Corporate Executive Wellness – TERMS OF SERVICE
Terms and Conditions:
This Agreement (the “Agreement”) is entered into by and between Corporate Executive Wellness, having address at 1115 Bethel Rd, Columbus, OH 43220 and (“Customer”), and shall be effective as of the date of payment and continues until canceled in writing with a minimum of 3 days before any future billing date.
SERVICES. Corporate Executive Wellness will provide corporate wellness services set forth in this agreement. Corporate Executive Wellness will use commercially reasonable efforts to provide high-quality corporate wellness services as requested by the Customer. The services and all related intellectual property are hereinafter referred to as the “Services.”
SERVICE FEES. The customer shall pay the fees set forth during the Term of this Agreement. Corporate Executive Wellness will invoice Customer for these fees as needed. There may be an additional one-time set-up fee billed with the first month of service. All charges and fees hereunder are exclusive of federal, state, and local excise, sales, use, and other taxes now or hereafter levied or imposed for the provision of Services hereunder. Corporate Executive Wellness can change the amount, structure, method, and/or basis of the fee at any time during the term of this Agreement. Customer has the exclusive right to upgrade or downgrade their service plan at any time with 30 days’ notice in writing to Corporate Executive Wellness.
CANCELLATION & NO REFUND POLICY. If Customer wishes to cancel services, Customer must provide written notice to Corporate Executive Wellness within Three (3) days prior to the next billing date of that next month of service. NO REFUNDS ARE GIVEN FOR ANY REASON FOR SERVICES REGARDLESS OF WHEN THE CANCELLATION OCCURS.
COMPLIANCE. Customer acknowledges and agrees that, as between Customer and Corporate Executive Wellness, Customer is responsible for compliance with all federal, state or other applicable laws governing the use of the Services, including but not limited to laws applicable to corporate wellness and safety regulations.
INTELLECTUAL PROPERTY RIGHTS. It is the intent of the parties that Corporate Executive Wellness shall own all patents, copyrights, trademarks, trade secrets and other intellectual property rights associated with or appurtenant to the Services. Neither Customer, nor its subsidiaries, affiliates, agents, or employees shall have any right to use the Services other than for the purposes set forth herein.
CONFIDENTIALITY. Each party agrees to use good faith efforts and at least the same care that it uses to protect its own confidential information of like importance, but in no event less than reasonable care, to prevent unauthorized dissemination or disclosure of the other party’s confidential information both during and after the Term of this Agreement.
LIMITED WARRANTY; LIMITATION OF LIABILITY. CORPORATE EXECUTIVE WELLNESS PROVIDES THE SERVICES “AS IS” AND MAKES NO REPRESENTATIONS OR WARRANTIES, EXPRESS, ORAL, IMPLIED OR STATUTORY AND SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTY, INCLUDING, BUT NOT LIMITED TO, THE QUALITY, COMPLETENESS, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE.
INDEMNIFICATION. Customer assumes sole responsibility for all use of the Services and agrees to indemnify, defend and hold Corporate Executive Wellness and its affiliates, and its and their respective officers, directors, employees, agents and representatives harmless from and against any and all claims, causes of action, suits, proceedings, demands, damages, costs, expenses and liabilities of any kind whatsoever, including (without limitation) legal expenses and reasonable attorneys’ fees, from third parties (“Claims”), arising out of or in any way related to Customer’s use of the Services.
TERMS AND TERMINATION. The term of this agreement shall commence upon acceptance herein and payment made. Thereafter, this Agreement shall automatically renew on a month-to-month term unless either party provides written notice to the other party that it will not renew, such notice to be given at least thirty (30) days prior to the expiration of the then-existing Term.
GOVERNING LAW; DISPUTE RESOLUTION. This Agreement will be construed in accordance with and governed by the laws of the State of Ohio, without regard to principles of conflicts of law. Any disputes under this Agreement shall be brought in Franklin County, Ohio.
GENERAL. This Agreement represents the entire agreement and understanding of the parties with respect to the subject matter hereof and supersedes any and all prior agreements and understandings. There are no representations, warranties, promises, covenants or undertakings, except as described herein.
