Terms of Service

This agreement (the "Agreement") is entered into by and between you ("you") and Healthy Initiatives, Inc., ("HI") regarding your use of the WellLIFECoach service (the "Service"). By submitting a question or need to the Service, you are entering into this Agreement with HI and indicating that you agree to be bound by these terms and conditions. If you do not agree with these terms and conditions as stated, please do not use the Services.

1. Priority. This Agreement, and HI's general Privacy Policy sets forth the terms and conditions under which HI makes the Service available to you. In the event of an inconsistency between this Agreement and either HI's general Terms of Use or Privacy Policy, this Agreement shall control.
    

2. Proper Use. You agree that you will use the Service in compliance with all applicable local, state, national, and international laws, rules and regulations. Furthermore, you agree that you will not submit questions or needs that would be considered in violation of applicable laws, or be defamatory, harassing, abusive, fraudulent, obscene, or to advertise or sell goods or services, or other matters that may be otherwise objectionable.  You may not sell, use, reproduce, modify, edit, translate, publish, perform, display, post, transmit and distribute questions, comments or answers for any public or commercial purpose without the written permission of HI.  HI does not edit, screen, filter, modify, or otherwise monitor the content of questions or needs in advance of forwarding them to the WellLIFECoach.  HI takes no responsibility for third party coaching, nor does HI have any obligation to monitor such third party coaching. Nonetheless, HI reserves the right not to respond to or Use questions or needs that violate the foregoing conditions and to delete questions or needs, in whole or in part, from the Service at any time for any reason. Further HI reserves the right to refuse service to anyone at any time without notice for any reason and to remove objectionable or personally identifiable information from any comments or research questions in its Use of such questions and/or comments. HI will not be responsible or liable for the exercise or non-exercise of its rights under this Agreement.
    

3. Professional Advice. Information provided via the Services is intended to be professional medical, psychiatric, psychological, pastorial, or other otherwise professional advice, to the extent of the certification(s), license(s) and professional credentials of the WellLIFECoach(s). It is up to the client to determine and verify on their own the certification(s), license(s) and professional credentials of their personal WellLIFECoach.  You should bear in mind that the applicability of such general information might vary substantially in different states and according to the individual factual circumstances surrounding a particular question or need. Accordingly, if you desire or require professional advice that is different or at a higher level than that of your WellLIFECoach, please consult a qualified professional who is licensed in your state or country.
    

4. Confidentiality; Use of Information. The questions or needs you submit and the responses you receive from a professional-client relationship between you and your WellLIFECoach, are subject to standards or requirements of confidentiality and/or privilege associated therewith. However, HI shall have the perpetual, irrevocable, non-exclusive right to use, reproduce, modify, edit, translate, publish, perform, display, post, transmit and distribute ("Use") your questions, needs, and/or the corresponding solutions from the WellLIFECoach without compensation to you, anonymously or in the aggregate, for internal or external purposes, alone or as part of other works in any form, media, or technology, whether now known or hereafter developed and to sublicense such rights. HI will not, however, publicly disclose your questions/needs or coaching response in a manner that directly associates them with you (except where you explicitly give us the permission to do so).
    

5. Payment Terms. The HI WellLIFECoach service is on a fee-for-service basis, as described in the then-current Frequently Asked Questions ("FAQ").  HI currently uses major credit cards as the preferred method of payment for WellLIFECoach services.  A payment may also be made by mailing a check to HI at the address provided.  Currently HI will pay any taxes imposed by governmental agencies of whatever kind and imposed with respect to all transactions under the Agreement, including penalties and interest (if any). 
   
   All Fees should be paid in U.S. dollars unless otherwise agreed by HI in writing.
    

6. Refund Policy. You may request a refund for any WellLIFECoach Fees by submitting your request and the reason for your request to HI by the means and within the time limits specified in the then-current FAQ for the Service. All reasonable refund requests will be honored.
    

7. No Warranty. The information provided by HI pursuant to this Service is derived from the HI independent contractors ("WellLIFECoach") to assist in the response to your questions and needs. The Information has not been verified, however, and neither HI nor the WellLIFECoach(s) represent that it is accurate, correct, complete, reliable, or otherwise valid. HI does not endorse or recommend, and expressly disclaims liability for any product, manufacturer, distributor, service or service provider mentioned in any response, comment or answer. Further HI does not endorse or support any opinion expressed in a question, comment, or answer. THE INFORMATION AND SERVICE IS PROVIDED "AS IS" WITH NO WARRANTY OF ANY KIND AND YOU USE THE SERVICE AT YOUR OWN RISK. THE CONTENT OF THE QUESTIONS AND COMMENTS, IS PROVIDED BY AND IS THE RESPONSIBILITY OF THE PERSON POSTING SUCH ITEMS. HI AND WellLIFECoach(s) EXPRESSLY DISCLAIM ANY WARRANTY, EXPRESS OR IMPLIED, REGARDING THE SERVICE, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. Some states do not allow the exclusion of warranty, so the above exclusions may not apply to you.
    

