LifeWellth License and End User Agreement
General Terms of Service
This Agreement and License (this “Agreement”) is a legal agreement between you, the end user (referred to as “you” or “your”) and LifeWellth Inc. (referred to as “LifeWellth”). In this Agreement, the term “both of us” means both you and LifeWellth. Both of us are legally bound by this Agreement.
This Agreement contains two parts: (1) a non-transferable license to use the LifeWellth application (the “LifeWellth App”) that you downloaded from the Apple App Store on an iPhone, iPad or iPod touch that you own or control (the “License”), and (2) the terms of service governing your use of both the LifeWellth App, including content, updates and new releases, and any services provided to you by LifeWellth, including but not limited to any electronic correspondence and use of the website LifeWellth.com (collectively and individually, the “Services”).
You agree to this Agreement by clicking “I Accept, Let's get started”. Please review this Agreement carefully.
1. Not a Financial Planner, Broker or Tax Advisor
NEITHER OF LIFEWELLTH, THE LIFEWELLTH APP, OR THE SERVICES PROVIDE, AND NONE IS INTENDED TO PROVIDE, LEGAL, TAX, FINANCIAL PLANNING, INVESTMENT OR INSURANCE ADVICE. LIFEWELLTH IS NOT A FINANCIAL PLANNER, BROKER OR TAX ADVISOR.
The Services provide information that you may use at your sole discretion to assess your financial situation. Financial information displayed by any Services is for general informational purposes only and is not, and should not be relied upon, as investment advice. The Services are intended only to assist you in your financial organization and decisions. Before executing any transaction based upon information obtained through the Services, you should consult with a financial and/or tax professional.
Nothing on the LifeWellth App or the Services should be interpreted as an offer to sell, a solicitation of an offer to buy, or a recommendation for any particular financial product or instrument. You are solely responsible for making any financial decisions or implementing any financial strategy or plan. Your personal financial situation is unique, and any information and advice obtained through the Services may not be appropriate for your situation.
You agree that LifeWellth is not acting as your agent or fiduciary in connection with your use of the Services.
2. Consent to Use of Data
You agree that LifeWellth may collect and use technical data and related information, including but not limited to technical information about your device, system and application software, and peripherals, that is gathered periodically to facilitate the provision of software updates, product support and other services to you (if any) related to the Services. LifeWellth may use this information to improve its products or to provide services or technologies to you so long as it is in a form that does not personally identify you.
3. Services; Third-Party Materials
LifeWellth may display, include or make available content, data, information, applications or materials from third parties (“Third-Party Materials”) or provide links to certain third-party websites belonging to advertisers and other third parties. LifeWellth does not endorse, warrant or guarantee the products or services available through these suggestions (or any other third-party products or services advertised on or linked from the Services), whether or not sponsored, and LifeWellth is not an agent or broker or otherwise responsible for the activities or policies of those websites. LifeWellth does not guarantee that the loan, investment, plan or other service terms, rates or rewards offered by any particular advertiser or other third-party on the Services are actually the terms that may be offered to you if you pursue the suggestion or that they are the best terms or lowest rates available in the market.
Third-Party Materials that may be accessed from, displayed on or linked to from the Services are not available in all languages or in all countries. LifeWellth makes no representation that such Services and Materials are appropriate or available for use in any particular location. To the extent you choose to access such Services or Materials, you do so at your own risk and are responsible for compliance with any applicable laws, including but not limited to applicable local laws. LifeWellth reserves the right to change, suspend, remove, or disable access to any Services at any time without notice. In no event will LifeWellth be liable for the removal of or disabling of access to any such Services. LifeWellth may also impose limits on the use of or access to certain Services, in any case and without notice or liability.
By using the Services, you acknowledge and agree that LifeWellth is not responsible for examining or evaluating the content, accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect of such Third-Party Materials or websites. LifeWellth does not warrant or endorse and does not assume and will not have any liability or responsibility to you or any other person for any third-party Services, Third-Party Materials or websites, or for any other materials, products, or services of third parties. Third-Party Materials and links to other websites are provided solely as a convenience to you.
