Terms of Service Updated on October 13, 2020
These Terms and Conditions of Service (the "Terms of Service") apply to And-Well.com ("the Site"). Use of the Site, registering as a member on the Site ("Member"), or executing a transaction on the Site all constitute unconditional acceptance of these terms and conditions.
And-Well.com, in our sole discretion, reserves the right to change or modify these Terms of Service, at any time. Your continued use of the Site following the posting of changes will constitute agreement to the changes.
Additional terms and conditions may apply to specific portions of or products on the Site or your membership, which terms are made part of these Terms of Service by reference. You agree to abide by such other terms and conditions. If there is a conflict between these Terms of Service and the terms posted or emailed for, or applicable to, a specific portion of or products on the Site or your membership, the latter terms shall control with respect to your use of that portion of the Site, the products or your membership.
a) Hosting Rules
You agree to abide by the following rules when posting material on the Site. You are solely responsible for any statements that are posted using your account; You will not post or upload any material or links to material (including, but not limited to text, content, photos, video, animation, graphics, audio, or software) that is libelous, harassing, or disruptive, that violates any applicable law, or that would constitute grounds for civil or criminal liability; You will not post advertisements, chain letters, charity requests, petitions for signatures, or any solicitation of other users that is inappropriate; You will not violate, misappropriate, or infringe on, the rights of third parties, including, copyright, trademark, trade secret, privacy, personality, publicity, or other intellectual property or proprietary rights; you acknowledge that any materials you upload are, and will be treated as, non-confidential and non-proprietary; and you represent that you have the right to post all materials that you post on the Site and the right to permit downloading of all such materials by other users for personal use; and We reserve the right, but are not obligated, to remove or modify any material posted to the Site in violation of these Terms of Service or at our discretion.
UNDER NO CIRCUMSTANCE SHALL ANY DISCLOSURE OF ANY MEMBER CONTENT TO And-Well.com BE SUBJECT TO ANY OBLIGATION OF CONFIDENTIALITY OR EXPECTATION OF COMPENSATION OR ATTRIBUTION. YOU REPRESENT AND WARRANT TO And-Well.com THAT And-Well.com IS FREE TO USE THE MEMBER CONTENT, AND IMPLEMENT ANY SUGGESTIONS CONTAINED THEREIN, IF IT SO DESIRES, AS PROVIDED OR AS MODIFIED BY And-Well.com WITHOUT OBTAINING PERMISSION OR LICENSE FROM ANY THIRD PARTY AND WITHOUT ANY COMPENSATION TO YOU.
If you encounter materials on the Site that you believe do not abide by these rules, please contact us directly by clicking on this electronic e-mail link [email protected]
By submitting ideas, suggestions, documents, and/or proposals ( "Contributions ") to us through our suggestion or feedback web pages, by email or otherwise, you acknowledge and agree that: (a) your Contributions do not contain confidential or proprietary information; (b) And-Well.com is not under any obligation of confidentiality, express or implied, with respect to the Contributions; (c) And-Well.com shall be entitled to use or disclose (or not to use or disclose) such Contributions for any purpose, in any way, in any media worldwide; (d) And-Well.com may have something similar to the Contributions already under consideration or in development; (e) your Contributions automatically become the property of And-Well.com without any obligation of And-Well.com to you; and (f) you are not entitled to any compensation or reimbursement of any kind from And-Well.com in connection with the Contributions under any circumstances.
d) Return Credit
Items that have been returned will be refunded in the form of: (A) a credit card refund OR (B) a merchandise credit (a "Merchandise Credit") at the original purchase price, plus applicable sales tax, and, if applicable, the return shipping charges will be deducted from the amount of the Merchandise Credit. Merchandise Credit is not transferable and may not be combined with Merchandise Credit belonging to others. At no time may you purchase, sell or barter any Merchandise Credit. Merchandise Credit is not redeemable for cash, unless required by law. The obligations represented by outstanding Merchandise Credit may at any time be assigned to and assumed by any affiliate of, or successor to, the present or any future owner of the And-Well.com website, or any third party under contract with such present or future owner. You, as a Member, expressly consent to and authorize any such future assignment and assumption of outstanding Merchandise Credit obligations, and you agree to look solely to such assignee in the event of any such transfer.
e) Credit Balances
Any credit balance (including a Reward balance and/or Merchandise Credit) will be automatically applied to your next purchase from the Site and the order of redemption of such credits will be determined by And-Well.com. To the extent your credits exceed the amount of your total purchase, the excess credit balance will remain in your account to be applied to your next purchase, subject to the foregoing terms and conditions. If your account and/or membership is terminated for any reason, any credit balances in your account may be cancelled, except as prohibited by law. Account balances are determined byAnd-Well.com and such determination is final.
f) First Time Orders
First-time orders can only be shipped to an address which we are able to verify independently. To avoid delays, please ensure that your billing address matches the address on your card statement, and that the cardholder's name is written as it appears on the card. We do not deliver to forwarding addresses.
g) Orders for Resale
Bulk orders placed for the purpose of resale are not permitted and will be cancelled at our discretion.
