TERMS AND CONDITIONS OF USE
Welcome to www.modullahealth.com and the Target 50™ Clinical Portal (collectively, the Site), operated by Modulla Health, LLC (MH). The Site or any products or services offered on the Site are provided by MH, conditional on your acceptance of the terms and conditions of use set out below (referred to as the Terms and Conditions of Use or the Agreement).
MH reserves the right to modify or amend the Terms and Conditions of Use without notice at any time. Any changes will be posted at the Terms and Conditions of Use section of the Site and any such changes will become binding and effective on the date the changes are posted. As such, it is important you read the Terms and Conditions of Use on a regular basis so you are aware of any such changes.
IMPORTANT – READ BEFORE ACCESSING OR USING THE SITE OR ANY SERVICES, SOFTWARE, RESOURCES, PROGRAMS, QUESTIONNAIRES, TOOLS, APPLICATIONS, FEATURES OR FUNCTIONALITY AVAILABLE ON OR THROUGH THE SITE (COLLECTIVELY THE “SERVICES”).
BY SELECTING THE “I ACCEPT” BUTTON BELOW, OR BY ACCESSING OR USING THE SITE OR SERVICES, YOU ACKNOWLEDGES HAVING READ AND UNDERSTOOD THESE TERMS AND CONDITIONS OF USE AND AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT AND YOU AFFIRM THAT YOU ARE OVER THE AGE OF 18, AS THE SITE IS NOT INTENDED FOR CHILDREN. IF YOU SELECT “I DO NOT ACCEPT”, YOU AGREE THAT SERVICES WILL NOT BE PROVIDED AND YOU WILL NOT ATTEMPT TO ACCESS OR USE THE SITE OR SERVICES.
THIS SITE AND THE SERVICES ARE FOR CONSUMER EDUCATION USE ONLY. NOTHING CONTAINED IN THIS SITE IS OR SHOULD BE CONSIDERED, OR USED AS A SUBSTITUTE FOR, MEDICAL ADVICE, DIAGNOSIS OR TREATMENT. WE ADVISE USERS TO ALWAYS CONSULT AND SEEK THE ADVICE OF A PHYSICIAN OR OTHER QUALIFIED HEALTH CARE PROVIDER WITH ANY QUESTIONS REGARDING HEALTH OR MEDICAL CONDITIONS, AND TO ASCERTAIN THAT YOU ARE MEDICALLY ABLE TO USE THE SERVICES AS THERE MAY BE CERTAIN INHERENT OR POTENTIAL RISKS TO USE THE SITE AND THE SERVICES. USE OF THE SITE AND THE SERVICES MAY INTERACT, AGGRAVATE OR WORSEN HEALTH CONDITIONS OR MAY CAUSE SERIOUS SIDE EFFECTS THAT MH CANNOT PREDICT.
1 THE SITE DOES NOT PROVIDE MEDICAL ADVICE
The contents of the Site, including but not limited to any reports generated from use of the Services and any other information, data, analyses, editorial content, graphics, images, audio and video clips, associated blogs, e-mail subscriptions, e-books, recipes, recipe cards, hyperlinks and references, including interactive features such as member forums, live feeds, or conference calls (collectively, the Content), are for informational purposes only and are not intended to substitute for professional medical advice, diagnosis, or treatment. You should seek the advice of a physician, other qualified health provider, if you have questions regarding any medical condition or if you are experiencing any symptoms of or believe you may have a medical or psychiatric condition, regardless of any information contained within the Content, or request a private nutrition consultation session with MH with whom you may establish such a relationship. You should not ignore professional medical advice or delay in seeking it because of any Content. Furthermore, you should not interpret any single report or any single Content as recommending any specific treatment plan, product or course of action. You should always consult your physician or other qualified health provider before starting any new treatment or stopping any treatment prescribed by your physician or other qualified health provider.
Information on the Site is not intended to replace medical advice from a health professional and MH does not accept any liability for any error or omission, injury, expense, loss or damage incurred by you or another party as a result of you using or relying on the Content or any other information contained on the Site or any linked website. All users are urged to seek advice from a qualified health care professional for diagnosis and answers to their medical questions or may request a private nutrition consultation session with MH with whom they may establish such a relationship.
