Terms For Alchemize Your Vibe Participation

and all other programs, courses and coaching.

TERMS & CONDITIONS

Last Updated: August 25, 2026

These Terms & Conditions (“Terms”) govern your purchase and use of services, programs, sessions, courses, digital products, materials, and other offerings provided by Holding Water LLC, a New York limited liability company (“Holding Water,” “Company,” “we,” “us,” or “our”).

“Nikki White” refers to Nicole “Nikki” White, owner of Holding Water LLC.

By purchasing, enrolling in, accessing, or participating in any Holding Water offering (“Offering” or “Services”), you (“Client,” “Participant,” “you,” or “your”) acknowledge that you have read, understood, and agreed to these Terms.

Any offer-specific terms presented to you on a sales page, checkout page, invoice, proposal, or separate written agreement are incorporated into these Terms. If an offer-specific term conflicts with these general Terms, the offer-specific term controls for that Offering.

1. SERVICES

Holding Water LLC provides advisory, educational, developmental, coaching, mentorship, consulting, and related services. Depending on the Offering you purchase, Services may include private conversations, individual or group calls, written or voice-message communication, educational materials, digital resources, courses, workshops, assessments, reflection exercises, or other forms of support described at the time of purchase.

The exact scope, duration, price, communication access, meeting schedule, and other details of a particular Offering will be described on the applicable sales page, checkout page, invoice, proposal, or written agreement.

You understand that the nature of this work is responsive and individualized. Holding Water may reasonably adjust the format, sequence, materials, exercises, or approach used within an Offering while preserving its overall nature and value.

Unless specifically included in the Offering you purchase, unlimited access to Nikki, immediate responses, emergency support, or communication outside the stated boundaries of the Offering are not included.

2. PROFESSIONAL SCOPE & MENTAL HEALTH DISCLAIMER

The Services provided by Nikki White and Holding Water LLC are advisory, educational, developmental, coaching, and/or consulting in nature.

Our conversations may include personal reflection and discussion of emotions, relationships, identity, patterns, beliefs, grief, business, decision-making, spirituality, life transitions, personal history, or other personal and professional matters. The presence of emotional or psychologically meaningful subject matter does not make these Services psychotherapy or mental health treatment.

Nikki White is not a licensed therapist, psychologist, psychiatrist, mental health counselor, physician, or other licensed mental health professional. Holding Water LLC does not provide psychotherapy, counseling, psychological treatment, psychiatric care, mental health diagnosis, or medical treatment.

You expressly acknowledge and agree that the Services are not a substitute for therapy, psychiatric care, crisis intervention, substance-use treatment, medical treatment, or other professional mental health care.

No therapist-client, psychologist-client, physician-patient, or other licensed healthcare relationship is created by your purchase of or participation in any Holding Water Offering.

You remain responsible for your own physical, mental, and emotional well-being and for determining when additional professional support is appropriate.

If mental health difficulties arise, intensify, or become apparent during our work together, you agree to seek appropriate care from a qualified, licensed mental health professional. You agree not to rely upon Nikki White or Holding Water LLC to diagnose, treat, manage, or resolve a mental health condition or crisis.

Holding Water may determine that a particular issue or situation falls outside the appropriate scope of our work. In that event, Nikki may recommend that you obtain support from a licensed or otherwise appropriately qualified professional and may pause, limit, or discontinue Services when reasonably necessary.

If you are experiencing a mental health or medical emergency, believe you may harm yourself or another person, or otherwise require immediate professional assistance, you should contact emergency services, a crisis resource, or an appropriate licensed healthcare or mental health professional. Holding Water LLC does not provide crisis services.

3. NO MEDICAL, LEGAL, OR FINANCIAL ADVICE

Holding Water LLC does not provide medical, psychiatric, legal, accounting, investment, tax, or other licensed professional advice.

Information or perspectives discussed during our work may touch upon health, money, business, relationships, spirituality, or other significant areas of your life. Such discussion is not a substitute for advice from an appropriately licensed professional.

You are responsible for obtaining professional advice where appropriate before making decisions requiring medical, legal, financial, tax, psychological, or other licensed expertise.

4. CLIENT RESPONSIBILITY

Our work is collaborative. Nikki may offer observations, interpretations, questions, perspectives, suggestions, possibilities, resources, or recommendations. You remain solely responsible for deciding what you do with them.

