Welcome to www.healthfulpursuit.com and www.happyketobody.com (collectively, the Site), websites operated by Healthful Pursuit Inc. (HPI). The Site or any products or services offered on the Site are provided by HPI, 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).
HPI 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, GAMES, 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 HPI CANNOT PREDICT.
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 or other qualified health provider with whom you have such a relationship if you have questions regarding any medical or psychiatric 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. You should not ignore professional medical advice or delay in seeking it because of any Content. Furthermore, you should not interpret any reports or any other 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 HPI 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.
PLEASE CALL YOUR DOCTOR OR 911 IMMEDIATELY IF YOU THINK YOU MAY HAVE A MEDICAL OR PSYCHIATRIC EMERGENCY.
You further acknowledge and agree that HPI 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.
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 HPI 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 HPI 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 HPI.
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.
HPI 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.
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:
HPI can disable your HPI Happy Keto Body 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 HPI:
You are responsible for maintaining the security and confidentiality of your HPI Happy Keto Body membership program or any other Site membership or account and password details, providing HPI with current and accurate account information, and all activity associated with your HPI Happy Keto Body 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. HPI is not responsible for any consequences that may result from you sharing your username or password. If HPI has reason to believe the security of your HPI Happy Keto Body membership program or any other Site membership or account has been compromised it retains the right to:
You must inform HPI 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 HPI 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 HPI HAPPY KETO BODY MEMBERSHIP PROGRAM OR ANY OTHER SITE MEMBERSHIP OR ACCOUNT OR YOUR EMAIL ADDRESS COULD CAUSE YOU TO INCUR LIABILITY TO BOTH HPI AND OTHER USERS.
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 HPI 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 HPI Happy Keto Body membership program or any other Site membership or account. You can cancel your HPI Happy Keto Body membership program or any other Site membership or account by contacting HPI through the Site or by such other means as we may provide from time to time.
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.
HPI 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 HPI (collectively, a User Submission).
If you make any User Submission, you agree that you will not send or transmit to HPI 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 HPI 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 HPI by email, you automatically grant-or warrant that the owner of such content or intellectual property has expressly granted HPI 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. HPI 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 HPI 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 HPI.
You further agree to indemnify HPI 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.
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 HPI 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 HPI 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 HPI 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.
HPI 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.
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. HPI is not responsible for the consequences of any communications in Public Areas. HPI 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:
HPI reserves the right but is not obligated to do any or all of the following:
HPI 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.
The opinions expressed by those providing comments in any Public Areas do not necessarily reflect the opinions of HPI. 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. HPI 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. HPI 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.
HPI 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. HPI HAS NO RESPONSIBILITY TO PROTECT ANY PERSONAL INFORMATION YOU SHARE IN PUBLIC AREAS AND HPI 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.
To enhance your experience with the Site, HPI 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 HPI your email address or other personal information unless you choose to provide this information to HPI. 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 behaviour 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. HPI 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:
Any of the above actions will constitute Misuse.
Any acts you commit, or cause to be committed, which, in the sole opinion of HPI, 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 HPI will also constitute Misuse. HPI retains the right to take steps to identify and prevent Misuse of the Site or Member Services.
You will be liable for any damage resulting from the following:
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 HPI. Accordingly, HPI 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. HPI, 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, HPI, 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. HPI 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.
HPI 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. HPI is not liable for any losses you may suffer which result from any attack from third parties on your HPI Happy Keto Body membership program, Account Data or the Site.
IN THE EVENT THAT YOU HAVE A DISPUTE WITH ONE OR MORE USERS OR MEMBERS, HPI HEREBY DISCLAIMS AND YOU HEREBY WAIVE ANY RECOURSE TO OR AGAINST HPI AND AGREE TO RELEASE AND INDEMNIFY HPI 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 HPI 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 HPI, 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 HPI, 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 HPI, ITS LICENSORS AND ITS SUPPLIERS, AND YOUR EXCLUSIVE RECOURSE, IN THE EVENT OF ANY CLAIM(S) FOR WHICH THE HPI 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 HPI. NO LEGAL ACTION OR PROCEEDING ARISING OUT OF THIS AGREEMENT, REGARDLESS OF FORM OR BASIS IN LAW, MAY BE BROUGHT BY YOU AGAINST HPI OR ANY OF THE OTHER HPI 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 HPI OF THEIR RESPECTIVE OBLIGATIONS AND RESPONSIBILITIES HEREUNDER AND SUCH VOLUNTARY RISK ALLOCATION REPRESENTS A MATERIAL PART OF THE AGREEMENT REACHED BETWEEN YOU AND HPI IN RESPECT OF THE SITE, Services and Content.