PLEASE CALL YOUR DOCTOR OR 911 IMMEDIATELY IF YOU THINK YOU MAY HAVE A MEDICAL OR PSYCHIATRIC EMERGENCY.
3 LINKS TO OTHER WEBSITES AND SOCIAL MEDIA
You further acknowledge and agree that MH shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such third party websites or services. Your use of such sites and resources will not be governed by these terms.
4 PROPRIETARY RIGHTS
All works and material on the Site, including without limitation, the Content, code and software (the Materials) and all organization and presentation of the Materials which form a part of the Site, are the exclusive property of MH or its licensors, and are protected by intellectual property laws relating to copyrights, trademarks, trade names, Internet domain names, trade dress and other proprietary rights. Nothing on the Site will be construed as providing, by implication, estoppel or otherwise any license to any proprietary or intellectual property rights in or to any of the Materials to you or any other party. The trademarks, service marks, logos, slogans and Internet domain names on the Site are the exclusive property of MH or its licensors. Use of any such property, except as expressly authorized, will constitute a violation of the rights of the owner of the property and a breach of the Terms and Conditions of Use.
You may not, directly or indirectly, decompile or reverse engineer the Site or do anything to attempt to reveal, generate or obtain the source code for the Site.
You may not copy, publish, store, retain, publicly display, transmit, scan, reformat, modify, edit, frame, translate, except, adapt, distribute, create derivative works from, download, grant under license, or in any other way exploit, the Site, in whole or in part, without the express written consent of MH.
While you retain ownership of your User Submissions to the Site you may not in any way commercially exploit your User Submissions in connection with the Site.
MH may change, add to or delete from the Site or any Services at any time without notice. You bear all risks, costs and damages that you may incur or suffer as a result of those changes.
5 MEMBER SERVICES
Certain Services, Content and features, and Public Areas (defined below) of the Site are only available to users who purchase a membership (Member Services). The Member Services are not intended to be used by any person under the age of eighteen (18) years old. By registering as a member for the Member Services, you agree as follows:
- when you register for the Member Services you agree to provide accurate and complete personal information and other information necessary for registration. MH relies on this information to provide the Content and Member Services. MH also relies on this information to ensure its Services are compliant under law, and thus cannot be liable for any criminal or civil actions against you that may result from you providing false information;
- once you have registered, you will have a MH membership program which will grant permission to access the Member Services, and such access shall be subject to the Terms and Conditions of Use at all times. You may continue to access the Member Services for as long as the Site and Member Services are made available by MH, provided you continuously comply with the Terms and Conditions of Use. MH has the right, at any time, to place certain limits on your account;
- once you have registered for the Member Services, you hereby consent to receive periodic email communications from MH, which may include new product and service offers and other Site information (Member Emails). You may choose to opt out of Member Emails; however, MH reserves the right to contact you via email at any time with respect to your MH membership program and your use of the Member Services;
- payment for the Member Services will be charged on the date you register for the Member Services, or, if applicable, on a recurring frequency, or on the date your free trial period ends. You agree to pay, using a valid credit card, PayPal, or other form of payment that MH may accept from time to time, the charges and fees set forth on the Site, applicable taxes, and other charges and fees incurred in order to access the Member Services. The charges and fees on the Site are expressed in US dollars and your credit card or other account will be charged in US dollars. You acknowledge and agree that you will not receive a bill in the mail for your membership to the Member Services. All fees are non-refundable. If your Member Services are terminated and then reinstated, you may be required to pay any new charges and fees set forth on the Site, including but not limited to registration fees. MH reserves the right to increase charges and fees, or to institute new charges or fees at any time, upon reasonable advance notice communicated to you through a posting on the Site or such other means as MH may deem appropriate from time to time (including Member Emails or conventional mail);
- in the event MH cannot process your payment, MH reserves the right to terminate your access to the Member Services and your MH membership program;
- in addition to the fees and charges set forth above, you are responsible for all charges and fees associated with connecting to the Site and the Member Services, including without limitation all telephone access lines (including long-distance charges, when applicable), internet service provider fees, telephone and computer equipment, sales taxes and any other fees and charges necessary to access the Site and the Member Services; and
- For purposes of your use of the Member Services including identification and billing, you agree to provide MH with true, accurate and complete information as required by the membership or sign up process to Member Services (Account Data), including your legal name, address, telephone number, email address and applicable billing information (e.g., credit card number and expiration date), and to allow MH to share your Account Data with third parties for the purpose of verifying the information you provide and billing your credit card or otherwise charging your account. You agree to maintain and promptly update the Account Data to keep it accurate. Without limiting any other provision of the Terms and Conditions of Use, if you provide any information that is untrue, inaccurate, or incomplete, or MH has reasonable grounds to suspect that such is the case, MH reserves the right to suspend or terminate your membership or subscription and refuse any and all current or future use by you of the Site (or any portion thereof) or any of the Member Services. You are obligated to check the Site to determine whether your Account Data is current and accurate, and, if not, to correct or update your Account Data including your billing information. You agree to promptly notify MH of any changes to your credit card or other billing information while any subscriptions remain outstanding.