You understand that you are responsible for your own decisions, actions, business activities, relationships, finances, health, and life.

Participation in an Offering does not transfer responsibility for your choices or outcomes to Holding Water LLC.

You agree to communicate honestly about matters relevant to our work and to speak up when something does not feel appropriate, useful, clear, or within your capacity.

5. RESULTS & NO GUARANTEES

Holding Water LLC does not guarantee any particular personal, professional, financial, business, emotional, relational, spiritual, or other result from the Services.

Any examples, testimonials, client experiences, case studies, or descriptions of possible outcomes represent individual experiences and are not promises or guarantees of what you will experience.

Your results depend upon many factors outside Holding Water's control, including your circumstances, decisions, participation, implementation, resources, timing, and other individual factors.

Any statements Nikki makes about what may be possible are expressions of professional or personal perspective and are not guarantees of future results.

6. FEES & PAYMENT

The price and payment options for each Offering will be stated at the time of purchase.

By completing a purchase, you authorize Holding Water LLC and its third-party payment processor to charge your selected payment method according to the payment terms you choose.

Payment Plans

When you select a payment plan for a fixed-price Offering, the payment plan is a financing arrangement for the full purchase price, not a month-to-month subscription.

For example, if you purchase a three-month engagement for a total price payable in three installments, you are purchasing the entire engagement. The installments merely divide the total amount owed.

Unless expressly stated otherwise at checkout, withdrawing from, discontinuing, or choosing not to participate in a fixed-term Offering does not cancel your remaining payment obligation.

You agree to maintain a valid payment method and promptly resolve failed or declined payments.

Holding Water may pause Services or access to materials while an account is past due.

Automatic Renewal or Continuous Services

If an Offering automatically renews or continues until cancelled, its checkout page will clearly identify it as such and state the price, billing frequency, renewal or continuous-service terms, and cancellation method.

You will be charged according to the terms presented and affirmatively accepted when you enroll.

You may cancel an automatic-renewal or continuous-service Offering using the cancellation method provided at enrollment or by contacting Holding Water at the email address listed below, subject to any rights provided by applicable law.

Cancellation of an automatically renewing service stops future renewal charges but does not ordinarily create a refund for Services already provided or a billing period that has already begun, except where required by law or expressly stated otherwise.

7. CANCELLATIONS, REFUNDS & UNUSED SERVICES

Unless a different cancellation or refund policy is expressly stated for a particular Offering, all sales are final and payments are non-refundable once purchased.

This policy reflects the nature of Holding Water's work, including the reservation of capacity, preparation, intellectual property, access, and time associated with accepting an engagement.

Choosing not to use or fully participate in Services you purchased does not entitle you to a refund.

If you need to reschedule a private appointment, please provide as much notice as reasonably possible. Rescheduling is subject to availability and any offer-specific rescheduling policy presented at purchase.

Repeated cancellations, missed appointments, or failure to participate do not extend an Offering indefinitely unless Holding Water agrees otherwise in writing.

Nothing in these Terms limits any refund, cancellation, or other consumer right that cannot lawfully be waived.

8. COMMUNICATION & ACCESS

Some Offerings include communication between scheduled sessions through text, voice messages, messaging applications, email, or another platform.

The availability, frequency, boundaries, and expected response times for such communication are determined by the particular Offering purchased.

Unless expressly stated otherwise, between-session communication is intended as supportive access within the scope of the engagement and is not continuous, on-demand, emergency, or crisis support.

Holding Water may establish or adjust reasonable communication boundaries to preserve the quality and sustainability of the Services.

9. CONFIDENTIALITY

Holding Water treats information shared privately during the course of our work with care and discretion and will not intentionally disclose your private information to third parties except:

  • with your permission;

  • as reasonably necessary to operate the business or provide the Services, including through service providers subject to their own privacy and security obligations;

  • when required by law, court order, subpoena, or other legal process;

  • when reasonably necessary to protect the rights, safety, or property of Holding Water, Nikki White, you, or another person; or

  • as otherwise permitted or required by applicable law.

You understand that Holding Water LLC is not providing psychotherapy, legal services, or another profession carrying a legally recognized therapist-patient or attorney-client privilege. Therefore, communications with Nikki should not be assumed to carry a legally protected professional privilege.

Holding Water will nevertheless treat the privacy of your personal information seriously.