You agree not to exploit the Services in any unauthorized way whatsoever, including but not limited to, by trespass or burdening network capacity. You further agree not to use the Services in any manner to harass, abuse, stalk, threaten, defame or otherwise infringe or violate the rights of any other party, and that LifeWellth is not in any way responsible for any such use by you, nor for any harassing, threatening, defamatory, offensive or illegal messages or transmissions that you may receive as a result of using any of the Services.
4. NO WARRANTY
YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE SERVICES IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ANY SERVICES PERFORMED OR PROVIDED BY THE SERVICES ARE PROVIDED "AS IS" AND “AS AVAILABLE”, WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND LIFEWELLTH HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE SERVICES, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY, OF QUIET ENJOYMENT, AND NON-INFRINGEMENT OF THIRD-PARTY RIGHTS. LIFEWELLTH DOES NOT WARRANT AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE SERVICES, THAT THE FUNCTIONS CONTAINED IN, OR SERVICES PERFORMED OR PROVIDED BY, THE SERVICES WILL MEET YOUR REQUIREMENTS, THAT THE OPERATION OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN THE SERVICES WILL BE CORRECTED. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY LIFEWELLTH SHALL CREATE A WARRANTY. SHOULD THE SERVICES PROVE DEFECTIVE, YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO THE ABOVE EXCLUSION AND LIMITATIONS MAY NOT APPLY TO YOU.
Neither LifeWellth, nor any of its content providers, guarantees the availability, accuracy, completeness, reliability, or timeliness of stock information or location data displayed by any Services.
5. Limitation of Liability and Product Claims
TO THE EXTENT NOT PROHIBITED BY LAW, IN NO EVENT SHALL LIFEWELLTH BE LIABLE FOR PERSONAL INJURY, OR ANY INCIDENTAL, SPECIAL, INDIRECT, EXEMPLARY, LIQUIDATED, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF ASSETS, COSTS, EXPENSES, LOSS OF DATA, BUSINESS INTERRUPTION OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE SERVICES, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT OR OTHERWISE) AND EVEN IF LIFEWELLTH HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR PERSONAL INJURY, OR OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU. In no event shall LIFEWELLTH’s total liability to you for all damages (other than as may be required by applicable law in cases involving personal injury) exceed the amount of FIFTY dollars ($50.00). The foregoing limitations will apply even if the above stated remedy fails of its essential purpose.
6. Intellectual Property Rights
The contents of the Services, including its “look and feel” (e.g., text, graphics, images, logos and button icons), photographs, suggestions, user interaction, and underlying software (including programs, code and databases) and other material are protected under both United States and other applicable copyright, trademark and other laws. The contents of the Services belong or are licensed to LifeWellth.
7. Indemnification of LifeWellth
You agree to defend, indemnify and hold harmless LifeWellth and its officers, directors, shareholders, and employees, from and against all claims and expenses, including but not limited to attorneys fees, in whole or in part arising out of or attributable to any breach of this Agreement by you.
8. Termination
The License is effective until terminated by you or LifeWellth. Your rights under this License will terminate automatically without notice from LifeWellth if you fail to comply with any term(s) of this License. Upon termination of the License, you must cease all use of the Services, and destroy all copies, full or partial, of the Services. Termination of your License to use the Services terminates your License only, but not the other terms and provisions of this Agreement.
9. Your Information
You agree and understand that you are responsible for maintaining the confidentiality of your information. By providing LifeWellth with your e-mail address, you agree to receive all required notices electronically, to that e-mail address. It is your responsibility to update or change that address, as appropriate.
10. Alerts and Notifications
The Services may from time to time provide automatic and/or voluntary alerts and notifications. Automatic and voluntary alerts and notifications may be sent to you following certain changes in your use of the Services or over a period of time.
Electronic alerts may be sent to the email address you have provided to the Services. You are responsible for updating your email address if it changes.
