Effective as of May 25, 2021

IMPORTANT – PLEASE READ THE FOLLOWING TERMS OF USE (“TOU”) BEFORE USING THE VIRTUAL CARE PLATFORM AND ASSOCIATED WEB OR MOBILE APP(S) (REFERENCED TOGETHER HEREIN AS THE “PLATFORM”) OFFERED BY L-NUTRA INC. (“L-NUTRA”). L-NUTRA IS WILLING TO PERMIT USE OF THE PLATFORM SUBJECT AT ALL TIMES TO AGREEMENT WITH THIS TOU.

LICENSE GRANT. This TOU provides to an individual (person) user (identified herein as “you” or “User” or with “your”) a personal, revocable, limited, non-exclusive, nontransferable, and (limited) non-sublicensable license to use the Platform conditioned on your compliance with this TOU. You acknowledge and agree to the following: (i) L-Nutra has the right to control and direct the means, manner, and method by which it provides and makes available the Platform and any related services and (ii) L-Nutra may, from time to time, engage its affiliates or contractors to aid L-Nutra in providing or operating the Platform or performing related services. Additional detail regarding use of the Platform or its related functionality or service offerings may be made available online by L-Nutra. Please visit this [Insert Link] for more information.
LICENSE GRANT RESTRICTIONS. This TOU provides only a license and not an assignment or sale. L-Nutra transfers no ownership or intellectual property interest or title in and to the Platform to you or anyone else. Further, L-Nutra reserves all rights not expressly granted by this TOU. Accordingly, you may not modify, translate, decompile, reverse engineer, create derivative work(s) of, copy, distribute, disassemble, broadcast, film, transmit, display, publish, remove, or alter any proprietary notices or labels, license, sublicense, permit use by any (other) person or entity, transfer, sell, mirror, frame, exploit, rent, lease, private label, grant a security interest in, or otherwise use in any manner not expressly permitted herein (or by L-Nutra) the Platform (including any available videos or reading materials). In addition, you shall not enter into any contractual relationship or other legally binding obligation with any third party or person which shall have the purpose or effect of encumbering L-Nutra or the use of the Platform (or any part thereof).
USER OBLIGATIONS. You agree to abide by all applicable local, state, national, and international laws and regulations with respect to your use of the Platform. By accessing or using the Platform, you represent that you are at least eighteen (18) years of age (or the legal age of majority, whichever is greater) and will, at all times, provide lawful, true, accurate, current, and complete information when submitting information or materials to or through the Platform, including, without limitation, when you provide information via registration or submission form. Individuals under the age of eighteen (18) (or the applicable age of majority) may utilize the Platform only with the involvement and acceptance of (this TOU by) their parent or legal guardian and then solely under such parent or legal guardian’s account. You also represent that you will, at all times, provide true, accurate, current, and complete information when submitting information or materials on or through the Platform. You further acknowledge and agree that use of the Internet and the Platform is solely at your own risk.
ACCOUNT. You may be required to register and establish an account with L-Nutra (or one of its affiliates or designated partners) to use the Platform. Registration for access to and use of the Platform may also require certain access credentials, such as a username or password, or adherence to other particular access requirements as designated by L-Nutra in its sole discretion from time to time. You hereby agree to consider the information associated with your account and its respective access credentials as confidential information. You shall use no less than reasonable effort to maintain the confidentiality of such information and agree not to disclose such information to any third party without the prior express written consent of L-Nutra, which may be withheld in its sole discretion. In addition, you agree to assume all responsibility concerning your use of the Platform, including being held responsible for any and all activity occurring through your username and password (and the related account access). You shall immediately notify L-Nutra if you suspect or become aware of any loss or theft of your password or any unauthorized use of your username and/or password.
USER CONTRIBUTIONS. The Platform may provide interactive features where you can share information on the Platform with other Users (with such shared information referenced collectively as “User Contribution(s)”). You agree that by using the Platform you will not upload, post, display, or transmit any of the following:
anything which may damage, lessen, or harm the goodwill or reputation of L-Nutra and its Platform;
anything which defames, harasses, threatens, offends, or in any way violates or infringes on the rights of others;
anything which involves the impersonation of any other person or entity;
anything which constitutes junk mail, spam, or unauthorized advertising; or
anything which is unlawful.