Group Programs

If you participate in a group Offering, you agree to respect the privacy of other participants.

You may not record, screenshot, reproduce, publish, share, or disclose another participant's personal story, identifying information, statements, images, or contributions outside the group without that person's permission.

Holding Water will ask participants to honor these confidentiality expectations but cannot guarantee the conduct of other participants and therefore cannot guarantee absolute confidentiality within a group setting.

10. RECORDINGS, TEACHING MATERIALS, TESTIMONIALS & PUBLIC USE

Holding Water LLC may record sessions, calls, classes, workshops, or other Services for internal business purposes, client access, documentation, and/or the development of educational materials. When a session or event is being recorded, you will be informed.

You understand and agree that Nikki White retains the right to use, develop, reproduce, teach, publish, and otherwise incorporate her own teachings, explanations, frameworks, methodologies, observations, concepts, and other original intellectual property expressed or developed during the course of your work together.

This includes the right to extract and reuse portions of session recordings in which Nikki is teaching or speaking for educational, training, course, program, or other business purposes, provided that Holding Water removes or reasonably excludes your name, image, voice, likeness, confidential personal information, and other information that would reasonably identify you.

Your participation in a session does not give you ownership of Nikki's teachings or intellectual property simply because those teachings arose within or were recorded during your session.

Holding Water will not publicly or commercially use your identifiable voice, image, likeness, name, private messages, personal story, testimonial, or identifiable contributions without obtaining any additional permission required by applicable law.

If a recording contains your voice, image, questions, story, or other identifiable participation that Holding Water wishes to retain in the material rather than remove, Holding Water will obtain appropriate permission before using that identifiable material publicly or commercially.

Nothing in this section transfers ownership of your own intellectual property, business materials, writing, ideas, or other original work to Holding Water LLC.

Holding Water may also discuss, teach from, or create material based upon generalized or anonymized themes, patterns, insights, methodologies, and professional observations arising through its work with clients, provided that such use does not reasonably identify you or disclose your confidential personal information.

11. INTELLECTUAL PROPERTY

Unless otherwise stated, all original materials provided by Holding Water LLC or Nikki White are owned by or licensed to Holding Water LLC and are protected by applicable intellectual property laws.

This includes, without limitation, written materials, frameworks, methodologies, exercises, recordings, videos, audio, course materials, worksheets, presentations, graphics, concepts expressed in proprietary materials, and other original content.

Your purchase grants you a limited, personal, non-exclusive, non-transferable license to use the materials provided to you for your own personal or internal business use.

You may not, without prior written permission:

  • reproduce or distribute Holding Water materials to others;

  • share paid materials or account access with another person;

  • resell or sublicense materials;

  • publish substantial portions of paid materials;

  • copy, adapt, or repackage Holding Water materials for sale or distribution as your own methodology, program, course, training, or product; or

  • use Holding Water's intellectual property in a manner that infringes the Company's legal rights.

You may, of course, use what you personally learn through our work in your own life and business. This provision is intended to protect Holding Water's actual intellectual property, not to claim ownership over your ideas, experiences, business, or personal development.

12. CLIENT MATERIALS

You retain ownership of materials, intellectual property, business information, writing, ideas, and other original content that you bring into the engagement.

Providing such material to Holding Water for purposes of our work does not transfer ownership to Holding Water.

You represent that you have the right to share materials you provide and that doing so does not knowingly violate another person's intellectual property, privacy, or other legal rights.

13. CONDUCT & TERMINATION BY HOLDING WATER

Holding Water LLC reserves the right to discontinue or limit Services when reasonably necessary, including in circumstances involving:

  • harassment, threats, bullying, discrimination, abuse, or materially disruptive conduct;

  • repeated violations of agreed communication or program boundaries;

  • misuse or unauthorized distribution of Holding Water intellectual property;

  • nonpayment;

  • conduct that materially harms Holding Water, Nikki White, another participant, or the integrity of a group;

  • circumstances that Holding Water reasonably determines have moved outside the appropriate scope of the Services; or

  • a material breach of these Terms.

Where appropriate, Holding Water will make reasonable efforts to communicate the issue before terminating Services.

If Services are terminated because of your material breach, harmful conduct, or nonpayment, amounts already paid are generally non-refundable and any remaining amounts owed for a fixed-price Offering remain due, to the extent permitted by law.

