TERMS & CONDITIONS

Updated January 2018

  1. Informed Consent

    Introduction

    The Habit Program (the “Program”) is a nutrition and diet recommendation platform provided by Habit, LLC (“Habit”) and offered through this website (the “Website”) and a mobile application (the “Mobile App”). The Program utilizes nutrition-related blood and genetic test results provided by a third-party laboratory, and body measurements, physical activity levels, dietary goals, and eating pattern information to deliver nutrition and diet recommendations, coaching, fresh meals, and nutrition products that are tailored to your personal health, needs and goals. These Terms and Conditions apply to any use (i.e., through the Website or the Mobile App) of the Program.

    By clicking your acceptance to these Terms and Conditions, you have chosen to use the Program services and have given your informed consent to have your biological samples tested for nutrition-related blood and, if applicable, genetic markers. All participant requests for certain tests will be reviewed and ordered by a licensed physician. The results of your tests and the recommendations will be available to you online in the form of the Program service.

    Voluntary participation

    Your use of the Program service is voluntary. It is your choice whether to participate or not. You may cancel the service at any time. If for any reason you believe that your use is anything but voluntary, please terminate all use of the service.

    Procedures and protocol

    As part of the Program registration process, we will collect some information from you. The information collected will include general contact information, age, gender, and general health information, such as information about your diet, lifestyle, taste preferences, your physical activity levels, and other important details about yourself.

    As part of the Program, you will collect (or in the case of 3rd party integration, you will have already collected) blood and saliva samples that will be provided to and tested by a third-party laboratory and tested for a number of vitamins, minerals, metabolites (biomarkers), and genes that inform your nutritional status and well-being. Some of your results may be reviewed by a licensed physician. Your nutritional profile will be analyzed using the proprietary algorithms that are part of the Habit system (the “System”), which are used to generate personalized nutrition information and recommendations. These recommendations will then be available online. In the event that your blood indicates a potential medical problem requiring prompt medical attention, you will be notified and advised to contact your doctor.

    Risks and discomforts

    Although the risks and discomforts associated with the finger pricks are very low, you might be at risk for excessive bleeding, fainting or feeling light-headed, hematoma (blood accumulating under the skin), or infection (a slight risk any time the skin is broken).  You may also feel minor pain from the lancet device used to collect blood from the tip of your finger.  While the possibility of this happening is low, you should still be aware of the possibility.

    Part of the testing process includes consumption of the Habit Challenge® Shake which is a sweet tasting mixed macronutrient beverage nutritionally equivalent to a large American beverage. The Habit Challenge® Shake is designed to be a metabolic challenge.  This requires an adequate energy load and an appropriate amount and type of key macronutrients to see changes in biomarkers needed to make our Program recommendations.  There is risk that consumption of the beverage could lead to an upset stomach or other gastrointestinal issues. While the possibility of this happening is low, you should still be aware of the possibility. Consumers who've undergone bariatric surgery, or have a specific condition or anatomical abnormality that may impact digestion of sugar and fat, should consult with their physician prior to consumption of the beverage.

    If you feel unwell or ill at any time during the testing process, you should not continue with the test and if necessary, seek medical help immediately

    Habit, or the licensed physician who reviews your results, may advise you to have a follow-up visit with your doctor after reviewing the results of your blood test.  As a result, you may learn about health conditions and problems or potential health risks that you were not aware of before your participation in the Program services. You may experience stress, anxiety, or emotional or physical discomfort when you learn about health problems or potential health problems.

    In addition, you could have a disease or condition even though your test results are in the normal range.  You could have test results outside the normal range and still not have a disease or condition.  Results outside the normal range, though, could lead to additional cost or discomfort if your physician orders follow-up tests.

    Disclosure of certain information collected through the questions that are part of the Program registration process may make you feel uncomfortable. There may also be additional risks to participation in the Program that are currently unforeseeable.

    Recommendations regarding diet provided to you may or may not be beneficial to you and may cause or exacerbate certain medical problems.  You are following these recommendations at your own risk.  Diet recommendations may be given to which you may be allergic or sensitive to.  For example, a “hero food” that is recommended may be a tree nut due to its nutritional value. If you have a known allergy or sensitivity do not follow that recommendation.

