EWYN WEIGHT LOSS STUDIOS CLIENT AGREEMENT & REFUND / CANCELLATION POLICY

PLEASE CAREFULLY READ THE FOLLOWING TERMS AND CONDITIONS RELATING TO YOUR USE OF OUR ONLINE WEIGHT MANAGEMENT PROGRAMS. YOU SHOULD ALSO PRINT A COPY OF THIS AGREEMENT FOR YOUR RECORDS.

By using one of our Online Weight Loss, Nutrition or Weight Management Programs (collectively, our “Health Programs”), you agree to the terms and conditions set forth in this Agreement (the “Agreement”).

HEALTH PRECAUTIONS

You should be aware that neither Ewyn Studios International Inc nor Ewyn Weight Loss Studios intends to create any physician-patient relationship or be a substitute for any in-person medical consultation or examination. Although subscribers to our Health Programs will receive coaching, you should seek the advice of a trained health professional with questions you may have regarding a medical condition before seeking any weight loss advice. You should always consult a physician before starting a fitness program or changing your diet. Not all diet or exercise programs are suitable for everyone. You should seek proper medical advice for any ailments. Those resources and information are best utilized by healthy individuals. Our Health Coaches do not diagnose, treat or cure medical conditions and our counselling services are not intended to replace medical consultations.

1. Your Use of this Online Weight Loss Program

Unless otherwise specified, we grant you a non-exclusive, non-transferable, limited right to access to our Health Programs that you use, for your personal, non-commercial use, provided that you comply fully with the provisions of this Agreement. You agree not to assign, transfer or sublicense your rights as a client or user of this our Health Programs. You agree to be financially responsible for all usage or activity of Health Programs used by you. In becoming a online user of our Health Program, you represent and warrant that you are at least 18 years of age and either a Canadian citizen or resident with a valid Canadian mailing address.

By agreeing to the terms and conditions of this Agreement online, you agree to be legally bound and to abide by this Agreement, just as if you had signed this Agreement in person. If you do not comply with the terms and conditions of this Agreement at any time, we reserve the right to cancel any part of our Health Programs. In our sole discretion and without prior notice or liability, we may discontinue, modify or alter any aspect of our Health Programs, including, but not limited to, restricting the time the Health Programs are available, If you do not comply with the terms and conditions of this Agreement and our Terms of Use, you agree that we may immediately deactivate our Health Programs.

Further, you agree that we shall not be liable to you or any third-party for any termination to our Weight Loss Programs, except for a refund of any fees or charges prepaid by you with respect to our Health Programs without penalty in accordance with Section 3 of this Agreement.

2. Use Of Health Programs

As a user of one of our Health Programs, you agree as follows:

A. You are responsible for obtaining and maintaining all Internet connections, computer hardware and other equipment needed for access to and use of the Online Weight Loss Program

B. For purposes of your use of our Weight Loss Programs, you agree to provide us with duly executed releases, true, accurate and complete information including your legal name, address, telephone number, email address and applicable billing information (e.g., credit card number and expiration date), in accordance with our Privacy Policy. You agree to maintain and promptly update your personal or billing information, or any other information you provide to us, and to ensure its accuracy. Without limiting any other provision of this Agreement, if you provide any information that is untrue, inaccurate, or incomplete, or we have reasonable grounds to suspect that such is the case, we reserve the right to suspend or terminate your service.

C. If you terminate your Service Agreement prior to the end of the applicable period, you agree that all fees and charges assessed by us are non-refundable. Non-refundable fees include the Registration Fee, if any.

3. Refunds and Cancellation of Your Services

If you cancel your Agreement within ten (10) days, we will refund any payment within fifteen (15) days less any services or goods you have already received as follows:

– Weight Loss Meal Plan/Online Weight Loss Program (Any location): $150

– Materials (printing, courier, administration): $49

– Telephone/Video Conference Consultation with Health Coach: Included

– Follow up and plan adjustments as often as needed by phone, email, Video Conferencing: Included

You do not need to give Ewyn Weight Loss Studios any reason for cancellation during the ten (10) day period.

You may cancel your Agreement at any time after ten (10) days.