If Holding Water terminates an engagement for reasons unrelated to your conduct or breach and cannot provide material Services you have already paid for, Holding Water will provide an appropriate refund or credit for the material Services that will not be provided.

14. TECHNOLOGY & THIRD-PARTY SERVICES

Holding Water may use third-party platforms and service providers for payment processing, scheduling, video calls, messaging, course delivery, email, file storage, website hosting, or other business functions.

While reasonable care is taken in selecting and using these services, Holding Water does not control third-party platforms and cannot guarantee uninterrupted access, perfect security, or error-free operation.

Your use of a third-party platform may also be subject to that provider's own terms and privacy practices.

Holding Water will make reasonable efforts to address technological problems within its control but is not responsible for outages, failures, data loss, or other problems caused by third-party services outside its reasonable control.

15. ASSUMPTION OF RESPONSIBILITY

You acknowledge that personal and professional development can involve uncertainty, emotional discomfort, difficult realizations, changes in perspective, and consequential decisions.

You voluntarily choose to participate in the Services and accept responsibility for how you interpret, apply, or act upon information and experiences arising from the work.

To the fullest extent permitted by law, you assume responsibility for decisions and actions you independently choose to take as a result of your participation.

16. LIMITATION OF LIABILITY

To the fullest extent permitted by applicable law, Holding Water LLC and Nikki White will not be liable for indirect, incidental, special, exemplary, punitive, or consequential damages arising from or related to your purchase, participation in, or use of the Services.

This includes, without limitation, lost profits, lost business opportunities, lost income, business interruption, loss of data, or other consequential economic loss.

To the fullest extent permitted by law, the total aggregate liability of Holding Water LLC and Nikki White arising from or related to a particular Offering will not exceed the amount you actually paid to Holding Water LLC for that Offering during the twelve months preceding the event giving rise to the claim.

Nothing in these Terms excludes or limits liability that cannot lawfully be excluded or limited.

17. INDEMNIFICATION

To the fullest extent permitted by law, you agree to indemnify and hold harmless Holding Water LLC and Nikki White from third-party claims, liabilities, damages, and reasonable expenses arising directly from:

  • your unlawful use of the Services or materials;

  • your infringement of another person's intellectual property or other legal rights;

  • content or materials you provide that you did not have the right to provide; or

  • your material violation of these Terms.

This provision does not require you to indemnify Holding Water for claims resulting solely from Holding Water's own unlawful conduct.

18. FORCE MAJEURE

Holding Water LLC will not be liable for a failure or reasonable delay in performance caused by circumstances beyond its reasonable control, including serious illness, natural disaster, severe weather, fire, flood, epidemic or public-health emergency, government action, war, civil disturbance, widespread power or internet failure, failure of essential third-party technology, or similar events.

When such an event materially interferes with the Services, Holding Water will make reasonable efforts to communicate with affected clients and, where practical, reschedule or otherwise reasonably modify the affected Services.

19. WEBSITE & FREE CONTENT

Information provided on Holding Water's website, social media accounts, newsletters, podcasts, interviews, free resources, and other public channels is provided for general informational and educational purposes.

Public content does not create a client relationship and should not be relied upon as individualized professional advice.

Holding Water makes reasonable efforts to provide useful and accurate information but does not warrant that all public content will always be complete, current, error-free, or applicable to your individual circumstances.

20. DISPUTES

If a dispute arises relating to these Terms or the Services, you and Holding Water LLC agree to first make a good-faith effort to resolve the matter directly before initiating formal legal proceedings.

Either party may request that the dispute be submitted to mediation before litigation. Unless otherwise agreed, each party will be responsible for its own costs associated with informal negotiation or mediation.

Nothing in this provision prevents either party from seeking urgent injunctive relief where reasonably necessary to protect intellectual property, confidential information, safety, or other rights for which immediate relief may be appropriate.

21. GOVERNING LAW

These Terms and any dispute arising from or relating to them or the Services will be governed by the laws of the State of New York, without regard to conflict-of-law principles, except where applicable law requires otherwise.

Any legal action that is not otherwise required by law to be brought elsewhere will be brought in a court of competent jurisdiction in the State of New York.

22. CHANGES TO THESE TERMS

Holding Water LLC may update these Terms from time to time to reflect changes in the business, Services, technology, or applicable law.