    If you feel unwell or ill after recommendations are provided or during any follow-up period, you should seek medical help immediately and discontinue Program recommendations.

    Additional scope

    We may incorporate different or additional technologies to collect or test data in the future. We may, at our sole discretion, choose to have your samples reprocessed by the third-party laboratory or other laboratory using any such different or additional technologies. However, your purchase of enrollment in the Program does not automatically include any such different or additional technologies, and we reserve the right to charge you additional fees in order to process your sample using any such different or additional technologies. You may also need to submit a new blood sample or other biological specimen for processing on such different or additional technologies.

    Cost

    You are paying for the Program services with your personal funds and any third-party payers will not pay for or reimburse you for these costs. Habit will not submit any information provided by you for reimbursement or payment from private insurance carriers, Medicare, Medicaid, or any other third-party payers.

    Benefits

    If you participate in the Program services, you may or may not experience health benefits or other benefits. Potential benefits may include an improved health and nutritional profile, a better understanding of nutrition and health, and improved physical fitness.

    Confidentiality

    The information that we collect as part of the Program services will be kept confidential and will only be identified by an anonymous number. Information about you that will be collected will be secure and nobody but Habit's qualified staff, authorized partners (such as the third-party laboratories), and our subcontractors and agents that assist in providing the Program services will be able to see it. Except as set forth in this paragraph and in Habit's Privacy Policy (which you may read by following this link), Habit will not share your personal information without your written consent.

    Right to refuse or withdraw

    You do not have to take part in the Program service if you do not wish to do so. You may also stop participating at any time you choose. Participation in the Program is entirely your choice.

    Indemnification

    You agree to indemnify, defend, and hold harmless Habit, LLC, its licensors, suppliers, and their respective directors, officers, employees, agents, affiliates, successors and assigns, from and against any and all claims, damages, losses, costs (including reasonable attorneys' fees) and other expenses that arise from your participation in the Program services.

    Who to contact

    You may contact us at the following email at support@habit.com any time.

  2. Terms of Service

    Habit, LLC (herein referred to as “Habit,” “we,” “us” or “our”) provides and makes available this website (the “Website”) and any related services (each a “Service,” and, collectively, the “Services”) pursuant to this Terms of Service Agreement (the “Terms”). By clicking your acceptance of the Terms, and by accessing, browsing, or otherwise using the Website or any Services, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to and accept these Terms, you shall not access, browse or use the Website.

    We reserve the right to make changes to these Terms at any time. Please check back from time to time to ensure you are aware of any updates or changes. Your use of the Website indicates your acceptance of all terms.

    No medical advice

    The contents of our website, including any nutrition and diet recommendation plan or other reports generated by the Services (collectively, “Your Report”) and any other information, data, analyses, editorial content, images, audio and video clips, hyperlinks, and references (collectively, “Content”), are for informational purposes only and are not intended to substitute for professional medical advice, diagnosis, or treatment nor are they intended to be interpreted as a recommendation for a particular treatment plan. THE WEBSITE DOES NOT OFFER MEDICAL ADVICE AND NOTHING CONTAINED IN THE CONTENT IS INTENDED TO CONSTITUTE PROFESSIONAL ADVICE FOR MEDICAL DIAGNOSIS OR TREATMENT OR TO ADVOCATE OR RECOMMEND THE PURCHASE OR SELECTION OF ANY PRODUCT OR SERVICE. NEITHER THE WEBSITE NOR THE SERVICES ARE A MEDICAL PROGRAM AND ARE NOT INTENDED FOR THE DIAGNOSIS OR TREATMENT OF ANY MEDICAL CONDITION. IF YOU SUSPECT THAT YOU MAY HAVE A MEDICAL CONDITION, CONSULT YOUR PHYSICIAN. You should seek the advice of your physician or other qualified healthcare provider if you have questions regarding any medical or psychiatric condition or if you are experiencing any symptoms of, or believe you may have, any medical or psychiatric condition, regardless of any information contained within Your Report. You should not ignore professional medical advice or delay in seeking it because of any information provided to you in Your Report or any other Content. Furthermore, you should not interpret Your Report or third-party laboratory test results 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 that has been prescribed for you by your physician or other qualified health provider.