6 BREACH OF CONTRACT
MH can disable your MH membership program or any other Site membership or account, and take all further action against you it deems appropriate in its sole discretion if, in the opinion of MH:
- you have violated the terms of this Agreement;
- you have Misused the Site, as defined below, even if you are unaware of this Misuse; or
- a public authority requests we disable your MH membership program or any other Site membership or account.
7 SECURITY AND PASSWORDS
You are responsible for maintaining the security and confidentiality of your MH membership program or any other Site membership or account and password details, providing MH with current and accurate account information, and all activity associated with your MH membership program or any other Site membership or account. If you access the Site from a mobile device, you are responsible for maintaining the security of your mobile device. You agree not to share your username or password with others and to choose a password that cannot be easily guessed by others. MH is not responsible for any consequences that may result from you sharing your username or password. If MH has reason to believe the security of your MH membership program or any other Site membership or account has been compromised it retains the right to:
- ask you to change your password; and/or
- disable access to your MH membership program or any other Site membership or account. If this should occur, you will be alerted by a member email.
You must inform MH immediately if you have reason to believe your password has become known to others, or if the security of your username or password has become compromised in any way.
EACH USER ACKNOWLEDGES AND AGREES THAT (i) NEITHER MH NOR ANY OF ITS AFFILIATES WILL HAVE ANY LIABILITY TO ANY USER FOR ANY UNAUTHORIZED ACTIONS MADE USING ANY USER’S ID OR PASSWORD; AND (ii) THE UNAUTHORIZED USE OF YOUR USERNAME AND PASSWORD FOR YOUR MH PROGRAM OR ANY OTHER SITE MEMBERSHIP OR ACCOUNT OR YOUR EMAIL ADDRESS COULD CAUSE YOU TO INCUR LIABILITY TO BOTH MH AND OTHER USERS.
8 MEMBERSHIP MODIFICATION AND CANCELLATION
You acknowledge and agree that your only right with respect to any dissatisfaction with the Site, Member Services, or any modification or discontinuation of the foregoing, or any policies or practices by MH in providing this Site or Member Services, including without limitation any changes to the Membership Services, is to cancel or terminate your membership and registered MH membership program or any other Site membership or account. You can cancel your MH membership program or any other Site membership or account by contacting MH through the Site or by such other means as we may provide from time to time.
9 PRODUCT REFUND
You agree that digital products for which access is purchased or which are downloadable are not eligible for exchange or refund, unless otherwise expressly stated in the product’s description on the Site. The refund policy for all other products is as described in the product description on the Site.
10 USER SUBMISSIONS
MH allows you to participate in, and to contribute to message boards, bulletin boards, recipe swaps, comment entries, guest posts, forums, testimonials, user reviews or similar activity (referred to as Public Areas) by posting or uploading content and information to the Site or e-mailing or otherwise submitting content to MH (collectively, a User Submission).
If you make any User Submission, you agree that you will not send or transmit to MH by email, (including through the email addresses listed on the Contact Us page) any communication or content that infringes or violates any rights of any party or this Agreement. If you submit any business information, idea, concept or invention to MH by email, you agree such submission is non-confidential for all purposes.