The “Last Updated” date at the top of this page will indicate when these Terms were most recently revised.

Material changes will apply prospectively unless applicable law permits otherwise. Terms applicable to a specific purchase will not be retroactively changed in a manner that materially alters your payment obligation or other material rights without appropriate notice or consent where required.

23. SEVERABILITY

If any provision of these Terms is determined to be invalid or unenforceable, that provision will be limited or modified to the minimum extent necessary, and the remaining provisions will remain in full force and effect.

24. NO WAIVER

Holding Water's decision not to enforce a provision of these Terms on one occasion does not waive its right to enforce that provision or any other provision in the future.

25. ASSIGNMENT

You may not transfer or assign your purchase, participation rights, or obligations under these Terms to another person without Holding Water's written consent.

Holding Water may assign its rights and obligations in connection with a legitimate sale, restructuring, succession, or transfer of the business, subject to applicable law.

26. ENTIRE AGREEMENT

These Terms, together with the applicable sales page, checkout terms, invoice, proposal, privacy policy, and any separate written agreement expressly applicable to your purchase, constitute the agreement between you and Holding Water LLC concerning that Offering.

They supersede prior discussions or representations concerning the same subject matter, except for terms expressly agreed to in writing by both parties.

27. ELECTRONIC ACCEPTANCE

You agree that electronic acceptance of these Terms has the same force and effect as a physical signature.

Checking an acceptance box, completing a purchase after being presented with these Terms, electronically signing an agreement, or otherwise affirmatively accepting these Terms constitutes your agreement to be bound by them.

28. CONTACT

Questions regarding these Terms or your purchase may be directed to:

Holding Water LLC
Nicole “Nikki” White
New York, United States
hello@nikkiwhite.com

By purchasing or participating in a Holding Water LLC Offering, you acknowledge that you have had an opportunity to review these Terms and agree to them.

Terms and Conditions for Using the products of Nikki White or Ocean Rose Arts LLC

Overview:
Use of nikkiwhite.com, including all materials presented herein and all online services provided by Nikki White is subject to the following Terms and Conditions. These Terms and Conditions apply to all site visitors, customers, and all other users of the site. By using the Site or Service and/or ordering a product from the Site, you agree to these Terms and Conditions, without modification, and acknowledge reading them.
 
NOTICE: These​ ​Terms​ ​and​ ​Conditions​ ​of​ ​Use​ ​are​ ​legally​ ​binding.​ ​It​ ​is​ ​Your responsibility​ ​to​ ​read​ ​these​ ​Terms​ ​and​ ​Conditions​ ​of​ ​Use​ ​carefully​ ​prior​ ​to​ ​purchase, use,​ ​or​ ​access​ ​of​ ​any​ ​of​ ​Our​ ​products,​ ​including​ ​online​ ​courses.
 
GENERAL PROVISIONS
 
This website is owned and operated by nikkiwhite.com a California company. Our principal place of business is located at 3200 Park Center Drive C/O Moon Rabbit Costa Mesa, CA 92676.

You must be at least sixteen years of age to use Our website. Use of this website is at Your own risk. We host Our site on a reputable platform and take reasonable efforts to maintain and host the site. However, We make no explicit representations or warranties as to the safety of Your individual use of the website. The Terms and Conditions contained on this page are subject to change at any time.
 
TERMS​ ​OF​ ​SITE & COURSE ACCESS AND​ PRODUCT​ ​PURCHASER​ ​AGREEMENT
 
All programs, products, and services ​are owned and provided by nikkiwhite.com (“Company” or “We” or “Us” or “Our”). The term “You” or “Your” refers to any user or purchaser of said program(s), product(s) or service(s) (the “Offering”). These Terms and Conditions of Use govern and define how You are allowed to use and access Company’s Offering. We reserve the right to update and change these Terms and Conditions of Use at any time, and will update them accordingly with the ‘date last updated’ at the top of this page.
 
You are legally bound to these Terms and Conditions of Use whether or not You have read them. If You do not agree with any of Our Terms and Conditions of Use, please email Us at hello@nikkiwhite.com and We will make reasonable efforts to remove Your name, email, and access to Our Offering and website(s).
 