    PLEASE CALL YOUR DOCTOR OR 911 IMMEDIATELY IF YOU THINK YOU MAY HAVE A MEDICAL OR PSYCHIATRIC EMERGENCY.

    Your account

    You will be required to create a user account with Habit (“Your Account”) in order to access certain portions of our Website, purchase the Services, and obtain Habit Program information. You represent and warrant that the information you provide is accurate and complete and that you will promptly update Your Account if any of the information changes. We reserve the right to terminate your use of our Website or the Services if any information provided by you is inaccurate or incomplete. You will be prompted to create a username and password for Your Account. You are solely responsible for keeping your password confidential and for all uses of our website and the services with Your Account. You must immediately notify Habit of any unauthorized use of Your Account. We may refuse to grant you a username or password that is already in use, impersonates someone else, is or may be illegal, is or may be protected by trademark or other proprietary rights, is vulgar or otherwise offensive, or may cause confusion, as determined by us in our sole discretion.

    This Website is for use by users who are eighteen (18) years of age or older. Users under the age of eighteen (18) are not permitted to use the Website. By using the Website, you also represent and warrant that you are eighteen (18) years of age or older and that you will not use our Website or the Services for any purpose that is unlawful, unethical, or in violation of these Terms.

    Charges and billing

    You must provide a valid credit card number when you order a Habit product or service.  You represent and warrant that you are authorized to use such credit card, and you agree to pay all charges incurred using Your Account.  You agree that we may pass your credit card information and related personally identifiable information to our designated service provider(s) for their use in charging you for the Services ordered by you.  All charges are exclusive of sales and other taxes and you are responsible for payment of any applicable taxes (other than taxes on Habit income).  We reserve the right to accept or reject orders for any reason. Price and availability of any Service are subject to change without notice (unless you have purchased an ongoing subscription to a Habit product or service, in which case the subscription price paid by you for such service shall apply during the term of such subscription).

    Credits and Refunds

    If you are not satisfied with the Program, please contact our customer service team at support@habit.com with 5 days of receiving your nutrition recommendations. Depending on the circumstances, we may provide you a full or partial credit or refund of the purchase price. If a refund is provided, your access to the Program on an ongoing basis will be terminated. Habit kits have an expiration date. Refunds will not be provided after the expiration date of your kit. Please contact our customer service team at support@habit.com or consult Habit’s Frequently Asked Question if you have any questions.

    Limitations on your use of the Website

    You agree not to:

    • Take any action that imposes an unreasonable load on the Website's infrastructure;
    • Use any device, software or routine to interfere or attempt to interfere with the proper working of the Website or any activity being conducted on the Website;
    • Attempt to decipher, decompile, disassemble, or reverse-engineer any of the software comprising or making up the Website;
    • Delete or alter any material posted on the Website by Habit or any other person or entity; or
    • Frame or link to any of the materials or information available on the Website.

    You are prohibited from using this Website to post or transmit any unlawful, threatening, libelous, defamatory, obscene, scandalous, inflammatory, pornographic, or profane material, or any material that could constitute or encourage unlawful conduct. Habit may from time to time monitor or review material transmitted or posted using this Website and reserves the right to delete any material Habit deems inappropriate. Habit is under no obligation to do so and assumes no responsibility or liability arising from any material transmitted or posted using this Website.

    User participation

    Habit encourages user participation on this Website, such as by sharing information with other users regarding your participation in the Program. However, Habit reserves the right to not post user content or remove user content that is inappropriate. This includes materials that:

    • Contain obscenities, discriminatory language, or other language not suitable for a public forum;
    • Include advertisements, “spam” content, or references to other companies, offers, or websites;
    • May be fraudulent, deceptive, or misleading;
    • Violate copyright, trademark, or other intellectual property rights of another;
    • Violate any law or regulation; or
    • Are offensive or otherwise unacceptable to Habit.