If you make any User Submissions to Public Areas or if you submit any business information, idea, concept or invention to MH by email, you automatically grant-or warrant that the owner of such content or intellectual property has expressly granted MH a royalty-free, perpetual, irrevocable, world-wide nonexclusive license to use, reproduce, create derivative works from, modify, publish, edit, translate, distribute, perform, and display the communication or content in any media or medium, or any form, format, or forum now known or hereafter developed. MH may sublicense its rights through multiple tiers of sublicenses. If you wish to keep any business information, ideas, concepts or inventions private or proprietary, do not submit them to Public Areas or to MH by email. You warrant that, to the extent you are not the exclusive holder of any intellectual property right in a User Submission, you have obtained all consents and licenses required to submit the User Submission to the Site.
Further, you hereby agree and acknowledge that by providing a User Submission you may be giving up certain proprietary rights, including the right to apply for a patent and the right to receive any economic benefit from your suggestion or comment. If you are not prepared to grant the foregoing license and give up these rights or if you do not understand the consequences of providing a User Submission then you should not provide the same to MH.
You further agree to indemnify MH and its affiliates, directors, officers and employees, and other users of the Site, and hold each of them harmless from any and all claims and expenses, including legal counsel fees, arising as a result of any User Submission that you submit.
12 USER SUBMISSIONS — IMAGE, VIDEO, AUDIO FILES
You agree to only post or upload media including but not limited to photos, videos and audio that you have taken yourself or that you have all rights to transmit and license and which do not violate trademark, copyright, privacy or any other rights of any other person. To protect your privacy, you agree that you will not submit any media that contains personal information which may include the name, phone number, email address or web site URL of you or of anyone else. Uploading media like images or videos of other people without their permission is strictly prohibited. By uploading any media on the Site, you warrant that you have permission from all persons appearing in your media for you to make this contribution and grant rights described herein. Never post a picture or video of or with someone else unless you have their explicit permission.
By uploading any media you: (i) grant to MH a perpetual, non-exclusive, worldwide, royalty-free license to use, copy, print, display, reproduce, modify, publish, post, transmit and distribute the media and any material included in the media; (ii) certify that any person pictured in the submitted media (or, if a minor, his/her parent/legal guardian) authorizes MH to use, copy, print, display, reproduce, modify, publish, post, transmit and distribute the media and any material included in such media; and (c) agree to indemnify MH and its affiliates, directors, officers and employees and hold them harmless from any and all claims and expenses, including legal counsel fees, arising from the media and/or your failure to comply with the Terms and Conditions of Use.
MH reserves the right to review all media prior to submission to the Site and to remove any media for any reason, at any time, without prior notice, in their sole discretion.
13 PUBLIC AREAS
If you use Public Areas, you are solely responsible for your own communications, the consequences of posting those communications, and your reliance on any communications found in Public Areas. MH is not responsible for the consequences of any communications in Public Areas. MH has no duty to pre-screen content posted on the Site by you or other users. In cases where you feel threatened or believe someone else is in danger, you should contact your local law enforcement agency immediately. If you think you may have a medical emergency, call your doctor or 911 immediately.
In consideration of access to use Public Areas, you agree that the following actions shall constitute a material breach of the Terms and Conditions of Use:
- using Public Areas for any purpose in violation of local, provincial, state, national, or international laws;
- posting material that infringes the intellectual property rights of others or the privacy or publicity rights of others;
- posting material that is unlawful, obscene, defamatory, threatening, harassing, abusive, slanderous, hateful, or embarrassing to any other person or entity as determined by MH in its sole discretion;
- posting advertisements or solicitations of business;
- promoting or publicizing promotional contests;
- importing, exporting, selling or offering to sell, directly or indirectly, any regulated item or information in beach of any embargo, trade sanction, import or export control law that may be imposed by the government in any country;
- disrupting the normal flow of dialogue, or posting comments that are not related to the topic being discussed;
- posting chain letters or pyramid schemes;
- impersonating another person;
- distributing viruses or other harmful computer code;
- obtaining or seeking to obtain access to any software or data of MH or any of its suppliers other than as specifically permitted and as reasonably necessary to use the Site;
- using any automatic means, including software, to interfere with or attempt to interfere with the Site or any related services or their use by any other user;
- causing any unreasonable burden or load on the Site or its computer systems;
- undertaking any activity which creates loss or damage or potentially creates loss or damage to MH’s computer systems;
- harvesting or otherwise collecting information about others, including email addresses, without their identification for posting or viewing comments;
- allowing any other person or entity to use your identification for posting or viewing comments;
- posting the same note more than once or “spamming”; or
14 MONITORING PUBLIC AREAS
MH reserves the right but is not obligated to do any or all of the following:
- record the dialogue in Public Areas;
- investigate an allegation that a communication does not conform to the terms of this section and determine in its sole discretion to remove or request the removal of the communication(s);
- remove communications which are abusive, illegal, or disruptive, or that otherwise fail to conform with the Terms and Conditions of Use;
- terminate a user or member’s access to any or all Public Areas and/or the Site upon MH’s reasonable belief that such user or member is in breach of the Terms and Conditions of Use;
- monitor, edit, or disclose any communication in Public Areas; and/or
- edit or delete any communication(s) posted on the Site, regardless of whether such communication(s) violate the Terms and Conditions of Use.