L-Nutra reserves the right to establish additional practices, parameters, and limits in its sole discretion concerning the storage, display, or availability of any User Contribution(s). Further, L-Nutra shall not have any obligation to utilize any User Contribution(s).

PERMISSION TO USE USER CONTRIBUTIONS. By submitting any type of a User Contribution(s), you automatically and hereby grant to L-Nutra a perpetual, royalty-free, transferable, sublicensable, and non-exclusive right and license to adopt, publish, reproduce, disseminate, transmit, distribute, copy, use, create derivative works of, and display (in whole or in part) worldwide, or act on any such User Contribution(s), without additional approval or consideration, in furtherance of, and, in connection with the operation of the Platform, and you hereby waive any claim to the contrary. You are responsible for any User Contribution(s) and represent that you have all necessary rights to make a User Contribution(s) available to L-Nutra. You also acknowledge that L-Nutra has no control over the extent to which any idea or information (in a User Contribution) may be used by any party or person once it is posted or displayed.
NO PRE-SCREENING OF USER CONTRIBUTIONS. L-Nutra is not responsible for pre-screening or editing your or any other User’s User Contribution(s) and encourages all of its users to use reasonable discretion and caution in evaluating or reviewing any User Contribution(s). Moreover, L-Nutra does not endorse, oppose, or edit any opinion or information provided by you or another User (unless separately and expressly provided by L-Nutra) and does not make any representation with respect to, nor does it endorse the accuracy, acceptability, completeness, timeliness, or reliability of any User Contribution(s) displayed, uploaded, or distributed by you or any other User. Nevertheless, L-Nutra reserves the right to monitor, delete, access, read, preserve, disclose, or take other action with respect to any User Contribution(s) that L-Nutra believes in good faith violates this TOU and/or is, or is potentially, unlawful or harmful to L-Nutra, its services, or goodwill.
DMCA TAKEDOWN POLICY. It is L-Nutra’s policy to respond to notices of alleged infringement that comply with the Digital Millennium Copyright Act (DMCA). L-Nutra respects the intellectual property of others. Users who believe that their intellectual property rights have been infringed through the online services provided by L-Nutra may contact L-Nutra through their authorized agent and request that the infringing material be removed or access to it be blocked. L-Nutra’s designated “Agent for Notice” of claims of copyright infringement can be reached as follows: Thomas J. Speiss III; tspeiss@buchalter.com; cellular (310) 490-3373.

Proper notification of copyright infringement must be sent to L-Nutra’s Agent for Notice (as designated above) and must include the following information:

A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works;
Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit L-Nutra to locate the material;
Information reasonably sufficient to permit L-Nutra to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address;
A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Please place the following label, “Notice of Infringement,” in the subject line of all such communications to L-Nutra. L-Nutra will promptly remove or disable access to materials that are the subject of a proper DMCA notification and notify the User responsible for the material about said removal.

FEEDBACK. L-Nutra further welcomes your feedback and suggestions about the Platform. By transmitting any suggestions, information, material, or other content (collectively, “Feedback”) to L-Nutra, you represent and warrant that such Feedback does not infringe or violate the intellectual property or proprietary rights of any third party (including, without limitation, patents, copyrights, or trademark rights) and that you have all rights necessary to convey to L-Nutra and enable L-Nutra to use such Feedback. In addition, any Feedback received by L-Nutra will be deemed to include a royalty-free, perpetual, irrevocable, transferable, non-exclusive right, and license from you for L-Nutra to adopt, publish, reproduce, disseminate, transmit, distribute, copy, use, create derivative works of, and display (in whole or in part) worldwide, or act on such Feedback without additional approval or consideration, in any form, media, or technology now known or later developed, for the full term of any rights that may exist therein, and you hereby waive any claim to the contrary.
