, media or technology now known or later developed.
Linking. You may link to the Health Coach home page, but are not authorized to link to any other page on the Health Coach Web site without the prior express written consent of Health Coach . You may not use any of Health Coach 's proprietary logos, marks, or other distinctive graphics, video, or audio material in your links. You may not link in any manner reasonably likely to 1) imply affiliation with or endorsement or sponsorship by Health Coach ; 2) cause confusion, mistake, or deception; 3) dilute Health Coach 's trademarks or service marks; or 4) otherwise violate state or federal law.
Fees and Payments. In consideration of your use of the Health Coach Web site and the license granted in this Agreement, you authorize Health Coach Inc. and/or its order fulfillment partner -Signature Health Partners to charge to the credit card account designated by you during the purchase or request for service or products process any and all amounts owing pursuant to this Agreement. Any sales or use taxes will be payable by you, if applicable. A statement of the charges you incur shall be available to you online within a reasonable time after such debit has been made or is due and payable. Each statement shall reflect (a) the amount of the most recent debit; (b) the charges incurred by you during the preceding month; (c) any previously billed but not yet debited or paid amounts based on the rate schedule in effect at the time you used the Health Coach Web site; and (d) any sales or use taxes that are payable by you. Your use of the Health Coach Web site will be subject to any credit limits established by or for your credit card issuer. Further, you will pay a late charge equal to the lesser of one percent (1%) per month, or the maximum rate permitted by applicable law, on any and all payments owing under this Agreement that become thirty (30) days past due. The rate schedule and plans in effect at the time of executing this Agreement are displayed online during your initial use of the Health Coach Web site (or any portion thereof requiring additional fees); however, the fees reflected in the rate schedule are subject to change at any time. Any such amended rate schedule shall be deemed accepted by you if you use the Health Coach Web site (or any portion thereof requiring additional fees) in any manner after the effective date of such changes. Health Coach reserves the right to modify the terms and conditions of this Agreement and the Health Coach Web site. Such modifications may include, without limitation, changes in prices, implementation of user priorities, implementation of rules for use by you, and discontinuance of functional aspects of the Health Coach Web site. Health Coach may also add, withdraw or modify Information within the Health Coach Web site or services or products provided through the Health Coach Web site at any time in its sole discretion. All notices and statements described above shall be displayed online, and such display shall constitute effective notice under this Agreement on the day Health Coach places them on the Health Coach Web site. You agree to review the terms and conditions of this Agreement periodically to be aware of such revisions. Delays in Services. Neither Health Coach nor any of its licensors, licensees and Vendors (including its and their officers, directors, employees, affiliates, agents, representatives or subcontractors) shall be liable for any loss or liability resulting, directly or indirectly, from delays or interruptions due to electronic or mechanical equipment failures, date data processing failures, telephone interconnect problems, utility failures or problems, defects, weather, strikes, walkouts, fire, acts of God, riots, armed conflicts, acts of war, or to other like causes. Health Coach shall have no responsibility to provide access to the Health Coach Web site while the interruption of the Health Coach Web site due to any such cause shall continue.
Termination. Termination or cancellation of this Agreement shall not effect any right or relief to which Health Coach may be entitled, at law or in equity. Upon termination of this Agreement, all rights granted to you will terminate and revert to Health Coach . This Agreement and the license rights granted hereunder shall remain in full force and effect unless terminated or canceled for any of the following reasons; 1) immediately by Health Coach if you fail to make any payment when due or your automatic credit card debit is denied for any reason; 2) immediately by Health Coach for any unauthorized access or use by you, including, without limitation: (i) concurrent access of the Health Coach Web site with identical user identification numbers; (ii) permitting another person or entity to use your user identification number to access the Health Coach Web site; or (iii) any other access or use of the Health Coach Web site except as expressly provided in this Agreement; 3) immediately by Health Coach if you assign or transfer (or attempt the same) any rights granted to you under this Agreement; 4) immediately, if you fail to abide by the rules and regulations relating to the use of, or tamper with or alter any of the Information contained in, or accessed through, the Health Coach Web site; 5) immediately, if you transmit or receive using the Health Coach Web site (or cause the same) in violation of Section 3 (Health Coach , at its sole discretion, shall determine whether any information transmitted or received violates this provision); or 6) immediately, if you violate any of the other terms and conditions of this Agreement.