MH shall have no liability or responsibility to users or members of the Site and Services or any other person or entity for performance or non-performance of the aforementioned activities.
15 PUBLIC AREA DISCLAIMER
The opinions expressed by those providing comments in any Public Areas do not necessarily reflect the opinions of MH. The Public Areas comment sections are not intended as, and is not, a substitute for professional medical advice. All decisions about clinical care should be made in consultation with your treating physician.
When participating in Public Areas, never assume that people are who they say they are, know what they say they know, or are affiliated with whom they say they are affiliated. MH is not responsible for the content or accuracy of any information, and will not be responsible for any reliance or decisions made based on such information. When using Public Areas, you may not post, transmit, link to, or otherwise distribute any information, materials or content that do not generally pertain to the designated topic or theme of the particular Public Area. Use of Public Areas for commercial purposes of any kind is strictly prohibited. MH reserves the right to refuse to post or to remove any information or materials, in whole or in part, that, in its sole discretion, are unacceptable, undesirable, or in violation of the Terms and Conditions of Use.
MH DOES NOT MONITOR, CONTROL, OR SCREEN ANY INFORMATION, MATERIALS, OR CONTENT POSTED BY USERS IN PUBLIC AREAS FOR THE PURPOSE OF PROTECTING PERSONAL INFORMATION. USE CAUTION WHEN PROVIDING ANY PERSONAL INFORMATION IN THE PUBLIC AREAS. ANY PERSONAL INFORMATION YOU SHARE IN PUBLIC AREAS ARE NOT PRIVATE COMMUNICATIONS AND MAY BE READ BY ANY OTHER USER WITHOUT YOUR KNOWLEDGE. MH HAS NO RESPONSIBILITY TO PROTECT ANY PERSONAL INFORMATION YOU SHARE IN PUBLIC AREAS AND MH SHALL NOT BE LIABLE, DIRECTLY OR INDIRECTLY, FOR ANY DAMAGE OR LOSS SUFFERED BY YOU WHICH IS CAUSED OR ALLEGED TO BE CAUSED BY OR IN CONNECTION WITH SHARING PERSONAL INFORMATION IN PUBLIC AREAS.
16 COOKIES AND WEB BEACONS
To enhance your experience with the Site, MH reserves the right to use “cookies”. Cookies are text files placed in your computer’s browser to store your preferences. Cookies, by themselves, do not tell MH your email address or other personal information unless you choose to provide this information to MH. However, once you choose to furnish the Site with personal information, this information may be linked to the data stored in the cookie.
“Web beacons” or clear .gifs are small pieces of code placed on a web page to monitor the behavior and collect data about the visitors viewing a web page. For example, web beacons can be used to count the users who visit a web page or to deliver a cookie to the browser of a visitor viewing that page. MH may use web beacons on the Site from time to time for this and other purposes.
In consideration of the availability, and your use of, the Site and Member Services, you agree to comply with all applicable laws and the Terms and Conditions of Use when using the Site and Member Services. You also agree that neither you, nor any person influenced by you, or any person acting under your direction, will:
- use the Site or Member Services in such a way that violates applicable laws, license agreements, copyright, or other intellectual property rights;
- post, transmit, link to, or otherwise distribute any materials, information, or content constituting, advocating or encouraging conduct that would constitute a criminal offence or give rise to civil liability, or otherwise use the Site or Member Services in a manner which is contrary to law or would serve to restrict or inhibit any other use from using or enjoying the Site or Member Services, or the Internet;
- post, transmit, link to, or otherwise distribute any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful material or information; or
- use the Site or Member Services to commit illegal acts, “hack” the Site, or modify or interfere with the Site or Member Services in any way; or
- do any act which is considered to be a material breach of the Terms and Conditions of Use as set forth in Section 12 herein.