8. Limitation of Liability. UNDER NO CIRCUMSTANCES WILL HI OR THE WellLIFECoach(s) BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES ARISING OUT OF OR IN CONNECTION WITH USE OF THE SERVICE WHETHER OR NOT HI OR WellLIFECoach(s) HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. UNDER NO CIRCUMSTANCES SHALL HI OR WellLIFECoach(s) BE LIABLE TO YOU FOR ANY AMOUNT FOR SERVICES RENDERED OR INFORMATION PROVIDED PURSUANT TO THIS AGREEMENT, RATHER YOUR SOLE AND EXCLUSIVE REMEDY SHALL BE THE REFUND OF FEES ACTUALLY MADE BY YOU TO HI FOR ANY INSTANCE OF USE OF THE SERVICES THAT GIVES RISE TO A CLAIM. TO THE EXTENT THAT ANY QUESTION, COMMENT, OR ANSWER REFERS TO ANY PRODUCT, MANUFACTURER, DISTRIBUTOR, COMPANY, SERVICE OR SERVICE PROVIDER, HI EXPRESSLY DISCLAIMS ANY ASSOCIATION WITH, ENDORSEMENT OF OR LIABILITY FOR ANY SUCH PRODUCT, MANUFACTURER, DISTRIBUTOR, COMPANY, SERVICE OR SERVICE PROVIDER. Some states do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation and exclusions may not apply to you.
    

9. Hold Harmless and Indemnity. You agree to hold harmless and indemnify HI, and its WellLIFECoach(s), employees, agents and representatives, from and against any third party claim arising from or in any way related to your use of the Service, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys' fees, of every kind and nature. In such a case, HI or the affected WellLIFECoach(s) will provide you with written notice of such claim, suit or action.
    

10. Release and Waiver. To the maximum extent permitted by applicable law, you hereby release, and waive all claims against HI, and its employees, agents and WellLIFECoach(s) from any and all liability for claims, damages (actual and consequential), costs and expenses (including litigation costs and attorneys' fees) of every kind and nature, arising out of or in any way connected with use of the Service. If you are a California resident, you waive your rights, whether known or unknown, under California Civil Code § 1542, which states, "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." Residents of other states and nations similarly waive their rights under applicable and/or analogous laws, statutes, or regulations.
     

11. No Assignment. You shall not assign this Agreement or assign any rights or delegate any obligations hereunder, in whole or in part, whether voluntarily or by operation of law, without HI's prior written consent. Any such purported assignment or delegation by you without HI's prior written consent will be null and void and of no force or effect, unless otherwise expressly consented to by HI at its sole and absolute discretion.
     

12. Relationship of the Parties. Notwithstanding any provision hereof, for all purposes of this Agreement each party shall be and act as an independent contractor and not as partner, joint venturer, agent, employee or employer of the other and shall not bind nor attempt to bind the other to any contract.
     

13. Arbitration. Any controversy or claim arising out of or relating to this Agreement shall be settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. Any such controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. The decision of the arbitrator shall be final and unappealable. The arbitration shall be conducted in Columbus, Ohio and judgment on the arbitration award may be entered into any court having jurisdiction thereof. Notwithstanding anything to the contrary, HI may at any time seek injunctions or other forms of equitable relief from any court of competent jurisdiction.
     

14. Miscellaneous. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be deemed superseded by a valid enforceable provision that most closely matches the intent of the original provision and the remaining provisions shall be enforced. HI's failure to act with respect to a breach by you or others does not waive HI's right to act with respect to subsequent or similar breaches. The failure of HI to exercise or enforce any right or provision of these terms and conditions shall not constitute a waiver of such right or provision. The section headings and subheadings contained in this Agreement are included for convenience only, and shall not limit or otherwise affect the terms of this Agreement. This Agreement shall be interpreted in accordance with the laws of the State of Ohio as if made in Ohio by two residents of that state. This Agreement constitutes the entire agreement between HI and you with respect to the subject matter hereof.