    User submissions

    By submitting any content to this Website, you represent and warrant that:

    • You are the sole author and owner of the intellectual property rights in the content;
    • All “moral rights” that you may have in such content have been voluntarily waived by you;
    • All content that you post is accurate;
    • You are at least 18 years old; and
    • Use of the content you supply does not violate these Terms of Use and will not cause injury to any person or entity.

    You further agree and warrant that you shall not submit any content:

    • That is known by you to be false, inaccurate or misleading;
    • That infringes any third party's copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy;
    • That violates any law, statute, ordinance or regulation (including, but not limited to, those governing export control, consumer protection, unfair competition, anti-discrimination or false advertising);
    • That is, or may reasonably be considered to be, defamatory, libelous, hateful, racially or religiously biased or offensive, unlawfully threatening, or unlawfully harassing to any individual, partnership or corporation;
    • For which you were compensated or granted any consideration by any third party;
    • That includes any information that references other websites, addresses, email addresses, contact information or phone numbers; or
    • That contains any computer viruses, worms, or other potentially damaging computer programs or files.

    You further agree that:

    • For any content that you submit, you grant Habit a perpetual, irrevocable, royalty-free, transferable right and license to use, copy, modify, delete in its entirety, adapt, publish, translate, create derivative works from and/or sell and/or distribute such content and/or incorporate such content for any purpose (including for commercial or marketing purposes) and into any form, medium or technology throughout the world without compensation to you.
    • All content that you submit may be used at Habit's sole discretion.

    Limitations on the scope of our Services

    Habit currently provides services in English only.

    Ownership and use of Content

    The Website is owned and operated by Habit and the Content and the Services and any intellectual property and other rights relating thereto are and will remain with Habit, its licensors and suppliers, as applicable. The Content and the Services are protected by U.S. and international copyright, trademark, and other laws. Habit grants you a non-exclusive, non-transferable, revocable, limited license to receive the Habit Program Services you purchase from Habit, and to view and print one or more copies of a Habit nutritional report and any other Content obtained by you from our Website, for your noncommercial personal use only, provided that you do not remove or obscure any copyright notice, trademark notice, or other proprietary rights notice displayed on or in conjunction with the Content. You may distribute copies of Habit Program reports to your physician and anyone else of your choosing. You may not use any Content obtained from our Website in any other manner or for any other purpose without the prior written permission of Habit. Our licensors and suppliers may impose additional restrictions on the Content they provide to Habit; in the event of any conflict between such third-party restrictions and these Terms, such third-party restrictions shall govern. All rights not expressly granted herein are expressly reserved to Habit, its licensors and suppliers. By using our Website or any Services, you agree not to remove any copyright, trademark or other proprietary rights notice contained in or on the Content, Website or any Services, or “frame” or “mirror” any part of our Website without prior written consent from Habit.

    Trademark notices

    All trademarks, service marks, and logos used on our Website, whether registered or unregistered, are owned by Habit, its licensors, suppliers and others. You may not use or display any trademarks, service marks, logos, or designs used on our Website without prior written consent from the rightful owner(s).

    Accuracy and integrity of information

    While we strive to keep the Content accurate, complete, and up-to-date, Habit cannot and does not guarantee the accuracy, completeness, or timeliness of your Habit Program report or any other Content, whether provided by our licensors, our suppliers, or us. It is possible that the Content may include typographical errors, inaccuracies, or other errors, and that unauthorized additions, deletions, and alterations could be made to the Content by third parties. In the event that an inaccuracy arises, please inform us so that it can be corrected. Information contained within your Habit Program report or other Content may be changed or updated by Habit without notice. Any opinions, advice, statements, or other information expressed or made available by third parties via our Website are those of the respective third party and not necessarily those of Habit. THE CONTENT IS PROVIDED WITH THE UNDERSTANDING THAT NEITHER HABIT NOR ITS LICENSORS OR SUPPLIERS ARE ENGAGED IN RENDERING MEDICAL, LEGAL, OR OTHER PROFESSIONAL SERVICES OR ADVICE. THE CONTENT IS INTENDED SOLELY FOR YOUR INFORMATIONAL PURPOSES AND IS NOT INTENDED AS MEDICAL ADVICE, OR TO BE USED FOR MEDICAL DIAGNOSIS OR TREATMENT, FOR ANY INDIVIDUAL PROBLEM. IT IS ALSO NOT INTENDED AS A SUBSTITUTE FOR PROFESSIONAL ADVICE AND SERVICES FROM A QUALIFIED HEALTHCARE PROVIDER FAMILIAR WITH YOUR UNIQUE FACTS.