Any of the above actions will constitute Misuse.
Any acts you commit, or cause to be committed, which, in the sole opinion of MH, intentionally expose the Site or Member Services to cyber threats such as viruses or hacking, increase the likelihood of a security breach, or cause or may cause any reputational harm to MH will also constitute Misuse. MH retains the right to take steps to identify and prevent Misuse of the Site or Member Services.
18 USER LIABILITY
You will be liable for any damage resulting from the following:
- your Misuse of the Site;
- your use of the Site or Member Services when it was the basis for someone taking legal action against MH for violations of applicable laws, license agreements, copyright or other intellectual property rights; or
- your use of the Site or Member Services resulted in others being unable to use the Site or Member Services properly, resulting in legal action against MH.
19 MH LIMITATION OF LIABILITY
THE USE OF THE SITE, MEMBER SERVICES AND THE CONTENT IS AT YOUR OWN RISK.
When using the Site, information will be transmitted over a medium that may be beyond the control and jurisdiction of MH. Accordingly, MH assumes no liability for or relating to the delay, failure, interruption, or corruption of any data or other information transmitted in connection with use of the Site.
The Site, Services and the Content are provided on an “as is” basis. MH, ITS LICENSORS, AND ITS SUPPLIERS, TO THE FULLEST EXTENT PERMITTED BY LAW, DISCLAIM ALL WARRANTIES AND CONDITIONS EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES’ RIGHTS AND FITNESS FOR PARTICULAR PURPOSE. WITHOUT LIMITING THE FOREGOING, MH, ITS LICENSORS, AND ITS SUPPLIERS MAKE NO REPRESENTATIONS OR WARRANTIES THAT THE SITE, SERVICES OR CONTENT WILL MEET YOUR NEEDS, OR ABOUT THE ACCURACY, RELIABILITY, COMPLETENESS, CORRECTNESS OR TIMELINESS OF THE SERVICES AND CONTENT, SOFTWARE, TEXT, GRAPHICS, LINKS OR COMMUNICATIONS PROVIDED ON OR THROUGH THE USE OF THE SITE. MH DOES NOT WARRANT THAT THE SITE, SERVICES OR CONTENT ARE ACCURATE, RELIABLE OR CORRECT, THAT THE SITE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED OR THAT THE SITE, SERVICES OR CONTENT ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. FURTHER, NOTHING ON THE SITE CONSTITUTES ADVICE, NOR SHOULD THE SITE OR ANY PART THEREOF, BE RELIED UPON IN MAKING, OR REFRAINING FROM MAKING, ANY DECISION, MEDICAL OR OTHERWISE.
MH is not liable for any losses you may suffer which result from any viruses, “Trojan Horses”, “worms”, “cancelbots” or other harmful, disruptive or destructive files or computer programs that may infect your computer equipment or other property on account of your access to, or use of the Site, Services or Content. MH is not liable for any losses you may suffer which result from any attack from third parties on your MH membership program, Account Data or the Site.
IN THE EVENT THAT YOU HAVE A DISPUTE WITH ONE OR MORE USERS OR MEMBERS, MH HEREBY DISCLAIMS AND YOU HEREBY WAIVE ANY RECOURSE TO OR AGAINST MH AND AGREE TO RELEASE AND INDEMNIFY MH AND ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS AND THIRD-PARTY CONTRACTORS AND SUPPLIERS FROM AND AGAINST ANY AND ALL CLAIMS, DEMANDS, DAMAGES, LOSSES, COSTS AND EXPENSES OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES OR ANY BREACH OF THE TERMS AND CONDITIONS OF USE.
You understand and agree that any material or data downloaded or otherwise obtained through the use of the Site or Member Services is done at your own discretion and risk and that MH will not be responsible for any damage or loss suffered by you as a result of the download or use of such material or data, including damage to your computer system or loss of data.
