OptiYou RX General Terms and Conditions and Liability Disclaimer
These terms and conditions apply to services provided by (and related content produced by) Billy Wease LifeStyle Construction, Inc. dba OpitYou RX (hereinafter “our,” “we,” or “us”). By purchasing or utilizing such services and related content (hereinafter “Proprietary Material”), you agree to the terms and conditions set forth herein. Please read this agreement carefully before using our Proprietary Material. If you do not understand or do not accept this agreement, please do not access any of our Proprietary Material and immediately contact us at notices@optiyourx.com.
Applicability. The terms “Client,” “user,” “you,” and “your” refer to you, the purchaser or utilizer of our Proprietary Material, as well as your representatives and assigns. You understand and acknowledge that your use of our Proprietary Material is governed by this agreement, and you will not utilize the Proprietary Material in a manner prohibited by this agreement.
Scope of Services. The scope of the services we provide depends upon the package of services and related Proprietary Material included with such services (hereinafter “Services”). These will be outlined in writing as part of your subscription agreement for the Services. Proprietary Material may include (but is not limited to): (1) training workshops, (2) coaching sessions, (3) interactive website applications, and (4) written materials. Some of the Proprietary Material may have additional terms and conditions governing their specific usage. You understand that additional Services may be provided by us for an additional charge under terms and conditions of subsequent agreements.
Client Duties.
Consideration. In consideration for the Services set forth above, you agree to pay the fee outlined in the subscription agreement at the time of joining under conditions set forth in the subscription agreement. You understand that you will not receive an invoice reminder for these payments. In the event that any authorized charge applied by us to your method of payment fails, you will remain responsible for payment as outlined in the subscription agreement, as well as any late payment fees as detailed in paragraph (b) below.
Late Payment Fees. If any payment in paragraph (a) above remains unpaid on the seventh calendar day following its due date, a penalty fee of ten percent (10%) of the payment due will be assessed. We reserve the right to restrict your access to the Services, or terminate your participation in the Services, unless and until all outstanding fees and assessed penalties are paid in full.
Payment Security. To the extent that you provide us with credit card information for payment on your account, we shall be authorized to charge your credit card for any unpaid charges on the dates set forth in your subscription agreement. If you use a multiple-payment plan to make payments to us, we shall be authorized to make all charges at the time that they are due and not require separate authorization in order to do so. You shall not make any chargebacks to our account or cancel the credit card that is provided as security without our prior written consent. You are responsible for any fees associated with recouping payment on chargebacks and any collection fees associated therewith. You must notify us in advance if you wish to change your credit card payment information.
Tools Provided by You. You agree to provide all tools, information, and documentation that may be required by us to effectively perform the Services or to access the Proprietary Material.
Additional Client Duties. You understand that your success with the Services is dependent upon your level of participation in the Services. In order to get the most out of the Services, you must also work diligently to implement the tools and strategies learned through the Services and make considerable efforts toward your own personal development on your own time during the term of Services. You are responsible for requesting additional support from us, if needed.
Term. The term of the Services shall be set forth in the subscription agreement. You understand that access to the Services and Proprietary Material may not be perpetual.
Cancellation and Refunds. You may not cancel the Services after executing the subscription agreement and accessing or utilizing the Services or Proprietary Material. Specifically, no refunds are permitted after receiving any Proprietary Material in a digital format.
No Guarantees. We cannot guarantee the outcome of the Services and our comments about any outcomes or results you may achieve are expressions of opinion only. We make no guarantees other than that the Services described in the subscription agreement shall be provided to you in accordance with the terms of this agreement. You acknowledge that we cannot guarantee any results of the Services such as outcomes since they are based on subjective factors (including, but not limited to, your participation) which cannot be controlled by us.
No Medical Services or Advice. The information provided in the Services and Proprietary Material is for educational purposes only and is not intended to provide a medical diagnosis or substitute for medical advice. We make no representations, guarantees, or warranties that the information provided in the Services and Proprietary Material will result in an improvement of your medical condition or function. The information provided in the Services and Proprietary Material is by no means complete or exhaustive and therefore does not apply to all conditions, disorders, and health-related issues. The information provided in the Services and Proprietary Material is not intended to be medical services or medical advice, especially since we have not personally examined you and prescribed a course of treatment specific to you or your conditions. Any reference to or mention of any particular diagnosis or dysfunctions is intended for informational purposes only and not an attempt to diagnose your particular problems. Before you begin utilizing the Services and Proprietary Material, you should get medical clearance from your physician, particularly if you have any pre-existing medical conditions, diseases, injuries, or disabilities. By purchasing the Services, you are assuming the risk that the Services may not be appropriate for you. If you experience any discomfort, pain, or worsening of your pre-existing medical conditions, you should immediately stop utilizing the Services and Proprietary Material and seek advice from your physician.