YOUR​ ​PRODUCT​ ​OR​ ​COURSE​ ​USE​ ​AND​ ​CONSENT
 
When You purchased Our Offering, You were given a reasonable notice that these Terms and Conditions of Use existed. By moving forward with Your purchase of the Offering and further access of the Offering, You implicitly agreed and continue to agree to abide by these Terms and Conditions of Use, as well as any disclaimers and privacy disclosures contained in these Terms and Conditions of Use.
 
You agree You are at least 18 years old or of age in Your applicable jurisdiction to access the Offering. Access of Our Offering and related materials by a minor is a violation of use, and We reserve the right to terminate Your access if such an issue is discovered.
 
INTELLECTUAL PROPERTY NOTICE
 
All images, text, designs, graphics, trademarks, and service marks are owned by and property of nikkiwhite.com, or the properly attributed party. It is a violation of federal law to use any of Our intellectual property in whole or in part, and modification of any materials contained on this site is illegal and may be prosecuted to the fullest extent permissible should We choose to do so, including asking for financial penalties (damages) and/or an injunction forcing You to stop using Our intellectual property immediately.
 
You may use Our intellectual property with clear and obvious credit back to Our site, as well as links back to the page where the materials, designs, images, text, quote, or post is located when it is appropriate to do so. However, You may never claim any of Our intellectual property as Your own or Your unique creation, even with attribution.
 
ONLINE COURSE INTELLECTUAL PROPERTY
 
LIMITED​ ​LICENSE
 
Any and all materials, paid or free, that You access on this or any related domains that contain Our Offering are under the sole ownership or licensed use of nikkiwhite.com
 
To be clear, We own Our page layout and design, overall look and appearance, individual graphics, icons, videos, logos, taglines, and trademarks (common law or federally registered). You are not allowed to reproduce any part of Our website(s), program(s), product(s), service materials, or related communications.
 
You are only receiving a limited, non-transferable, non-exclusive, revocable license for non-commercial use only in order to access any content or materials in the Offering You have paid for or opted to receive. If You exceed the scope of this license, as determined by a legal authority such as a court of law or the Trademark Trials and Appeals Board, You have committed infringement in a manner that materially harms Us, and We have the right to seek damages and/or an injunction to remedy the situation until We are made whole.
 
You​ ​may:
  • Access the Offering for Your personal use (if additional members of Your team need to access the Offering, You must purchase additional Offerings at one per each team, family or friend member). Sharing an account is stealing from me. Keep your karma clean.
  • Download and/or print any Offering materials for Your personal use in Your business (if additional members of Your team need to download and/or print any materials from the Offering, You must purchase additional Offerings at one per each team member).
  • Use Our trademarks and copyrighted materials with Our consent and proper credit and marking, namely, citing © com as the source of the materials and marking any federally registered trademarks with ® or common law trademarks with ™.
 
You​ ​may​ ​not:
  • Re-sell or trade Your access to the Offering.
  • Share the Offering with anyone else who has not yet purchased it or opted in to receive it.
  • Reprint or republish any of the Offering, in part or in whole.
  • Distribute any of the materials contained in the Offering or related materials and/or communications as Your own, otherwise known as stealing.
  • Reproduce and tweak any part or whole of the Offering for distribution as Your own work.
  • Claim ownership or use over any of Our intellectual property without Our prior consent, which includes (but is not limited to): copyrights such as course materials, worksheets, workbooks, lessons, videos, and more; trademarks such as names, logos, taglines, or other unique source identifiers; or trade dress including the look and feel of the Offering (and its related communications and materials).
  • Use Our Offering or any related materials and/or communications in an unlawful way or for any illegal or unlawful purpose(s).
  • Modify, transmit, participate in the transfer or sale of, reproduce or perform, or in any way exploit in any format whatsoever any of the content of this site, Instagram account or the Service, in whole or in part without our prior written consent.

 
REQUEST​ ​FOR​ ​PERMISSION​ ​TO​ ​USE​ ​CONTENT ​
 
If You wish to use, publish, or access any of Our content, Offering(s), or related materials, You must do so by requesting permission prior to commencing use of the same by emailing Us at hello@nikkiwhite.com
 
CIVIL​ ​AND​ ​CRIMINAL​ ​PENALTIES
 
Even though Our Offering is not necessarily something You can physically hold in Your hand and walk away with, it is nevertheless considered theft to steal, infringe, or otherwise violate these Terms and Conditions of Use. We reserve the right to prosecute infringers to the fullest extent allowed by criminal or civil statute in any jurisdiction allowed. You explicitly consent to personal jurisdiction in California by opting into or purchasing any Offering or accessing its related communications and/or materials.
 