Monitoring. You acknowledge that Health Coach reserves the right to, and may from time to time, monitor any and all Information transmitted or received through the Health Coach Web site. Health Coach , at its sole discretion and without further notice to you, may (but is not obligated to) review, censor or prohibit the transmission or receipt of any Information which Health Coach deems inappropriate (such as that specified in Section 3) or that violates any term or condition of this Agreement. During monitoring, information may be examined, recorded, copied, and used for authorized purposes. Use of this computer system, authorized or unauthorized, constitutes consent to such monitoring. Unauthorized uses and unauthorized users of the Health Coach Web site will be prosecuted to the full extent of the law.
Equipment and Operation. You shall provide and maintain all telephone and other equipment necessary to access the Health Coach Web site, and the costs of any such equipment and/or telephone connections or use, including any applicable taxes, shall be borne solely by you. You shall reimburse Health Coach for any such costs incurred by Health Coach due to your use of the Health Coach Web site. Such reimbursement shall be billed to you and payable in accordance with Section 6 of this Agreement. You are responsible for operating your own equipment and for familiarity with the Information used with or available through the Health Coach Web site. Health Coach reserves the right to refuse assistance or to charge additional fees if you seek assistance from Health Coach with respect to such Information or any other matters not directly relating to the operation of the Health Coach Web site.
Limited Warranty. You acknowledge that the Vendor Information and links provided through the Health Coach Web site are compiled from sources which are beyond the control of Health Coach . Though such Information is recognized by the parties to be generally reliable, the parties acknowledge that inaccuracies may occur and Health Coach and its licensors and Vendors do not warrant the accuracy or suitability of the Information. FOR THIS REASON, YOU ACKNOWLEDGE THAT THE HEALTH COACH WEB SITE AND THE PRODUCTS AND SERVICES AVAILABLE TO YOU THROUGH THE HEALTH COACH WEB SITE ARE PROVIDED TO YOU ON AN "AS IS, WITH ALL FAULTS" BASIS. HEALTH COACH AND ITS LICENSORS AND VENDORS EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES, WHETHER EXPRESS, ORAL, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE, ANY IMPLIED WARRANTY OF MERCHANTABILITY, ANY WARRANTIES ARISING BY VIRTUE OF CUSTOM OF TRADE OR COURSE OF DEALING AND ANY IMPLIED WARRANTIES OF TITLE OR NON-INFRINGEMENT OR ADEQUACY TO PRODUCE ANY PARTICULAR RESULT. FURTHER, HEALTH COACH AND ITS LICENSORS AND VENDORS DO NOT REPRESENT OR WARRANT THE ACCURACY OR RELIABILITY OF THE USE OF, OR THE RESULTS OF THE USE OF, THE HEALTH COACH WEB SITE, THE SERVICES OR PRODUCTS PROVIDED BY THE HEALTH COACH WEB SITE, OR THE KNOW-HOW OR OTHER INFORMATION CONTAINED IN THE HEALTH COACH WEB SITE OR THAT THE HEALTH COACH WEB SITE WILL MEET YOUR REQUIREMENTS OR WILL BE SUITABLE FOR YOUR NEEDS. FURTHERMORE, YOU ACKNOWLEDGE AND AGREE THAT THE SERVICES, PRODUCTS AND/OR ANY STATEMENTS MADE ABOUT ANY OF THE SERVICES AND/OR PRODUCTS AVAILABLE THROUGH THE HEALTH COACH WEB SITE HAVE NOT BEEN EVALUATED BY THE FOOD AND DRUG ADMINISTRATION (THE “FDA”) AND THAT THESE PRODUCTS AND/OR SERVICES ARE NOT INTENDED TO DIAGNOSE, TREAT, CURE OR PREVENT ANY DISEASE. THE HEALTH COACH WEB SITE DOES NOT CONTAIN ALL MEDICAL INFORMATION THAT MAY BE RELEVANT AND SHOULD NOT BE USED AS A SUBSTITUTE FOR SEEKING PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS, TREATMENT OR CARE. ALL SPECIFIC MEDICAL QUESTIONS YOU HAVE ABOUT YOUR MEDICAL CONDITION, TREATMENT, CARE OR DIAGNOSIS SHOULD BE PRESENTED TO YOUR OWN PROFESSIONAL HEALTHCARE PROVIDER. HEALTH COACH DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE WEB SITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS AND YOU (AND NOT HEALTH COACH ) ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION. Under this Agreement, you assume all risk of errors and/or omissions in the Health Coach Web site, including the transmission or translation of Information. You assume full responsibility for implementing sufficient procedures and checks to satisfy your requirements for the accuracy and suitability of the Health Coach Web site, including the Information, and for maintaining any means which you may require for the reconstruction of lost data or subsequent manipulations or analyses of the Information provided under the Agreement. SOME PROVINCES AND STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM PROVINCE TO PROVINCE AND STATE TO STATE.