11. Governing Law and Forum for Disputes
The laws of the State of Delaware, excluding its conflicts of law rules, govern this Agreement and your use of the Services. Your use of the Services may also be subject to other local, state, national, or international laws. You also acknowledge and understand that, with respect to any dispute with LifeWellth, its officers, directors, employees, agents or affiliates, arising out of or relating to your use of the Services or this Agreement:
- YOU GIVE UP YOUR RIGHT TO HAVE A TRIAL BY JURY; and
- YOU GIVE UP YOUR RIGHT TO SERVE AS A REPRESENTATIVE, AS A PRIVATE ATTORNEY GENERAL, OR IN ANY OTHER REPRESENTATIVE CAPACITY, OR TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, IN ANY LAWSUIT INVOLVING ANY SUCH DISPUTE.
You hereby consent to the exclusive jurisdiction of the state and federal courts sitting in the State of Delaware. Any and all unresolved disputes arising out of, arising under, or relating to this License and/or this Agreement shall be submitted to arbitration in the State of Delaware.
12. Apple Requirements
By downloading the Services from the Apple iTunes App Store, the following terms also apply to you:
A. Acknowledgement: Both of us acknowledge this constitutes an agreement between you and LifeWellth only, and not with Apple, and LifeWellth, not Apple, is solely responsible for the Services and the content thereof.
B. Scope of License: This License granted to you for the Services is limited to a non- transferable license to use the Services on an iPhone, iPad or iPod touch that you own or control and as permitted by the Usage Rules set forth in Section 9.b. of the App Store Terms and Conditions (the “Usage Rules”). This License does not allow you to use the Services on any iPod touch, iPad or iPhone that you do not own or control, and you may not distribute or make the Services available over a network where it could be used by multiple devices at the same time. You may not rent, lease, lend, sell, redistribute or sublicense the Services. You may not copy (except as expressly permitted by this License and the Usage Rules), decompile, reverse engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of the Services, any updates, or any part thereof (except as and only to the extent any foregoing restriction is prohibited by applicable law or to the extent as may be permitted by the licensing terms governing use of any open sourced components included with the Services). Any attempt to do so is a violation of the rights of LifeWellth. If you breach this restriction, you may be subject to prosecution and damages. The terms of the License will govern any upgrades provided by LifeWellth that replace and/or supplement the original Product or Services, unless such upgrade is accompanied by a separate license in which case the terms of that license will govern.
C. Maintenance and Support: LifeWellth, not Apple, is solely responsible for providing any maintenance and support services with respect to the Services, as specified in this Agreement. Both of us acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Services.
D. Warranty: LifeWellth is solely responsible for any product warranties, whether express or implied by law, to the extent not effectively disclaimed. In the event of any failure of the Services to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the Services to you. To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Services, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be LifeWellth’s sole responsibility.
E. Product Claims: Both of us acknowledge that LifeWellth, not Apple, is responsible for addressing any user or third-party claims relating to the Services or your use or possession of the Services, including, but not limited to: (i) product liability claims; (ii) any claim that the Services fail to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
F. Intellectual Property Rights: Both of us acknowledge that, in the event of any third-party claim that the Services or your possession and use of the Services infringes that third-party’s intellectual property rights, LifeWellth, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim.
G. Legal Compliance and Export: You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. You may not use or otherwise export or re-export the Services except as authorized by United States law and the laws of the jurisdiction in which the Services was obtained. In particular, but without limitation, the Services may not be exported or re-exported (a) into any U.S. embargoed countries or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person’s List or Entity List.
H. Developer Contact Information: Direct any questions, complaints or claims to: LifeWellth Inc., PO Box 1027, New York, NY 10013. Email: legal@lifewellth.com.
I. Third Party Beneficiary: Both of us acknowledge and agree that Apple, and Apple’s subsidiaries, are third-party beneficiaries of this Agreement, and that, upon acceptance of the terms and conditions of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third-party beneficiary thereof.