The Site may contain links to other websites maintained by independent third parties over which HPI has no control. Any such links are provided solely as a convenience for users of the Site and do not constitute an endorsement by HPI of the content of such third party sites. HPI 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 HPI 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 HPI assumes no liability.
HPI specifically disclaims any liability to any users in jurisdictions in which the uses of services such as those offered by HPI are illegal. HPI 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 HPI, 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.
HPI will not be liable for any delay or failure to perform to the extent due to causes beyond its reasonable control.
You cannot transfer your rights or commitments arising from this Agreement to anyone. HPI 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 HPI Happy Keto Body membership program and Account Data will constitute effective notice. If you need to contact HPI you can do so through the Site, and an email sent to the HPI 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 HPI, its agents, employees, officers, directors, successors, assigns or affiliates (collectively for purposes of this paragraph, HPI) 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), HPI’s advertising, or any related purchase SHALL BE RESOLVED EXCLUSIVELY AND FINALLY according to the Alberta Arbitration Act R.S.A. 2000, c. A-43. The place of arbitration shall be Calgary, Alberta, Canada. The language of the arbitration shall be English. The arbitration will be limited solely to the dispute or controversy between the user and HPI. 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.
HPI 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. HPI 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 Alberta and shall be governed by and interpreted in accordance with the laws of the Province of Alberta and the federal laws of Canada 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 the Province of Alberta, 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.
HPI’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. HPI 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.
By participating in the Healthful Pursuit Inc. Affiliate program, you are agreeing to all of the following Terms and Conditions (the “Agreement”). If you do not agree to or understand any of the language in this Agreement, then we ask that you please refrain from signing up, or participating in any of our promotions. That said, the responsibility rests on you to completely understand any & all terms before becoming an affiliate for any of our products.
As an affiliate, you are expected to act with honesty, comply completely with FTC guidelines and adhere to all laws. By participating in the affiliate program (the “Program”) conducted by Healthful Pursuit Inc. (the “Promoter”) for any of our products or programs listed below (the “Product”), you (the “Affiliate”) agree to the following Terms and Conditions:
Our affiliate program runs on a customized version of a commercial affiliate solution. The system is set up on a “last clicked” basis. This means that the affiliate link a customer clicked on LAST (the one that drove the buyer to purchase) will get credit for the sale.
There are 4 basic requirements for participating in the Healthful Pursuit Inc. Affiliate program:
Affiliates must be 18 years or older to participate.
Affiliates must be in good standing with the Federal Trade Commission (the “FTC”) and Healthful Pursuit Inc.
Affiliates must be in compliance with all FTC guidelines, and the terms and conditions of this Agreement.
Healthful Pursuit Inc. reserves the unconditional right to accept or deny any Affiliate who enters the Program via the signup forms on our website, or who drives traffic to Healthful Pursuit Inc.’s brands and websites via products offering Affiliate payout (the “Sites”).
The Affiliate agrees and understands that if any of their communications associated with or for this promotion (marketing, websites, blog posts, videos, audios, emails, Tweets, Facebook posts, etc.) are deemed offensive or inappropriate, that Affiliate will be deemed, at the sole discretion of the Promoter, ineligible to participate in any and all Affiliate promotions. The Affiliate in question will then be disqualified from receiving any further commission, recognition, communication or compensation from Healthful Pursuit Inc.
The Affiliate may also be immediately removed from any & all promotions and Affiliate programs (and will be in violation of this Agreement) if, at the sole discretion of the Promoter, the Affiliate’s marketing:
a) contains unlawful material, including but not limited to materials that may violate another’s intellectual property rights, or links to a site that contains such material;
b) contains information regarding, promotes or links to a site that provides information about or promotes illegal activity;
c) promotes, depicts or links to material that promotes or depicts discrimination based on race, gender, religion, national origin, physical or mental disability, sexual orientation, or age;
d) contains, promotes or links to sexually explicit or violent material;
e) uses the Promoter’s banners, brand name, likeness, images, and videos, on their own websites, thus creating market and consumer confusion (which is usually referred to as copyright or trademark infringement, and is illegal). In short: you may not present our banners, images or videos as if they are your own on your own site’s or any other site’s, as it may cause a customer to opt-in thinking they are signing up to receive our communications rather than yours. We firmly believe that if you wish to generate sales, it is in your best interest to establish your own identity, voice, brand and sites, and authentically promote our program(s) in your own way – not posing as its creators;
f) is, for any other reason, deemed to be unsuitable by the Promoter;
g) offers a cash incentive or discount on product(s) as a means of promotion;
h) runs any paid ad with the terms Healthful Pursuit Inc., any of the URLs we own, and/or the name of any product offering Affiliate commissions.
Healthful Pursuit Inc. reserves the right to disqualify and revoke an Affiliate’s standing from any Affiliate program, cancel pending commissions based on inappropriate behavior or marketing by the Affiliate, and to amend this Promotion or Agreement at any time without notification to Affiliate.