YOUR​ ​MATERIALS​ ​AND​ ​CONTRIBUTIONS
 
​By submitting a comment, photo, video, or other material(s) onto any website or platform owned or maintained by Us, including but not limited to third-party access sites, such as Our Facebook group(s) or online software platforms that We use to distribute Our Offering and related materials, You agree that We have a non-revocable, commercial license to re-publish Your submission in whole or in part unless You explicitly state that We may not do so with said submission. You have no right to privacy by accessing Our Offering or related materials, and We reserve the right to disclose Your participation in the same.
 
MODEL​ ​RELEASE
 
You​ ​must​ ​own​ ​the​ ​copyright​ ​to​ ​any​ ​image(s)​ ​You​ ​use​ ​by​ ​default​ ​or voluntarily​ ​on​ ​Our​ ​platforms​ ​or​ ​in​ ​Our​ ​Offering​ ​or​ ​related​ ​materials.​ ​You​ ​grant​ ​Us​ ​a commercial​ ​license​ ​to​ ​any​ ​image(s)​ ​You​ ​submit​ ​to​ ​Us​ ​by​ ​default,​ ​such​ ​as​ ​a​ ​Facebook profile​ ​photo​ ​or​ ​other​ ​profile​ ​image​ ​You​ ​voluntarily​ ​provide​ ​in​ ​accessing​ ​the​ ​Offering,​ ​or voluntarily​ ​upon​ ​Our​ ​request.​ ​Such​ ​a​ ​default​ ​or​ ​voluntary​ ​release​ ​of​ ​Your​ ​image​ ​and likeness​ ​may​ ​be​ ​used​ ​for​ ​any​ ​reasonable​ ​future​ ​business​ ​use.
 
NOTIFICATION​ ​OF​ ​USE
 
​We are not obligated to notify You or anyone in photographs of Our publication or other use of any image or images You submit by default or voluntarily.
 
SECURITY​ ​AND​ ​ASSUMPTION​ ​OF​ ​RISK
 
SECURITY
It is Your responsibility to secure Your username and password from theft or any other means of unauthorized use that would violate these Terms and Conditions of Use. We do not store any whole credit card numbers or payment information, and instead, these are processed through third-party processors such as Stripe, Paypal, or Podia. By utilizing these payment processors to gain access to the Offering, You indemnify Us and instead assume any and all risk or liability for the security of the payment details, and agree to be bound by the third-party payment processor’s applicable terms and conditions of use.
 
CONFIDENTIALITY
 
​You have no right to confidentiality unless otherwise explicitly stated, such as in a subsequent client agreement, or otherwise implicitly agreed upon as mandated by law or fiduciary duty. That being said, I take your trust very seriously, and unless I am required by law to divulge your details, I promise you, I would NEVER. I have to inform you, however, that you don't have a legal right to confidentiality basically because I am not a therapist nor a lawyer where client privileges are lawfully established. 
 
ASSUMPTION​ ​OF​ ​RISK
 
​By accessing Our Offering and/or related materials, whether paid or unpaid, You assume all the risk of Your access and any subsequent actions You choose to take as a result of the influence, information, or educational materials provided to You.
 
YOUR COMMUNICATIONS
 
Any communications made through Our ‘contact’, blog, blog comments, newsletter sign up, or other related pages, or directly to Our phones or mailing or email addresses is not held privileged or confidential and is subject to viewing and distribution by third parties. We own any and all communications displayed on Our website, servers, comments, emails, or other media as allowed by United States law, and will not give credit or pay royalties for unsolicited user-generated content such as blog comments or emails. For more information on when and how We store and use Your communications or any data provided by You in those communications, please refer to Our Privacy Policy on this page.
 
We maintain a right to republish any submission in whole or in part as reasonably necessary in the course of Our business. You agree not to submit any content or communications that could be illegal or serve an unlawful purpose, including, but not limited to communications that are potentially libelous or maliciously false, obscene, abusive, negligent, or otherwise harmful or inappropriate.
 
