TERMS & CONDITIONS
Last updated September 10, 2020
Terms. PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USING THIS WEBSITE (THE "WEBSITE") AND/OR OUR MOBILE DEVICE APPLICATION (THE “APP). THESE TERMS OF USE (THE "TERMS OF USE") GOVERN YOUR ACCESS TO AND USE OF THE WEBSITE (COLLECTIVELY THE “SERVICES”), WHICH ARE AVAILABLE FOR YOUR USE ONLY ON THE CONDITION THAT YOU AGREE TO THE TERMS OF USE SET FORTH BELOW. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF USE, DO NOT ACCESS OR USE THE SERVICES. BY ACCESSING OR USING THE SERVICES, YOU AND THE ENTITY YOU ARE AUTHORIZED TO REPRESENT ("YOU" OR "YOUR") SIGNIFY YOUR AGREEMENT TO BE BOUND BY THE TERMS OF USE.The Services are provided by NuCell Regenerative Health, LLC. (“NuCell”) and by accessing and using the Services, you (“User”) are agreeing to be bound by these Terms and Conditions of Use, all applicable laws and regulations, and agree that you are responsible for compliance with any applicable local laws. If you don’t agree to be bound by these Terms, do not use the Services.
Modifications. We may revise and update these Terms of Use at any time. If we do so, we’ll let you know either by posting the modified Terms on the Website or through other communications. Your continued usage of the Services after any changes to these Terms of Use will mean you accept those changes. If you don’t agree to be bound by the modified Terms, then you may not use the Services anymore. Any aspect of the Services may be changed, supplemented, deleted or updated without notice at our sole discretion. We may also change or impose fees for products and services provided through the Website at any time in our sole discretion. Because our Services are evolving over time we may change or discontinue all or any part of the Services, at any time and without notice, at our sole discretion.
Using the Services. You may use the Services only if you are 10 years or older. To make a purchase via the Services, you must be 18-years-old or older and capable of forming a binding contract.If you want to use certain features of the Services you’ll have to create an account (“Account”). You can do this via the Website.It’s important that you provide us with accurate, complete and up-to-date information for your Account and you agree to update such information, as needed, to keep it accurate, complete and up-to-date. If you don’t, we might have to suspend or terminate your Account. You agree that you won’t disclose your Account password to anyone and you’ll notify us immediately of any unauthorized use of your Account. You’re responsible for all activities that occur under your Account, whether or not you know about them. Not all activities described on the Services or Products are suitable for everyone. Do not use the Services while driving, operating heavy machinery, or performing other tasks that require attention and concentration. You understand and agree that you are solely responsible for your use of the Services.
Purchases. When you buy a NuCell Service, we may ask you to supply additional information relevant to your Transaction, such as your credit card number, the expiration date of your credit card and your address(es) for billing and delivery (such information, “Payment Information”). You represent and warrant that you have the legal right to use all payment method(s) represented by any such Payment Information. The amounts due and payable by you for a Transaction through the Services will be presented to you before you place your order. If you choose to initiate a Transaction via the Services, you authorize us to provide your Payment Information to third party service providers so we can complete your Transaction. You’ll receive a confirmation email after we confirm the payment for your order. All payments made are non-refundable and non-transferable except as expressly provided in these Terms.If you have any concerns or objections regarding charges, you agree to raise them with us first and you agree not to cancel or reject any credit card or third party payment processing charges unless you have made a reasonable attempt at resolving the matter directly with NuCell.NuCell reserves the right to not process or to cancel your Service in certain circumstances, for example, if your credit card is declined, if we suspect the request or order is fraudulent, or in other circumstances NuCell deems appropriate in its sole discretion. NuCell also reserves the right, in its sole discretion, to take steps to verify your identity in connection with your order. You may need to provide additional information to verify your identity before completing your Transaction (such information is included within the definition of Payment Information). NuCell will either not charge you or refund the charges for orders that we do not process or cancel.