    Modification or suspension of our Website

    Habit may at any time modify, discontinue, or suspend its operation of, or restrict access to, our Website or the Services, or any part thereof, temporarily or permanently, without notice to you.

    Third party websites

    The Website may contain information about, links to or advertisements for websites operated by other parties (the “Third Party Websites”). In addition, emails sent to users of this Website may contain information about, links to, or advertisements for, Third Party Websites. The information provided about, links to, and advertisements concerning Third Party Websites are provided for your convenience only. We do not control such Third Party Websites and we are not responsible for the content and performance of these Third Party Websites or for any transactions you may choose to conduct with the operators of any Third Party Websites. Habit is not responsible for the content of linked Third Party Websites, sites framed within the Website, or third-party advertisements on the Website or in emails sent from this Website, and Habit does not make any representations regarding their content or accuracy. Your use of Third Party Websites is at your own risk and subject to the terms and conditions of use of such sites. You acknowledge that Habit, LLC shall have no liability for any damage or loss arising from your access to, use of or reliance on any third party site, software, data, or other information.

    United States only

    Unless otherwise specified, this Website and material provided on this Website are solely for promoting products, programs, and business operations within the United States.

    Software and other materials from this Website may be subject to export controls imposed by the United States and may not be downloaded or otherwise exported to a) any country to which the United States has embargoed goods or services, b) anyone on the United States Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Deny Orders. Habit prohibits your downloading or exporting of software or other material from this Website in violation of U.S. Export Laws and the laws of your resident country. By downloading software or other material from this Website, you represent and warrant that you are able to do so in full compliance with the laws of the United States and your resident country.

    No warranty

    OUR SITE, THE SERVICES, YOUR HABIT PROGRAM REPORT, AND OTHER CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND YOU USE THEM AT YOUR OWN RISK. HABIT EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. HABIT DOES NOT MAKE ANY WARRANTY THAT OUR SITE, THE SERVICES, YOUR REPORT OR OTHER CONTENT WILL MEET YOUR REQUIREMENTS, OR THAT ACCESS TO THEM WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, OR THAT DEFECTS, IF ANY, WILL BE CORRECTED. HABIT MAKES NO WARRANTIES AS TO THE ACCURACY, QUALITY, OR RELIABILITY OF OUR SITE, THE SERVICES, YOUR REPORT OR OTHER CONTENT, OR ANY RESULTS THAT MAY BE OBTAINED FROM THEIR USE. You may also have other rights under applicable law, which vary from state to state. In the event that applicable law imposes implied warranties notwithstanding the foregoing, such implied warranties: (i) shall not have a duration greater than one year from the relevant purchase or first access date (whichever comes first); (ii) shall terminate automatically at the end of such period; and (iii) shall be disclaimed and excluded to the fullest extent permitted by law.