PROPRIETARY RIGHTS. The Platform is owned by L-Nutra, Inc. and/or its licensor(s). © 2021 L-Nutra Inc. and/or its licensor(s). All rights reserved. L-Nutra, ProLon^®, Fast Bar^® and their respective logos, and all other names, logos, and icons identifying L-Nutra and its solutions, products, and services are proprietary trademarks of L-Nutra, and any use of such marks without the express written permission of L-Nutra is strictly prohibited. Other services, products, or company names mentioned or displayed may be the trademarks and/or service marks of their respective owners.
PRIVACY POLICY. Use of the Platform requires the submission of certain information, including personally identifiable information, and can facilitate the receipt of email and texts. Please see L-Nutra’s Privacy Policy [Insert Link] for a summary of L-Nutra’s personally identifiable information collection and use practices.
ADDITIONAL TERMS. Additional terms, may apply (“L-Nutra Terms”). If any term of this TOU expressly conflicts with any provision of the L-Nutra Term(s), the conflicting provision in the L-Nutra Term(s) will control.
LINKS TO OTHER SITES. The Platform may connect to certain third-party websites, advertisements, or online networks (collectively, “Third-Party Site(s)”). All Third-Party Sites are owned, controlled, and/or maintained solely by third parties over whom L-Nutra exercises no control. These links do not imply an endorsement with respect to any Third-Party Site(s) or the information, products, or services provided by any Third-Party Site(s). L-Nutra encourages review of the applicable terms, conditions, or notices governing use of these Third-Party Sites. Your correspondence or any other dealings (including any transactions) with third parties found through any Third-Party Site(s) is solely between you and such third party.
USE OF THE L-NUTRA PRODUCT(S). You acknowledge and agree that L-Nutra’s products (“Product(s)”), including ProLon^® and Fast Bar^®, are marketed as conventional food and not approved by the U.S. Food and Drug Administration for the prevention, diagnosis, treatment, or cure of any disease or condition. L-NUTRA HEREBY DISCLAIMS ALL REPRESENTATIONS OR WARRANTIES REGARDING THESE PRODUCT(S), INCLUDING FITNESS FOR A PARTICULAR PURPOSE. You acknowledge and agree that the Product(s) should not be relied upon as a prevention, diagnosis, treatment, or cure for any disease or medical condition. You warrant that you have obtained medical clearance from a licensed physician or other qualified healthcare professional to use the Product(s).
MEDICAL, NUTRITIONAL AND FITNESS INFORMATION. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT ALL MEDICAL, NUTRITION, AND FITNESS INFORMATION, GUIDANCE, OR ADVICE PROVIDED THROUGH THE PLATFORM (INCLUDING BY WAY OF ANY ASSOCIATED PROGRAM FUNCTIONALITY OR FEATURES OR RELATED COACHING) ARE PROVIDED FOR INFORMATIONAL PURPOSES ONLY AND ARE NOT INTENDED TO BE AND SHOULD NOT BE USED IN PLACE OF (i) THE ADVICE OF YOUR PHYSICIAN OR OTHER MEDICAL PROFESSIONALS, (ii) A VISIT, CALL, OR CONSULTATION WITH YOUR PHYSICIAN OR OTHER MEDICAL PROFESSIONALS, OR (iii) INFORMATION CONTAINED ON OR IN ANY PRODUCT PACKAGING OR LABEL. PLEASE CONSULT WITH YOUR PHYSICIAN OR OTHER HEALTHCARE PROVIDER IF YOU HAVE HEALTH-RELATED QUESTIONS.