Changes to Prices for Services. NuCell reserves the right to change its pricing terms for Subscriptions at any time and NuCell will notify you in advance of such changes becoming effective. Changes to the pricing terms will not apply retroactively and will only apply for Service renewals after such changed pricing terms have been communicated to you. If you do not agree with the changes to NuCell’s pricing terms then you may choose not to renew your Services.
Prohibitions
You agree not to do any of the following:Post, upload, publish, submit or transmit any Content that: (i) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any person or entity; or (vii) promotes illegal or harmful activities or substances;
Use, display, mirror or frame the Services, or any individual element within the Services, NuCell’s name, any NuCell trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without NuCell’s express written consent;
Access, tamper with, or use non-public areas of the Services, NuCell’s computer systems, or the technical delivery systems of NuCell’s providers;
Attempt to probe, scan, or test the vulnerability of any NuCell system or network or breach any security or authentication measures;
Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by NuCell or any of NuCell’s providers or any other third party (including another user) to protect the Services;
Attempt to access or search the Services or download Collective Content from the Services through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by NuCell or other generally available third party web browsers;
Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation;
Use any meta tags or other hidden text or metadata utilizing a NuCell trademark, logo URL or product name without NuCell’s express written consent;
Use the Services for any commercial purpose or the benefit of any third party or in any manner not permitted by these Terms;
Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Services to send altered, deceptive or false source-identifying information;
Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services;
Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Services;
Collect or store any personally identifiable information from the Services from other users of the Services without their express permission;
Impersonate or misrepresent your affiliation with any person or entity;
Violate any applicable law or regulation; or
Encourage or enable any other individual to do any of the foregoing.
Although we’re not obligated to monitor access to or use of the Services or Content or to review or edit any Content, we have the right to do so for the purpose of operating the Services, to ensure compliance with these Terms, and to comply with applicable law or other legal requirements. We reserve the right, but are not obligated, to remove or disable access to any Content, at any time and without notice, including, but not limited to, if we, at our sole discretion, consider any Content to be objectionable or in violation of these Terms. We have the right to investigate violations of these Terms or conduct that affects the Services. We may also consult and cooperate with law enforcement authorities to prosecute users who violate the law.
Warranties and Disclaimers. We provide our Services using a commercially reasonable level of skill and care and we hope that you will enjoy using them. But there are certain things that we don’t promise about our Services.OTHER THAN AS EXPRESSLY SET OUT IN THESE TERMS OR ADDITIONAL TERMS, NEITHER NuCell NOR ITS SUPPLIERS OR DISTRIBUTORS MAKE ANY SPECIFIC PROMISES ABOUT OUR SERVICES. FOR EXAMPLE, WE DON’T MAKE ANY COMMITMENTS ABOUT THE CONTENT WITHIN OUR SERVICES, THE SPECIFIC FUNCTION OF OUR SERVICES, OR THEIR RELIABILITY, AVAILABILITY, OR ABILITY TO MEET YOUR NEEDS. WE PROVIDE OUR SERVICES “AS IS.”SOME JURISDICTIONS PROVIDE FOR CERTAIN WARRANTIES, LIKE THE IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF INTELLECTUAL PROPERTY OR OTHER VIOLATION OF RIGHTS. TO THE EXTENT PERMITTED BY LAW, WE EXCLUDE ALL WARRANTIES.
Liability for our Services. WHEN PERMITTED BY LAW, NuCell, AND NuCell’S SUPPLIERS AND DISTRIBUTORS, WILL NOT BE RESPONSIBLE FOR LOST PROFITS, REVENUES, OR DATA, FINANCIAL LOSSES OR INDIRECT, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES.TO THE EXTENT PERMITTED BY LAW, THE TOTAL LIABILITY OF NuCell, AND ITS SUPPLIERS AND DISTRIBUTORS, FOR ANY CLAIM UNDER THESE TERMS, INCLUDING FOR ANY IMPLIED WARRANTIES, IS LIMITED TO THE AMOUNT, IF ANY, YOU PAID US TO USE THE SERVICES (OR, IF WE CHOOSE, TO SUPPLYING YOU OUR SERVICES AGAIN).IN ALL CASES, NuCell, AND ITS SUPPLIERS AND DISTRIBUTORS, WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE THAT IS NOT REASONABLY FORESEEABLE.