    Limitation of liability

    HABIT ASSUMES NO RESPONSIBILITY FOR ANY CONSEQUENCE RELATING DIRECTLY OR INDIRECTLY TO ANY ACTION OR INACTION YOU TAKE BASED ON OUR SITE, THE HABIT SERVICES, YOUR HABIT REPORT, OR OTHER CONTENT. YOU MUST EVALUATE AND BEAR ALL RISKS ASSOCIATED WITH THEIR USE, INCLUDING ANY RELIANCE ON THEIR ACCURACY, COMPLETENESS OR USEFULNESS. IN NO EVENT WILL HABIT, ITS LICENSORS OR SUPPLIERS BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, (1) ANY LOSS OF USE, LOSS OF PROFITS, LOSS OF DATA, COST OF PROCUREMENT OF SUBSTITUTE PRODUCTS OR SERVICES, OR ANY OTHER SUCH DAMAGES, HOWSOEVER CAUSED, AND ON ANY THEORY OF LIABILITY, WHETHER FOR BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), OR OTHERWISE RESULTING FROM THE USE OF, OR THE INABILITY TO USE OUR SITE, THE SERVICES, YOUR REPORT, OR OTHER CONTENT; (2) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR HABIT DATA, YOUR HABIT REPORT, OTHER CONTENT OR ANY COMMUNICATIONS BETWEEN YOU AND HABIT OR OUR WEBSITE; (3) LOSS OF OR DAMAGE TO YOUR BLOOD SAMPLE; (4) THE STATEMENTS OR CONDUCT OF YOU OR ANY OTHER USER ON OUR WEBSITE; OR (5) ANY OTHER MATTER RELATING TO OUR SITE OR THE SERVICES. THESE LIMITATIONS WILL APPLY WHETHER OR NOT HABIT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. Some states may not allow the exclusion or limitation of incidental or consequential damages, so the above may not apply to you.

    Indemnification

    You agree to indemnify, defend, and hold harmless Habit, its licensors, suppliers, and their respective directors, officers, employees, agents, affiliates, successors, and assigns, from and against any and all claims, damages, losses, costs (including reasonable attorneys' fees), and other expenses that arise from your use of our Website, the Services, Your Habit report or other Content, from your breach of these Terms, or from any data or communications you submit, post or transmit to or through our Website. You agree to cooperate as reasonably required in the defense of any such claim. Habit reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification under this section and, in any event, you agree not to settle any such matter without the prior written consent of Habit.

    Dispute resolution

    Any controversy or claim between the parties or arising out of these Terms or any use of the Website or the Services shall be determined by one disinterested arbitrator in binding arbitration pursuant to the Commercial Arbitration Rules and the Supplementary Procedures for Online Arbitration of the American Arbitration Association (the “AAA”). The arbitration shall be experienced in agreements for information technology services, either as an attorney or as an information technology professional. If the parties fail to appoint an arbitrator within forty-five (45) days of the institution of the arbitration, the AA shall select the arbitrator promptly thereafter. Any requests for accelerated, emergency, or preliminary relief shall be submitted pursuant to the AAA's Optional Rules for Emergency Measures of Protection. If any such requests are made before an arbitration panel is empanelled, the AAA shall appoint one disinterested arbitrator as an arbitration panel to immediately hear and decide such request. The arbitration panel shall have the right to grant interim awards. Testimony shall be permitted by telephone, video conference and other forms of real-time communications. If the arbitrator requires in-person hearings, the hearings shall be held in Oakland, California. The arbitral award will be final and binding, and may be entered and enforced in any court of competent jurisdiction.

    Waiver of jury trials and class actions

    BY ENTERING INTO THESE TERMS, YOU AND HABIT ACKNOWLEDGE AND AGREE TO WAIVE CERTAIN RIGHTS TO RECEIVE A JURY TRIAL OR TO PARTICIPATE AS A PLAINTIFF OR AS A CLASS MEMBER IN ANY CLAIM ON A CLASS OR CONSOLIDATED BASIS OR IN A REPRESENTATIVE CAPACITY.

    Notice and procedure for making claims of intellectual property infringement

    If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have otherwise been violated, please provide the Habit copyright agent the written information specified below:

    • An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright, or other intellectual property interest;
    • A description of the copyrighted work or other intellectual property that you claim has been infringed;
    • A description of where the material that you claim is infringing is located on the Website;
    • Your address, telephone number, facsimile number, and email address;
    • A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or other intellectual property owner, its agent, or the law; and
    • A statement by you, under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or other intellectual property owner or are authorized to act on behalf of the copyright or other intellectual property owner.