PLATFORM DISCLAIMER. THE PLATFORM IS PROVIDED “AS-IS” AND “AS AVAILABLE” AND MAY INCLUDE ERRORS, OMISSIONS, OR OTHER INACCURACIES. ANY APPLICABLE STATE LAW IMPLEMENTATION OF THE UNIFORM COMPUTER INFORMATION TRANSACTIONS ACT (INCLUDING ANY AVAILABLE REMEDIES OR LAWS) SHALL NOT APPLY TO THIS TOU AND IS HEREBY DISCLAIMED. L-NUTRA, AND ITS SERVICE PROVIDER(S), ALSO MAKES NO REPRESENTATIONS OR WARRANTIES THAT THE PLATFORM WILL OPERATE UNINTERRUPTED OR IN A MANNER THAT WILL MEET YOUR PARTICULAR REQUIREMENTS AND/OR NEEDS. L-NUTRA EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. L-NUTRA’S DESIGNATED SERVICE PROVIDER SHALL NOT BE RESPONSIBLE FOR ANY DISPUTE BETWEEN YOU AND L-NUTRA. WITH RESPECT TO USE OF THE PLATFORM, YOU ARE RESPONSIBLE FOR AND SUBJECT TO L-NUTRA’S CURRENT SERVICE PROVIDER’S TERMS OF USE AND PRIVACY POLICY FOUND [Insert Link] and [Insert Link].
LIMITATION OF LIABILITY. IN NO EVENT SHALL L-NUTRA AND ITS LICENSOR(S) OR SERVICE PROVIDER(S) BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THE PLATFORM. NOTWITHSTANDING THE FOREGOING, TOTAL LIABILITY OF L-NUTRA OR ITS SERVICE PROVIDER(S) FOR BREACH OF THIS TOU IS CESSATION OF USE OF THE PLATFORM, AND FOR ANY OTHER REASON, AN AMOUNT NOT EXCEEDING THE GREATER OF $100 (One Hundred Dollars) OR THE TOTAL AMOUNT ACTUALLY PAID BY YOU TO L-NUTRA DURING THE PRIOR SIX (6) MONTHS IN CONNECTION WITH YOUR INDIVIDUAL USE OF THE PLATFORM. THE LIMITATIONS SET FORTH HEREIN ARE PART OF THE BASIS OF THE BARGAIN BETWEEN YOU AND L-NUTRA AND SHALL APPLY TO ALL CLAIMS OF LIABILITY.
INDEMNITY. To the maximum extent permitted by applicable law, you agree to defend, indemnify, and hold harmless L-Nutra and its affiliates, licensor(s), and service provider(s), and their respective directors, officers, board members, employees, agents, successors, and assigns (“Indemnitees”), from and against any and all third-party claims made against L-Nutra or such Indemnitees and the associated damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to all legal fees and expenses) arising or resulting from your violation(s) of this TOU.
ARBITRATION. Without limiting L-Nutra’s right to seek injunctive or other equitable relief (as set forth below), any disputes arising with respect to use of the Platform or this TOU between you and L-Nutra (“Arbitration Parties”) shall be referred to an arbitrator affiliated with the Judicial Arbitration and Mediation Platform, Inc. (“JAMS”). The arbitrator shall be selected by joint agreement of the Arbitration Parties. In the event the Arbitration Parties cannot agree on an arbitrator within thirty (30) days of the initiating party providing the other party with written notice that it plans to seek arbitration, the Arbitration Parties shall each select an arbitrator affiliated with JAMS, which arbitrators shall jointly select a third such arbitrator to resolve the dispute. Arbitration shall be conducted under the rules then prevailing of JAMS/ENDISPUTE Streamlined Arbitration Rules and Procedures in effect at the time of filing of the demand for arbitration. The arbitrators’ award shall be binding and may be entered as a judgment in any court of competent jurisdiction. The arbitration proceeding shall be carried on and heard in the State of California using the English language. In any action or proceeding to enforce rights under this TOU, the prevailing party will be entitled to recover costs and reasonable attorneys’ fees from the other party. You may bring claims only on your own behalf. Neither you nor L-Nutra will participate in a class-wide arbitration for any claims covered by this TOU. This dispute resolution provision will be governed by the Federal Arbitration Act.