Revisions and Errata. The materials appearing on NuCell’s web site could include technical, typographical, or photographic errors. NuCell does not warrant that any of the materials on its web site are accurate, complete, or current. NuCell may make changes to the materials contained on its web site at any time without notice. NuCell does not, however, make any commitment to update the materials.
Governing Law. Any claim relating to or arising under or in connection with NuCell’s website shall be governed by the laws of the State of Pennsylvania, without regard to its conflict of law provisions.
Arbitration. In the event that NuCell has not been able to resolve a dispute it has with User after attempting to do so informally, both User and NuCell agree to resolve any claim, dispute, or controversy (excluding any NuCell claims for injunctive or other equitable relief) arising out of or in connection with or relating to these Terms and Conditions of Use, or the breach or alleged breach thereof (collectively, “Claims”), by binding arbitration by the American Arbitration Association (“AAA”) in the city of Montgomery County, Pennsylvania, under the commercial rules then in effect for the AAA, except as provided herein. The award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys’ fees and reasonable costs for expert and other witnesses, and any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section shall be deemed as preventing NuCell from seeking injunctive or other equitable relief from the courts as necessary to protect any of NuCell’s proprietary interests. ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. USER AGREES THAT, BY ENTERING INTO THESE TERMS AND CONDITIONS OF USE, USER AND NuCell ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
Copyright Policy. The Digital Millennium Copyright Act (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law.If User believes in good faith that materials on the NuCell site infringe User’s copyright, User (or User’s agent) may send us a notice requesting that the material be removed, or access to it blocked.The notice must include the following information: (a) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (b) identification of the copyrighted work claimed to have been infringed (or if multiple copyrighted works located on the Site are covered by a single notification, a representative list of such works); (c) identification of the material that is claimed to be infringing or the subject of infringing activity, and information reasonably sufficient to allow NuCell to locate the material on the site; (d) the name, address, telephone number, and email address (if available) of the complaining party; (e) a statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (f) a statement that the information in the notification is accurate and, under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. Notices and counter-notices should be sent to:
NuCell Regenerative Health, LLC.
632 Montgomery Ave.
Narbeth, PA 19072
mamici@nucellregen.comNuCell
Waiver, Severability & Assignment. NuCell’s failure to enforce a provision is not a waiver of its right to do so later. If a provision is found unenforceable, then the remaining provisions of these Terms and Conditions of Use will remain in full effect and an enforceable term will be substituted reflecting our intent as closely as possible. User may not assign any of User’s rights under these Terms and Conditions of Use, and any such attempt will be void. NuCell may assign its rights to any of its affiliates or subsidiaries, or to any successor in interest of any business associated with the Services.
General Terms. These Terms constitute the entire and exclusive understanding and agreement between NuCell and you regarding the Services, Products and Content, and these Terms supersede and replace any and all prior oral or written understandings or agreements between NuCell and you regarding the Services, Products and Content. If any provision of these Terms is held invalid or unenforceable (either by an arbitrator appointed pursuant to the terms of the “Arbitration” section above or by court of competent jurisdiction, but only if you timely opt out of arbitration by sending us an Arbitration Opt-out Notice in accordance with the terms set forth above), that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.You may not assign or transfer these Terms, by operation of law or otherwise, without NuCell’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. NuCell may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.Any notices or other communications provided by NuCell under these Terms, including those regarding modifications to these Terms, will be given: (i) by NuCell via email; or (ii) by posting to the Services. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.NuCell’s failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of NuCell. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.
Contact Information
If you have any questions about these Terms or the Services or Products, please contact NuCell at mamici@nucellregen.com.