If you cancel your Agreement after ten (10) days, a $50 cancellation fee will apply, and we will refund any remaining amount due within fifteen (15) days, less the $50 cancellation fee and any services or goods you have already received as indicated above.

HOW TO CANCEL YOUR SERVICE

You can cancel your service by sending an email to your local studio at which you purchased the program.

Upon cancellation, we will assess the services used by you and deduct the cost of those services from any amount(s) paid by you. The net amount, if any, will be remitted back to you with a full accounting.

We will attempt to process all cancellation requests within 72 hours after we receive your request.

We reserve the right to collect fees, surcharges, or costs incurred before your cancellation takes effect. Certain charges may apply. An early cancellation fee of $50 may apply if you are cancelling after 10 days.

Upon receipt of your refund and accounting documentation, you have 3 options:

(i)  Accept the refund and do nothing else. Your file will remain closed.
(ii)  Contact Ewyn Weight Loss Studios to revoke your cancellation request and resume services.

4. Availability of Health Programs

The availability and use of our Health Programs may be limited based on criteria as we may establish from time to time. You understand and agree we may disallow you from signing onto our Health Programs or may terminate your use of our Health Programs at any time based on these criteria. Examples of such criteria include local laws, breach or risk of security issues, health issues, factors limiting our ability to provide an adequate level of service, and ability to accept payment and settle accounts.

5. Privacy and Security

We are committed to protecting your privacy and security. For more information, you should review our Privacy Policy, which is available on our website.

6. DISCLAIMERS OF CONDITIONS AND WARRANTIES

PLEASE NOTE THE FOLLOWING IMPORTANT DISCLAIMERS OF CONDITIONS AND WARRANTIES:

THE INFORMATION, PRODUCTS, OFFERINGS, CONTENT AND MATERIALS (INCLUDING, WITHOUT LIMITATION, THE HEALTH PROGRAMS) ARE PROVIDED “AS IS,” “AS AVAILABLE” AND WITH “ALL FAULTS” AND WITHOUT CONDITIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW. WE DISCLAIM ALL CONDITIONS AND WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE OR IMPLIED CONDITIONS OR WARRANTIES OF MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, COMPATIBILITY, SECURITY, ACCURACY OR NON-INFRINGEMENT.

NEITHER EWYN STUDIOS INTERNATIONAL INC, ANY OF OUR AFFILIATES, NOR ANY OF OUR OR THEIR RESPECTIVE LICENSORS, LICENSEES, SERVICE PROVIDERS OR SUPPLIERS WARRANT THAT THIS WEBSITE OR ANY FUNCTION CONTAINED IN THIS WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS WEBSITE OR THE SERVERS THAT MAKE THIS WEBSITE AVAILABLE ARE FREE OF VIRUSES, INTERFERENCE, HACKING, OTHER SECURITY INTRUSIONS, DAMAGE, OR OTHER HARMFUL COMPONENTS. THE INFORMATION AND SERVICES MAY CONTAIN BUGS, ERRORS, PROBLEMS OR OTHER DEFECTS. WE AND OUR AFFILIATES HAVE NO LIABILITY WHATSOEVER FOR YOUR USE OF OR INABILITY TO USE ANY INFORMATION OR SERVICES.

ANY PRODUCT, OFFERING, CONTENT AND MATERIAL (INCLUDING, WITHOUT LIMITATION,

THE HEALTH PROGRAMS OBTAINED THROUGH THE USE OF THIS ONLINE WEIGHT MANAGEMENT PROGRAM) IS DONE AT YOUR SOLE RISK.

NEITHER EWYN STUDIOS INTERNATIONAL INC, ANY OF OUR AFFILIATES, NOR ANY OF OUR OR THEIR RESPECTIVE LICENSORS, LICENSEES, SERVICE PROVIDERS OR SUPPLIERS WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE PRODUCTS, OFFERINGS, CONTENT AND MATERIALS (INCLUDING, WITHOUT LIMITATION, THE HEALTH PROGRAMS) IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE.

FURTHER, PLEASE NOTE THAT NO ADVICE OR INFORMATION, OBTAINED BY YOU FROM OUR PERSONNEL OR THROUGH THIS HEALTH RESOURCE CENTRE SHALL CREATE ANY CONDITION OR WARRANTY NOT EXPRESSLY PROVIDED FOR IN THIS AGREEMENT.