GOVERNING LAW. The Platform is controlled and operated by L-Nutra from its offices within the United States. Use of the Platform constitutes agreement to enter into transactions electronically. This TOU has been made in accordance with, and will be construed and enforced in accordance with, the laws of the State of California, as applied to agreements entered into and completely performed in the State of California. A printed version of this TOU, and of any related notice given in electronic form, shall be admissible in judicial or administrative proceedings based upon or relating to this TOU, to the same extent as other documents and records originally generated and maintained in printed form. Please print a copy of this TOU or contact L-Nutra if you wish to receive a printed copy of this TOU.
ENFORCING SECURITY. L-Nutra reserves the right to view, monitor, and record activity on the Platform (including through your account) without notice or permission from you. Any information obtained by monitoring, reviewing, or recording is subject to review by law enforcement organizations in connection with investigation or prosecution of possible criminal or unlawful activity on the Platform, as well as to disclosures required by, or under applicable law, or related government agency actions. L-Nutra will also comply with all court orders or subpoenas involving requests for such information. In addition to the foregoing, L-Nutra reserves the right to, at any time and without notice, modify, suspend, terminate, or interrupt operation or access to the Platform, or any portion of the Platform in order to protect the Platform or L-Nutra.
INJUNCTIVE RELIEF. Notwithstanding the arbitration provision above, any breach, threatened or actual, of this TOU will cause irreparable injury to L-Nutra. Such injury would not be quantifiable in monetary damages and L-Nutra would not have an adequate remedy at law. You therefore agree that L-Nutra shall be entitled, in addition to other available remedies, to seek and be awarded an injunction or other appropriate equitable relief from a court of competent jurisdiction restraining any breach, threatened or actual, of your obligations under any provision of this TOU. Accordingly, you hereby waive any requirement that L-Nutra post any bond or other security in the event any injunctive or equitable relief is sought by or awarded to L-Nutra to enforce any provision of this TOU.
TERM AND TERMINATION. This TOU will take (re-take) effect at the time you accept, download, or begin using the Platform, whichever is earliest. This TOU will terminate automatically if: (i) you fail to comply with any of its terms; or (ii) cease all use of the Platform. Termination in such event(s) will be effective without notice. In addition, L-Nutra may in its sole discretion terminate this TOU or suspend use of the Platform upon notice to you for any reason. Upon termination of this TOU, any and all right(s) to use the Platform shall immediately cease. The provisions concerning License Grant Restrictions, Feedback, Proprietary Rights, any disclaimer, Limitation of Liability, Arbitration, Governing Law, Indemnity, Enforcing Security, Injunctive Relief, Waiver and Severability, and Entire Agreement will survive the termination of this TOU for any reason.
WAIVER AND SEVERABILITY. Failure to insist on strict performance of any of this TOU will not operate as a waiver of any subsequent default or failure of performance. No waiver by L-Nutra of any right under this TOU will be deemed to be either a waiver of any other right or provision or a waiver of that same right or provision at any other time. If any part of this TOU is determined to be invalid or unenforceable pursuant to applicable law, including, without limitation, the license grant, warranty disclaimer, or liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most clearly matches the intent of the original provision and the remainder of this TOU shall continue in effect.
ENTIRE AGREEMENT. You and L-Nutra are independent contractors. No joint venture, partnership, employment, or agency relationship exists between you and L-Nutra as a result of this TOU or your utilization of the Platform. This TOU represents the entire agreement between you and L-Nutra with respect to your individual use of the Platform. This TOU may not be assigned, transferred, conveyed, delegated, or granted by you to another party or person without the prior written consent of L-Nutra. Please note that L-Nutra reserves the right to change this TOU (under and by which the Platform and its offerings are extended to you) by posting online a revised TOU (and an accompanying alert) and/or emailing notice thereof to you. Your continued use of the Platform following any addition, modification, or deletion will be conclusively deemed acceptance of any change to the TOU. Accordingly, please review this TOU on a periodic basis.
CONTACT INFORMATION. If you have questions regarding the Platform or if you are interested in obtaining more information concerning L-Nutra or its products, please contact L-Nutra at support@l-nutra.zendesk.com, or by calling L-Nutra Customer Service at 1-888-618-1281.