All materials on the Site that are created or provided by And-Well.com, including, but limited to, text, graphics, logos, icons, and images, are the property of And-Well.com or other content providers, and are protected by United States and foreign intellectual property laws. The compilation of all the content on this Site is the exclusive property of And-Well.com and is also protected by United States and foreign intellectual property laws. You may download, view, copy, and print the materials on this Site for personal or internal business use only, provided that you do not remove or alter any trademark, service mark, or logo, or any copyright or other intellectual property notices. Except as provided above, you may not download, view, copy, print, reproduce, distribute, republish, display, post, transmit, or modify any material, or portion thereof, located on the Site, or resell access to the Site, in any form or by any means without our prior written consent.
We reserve the right to revoke any of the rights granted in these Terms of Service at any time, and those rights automatically terminate if you violate any of these Terms of Service. Unauthorized use of any material on the Site may violate copyright law, trademark law, and other laws of the United States and other jurisdictions. All rights not expressly granted in these Terms of Service are reserved. And-Well.com is the trademark of And-Well.com. The other trademarks, service marks, and logos used on the Site are trademarks of And-Well.com or others.
Use of the content and materials for any purpose not expressly permitted in these Terms of Service is prohibited. And-Well.com relies upon a network of independent vendors who supply some of the goods and services advertised on the Site and, in some cases, drop ship them directly to you. We are not liable for any infringement of copyrights, trademarks, trade dress or other proprietary or intellectual property rights arising out of content posted on or transmitted through the Site, or items advertised on the Site, by our vendors.
The Site may contain links to other third party websites. And-Well.com has no control over, and accepts no liability, obligation, or responsibility for, the contents or performance of other websites. Any such links do not necessarily constitute an approval or endorsement of, or any representation regarding, the linked website, its content, its owner, its performance, or its owner's products or services.
Excluding Member Content, the information on this Site is believed to be complete and reliable; however, the information may contain typographical errors, pricing errors, and other errors or inaccuracies. We will use reasonable efforts to correct errors as soon as practicable. We reserve the right to: (i) revoke any stated offer; (ii) correct any errors, inaccuracies, or omission; and (iii) make changes to prices, content, promotion offers, product descriptions or specifications, or other information without obligation to issue any notice of such changes (including after an order has been submitted, acknowledged, shipped, or received, except as prohibited by law). We also reserve the right to limit quantities (including after an order has been submitted and/or acknowledged) and to revise, suspend, or terminate an event, promotion, or activity at any time without notice (including after an order has been submitted and/or acknowledged). The inclusion of any products or services on this Site at a particular time does not guarantee that the products or services will be available. If a product offered by us is not as described, your sole remedy is to return it subject to the terms of our return policy.
And-Well.com respects the intellectual property of others, and we ask our users to do the same. And-Well.com may, in appropriate circumstances and at its discretion, disable and/or terminate the accounts of users who may be repeat infringers. If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide our Copyright Agent the following information: 1) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest; 2) a description of the copyrighted work or other intellectual property that you claim has been infringed; 3) a description of where the material that you claim is infringing is located on the site; 4) your address, telephone number, and email address; 5) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; 6) a statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf.
Our Agent for Notice of claims of copyright or other intellectual property infringement can be reached as follows:
By mail: Copyright Agent c/o And-Well.com 400 West Market Street, Suite 1400, Louisville, KY 40202
By email: [email protected]
You acknowledge and agree that breach of these Terms of Service will result in irreparable harm that would be difficult to measure; and, therefore, that upon any such breach or threat of such breach, And-Well.com shall be entitled to seek injunctive and other appropriate equitable relief from any court of competent jurisdiction (without the necessity of proving actual damages or of posting a bond), in addition to whatever remedies it may have at law, under these Terms of Service, or otherwise.
And-Well.com is not and shall not be at any time responsible or liable for any loss or damage of any kind, including personal injury or death, (whether in tort, contract, or strict liability) arising out of or related to any Member Content, or to any act or omission by Members of the Site, by And-Well.com or by any third party or by any of the equipment or programming associated with or utilized by the Site. Any content submitted by our vendors does not necessarily reflect the opinions or policies of And-Well.com.
And-Well.com assumes no responsibility for any error, omission, interruption, delay, communications line failure, deletion, defect, delay in operation or transmission, theft or destruction or unauthorized access to, or alteration of, any Member Posting or other Member communications. And-Well.com is not responsible for any problems or technical malfunction of any telephone or cable network or lines, computer systems, servers or providers, computer equipment, software, failure of any email or players due to technical problems or traffic congestion on the Internet or on the Site, including any injury or damage to Members or other persons computer related to or resulting from participation on or through the Site.