Limitation of Liability. YOU AGREE THAT HEALTH COACH AND ITS LICENSORS AND VENDORS (INCLUDING ITS AND THEIR OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, AGENTS, REPRESENTATIVES OR SUBCONTRACTORS) SHALL NOT IN ANY EVENT, INCLUDING BUT NOT LIMITED TO HEALTH COACH ’ S NEGLIGENCE, BE LIABLE FOR ANY SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE HEALTH COACH WEB SITE OR THE PRODUCTS OR SERVICES ACCESSED THROUGH THE HEALTH COACH WEB SITE. IN NO EVENT SHALL HEALTH COACH ’ S TOTAL LIABILITY FOR ALL DAMAGE, 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 THE HEALTH COACH WEB SITE, EVEN IF HEALTH COACH OR ITS AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IF THE ABOVE LIMITATION OF LIABILITY SHOULD FAIL IN ITS ESSENTIAL PURPOSE FOR ANY REASON, SUCH LIABILITY IS AND SHALL BE LIMITED TO A SUM EQUAL IN AMOUNT TO TEN (10%) PERCENT OF THE SUMS PAID TO HEALTH COACH BY YOU UNDER THE TERMS OF THIS AGREEMENT OR $100.00, WHICHEVER IS GREATER, AS LIMITED DAMAGES AND NOT AS A PENALTY EVEN IF HEALTH COACH OR ITS AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS LIABILITY SHALL BE COMPLETE AND EXCLUSIVE. THE PROVISIONS CONTAINED IN THIS SECTION 14 SHALL SURVIVE TERMINATION OF THIS AGREEMENT. Health Coach shall not be liable, regardless of the cause or duration, for any errors, inaccuracies, omissions, or other defects in, or untimeliness or unauthenticity of, the Information provided by or the know-how or other information contained within the Health Coach Web Site or the services or products provided through the Health Coach Web Site or for any delay or interruption in the transmission thereof to the site user, for any claim or loss arising therefrom or occasioned thereby. Health Coach shall not be liable for any damages for lost data, use, profits, savings or goodwill that results from use of or inability to use Information, services, products or software contained within the Health Coach Web Site. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. THIS CLAUSE GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. The actual product(s) sold or offered for sale by Health Coach may not be exactly as depicted in photograph on this Web Site.
Indemnification. YOU AGREE TO RELEASE, INDEMNIFY, DEFEND AND HOLD HARMLESS HEALTH COACH AND ITS LICENSORS AND VENDORS (INCLUDING ITS AND THEIR OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, AGENTS, REPRESENTATIVES OR CONTRACTORS) FROM AND AGAINST ALL CLAIMS BROUGHT BY ANY PERSONS ARISING FROM OR RELATING TO YOUR ACCESS AND USE OF THE HEALTH COACH WEB SITE, INCLUDING BUT NOT LIMITED TO, THE ACCESS TO AND USE OF THE INFORMATION, SERVICES AND/OR PRODUCTS OBTAINED THROUGH THE HEALTH COACH WEB SITE.
Privacy. Your privacy is very important to Health Coach. We want you to be aware of our privacy policies so you will be as comfortable as possible when using our Health Assessments and other Internet based services. We urge you to carefully review our Privacy Practices Statement so you will be confident of our commitment to you and your privacy. Notice of Privacy Practices click here
No Conflicting Terms. If there is any conflict between this Agreement and your purchase order, any help text, manuals or other documents, this Agreement shall govern, whether such order or other documents are prior to or subsequent to this Agreement, or are signed or acknowledged by any director, officer, employee, representative or agent of Health Coach .