    Notice of claimed copyright or other intellectual property infringement should be directed to:

    Email:

    CopyrightAgent@habit.com or

    Mail:

    Habit, LLC

    Attn: Copyright Agent

    Legal Department

    985 3rd Street, Oakland, CA 94607

    Applicable law

    This agreement and the resolution of any dispute related to these Terms, our Website, the Services, your Habit report, or any other Content shall be governed by and construed in accordance with the laws of the State of California, United States of America, without giving effect to that state's principles of conflicts of laws. The federal and state courts of the State of California shall have exclusive jurisdiction over all claims.

    General

    Certain provisions of these Terms may be superseded by expressly designated legal notices or terms located on particular pages within this Website. These Terms, together with any such other legal notices and terms on our website, our Privacy Policy, and any Habit Informed Consent that you have agreed to, constitute the entire agreement between Habit and you pertaining to the subject matter hereof. Habit may, at its sole discretion, periodically revise these Terms by updating this posting. You should periodically visit this page to review the current version of these Terms, so you are aware of any revisions to which you are bound. If any provision of these Terms is unenforceable, that provision shall be deemed severed from this agreement and shall not affect the validity and enforceability of the remaining provisions.

  3. Coaching Services Terms & Conditions

    Please read these Coaching Terms & Conditions of Service (“Terms & Conditions”) carefully. The term “Services” shall refer to “Paid Coaching Services” ( defined below). Unless otherwise indicated, these Terms & Conditions apply to your (i) use of and/or access to the habit.com website and/or other websites (collectively “Website”) which are owned or operated by Habit, LLC. or its affiliates (collectively, “Habit”, “we,” “us” or “our”), including any portions thereof available only to subscribers; and (ii) your use of and/or access to any content or information and other online or SMS/mobile-enabled technology, digital tools and other services, programs and products provided by us (together with the Website, collectively, the “Services”).

    Agreement and Acknowledgement

    • User Agreement: By using the Website or Services, you agree to these Terms & Conditions and agree to be legally bound and to abide by the abide by the terms, conditions, and notices contained or referenced herein.
    • Modification of Terms: Habit may change these Terms & Conditions at any time and without prior notice. All such changes to the Terms & Conditions will be posted on the Website, and by using the Website or Services after the posting of any changes you agree to accept any changes.. If Habit determines in its sole discretion that you have in any way breached these Terms & Conditions, Habit reserves the right to block your access, delete your account (if any), and/or otherwise block any and all current or future use of the Website or the other Services by you.
    • Modification of Services: In our sole discretion and without a prior notice requirement , we may discontinue, modify or alter any aspect of the Services provided to you, including, but not limited to, (i) restricting the time the Services are available, (ii) restricting the amount of use permitted, (iii) restricting or terminating any user’s right to use the Services and (iv) changing any feature or functionality provided by the Services.
    • Mobile Services: When you opt-in to Habit mobile SMS Services, we will send you an SMS message to confirm your signup.
      To stop receiving messages: You may respond STOP, STOPALL, UNSUBSCRIBE, CANCEL, END, and QUIT to stop all messages from our service provider.
      If you want to join the texting service again after cancelling: please contact support@habit.com or send START, YES or UNSTOP to the texting number available on your program page.
      To receive more information:You may respond HELP and INFO for more information on commands to control the delivery of messages.
      MESSAGE AND DATA RATES MAY APPLY: We are able to deliver messages to all major mobile phone carriers. As always, message and data rates may apply for any messages sent to you from us and to us from you. You may receive up to 10 messages daily. If you have any questions about your text plan or data plan, it is best to contact your wireless provider. For all questions about the services, you can send an email to support@habit.com.
      You are responsible for all charges and fees associated with connecting to and using the Website and/or SMS service, including without limitation all telephone access lines (including mobile data and data roaming charges, when applicable), telephone and/or internet service provider fees, telephone and computer equipment, sales taxes and any other fees and charges necessary to access our Website and/or SMS service.

