January 01, 2022
These Terms and Conditions of Use (the "Terms of Use") apply to the BODYWELL USA, Inc., website located at www.bodywell.com. BY USING THE SITE OR ANY SERVICES OFFERED BY BODYWELL USA, Inc. (COLLECTIVELY, THE "SERVICES"), YOU AGREE TO THESE TERMS OF USE. IF YOU DO NOT AGREE, DO NOT USE THE SITE. THESE TERMS OF USE CONSTITUTE A BINDING LEGAL AGREEMENT AND OBLIGATION BETWEEN YOU AND BODYWELL USA, Inc.
BODYWELL USA, Inc. reserves the right, at its sole discretion, to change, modify, add or remove portions of these Terms of Use, at any time. It is Your responsibility to check these Terms of Use periodically for changes. Your continued use of the Site following the posting of changes will mean that You accept and agree to the changes. As long as You comply with these Terms of Use, BODYWELL USA, Inc. grants You a personal, non-exclusive, non-transferable, limited privilege to enter and use the Site.
Ownership, Intellectual Property, and Links
The Site is the property of BODYWELL USA, Inc. Except as expressly provided in these Terms of Use, no part of the Site and no Content (defined below) may be copied, reproduced, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted or distributed in any way (including "mirroring") to any other computer, server, website or other media for publication or distribution or for any commercial enterprise, without BODYWELL USA, Inc. express prior written consent.
Content, Marks, and Copyrights
The term "Content", for the purpose of these Terms of Use, shall mean all text, graphics, user interfaces, visual interfaces, photographs, trademarks, logos, sounds, music, artwork, and computer code, including but not limited to the design, structure, selection, coordination, expression, "look and feel" and arrangement of such Content, contained on the Site, and is protected by trade dress, copyright, patent and trademark laws, and various other intellectual property rights and unfair competition laws.
The trademarks, logos, and service marks (the "Marks") displayed on the Site are owned by BODYWELL USA, Inc. Your use of the Site or the Services confers no rights to the Marks and You may not use, reproduce or display a Mark without BODYWELL USA, Inc. prior written consent. Nothing included in the Site or the Services is intended, nor shall be construed, as conferring any rights under any Mark, copyright, or patent.
The Site and all Content are copyrighted and such copyrights are owned by BODYWELL USA, Inc. or the author of such Content. You are granted a non-exclusive, limited license to view, print, and/or distribute Content in hard copy from the Site purposely made available by BODYWELL USA, Inc. for downloading from the Site (such as data sheets, articles, and similar materials), provided that You (a) include BODYWELL USA, Inc. copyright notice on such Content as follows: "Copyright BODYWELL USA, Inc. All rights reserved"; (b) not remove any proprietary notice language in all copies of such documents; (c) do not copy or post such information on any network, website or broadcast it in any media; (d) not use the Content for any purpose contrary to BODYWELL USA, Inc. commercial interests; (e) do not modify, alter, or create derivative works of, the Content, and (f) do not make any additional representations or warranties relating to such Content. This limited license may be revoked at any time at the sole discretion of BODYWELL USA, Inc.
Unauthorized Activities
You may not attempt to gain unauthorized access to any portion or feature of the Site, or any other systems or networks connected to the Site or to any BODYWELL USA, Inc. server, or to any of the services offered on or through the Site, by hacking, password "mining" or any other illegitimate means.
You may not probe, scan or test the vulnerability of the Site or any network connected to the Site, nor breach the security or authentication measures on the Site or any network connected to the Site.
You agree not to use any device, software, or routine to interfere or attempt to interfere with the proper working of the Site or any transaction being conducted on the Site, or with any other person's use of the Site.
You agree not to obtain or attempt to obtain any materials, documents, or information through any means not purposely made available through the Site. BODYWELL USA, Inc. reserves the right to bar any such activity.
You may not use the Site or any Content for any purpose that is unlawful or prohibited by these Terms of Use or to solicit the performance of any illegal activity or other activity which infringes the rights of BODYWELL USA, Inc. or others.
The BODYWELL USA, Inc. website is not designed for, or directed to, children under the age of 16.
Termination
You agree that these Terms of Use remain in effect for as long as You subscribe to, renew, or use the Site. You agree that BODYWELL USA, Inc., in its sole discretion, may terminate or suspend Your use of the Site at any time and for any or no reason, even if access and use continue to be allowed by others. Upon such suspension or termination, You must immediately discontinue the use of the Site. Accessing the Site after such termination, suspension or discontinuation shall constitute an act of trespass. Further, You agree that BODYWELL USA, Inc. shall not be liable to You or any third party for any termination or suspension of Your access to the Site.