Affiliate links and any and all promotional materials necessary to promote and offer the Product to the Affiliate’s customers via the Affiliate’s Sites or emails, including but not limited to banners, graphics, or text ads are provided on the Affiliate site for all relevant products.
The Affiliate may ONLY utilize their unique link, provided by the Promoter, on the Affiliate’s own websites or emails. The Affiliate may NOT post their link on other websites that are not owned or maintained by the Affiliate or the Affiliate’s brand, with the exception of ads or social media placements. Spamming the internet with links outside of Affiliate’s direct email list, websites or social media pages will be considered a violation of this Agreement and result in a denial of all Affiliate benefits, prizes and commissions.
Links are intended to drive new customers to the Promotion. The Affiliate may not use unsolicited commercial email, spam, search engine spam, or other illegal or unethical means by which to generate referral commissions.
The Affiliate may also not purchase the Product through their link for personal use and receive a commission on that sale.
All customer information collected during the Promotion shall be owned by the Promoter and it is at the sole discretion of the Promoter whether or not the customer information will be shared with the Affiliate.
When link shortening services are used to convert the Affiliate link, it may disrupt the tracking and impact Affiliate commissions due to improper tracking. Only use the shortened URLs provided in your admin panel, or test the shortened URL before proceeding to use in promotions. Healthful Pursuit will not be able to go back and sift through sales to determine which the Affiliate referred.
The Affiliate will receive a commission of 50%* on all digital products excluding Happy Keto Body, and 30%* for Happy Keto Body, for every sale that is directly referred by the Affiliate to the Promoter’s Site through the Affiliate’s unique link or cookie.
During the promotion period, the Healthful Pursuit Inc. team and the technical staff will monitor sales and the system very closely to ensure everything is working properly. Therefore, all reports in your Affiliate Portal are final. If they do not show up in our system as your sale, you will not get credit for the sale.
In order to avoid a mistake of this nature, make sure you are absolutely clear in your promotional material, those customers you are referring to the product must use your special link to purchase.
Affiliate commissions are counted and final numbers are deemed final at the sole discretion and decision of the Promoter. Promoter also reserves the right to change the dates of the commission payout. Payouts will be made on a net 45-day schedule on the 15th of every month.
Commission will be paid out to the Affiliate by the Promoter via Paypal the month following the transaction. A minimum of $50USD in sales must be met before payout is made. If monthly payout is less than $50USD, the balance will be transferred to the following month until payout balance is equal or greater than $50. Affiliate commissions will not be paid based on any sales or amounts that are attributed to spam, credit card fraud, or returned Product. If a sale is canceled or refunded for any reason, any paid commission will be deducted from the amount owed to the Affiliate and any subsequent payment. Affiliate will not be paid a commission on sales or orders that are in delinquent status. If payments for delinquent customers are received within 90 days, the Affiliate will be paid their commission. However, if delinquent payments are not received within 90 days after the start of the Program, the Affiliate will not be paid a commission on that sale.
The Promoter is NOT responsible for the Affiliate using or maintaining their Affiliate links and only sales tracked through the Promoter’s system will count towards the Affiliate’s commissions. All sales and commission numbers are tallied by the Promoter and all final sales and commission numbers are at the sole discretion of the Promoter.
While the Promoter makes every reasonable effort to accurately track and pay commissions for all Affiliate sales, the Promoter is not responsible, nor under any circumstances will be held liable, for any technical difficulties, outside events, actions by other Affiliate, or other uncontrollable events that may disrupt or interfere with Promoter’s ability to track sales or pay commissions.
Under no circumstances will Promoter be held liable for any incidental, indirect, or consequential damages, or any loss of revenue or profit that results from the Affiliate’s participation in this program.
*Exact dollar amount of your commission will not be 60% of the purchase price. Processors take their fees, and then your commission is calculated on the profit left after hard costs are covered. Payments are made via PayPal with the cost of processing the transaction covered in the commission amount.
As stipulated by FTC law, the Promoter makes no guarantees that the Affiliate will receive earnings and the Promoter offers no professional legal or financial advice.
The Affiliate agrees to abide by all Federal Trade Commission Guidelines and the U.S. Federal Can-SPAM Act.
As an Affiliate you are agreeing NOT to send any unsolicited email to any party in promotion of any of our products. Should an Affiliate be caught spamming, they will be removed from the Affiliate program altogether, and any commissions or pending commissions will be canceled and/or forfeited.
Spam is defined as emailing or posting to anyone who has not requested information via email or a website. This also includes “spamming search engines” with links.
The Affiliate may not use ANY copyright, trademark, service mark, or general branding of the Promoter without full disclosure and permission of the Promoter.