    Consent to Receive Email/Phone Communications

    As a condition of using our app and participating in our Services, you will be required to provide Habit with your email address and mobile phone number as part of registration. As part of the Services, you will receive from us email and other communications (e.g., SMS messages, voice calls and push notifications) relating to your use of our Site, the Mobile App and/or your participation in our Services. By disclosing this contact information or otherwise participating in the Services or sending electronic communications through the Services, including the Site or the Mobile App, you acknowledge and agree that we may send you communications through registered mail, email and other electronic communications, SMS messages, voice calls, push notifications or otherwise, that we determine, in our sole discretion, are related to your use of or participation in our Services. Your consent to receive electronic notices, disclosures and communications includes (i) any notice, record or other type of communication or information that is provided to you in connection with your application, registration or enrollment in the Services, (ii) all communications and disclosures relating to your use of or participation in the Services and (iii) all communications and disclosures relating to the Services that we are required by law or these Terms & Conditions to provide to you. Any electronic communications that we send you will be deemed to have been provided on the date that we deliver the electronic communication to you.

    Paid Coaching Services

    Our Services consist of paid products with differing functionality based on the subscription level (“Paid Coaching Service”). Paid Coaching Service typically requires a fee, which is either paid (i) by the user Paid Coaching Service or (ii) by a third party on behalf of the user (“Business Premium Service”). If you are not a Paid Coaching Service user, you may be precluded from using certain portions, components, content, features, or resources of our Services.

    Paid coaching includes text-based communication based on program curriculum of a defined length as well as direct texting with a Habit nutrition coach during that same period.

    Cancelling or Modifying Phone-based coaching sessions: any phone sessions included in a Paid Coaching Service program must be scheduled at least 24 hours in advance. Although we will make every effort to accommodate your preferences, scheduling visits will be on a first-come basis and will be subject to our team members’ availability.

    There is a 24-hour cancellation policy for all appointments with a Habit nutrition coach in order to not lose a scheduled session. Canceling within 24-hours will cause the session to be used.

    No-shows: If you do not show up to a scheduled phone session (or answer the phone within 5 minutes) without changing the appointment using the online scheduling tool, your session will be used.

    We cannot guarantee that we will have sufficient availability for you to schedule your sessions within the program period. If you have trouble scheduling a convenient visit contact us at support@habit.com and we will do our best to resolve the issue in a mutually satisfactory way.

    All Paid Coaching Services will be based on:

    SMS / Text-based Communications

    As part of the Habit coaching programs, you will be provided with a number where you can communicate with your coach via text an unrestricted number of times. Coaches are generally available weekdays from 6am to 6pm PST. Coaches may take up to 24 hours to respond to your inquiry. After your program has completed, your texts will not be read or responded to.

    FEES, AUTORENEWAL, CANCELLATIONS & REFUND POLICIES

    If you are a subscriber to our Paid Coaching Service, you further agree as follows:

    • Agreement to Pay. Personal Paid Coaching Service. If you are a Paid Coaching Service User, you will be responsible for the fixed and subscription charges you selected at the time of purchase. Applicable taxes, and other charges and fees incurred in order to access the Paid Coaching Services may also apply.
    • Auto-Renewal. You subscription may renew automatically for up to three months, or the duration selected at the time of your purchase. Until you cancel, we will charge or debit your payment method at the beginning of your subscription. If your credit or debit account has been closed or your payment method is otherwise invalid, your subscription may not renew and your subscription will be automatically terminated. The renewal charge will generally be the same as the prior period’s charge (excluding any shipping costs), unless we notify you in advance at the time of sign up or prior to support@habit.com the beginning of the renewal period as described above.
    • Cancellation of Coaching Service Subscription. You can cancel your subscription for Coaching Services at any time by contacting Customer Support at support@habit.com We will attempt to process all cancellation requests within 72 hours after we receive your request. We reserve the right to collect the full price cost of the nutrition test kit, fees, surcharges, or additional costs incurred before your cancellation takes effect. If you terminate your paid subscription for Paid Coaching Service, your subscription will remain active until the end of your then-current subscription period.

Feedback

We welcome feedback, comments, and suggestions for improvements to our Services (“Feedback”). You can submit Feedback by emailing us at support@habit.com. You grant to us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sublicensable, and transferable license under any and all intellectual property rights in the Feedback that you provide to use, copy, modify, and create derivative works based upon the Feedback.