Accounts, Passwords, and Security
Certain features or services offered on or through the Site may require You to enter a username and password. You are entirely responsible for maintaining the confidentiality of the information You hold for Your account, including Your password, and for any and all activity that occurs under Your account as a result of Your failure to keep this information secure and confidential. You agree to notify BODYWELL USA, Inc. immediately of any unauthorized use of Your account or password, or any other breach of security. You shall exercise Your best efforts to maintain the security of Your account information. If You become aware that the security of Your username, password, or account has been compromised, then You shall immediately notify BODYWELL USA, Inc. of the security risk.
You may not use anyone else's username, password, or account at any time without the express permission and consent of the such holder. BODYWELL USA, Inc. cannot and will not be liable for any loss or damage arising from Your failure to comply with these obligations. You acknowledge and agree that BODYWELL USA, Inc. is not liable for any damages resulting from any other parties' use or access of Your account regardless of whether other parties use or access it with or without the account holder's knowledge or consent.
An account holder may end authorization by administering the user through the Site or by providing notice to support@bodywell.com. Such notice will be effective upon confirmation by BODYWELL USA, Inc., via email, of receipt.
Links To Third-Party Sites
The Site may contain links to third-party sites. Such linked sites are not under BODYWELL USA, Inc. control and You acknowledge and agree that BODYWELL USA, Inc. is not responsible or liable for the content, information, services, or products of such third-party sites. You expressly assume all risks of accessing third-party sites. Links to a third-party site do not constitute an endorsement of that site by BODYWELL USA, Inc. You will need to make Your own independent judgment regarding Your interaction with these linked sites.
Purchases; Other Terms and Conditions
Additional terms and conditions may apply to purchases of goods or services and to specific portions or features of the Site, all of which terms are separate from these Terms of Use. We accept the following forms of payment: Visa, MasterCard, American Express, and PayPal. You agree to provide current, complete, and accurate purchase and account information for all purchases made via the Site. You further agree to promptly update account and payment information, including email address, payment method, and payment card expiration date, so that we can complete your transactions and contact you as needed. Sales tax will be added to the price of purchases as deemed required by us. We may change prices at any time. All payments shall be in U.S. dollars. You agree to pay all charges at the prices then in effect for your purchases and any applicable shipping fees, and you authorize us to charge your chosen payment provider for any such amounts upon placing your order. We reserve the right to correct any errors or mistakes in pricing, even if we have already requested or received payment. We reserve the right to refuse any order placed through the Site. We may, in our sole discretion, limit or cancel quantities purchased per person, per household, or per order. These restrictions may include orders placed by or under the same customer account, the same payment method, and/or orders that use the same billing or shipping address. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers, or distributors.
Disclaimer of Warranties
BODYWELL USA, Inc. MAKES NO REPRESENTATIONS ABOUT THE RESULTS TO BE OBTAINED FROM USING THIS SITE. BY USING THIS SITE, YOU ASSUME ALL RESPONSIBILITY AND RISK FOR THE USE OF THIS SITE AND THE INTERNET GENERALLY. THE SITE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT ANY EXPRESS OR IMPLIED WARRANTY OF ANY KIND, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF INTELLECTUAL PROPERTY, AND FREEDOM FROM ERRORS, VIRUSES, BUGS, OR OTHER HARMFUL COMPONENTS. BODYWELL USA, Inc. DOES NOT PROMISE THAT ANY DEFECTS WILL BE CORRECTED, OR THAT YOUR USE OF THE SITE WILL PROVIDE SPECIFIC RESULTS. YOU USE THE SERVICES OR ANY RELATED THIRD-PARTY SERVICES AT YOUR OWN RISK. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTY, SO THE LIMITATIONS AND EXCLUSIONS IN THIS SECTION MAY NOT APPLY TO YOU. TO THE EXTENT ALLOWED BY APPLICABLE LAW, YOU AGREE AND ACKNOWLEDGE THAT THE LIMITATIONS AND EXCLUSIONS OF LIABILITY AND WARRANTY PROVIDED IN THESE TERMS OF USE ARE FAIR AND REASONABLE.