Affiliate may not:
a) frame the Affiliate’s website to look like the Promoter’s website or to utilize the Promoter’s branding in any way that would confuse customers or the general public as to who is hosting or promoting such a website;
b) take any action that could reasonably cause any customer confusion as to Affiliate’s relationship with Promoter, or as to the site on which any functions or transactions (e.g., search, order, browse, and so on) are occurring;
c) read, intercept, record, redirect, interpret, or fill in the contents of any electronic form or other materials submitted to Promoter by any person or entity;
e) seek to purchase or register any domains or other identifiers that include variations on the trade or service marks or names of the Promoter intended to approximate misspellings or typographical mistakes of same or which otherwise would constitute typo or domain squatting, including variations thereof for use in any search engine, portal, sponsored advertising service or other search or referral service unless otherwise agreed to by the Promoter. Promoter may cancel the Affiliate participation in this program, withhold or cancel commissions, or take any other action at its sole discretion should the Affiliate carry out any of the behavior above or fail to operate with integrity or within the guidelines of the FTC;
d) seek to purchase or register any keywords, search terms or other identifiers related to the trademarks of the Promoter or the trade or service marks or names of Promoter’s primary competitors, including misspellings or variations thereof for use in any search engine, portal, sponsored advertising service or other search or referral service unless otherwise agreed to by the Promoter.
Nothing in this Agreement shall be deemed to create a partnership, joint venture, agency relationship, or employment relationship between Promoter and the Affiliate. Under no circumstances will Promoter be held liable for any actions or results of the Affiliate.
Affiliate is participating in the Affiliate program as a fully independent entity and is responsible for any and all federal, state, local, and/or foreign income taxes and self-employment taxes, and any and all other federal, state, and local licenses, fees or taxes, or sales tax, including withholding taxes, social security taxes, and public liability and workman’s compensation insurance.
The Affiliate hereby agrees not to copy, alter, share, use, duplicate, distribute, or adapt any of the Promoter’s confidential information which is not directly provided or approved by the Promoter, or any confidential information – disclosed or otherwise – that comes into its possession under or in relation to this Agreement.
Confidential information includes, but is not limited to, the following types of private information and other proprietary information of a similar nature regarding the Promoter’s business:
Sales figures, software passwords, Promoter list size, list contents, ideas, stories, activities, curriculum, event format, presentation materials, presentation content, inventions, financial information, business plans, business processes, marketing plans, marketing strategies, marketing copy, financial projections, customer lists, customer financial information, personal information of executives, sponsorship strategies, relationships with other vendors, media delivery concepts and systems, including, but not limited to, web-based delivery systems, technical data, software designs, drawings, specifications, models, source code, object code, documentation, diagrams, flow charts, and other similar information that is proprietary to and confidential information of the Promoter.
The Affiliate shall not disclose the terms of this Agreement to any third party other than to the Affiliate’s employees and agents who (a) have a need to have access to such information (b) agree in writing to comply with the confidentiality provisions of this Agreement.
This Agreement imposes no obligation of confidentiality on the Affiliate with regard to any portion of Promoter’s confidential information (a) that is part of the public domain at the time of disclosure; or (b) that becomes part of the public domain after the Promotion without any unauthorized act by or omission of the Affiliate; or (c) if Affiliate can demonstrate by written records that he/she had independently developed knowledge of such confidential information prior to the date of disclosure; or (d) if permission to use or disclose said confidential information is first obtained by Affiliate in writing from Promoter; or (e) if Affiliate is required by law, regulation, rule, act, or order of any court or other government authority or agency to disclose such confidential information.
In general, Affiliate may not disclose any financial, personal, or business information about the Promoter or its executives without permission from the Promoter. Such disclosure is grounds for legal action, equitable relief, and termination of this Agreement.
The Affiliate agrees to indemnify and hold harmless Healthful Pursuit Inc. from and against any and all losses, claims, damages, liabilities, costs, and expenses (including, but not limited to, reasonable attorney fees) which the Affiliate may be subject to or incur in connection with the Promotion to be rendered, except those claims that are judicially determined to have resulted from Promoter’s gross negligence or willful misconduct.
The relationship between the Parties may be terminated by either party on 30 days written notice prior to termination. Upon termination, it is understood that the Confidentiality and Indemnification clauses above will remain in effect for perpetuity.
If any provision or covenant, or part thereof, of this Agreement should be held by any court or other legitimate tribunal with appropriate jurisdiction to be invalid, illegal or unenforceable, either in whole or in part, such invalidity, illegality or unenforceability shall not affect the validity, legality or enforceability of the remaining provisions or covenants, or any part thereof, of this Agreement, all of which shall remain in full force and effect.
Any notice, direction or other communication given regarding the matters contemplated by this Agreement must be in writing and sent and addressed: info [at] healthfulpursuit [dot] com