Attorney's Fees. If Health Coach takes action (by itself or through its representatives) to enforce any of the provisions of this Agreement, including collection of any amounts due hereunder, Health Coach shall be entitled to recover from you (and you agree to pay), in addition to all sums to which it is entitled or any other relief, at law or in equity, reasonable and necessary attorney's fees and any costs of any litigation.
Governing Law; Limitations; Venue. This Agreement shall be governed by the laws of the Province of Ontario, Canada, excluding any rule or principle that would refer to and apply the substantive law of another state or jurisdiction. To the extent allowed by applicable law, any claims or causes of action arising from or relating to your access and use of the Health Coach Inc. Web site contemplated by this Agreement must be instituted within two (2) years from the date upon which such claim or cause arose or was accrued. Further, any such claim or cause of action may only be brought in the state or province of Ontario courts located in Toronto, Canada, and you agree to submit to the exclusive personal jurisdiction of such courts. You agree to waive any objection that the provincial or federal courts of Toronto, Ontario are an inconvenient forum.
Jurisdictional Issues. Unless otherwise specified, the materials in this Web site are presented solely for the purpose of promoting programs, services, and other products available in Canada and the United States, their territories, possessions and protectorates. This site is controlled and operated by Health Coach Inc. from its office in Toronto, Canada. Health Coach Inc. makes no representation that materials in this site are appropriate or available for use in other locations. Those who choose to access this site from other locations do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable.
Severability. If any provision of this Agreement is found to be unlawful or unenforceable in any respect, the court shall reform such provision so as to render it enforceable (or, if it is not possible to reform such provision so as to make it enforceable, then delete such provision). As so reformed or modified, the court shall fully enforce this Agreement.
ENTIRE AGREEMENT. THIS AGREEMENT IS COMPLETE AND EFFECTIVE AT THE TIME YOU AGREE TO IT BY REQUESTING AND/OR PURCHASING PRODUCTS AND/OR SERVICES THROUGH THE HEALTH COACH WEB SITE, AND THIS AGREEMENT CONSTITUTES THE ENTIRE AGREEMENT BETWEEN THE PARTIES, AND NO OTHER AGREEMENT, WRITTEN OR ORAL, EXISTS BETWEEN YOU AND HEALTH COACH INC.
All material and information presented by Health Coach Inc. is intended to be used for educational purposes only. The statements made about products have not been evaluated by the Canadian Health Protection Branch or the United States Food and Drug Administration. The information on this site is not intended to treat, cure or prevent any condition or disease. Please consult with your own physician or health care practitioner regarding the suggestions and recommendations made at Health Coach .
What follows is the combination of lifestyle and nutrition feedback and education, as well as vitamins/supplements that we suggest, based upon the information that you provided and the latest research available. WE STRONGLY RECOMMEND THAT YOU PRINT OUT THIS PAGE AND TAKE IT TO YOUR HEALTH CARE PROVIDER PRIOR TO FOLLOWING OUR ADVICE AND/OR TAKING THE NUTRITIONAL SUPPLEMENTS WE RECOMMEND. Although every effort has been made to take into account your personal factors when suggesting specific lifestyle actions and nutritional supplements- your primary health care provider should be the professional who best knows you and your specific situation and associated needs and medical condition. EVEN CERTAIN NUTRITONAL SUPPLEMENTS CAN HAVE A NEGATIVE EFFECT IF TAKEN IMPROPERLY- IN THE WRONG AMOUNTS- OR BY CERTAIN PERSONS. ALTHOUGH EXTRAORDINARY PRECAUTIONS ARE TAKEN WITHIN OUR SYSTEM TO ENSURE YOUR SAFETY, WE HAVE NO WAY OF ENSURING THAT THE ASSESSMENT ANSWERS AND INPUTS YOU HAVE PROVIDED ARE ACCURATE AND/OR COMPREHENSIVE, THUS, IT'S BEST TO ASSUME THAT ONLY YOUR PRIMARY CARE PROVIDER KNOWS YOUR MEDICAL HISTORY WELL ENOUGH TO MAKE A FINAL RECOMMENDATION CONCERNING SPECIFIC LIFESTYLE CHANGES AND NUTRITIONAL SUPPLEMENTS.
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