Limitation of Liability
BODYWELL USA, Inc. SHALL IN NO EVENT BE RESPONSIBLE TO, OR LIABLE TO, YOU, OR ANY THIRD PARTY, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, FOR ANY DAMAGES, INCLUDING, BUT NOT LIMITED TO, SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE OR CONSEQUENTIAL DAMAGES THAT INCLUDE, BUT ARE NOT LIMITED TO, DAMAGES FOR ANY LOSS OF PROFIT, REVENUE OR BUSINESS ARISING OUT OF BODYWELL USA, Inc. SERVICES PROVIDED HEREUNDER.
Indemnity
You agree to indemnify and hold BODYWELL USA, Inc., its officers, directors, shareholders, predecessors, successors in interest, employees, agents, subsidiaries, and affiliates, harmless from any demands, loss, liability, claims, or expenses (including attorneys' fees), made against BODYWELL USA, Inc. by any third party due to or arising out of, relating to, or in connection with: (a) Your use of the Site, and (b) use of the Marks. If You are the federal government or a federal government agency in the United States, terms relating to indemnification do not apply except to the extent expressly authorized by federal law. If You are a state government or state government agency in the United States, terms relating to indemnification will apply to You only to the extent expressly permitted by your jurisdiction's laws. If You are a local government or local government agency in the United States, terms relating to indemnification will apply to You only to the extent permitted by your jurisdiction's laws.
Force Majeure
BODYWELL USA, Inc. shall not be liable for interruptions, delays, failures to perform, damages, losses or destruction, or malfunction of any equipment, or any consequence thereof caused or occasioned by, or due to fire, flood, water, earthquake, the elements, acts of God, war and the threat of imminent war, terrorism, labor disputes or shortages, utility curtailments, power failures, explosions, civil disturbances, governmental actions, shortages of equipment for supplies, unavailability of transportation, acts or omissions of third parties, or any other cause beyond the either parties' reasonable control.
Compliance With The Law including Export Control
You agree to use the Site in strict compliance with all applicable laws, rulings, and regulations. You shall take no actions which would cause BODYWELL USA, Inc. to be in violation of any laws, rulings, or regulations applicable to BODYWELL USA, Inc.
Governing Law; Jurisdiction and Venue
These Terms of Use are to be governed and construed in accordance with the laws of the State of Florida, without regard for principles of conflicts of laws. Any civil action, claim, dispute, or proceeding arising out of or relating to these Terms of Use, except for an injunctive action regarding a breach or threatened breach of any provision of these Terms of Use by You, shall be referred to final and binding arbitration, before a single arbitrator, under the commercial arbitration rules of the American Arbitration Association in Miami-Dade county, Florida. The arbitrator shall be selected by You and BODYWELL USA, Inc, and if You and BODYWELL USA, Inc are unable to reach an agreement on the selection of the arbitrator within thirty (30) days after the notice of arbitration is served, then the arbitrator shall be selected by the American Arbitration Association. Judgment upon any award rendered by the arbitrator shall be final, binding, and conclusive upon You and BODYWELL USA, Inc, and Your and BODYWELL USA, Inc. respective administrators, executors, legal representatives, successors, and assigns, and may be entered in any court of competent jurisdiction. If you are a federal, state, or local government entity in the United States using the Services in your official capacity and legally unable to accept the controlling law, jurisdiction, or venue clauses above, then those clauses do not apply to you. For such U.S. federal government entities, these Terms and any action related thereto will be governed by the laws of the United States of America (without reference to conflict of laws) and, in the absence of federal law and to the extent permitted under federal law, the laws of the State of Florida (excluding choice of law).
General
You may not assign these Terms of Use or any of Your interests, rights, or obligations under these Terms of Use. If any provision of these Terms of Use is deemed to be invalid, unlawful, or unenforceable for any reason, all other terms shall remain in force. No waiver of any of these Terms of Use shall be deemed a further or continuing waiver of such term or condition of any other term or condition.
Complete Agreement
Except as expressly provided in a separate license, service, or other written agreement between You and BODYWELL USA, Inc, these terms of use constitute the entire agreement between You and BODYWELL USA, Inc pertaining to Your use of the Site and supersedes all prior discussions, communications, conversations and agreements concerning Your use of the Site. You agree that the only way to waive rights under these Terms of Use is explicitly and in writing. Any failure to enforce any right under these Terms of Use will not waive that right.
Questions, Comments & Complaints
BODYWELL USA, Inc. encourages You to provide us with feedback regarding this Terms of Use Policy. If You have questions, comments, or concerns regarding this Terms of Use Policy or for any other communications related hereto, please contact support@bodywell.com.