License. By purchasing the Services, we grant you a nonexclusive, nontransferable, revocable license to access and utilize our Services and Proprietary Material for your own personal and non-commercial use. Our Services and Proprietary Material are protected under copyright laws and the copying, redistribution, or publication by you of any of the content within is strictly prohibited. Your purchase of the Services does not grant you any ownership rights in the Services or Proprietary Material. You agree and acknowledge that you have no right to create derivatives of, share, reproduce, distribute, modify, translate, post, license, sell, loan, or otherwise exploit our Services and Proprietary Material, either commercially or non-commercially, and specifically acknowledge that doing so constitutes a violation of law. Any breach in the terms of this agreement may result in termination of your access to the Services and Proprietary Material.
Client Representations. The Services are intended solely for Clients who are at least eighteen (18) years of age or older. By purchasing and utilizing the Services, you represent and warrant that you are at least eighteen (18) years of age or older and will agree to abide by the terms and conditions of this agreement. We have the sole right and discretion to determine whether to sell our Services to any individual and may reject a purchase by any individual with or without explanation.
Confidentiality. Confidential information includes, but is not limited to, information provided by you to us or us to you in written, graphic, recorded, machine readable, or other form concerning the Services and Proprietary Material (hereinafter “Confidential Information”), but does not include information in the public domain other than through the default of the party disclosing the information, information required to be disclosed by any court or regulatory authority, or any information already in the possession or control of the disclosing party. Each party shall keep the other party’s Confidential Information strictly confidential and not use it otherwise than for the purposes of this agreement, and shall return it on demand and not retain copies of it. This clause shall continue notwithstanding the termination of this agreement. You acknowledge and agree that we are not a “Covered Entity” or “Business Associate” for purposes of the Health Insurance Portability and Accountability Act (hereinafter “HIPAA”) and are not subject to comply with HIPAA rules.
Assignment. Any Services provided by us under this agreement are personal to you and cannot be transferred or assigned to any other person without our prior written consent. You agree and acknowledge that the Services may be performed by any of our agents, representatives, or assigns, not one specific individual. While unlikely, we retain the right to assign our obligations under this agreement to another company without prior notice to you.
Entire Agreement. This agreement, together with the terms of the subscription agreement and any additional terms and conditions applicable to specific Proprietary Material, represents the entire agreement between you and us, and supersedes any prior agreements and arrangements, whether written or oral. You confirm that you have not relied on any other representations in entering into these and any other terms and conditions with us. If there are any contradictions in the terms and conditions between this agreement and the subscription agreement and any additional terms and conditions applicable to specific Proprietary Material, the terms of this agreement shall control.
Force Majeure. We shall not be responsible to you for any breach of our obligations or termination arising from conditions beyond our reasonable control, including, but not limited to, fires, floods, earthquakes, and other Acts of God, terrorism, or government directives.
Data Protection. Your personal information may be subject to specific laws based on the jurisdiction in which you live. The California Consumer Privacy Act provides California residents with specific rights regarding their personal information. This section describes those rights and how to exercise those rights, for both Clients residing in California and outside California. You have the right to request us to disclose certain information to you about our collection and use of your personal information over the past twelve (12) months. Once we receive and confirm your verifiable consumer request by emailing us at notices@optiyourx.com, we will disclose to you the categories of personal information we collected about you, the categories of sources for the personal information we collected about you, our business or commercial purpose for collecting or selling that personal information, the specific pieces of personal information we collected about you, and if we sold or disclosed your information for a business purposes, two separate lists disclosing the sales of personal information and identifying the personal information categories each recipient obtained. We cannot respond to your request or provide you with personal information if we cannot verify your identity or authority to make the request and confirm the personal information relates to you. We will not discriminate against you for exercising any of your rights. Specifically, we will not deny you goods or services, charge you different prices or rates for goods or services, provide you with a different level or quality of goods or services, or suggest that you may receive a different price or rate or a different level of quality of goods or services. We have collected over the past twelve (12) months (and intend to collect in the future) the following categories of personal information: (1) identifiers, such as a real name, alias, postal address, email address, unique personal identifier, online identifier, and internet protocol address; (2) commercial information, such as records of purchases, or other purchasing histories or tendencies; (3) usage, such as information on your interactions with our Services and Proprietary Material; and (4) geolocation data, such as your general physical location. We may use or disclose the personal information we collect for one or more of the following business purposes: to fulfill the reason you have provided the information; to provide support, personalize, and develop our Services and Proprietary Material; to create, maintain, customize, and secure your account with us; to process your requests, purchases, transactions, and payments and to prevent transactional fraud; and to provide you with support and to respond to your inquiries. We have never sold and will not sell your personal information to any third party. We may disclose your information for business purposes for auditing, security, debugging, short-term uses, performing services, internal research, or testing or improvement of Services and Proprietary Material. If we hire third parties to perform these functions for us, we may share your personal information with these third parties, but only to the extent necessary to perform the functions set forth above. We also require these third parties to maintain the privacy and security of personal information they process on our behalf.