UNDER NO CIRCUMSTANCES WILL MH, ITS LICENSORS, ITS SUPPLIERS OR ANY THIRD PARTIES MENTIONED ON THE SITE BE LIABLE TO YOU FOR ANY DAMAGES (INCLUDING, WITHOUT LIMITATION, INCIDENTAL AND CONSEQUENTIAL DAMAGES, PERSONAL INJURY/WRONGFUL DEATH, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION) RESULTING FROM USE OF OR INABILITY TO USE THE SITE, SERVICES OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT MH, ITS LICENSORS, ITS SUPPLIERS, OR ANY THIRD PARTIES MENTIONED ON THE SITE HAS BEEN INFORMED IN ADVANCE OR OUGHT REASONABLY TO HAVE KNOWN OF THE POTENTIAL FOR SUCH DAMAGES.
THE ENTIRE LIABILITY OF MH, ITS LICENSORS AND ITS SUPPLIERS, AND YOUR EXCLUSIVE RECOURSE, IN THE EVENT OF ANY CLAIM(S) FOR WHICH THE MH PARTIES OR ANY OF THEM MAY PROPERLY BE HELD LIABLE UNDER THIS AGREEMENT, REGARDLESS OF THE FORM OF ACTION OR BASIS OF LIABILITY (INCLUDING STATUTE, CONTRACT, TORT, NEGLIGENCE, GROSS NEGLIGENCE, STRICT LIABILITY, BREACH OF A FUNDAMENTAL TERM OR FUNDAMENTAL BREACH), SHALL BE LIMITED IN THE AGGREGATE (REGARDLESS OF THE NUMBER OF CLAIMS), TO THE AMOUNTS PAID BY YOU TO MH. NO LEGAL ACTION OR PROCEEDING ARISING OUT OF THIS AGREEMENT, REGARDLESS OF FORM OR BASIS IN LAW, MAY BE BROUGHT BY YOU AGAINST MH OR ANY OF THE OTHER MH PARTIES MORE THAN TWELVE (12) MONTHS AFTER THE FACTS GIVING RISE TO THE CAUSE OF ACTION HAVE OCCURRED, REGARDLESS OF WHETHER THOSE FACTS BY THAT TIME ARE KNOWN TO, OR OUGHT REASONABLY TO HAVE BEEN DISCOVERED BY YOU. THE LIMITATION OF LIABILITY PROVISIONS OF THIS AGREEMENT REFLECT ANY INFORMED VOLUNTARY ALLOCATION OF THE RISKS (KNOWN AND UNKNOWN) THAT MAY EXIST IN CONNECTION WITH THE PERFORMANCE BY MH OF THEIR RESPECTIVE OBLIGATIONS AND RESPONSIBILITIES HEREUNDER AND SUCH VOLUNTARY RISK ALLOCATION REPRESENTS A MATERIAL PART OF THE AGREEMENT REACHED BETWEEN YOU AND MH IN RESPECT OF THE SITE, Services and Content.
The Site may contain links to other websites maintained by independent third parties over which MH has no control. Any such links are provided solely as a convenience for users of the Site and do not constitute an endorsement by MH of the content of such third party sites. MH makes no representations and disclaims all responsibility for such privacy practices, contents or accuracy of content on any such third party websites. Your use of such links is solely at your own risk. Links to this website may also be provided from other sites either known or unknown to MH and access to any other website linked to or from the Site is at your own risk. The Internet is not a secure medium and is subject to possible interception, loss, corruption, or alteration of communication for which MH assumes no liability.
MH specifically disclaims any liability to any users in jurisdictions in which the uses of services such as those offered by MH are illegal. MH is not liable for any consequences resulting from the use of the Site, Services or Content by users in jurisdictions where such use is illegal.
YOU AGREE TO DEFEND, INDEMNIFY, AND HOLD MH, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, AND SUPPLIERS, HARMLESS FROM AND AGAINST ANY CLAIMS, ACTIONS OR DEMANDS, LIABILITIES AND SETTLEMENTS INCLUDING WITHOUT LIMITATION, REASONABLE LEGAL AND ACCOUNTING FEES, RESULTING FROM, OR ALLEGED TO RESULT FROM, YOUR VIOLATION OF THE TERMS AND CONDITIONS OF USE.
21 FORCE MAJEURE
MH will not be liable for any delay or failure to perform to the extent due to causes beyond its reasonable control.