7. LIMITATION OF LIABILITY

YOU EXPRESSLY UNDERSTAND AND AGREE THAT WE AND OUR AFFILIATES SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR ANY OTHER DAMAGES WHATSOEVER, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING OUT OF, OR RESULTING FROM, (A) THE USE OR THE INABILITY TO USE OUR HEALTH PROGRAMS); (B) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OUR STUDIOS.  IF YOU ARE DISSATISFIED WITH ANY PORTION OF OUR HEALTH PROGRAMS, OR WITH ANY OF THE PROVISIONS OF THIS AGREEMENT, YOUR SOLE AND EXCLUSIVE REMEDY IS THE DISCONTINUATION OF YOUR USE OF THIS HEALTH PROGRAM.  EWYN WEIGHT LOSS STUDIOS IS NOT LIABLE FOR ANY PERSONAL INJURY, INCLUDING DEATH, CAUSED BY YOUR USE OR MISUSE OF THIS CONTENT. THE DISCLAIMERS SET FORTH ABOVE AND THIS LIMITATION OF LIABILITY AND DAMAGES ARE FUNDAMENTAL TO THE BASIS OF THE ARRANGEMENT BETWEEN EWYN WEIGHT LOSS STUDIOS AND YOU. THE HEALTH PROGRAMS WOULD NOT BE AVAILABLE TO YOU WITHOUT SUCH DISCLAIMERS AND LIMITATION OF LIABILITY AND DAMAGES.

The exclusion of certain warranties and the limitation of certain liabilities is prohibited by legislation in some jurisdictions. Such legislative limitations may apply to you.

All users including both staff and clients do hereby expressly agree not to hold Ewyn Weight Loss Studios or Ewyn Studios International Inc’s officers, directors, investors, subsidiaries, agents, assignees, representatives, advertisers, marketing partners, licensors, independent contractors, recruiters, corporate partners, or employees liable for any instruction, advice or services delivered which originated through Ewyn Weight Loss Studios and/or Ewyn Studios International Inc. Ewyn Studios International Inc. expressly disclaims any liability whatsoever for any damage, suits, claims, and/or controversies that have arisen or may arise, whether known or unknown there from.

IF ANY PORTION OF THIS LIMITATION OF LIABILITY IS FOUND TO BE INVALID, LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.

8. INDEMNIFICATION

YOU AGREE TO INDEMNIFY, HOLD HARMLESS AND DEFEND EWYN STUDIOS INTERNATIONAL INC. AND EWYN WEIGHT LOSS STUDIOS, AND ALL OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, AGENTS AND REPRESENTATIVES, FROM AND AGAINST ANY AND ALL LIABILITIES, LOSSES, EXPENSES, DAMAGES AND COSTS (INCLUDING, BUT NOT LIMITED TO, REASONABLE LEGAL FEES AND EXPENSES) ARISING FROM YOUR USE OF OUR PRODUCTS OR OFFERINGS (INCLUDING, WITHOUT LIMITATION, THE HEALTH PROGRAMS), YOUR VIOLATION OF THIS AGREEMENT, OR YOUR INFRINGEMENT, OR THE INFRINGEMENT OR USE BY ANY OTHER USER OF YOUR ACCOUNT, OF ANY INTELLECTUAL PROPERTY OR OTHER RIGHT OF ANY PERSON OR ENTITY. WE RESERVE THE RIGHT TO TAKE OVER THE EXCLUSIVE DEFENCE OF ANY CLAIM FOR WHICH WE ARE ENTITLED TO INDEMNIFICATION UNDER THIS SECTION 10. IN SUCH EVENT, YOU AGREE TO PROVIDE US WITH SUCH COOPERATION AS IS REASONABLY REQUESTED BY US. YOU FURTHER AGREE TO INDEMNIFY EWYN STUDIOS AND THE EWYN STUDIOS PARTIES FROM ALL SUITS, DAMAGES, COSTS AND LIABILITIES WHATSOEVER ARISING FROM ANY TRANSACTIONS IN WHICH YOU ENGAGE USING PRODUCTS OR SERVICES OBTAINED FROM OR THROUGH OUR STUDIOS, INCLUDING BUT NOT LIMITED TO THE HEALTH PROGRAMS.