Governing Law; Mediation. This agreement shall be construed in accordance with and governed by the laws of the State of North Carolina as applied to contracts that are executed and performed entirely in the State of North Carolina. The exclusive venue for any court proceeding based on or arising out of this agreement shall be Mecklenburg County, North Carolina. The parties agree to attempt to resolve any dispute, claim, or controversy arising out of or relating to this agreement by mediation, which shall be conducted under the then-current mediation procedures of the CPR Institute for Conflict Prevention and Resolution or any other procedure upon with the parties may agree. The parties further agree that their respective good faith participation in mediation is a condition precedent to pursuing any other available legal or equitable remedy, including litigation, arbitration, or other dispute resolution procedures. If any legal action or any arbitration or other proceeding is brought for the enforcement of this agreement, or because of an alleged dispute, breach, default, or misrepresentation in connection with the provisions of this agreement, the successful or prevailing party shall be entitled to recover reasonable attorneys’ fees or other costs incurred in that action or proceeding, in addition to any other relief to which it may be entitled.
Notices. All notices, requests, demands, and other communications under this agreement (unless otherwise noted) shall be in writing and emailed to us at notices@optiyourx.com. All notices shall be made to you at the email address you provide to us.
Warranties.
Our Warranties. We represent, warrant, and covenant that: (1) we have full authority to enter into this agreement, and (2) that all of the Services, whether performed by us or our agents and assigns, will be rendered using sound professional practices and in a competent and professional manner by knowledgeable and qualified personnel.
Client’s Warranties. You represent, warrant, and covenant that: (1) you have full authority to enter into this agreement, (2) you will obtain, during all times relevant hereunder, all of the necessary consents, rights, licenses, clearances, releases, or other permissions to lawfully consummate the transactions and lawfully discharge, in all material respects, each and every one of your obligations or duties set forth hereunder, whether performance is due now here hereafter.
EXCEPT FOR THE EXPRESS WARRANTIES PROVIDED THROUGHOUT THESE TERMS, NEITHER PARTY MAKES ANY OTHER WARRANTIES, EXPRESS OR IMPLIED. THE SERVICES AND PROPRIETARY MATERIAL IS PROVIDED “AS IS,” “AS AVAILABLE,” AND WITH “ALL FAULTS.” WE CANNOT GUARANTEE AND DO NOT PROMISE ANY SPECIFIC RESULTS FROM USE OF THE SERVICES AND PROPRIETARY MATERIAL.
Limitation of Liability.
IN NO EVENT SHALL WE HAVE ANY LIABILITY TO YOU FOR ANY LOST PROFITS, LOSS OF USE, BUSINESS INTERRUPTION, COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, MULTIPLE, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES HOWEVER CAUSED AND WHETHER IN CONTRACT, TORT, OR UNDER ANY OTHER THEORY OF LIABILITY, WHETHER OR NOT EITHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.
IN NO EVENT SHALL OUR LIABILITY TO YOU EXCEED THE FEES PAID BY YOU UNDER THIS AGREEMENT, WHETHER IN CONTRACT, TORT, OR UNDER ANY OTHER THEORY OF LIABILITY.
THE FOREGOING LIMITATIONS IN THIS PARAGRAPH 18 SHALL NOT APPLY TO A BREACH OF THE OBLIGATIONS UNDER PARAGRAPHS 8, 10, OR 15.
Amendment. We may at any time amend this agreement. Such amendments are effective immediately upon notice to you by posting the new terms and conditions on our website. Any use of our Services or Proprietary Material by you after being notified means you accept these amendments. We reserve the right to update any portion of our Services or Proprietary Material at any time.
Severability. If any term, provision, covenant, or condition of this agreement is held by an arbitrator or court of competent jurisdiction to be invalid, void, or unenforceable, the rest of the agreement shall remain in full force and effect and shall in no way be affected, impaired, or invalidated.
Last Updated: May 1, 2020.