22 TRANSFER OF RIGHTS
You cannot transfer your rights or commitments arising from this Agreement to anyone. MH retains the right to transfer its rights or obligations arising from this Agreement to others without your consent.
You agree that sending an email to the email address associated with your MH membership program and Account Data will constitute effective notice. If you need to contact MH you can do so through the Site, and an email sent to the MH email address displayed on the Site will constitute effective notice. Notice will be effective once the email is sent, unless the party sending the email becomes aware that it was not deliverable.
ANY CLAIM, DISPUTE, OR CONTROVERSY (WHETHER IN CONTRACT, TORT, OR OTHERWISE, WHETHER PRE-EXISTING, PRESENT OR FUTURE, AND INCLUDING STATUTORY, COMMON LAW, INTENTIONAL TORT AND EQUITABLE CLAIMS CAPABLE IN LAW OF BEING SUBMITTED TO BINDING ARBITRATION) AGAINST MH, its agents, employees, officers, directors, successors, assigns or affiliates (collectively for purposes of this paragraph, MH) arising from or relating to the Terms and Conditions of Use, their interpretation, or the breach, termination or validity thereof, the relationships between the parties, whether pre-existing, present or future, (including, to the full extent permitted by applicable law, relationships with third parties who are not signatories to the Terms and Conditions of Use), MH’s advertising, or any related purchase SHALL BE RESOLVED EXCLUSIVELY AND FINALLY according to the laws and regulations of the State of Washington, United States of America. The place of arbitration shall be the State of Washington, United States of America. The language of the arbitration shall be English. The arbitration will be limited solely to the dispute or controversy between the user and MH. Any award of the arbitrator(s) shall be final and binding on each of the parties, and may be entered as a judgment in any court of competent jurisdiction.
MH may change, suspend, or discontinue any aspect of the Site at any time, including the availability of any Services, Content, or related features and databases. MH may also impose limits on certain Services and Content or restrict your access to parts or the entire Site without notice or liability.
This Agreement shall be deemed to have been made and performed exclusively in Washington State and shall be governed by and interpreted in accordance with the laws of the State of Washington and the federal laws of the United States of America applicable therein without regard to conflict of laws principles. Subject to the Arbitration provision above, you agree to submit to the exclusive jurisdiction of the Courts of Washington State, and hereby waive the application of any conflict of laws or rules that would result in a different forum, including physical location, residence or domicile.
MH’s failure to insist upon or enforce strict performance of any provision of this Agreement will not be construed as a waiver of any provision or right.
The individual clauses of this Agreement are valid independent of each other and, should any part of this Agreement be declared invalid or unenforceable by a court of competent jurisdiction, this will not affect the validity of any remaining portion and such remaining portion shall remain in full force and effect as if the invalid portion of this Agreement had been eliminated.
The parties are independent parties and no agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship is intended nor created by this Agreement and neither party shall state or imply anything to the contrary.
This Agreement constitutes the entire agreement with respect to access and use of the Site and the Services and the relationship between the parties for the purposes of the same.
The rights and remedies of a party hereunder are cumulative and no exercise of enforcement by a party of any right or remedy hereunder shall preclude the exercise or enforcement by the party of any other right or remedy hereunder or which the party is otherwise entitled by law or equity.
This Agreement may not be assigned you. MH may assign this Agreement and the Site in its sole discretion without notice to you. This Agreement was written in English and, in any legal dispute, this English version shall be legally binding.
ALL RIGHTS NOT EXPRESSLY GRANTED HEREIN ARE RESERVED.
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Ali Arjomand has experienced success in using the material presented in your membership. It works with his lifestyle but there are no assurances or representations of any kind made by Ali Arjomand or Modulla Health that you will attain any success in using the same recipes or adopting a similar diet. Modulla Health provides information in respect to healthy living, recipes, nutrition, and diet and is intended for informational purposes only. The information provided is not a substitute for medical advice, diagnosis, or treatment nor is it to be construed as such. We cannot guarantee that the information provided by Modulla Health reflects the most up-to-date medical research. Information is provided without any representations or warranties of any kind. Please consult a qualified physician for medical advice, and always seek the advice of a qualified healthcare provider with any questions you may have regarding your health and nutrition program.