9. Governing Law, Arbitration and Choice of Forum

This Agreement shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, excluding its conflicts of law rules.

Any dispute arising from or relating to the subject matter of this Agreement shall be finally settled by arbitration in Toronto, Ontario, using the English language in accordance with the procedures set forth in the Arbitration Act, 1991 (Ontario), as amended, by one commercial arbitrator (the “Arbitrator”) with substantial experience in resolving intellectual property and commercial contract disputes. The Arbitrator shall be appointed by a Judge of the Ontario Superior Court of Justice sitting in the Judicial District of Toronto Region, upon the application of any of the said parties and a Judge of the Ontario Superior Court of Justice sitting in the Judicial District of Toronto Region shall be entitled to act as such Arbitrator, if he so desires. The arbitration shall be held in the City of Toronto. The procedure to be followed shall be agreed by the parties or, in default of agreement, determined by the Arbitrator. The prevailing party in any arbitration or other proceeding arising under this Agreement shall be entitled to receive reimbursement of its reasonable expenses (including reasonable attorneys’ fees, expert witness fees and all other expenses) incurred in connection therewith. Judgment upon the award so rendered may be entered in a court having jurisdiction or application may be made to such court for judicial acceptance of any award and an order of enforcement, as the case may be.

Notwithstanding the foregoing, each party shall have the right to institute an action in a court of proper jurisdiction for injunctive or other equitable relief pending a final decision by the arbitrator. For all purposes of this Agreement, the parties consent to exclusive jurisdiction and venue in the courts of Toronto, Ontario, or the Federal Courts of Canada, as applicable.

10. No Class or Consolidated Actions

The parties agree that neither will have the right to participate as a representative or member of any class of claimants pertaining to a claim subject to arbitration under this agreement. The parties further agree that neither will have the right to consolidate claims subject to arbitration under this agreement.

11. Statute of Limitations

You and Ewyn Studios agree that regardless of any statute, rule or regulation to the contrary, any claim or cause of action against the other arising out of or relating to this Agreement or your use of Ewyn’s Weight Loss Programs must be filed within two years after such claim or cause of action arose.

12. Contact Information

Our registered head office address is Ewyn Studios International Inc., 446 Lyndoch Street Unit 100B, Corunna, ON N0N 1G0. We can also be reached as follows: Telephone: 519-813-9283; and email: [email protected]

13. Miscellaneous Terms

In any action against us arising from the use of our Health Programs, the prevailing party shall be entitled to recover all legal expenses incurred in connection with the action, including but not limited to its costs, both taxable and non-taxable, and reasonable attorney’s fees.

If any provision of these terms shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this Agreement and shall not affect the validity and enforceability of any remaining provisions. This Agreement, together with the Terms of Use, Financing Terms (if any), the Privacy Policy and any Additional Terms, and the Payment Plan and Instalment Agreement are the entire agreement between you and us relating to the subject matter herein. In the event of any conflict between this Agreement and the Terms of Use, or the Financing Agreement, this Agreement shall prevail.

We may assign our rights and obligations under this Agreement. This Agreement will enure to the benefit of our successors, assigns and licensees. The failure of either party to insist upon or enforce the strict performance of the other party with respect to any provision of this Agreement, or to exercise any right under this Agreement, will not be construed as a waiver or relinquishment to any extent of such party’s right to assert or rely upon any such provision or right in that or any other instance; rather, the same will be and will remain in full force and effect.

14. Choice of Language

The parties hereto confirm that it is their wish that this Agreement, as well as other documents relating hereto including notices, have been and shall be drawn up in the English language only. Les parties confirment que le présent contrat et tout autre document qui s’y rapporte, y compris les avis, ont été et doivent être rédigés dans la langue anglaise seulement.

15. Copyright Complaints

We respect the intellectual property of others, and we ask our users to do the same. We may, in appropriate circumstances and in our discretion, terminate the rights of any user to use our Website (or any part thereof) if that user infringes the intellectual property rights of others. If you believe that your work has been copied in a way that constitutes copyright infringement or are aware of someone doing so, please contact us by email: [email protected]