THE SITE, ITS CONTENT AND ALL TEXT, IMAGES, MERCHANDISE, AND OTHER INFORMATION ON, ACCESSIBLE FROM OR AVAILABLE THROUGH THIS SITE ARE PROVIDED ON AN "AS AVAILABLE" AND "AS IS" BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. SPECIFICALLY, BUT WITHOUT LIMITATION, And-Well.com DOES NOT WARRANT THAT: (i) THE INFORMATION AVAILABLE ON THIS SITE IS FREE OF ERRORS; (ii) THE FUNCTIONS CONTAINED ON THIS SITE WILL BE UNINTERRUPTED OR FREE OF ERRORS; (iii) DEFECTS WILL BE CORRECTED, OR (iv) THIS SITE OR THE SERVER(S) THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS
IN NO EVENT SHALL And-Well.com, SUBSIDIARIES, OR AFFILIATES OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUCCESSORS, SUBSIDIARIES, DIVISIONS, DISTRIBUTORS, SUPPLIERS, AFFILIATES OR THIRD PARTIES PROVIDING INFORMATION ON THIS SITE BE LIABLE TO ANY USER OF THE SITE OR ANY OTHER PERSON OR ENTITY FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, CONSEQUENTIAL OR EXEMPLARY DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, OR LOSS OF USE) ARISING OUT OF THE USE OR INABILITY TO USE THE SITE OR ANY INFORMATION CONTAINED THEREON OR STORED OR MAINTAINED BY And-Well.com, WHETHER BASED UPON WARRANTY, CONTRACT, TORT, OR OTHERWISE, EVEN IF And-Well.com HAS BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. IN NO EVENT SHALL THE TOTAL LIABILITY OF And-Well.com, SUBSIDIARIES, OR AFFILIATES OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUCCESSORS, SUBSIDIARIES, DIVISIONS, DISTRIBUTORS, SUPPLIERS, AFFILIATES OR THIRD PARTIES PROVIDING INFORMATION ON THIS SITE TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION RESULTING FROM YOUR USE OF THIS SITE, WHETHER IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE) OR OTHERWISE, EXCEED THE AMOUNT YOU PAID TO And-Well.com IN CONNECTION WITH THE APPLICABLE EVENT, PROMOTION OR MERCHANDISER GIVING RISE TO SUCH LIABILITY. WITHOUT LIMITING THE FOREGOING, IN NO EVENT SHALL And-Well.com, SUBSIDIARIES OR AFFILIATES OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUCCESSORS, SUBSIDIARIES, DIVISIONS, DISTRIBUTORS, SUPPLIERS, AFFILIATES, OR THIRD PARTIES PROVIDING INFORMATION ON THIS SITE HAVE ANY LIABILITY FOR ANY DAMAGES OR LOSSES ARISING OUT OF OR OTHERWISE INCURRED IN CONNECTION WITH THE LOSS OF ANY DATA OR INFORMATION CONTAINED IN YOUR ACCOUNT OR OTHERWISE STORED BY OR ON BEHALF OF And-Well.com.
You hereby acknowledge that the preceding paragraph shall apply to all content, merchandise and services available through the Site. Because some states do not allow limitations on implied warranties or the exclusion or limitation of certain damages, in such states some or all of the above disclaimers or exclusions may not apply and liability will be limited to the fullest extent permitted by applicable law.
We make no representation that information on this Site is appropriate or available for use outside the United States. Those who choose to access this Site from outside the United States do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable.
The items purchased from our Site are shipped by a third party carrier. As a result, risk of loss and title for such items pass to you upon our delivery to the carrier.
You agree to indemnify and hold harmless And-Well.com, subsidiaries, or affiliates or their respective officers, directors, employees, agents, successors, subsidiaries, divisions, distributors, suppliers, affiliates or Third Parties providing information on this site, from and against all losses, expenses, damages and costs, including reasonable attorneys' fees, resulting from your violation of the Terms of Service, or the failure to fulfill any obligations relating to your account incurred by you or any other person using your account, or for any third party claims (including, without limitation, claims made by third parties for infringement of intellectual property rights) arising as a result of your use of the Site or reliance upon any information found on the Site. We reserve the right to take over the exclusive defense of any claim for which we are entitled to indemnification under this Section. In such event, you shall provide us with such cooperation as is reasonably requested by us.
These Terms of Service shall be governed by and construed under the laws of the State of California, without regard to its conflicts of laws principles. Except as set forth in the "Equitable Relief" provision of these Terms of Service, the sole jurisdiction and venue of any action related to these Terms of Service shall be the California state courts and the United States federal courts in San Francisco County, California, and you agree to submit to personal and exclusive jurisdiction of these courts.
We may alter, suspend, or discontinue this Site in whole or in part, at any time and for any reason, without notice or cost. In addition, the Site may be temporarily unavailable from time to time for maintenance or other reasons. We may, in our sole discretion, terminate or suspend your use or access to all or part of the Site or your account or membership, for any reason, including without limitation, breach of these Terms of Service. If at any time, we notify you that your access to and/or use of the Site or your account is terminated, you must cease and desist from all such access and/or use immediately. We reserve the right to cancel, delay, refuse to ship, or recall from the shipper any order if fraud is suspected. In the event these Terms of Service or your membership or account are terminated, the restrictions regarding intellectual property matters, the representations and warranties, indemnities, and limitations of liabilities set forth herein (as well as any other of your obligations which by their nature should survive termination) will survive termination.