DISCLAIMERS
 
Our website and related materials are provided for educational and informational use only. You agree to indemnify and hold harmless Our website and company for any direct or indirect loss or conduct incurred as a result of Your use of Our website and any related communications, including as a result of any consequences incurred from technological failures such as a payment processor error(s) or system failure(s).
 
While We may reference certain results, outcomes or situations on this website, You understand and acknowledge that We make no guarantee as to the accuracy of third-party statements contained herein or the likelihood of success for You as a result of these statements or any other statements anywhere on this website. If You have medical, legal, or financial questions, You should consult a medical professional, lawyer, or CPA and/or CFP respectively. We expressly disclaim any and all responsibility for any actions or omissions You choose to make as a result of using this website, related materials, products, courses, or the materials contained herein.
 
This website is updated on a regular basis and while We try to make accurate statements in a timely and effective manner, We cannot guarantee that all materials and related media contained herein are entirely accurate, complete, or up to date. You expressly acknowledge and understand that any information or knowledge You gain as a result of using this website is used at Your own risk. If You should see any errors or omissions and would like to let Us know, please email Us at hello@nikkiwhite.com
 
EARNINGS​ ​DISCLAIMER
 
​You agree that You understand individual outcomes will vary. Case studies or testimonials are not indicative of typical results. Each individual approaches Our Offering(s) with different backgrounds, disposable income levels, motivation, and other factors that are outside of Our control. Therefore, We cannot guarantee Your success merely upon access or purchase of Our Offering(s) or related material(s).
 
GENERAL​ ​DISCLAIMER
 
To the fullest extent permitted by law, We expressly exclude any liability for any direct, indirect, or consequential loss or damage incurred by You or others in connection with Our Offering(s), including without limitation any liability for any accidents, delays, injuries, harm, loss, damage, death, lost profits, personal or business interruptions, misapplication of information, physical or mental disease, condition or issue, physical, mental, emotional, or spiritual injury or harm, loss of income or revenue, loss of business, loss of profits or contracts, anticipated savings, loss of data, loss of goodwill, wasted time, and for any other loss or damage of any kind, however and whether caused by negligence, breach of contract, or otherwise, even if foreseeable. We are not medical, legal, financial, or other professionals, or if We are, during the course of this Offering and related material(s), We are not offering Our professional services and You expressly agree We are not acting in any professional capacity, including medical, legal, financial, or otherwise during the course of this Offering. This Offering is for educational and entertainment purposes only. None of the Offering or its related material(s) should be construed as medical, legal, or financial advice.
 
THIRD​ ​PARTY​ ​DISCLAIMER
 
​You acknowledge and agree that We are not liable for any defamatory, offensive, or illegal conduct of any other participant or user, including You.
 
WARRANTIES​ ​DISCLAIMER
 
​WE MAKE NO WARRANTIES AS TO OUR PROGRAMS, PRODUCTS, SERVICES, OR PROGRAM MATERIALS. YOU AGREE THAT PROGRAMS, PRODUCTS, SERVICES, OR PROGRAM MATERIALS ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE PROGRAMS, PRODUCTS, SERVICES, OR PROGRAM MATERIALS WILL BE FUNCTIONAL, UNINTERRUPTED, CORRECT, COMPLETE, APPROPRIATE, OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT ANY PART OF THE WEBSITE, OR CONTENT ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF OUR PROGRAM, PRODUCT, OR SERVICES MATERIALS, OR ON THIRD-PARTY WEBSITES IN TERMS OF THEIR CORRECTNESS, ACCURACY, TIMELINESS, RELIABILITY, OR OTHERWISE.
 
 
Use of the Site, Instagram account and Service
Information provided on the Site, Instagram Account (@imnikkiwhite_) and in the Service related to health and other information are subject to change. Nikki White makes no warranty or representation that the information provided, regardless of its source, is accurate, complete, reliable, current or error-free. Nikki White disclaims all liability for any inaccuracy, error or incompleteness in the Content.
 
TECHNOLOGY​ ​DISCLAIMER
 
​We make reasonable efforts to provide You with modern, reliable technology, software, and platforms from which to access Our Offering(s) and related material(s). However, in the event of a technological failure, You accept and acknowledge Our lack of responsibility for said failure, and while We will make reasonable efforts to support You, some technological issues are far outside Our control and will require You to access support from the third-party course provider.
 
ERRORS​ ​AND​ ​OMISSIONS
 
​We make no warranty or guarantee as to the accuracy, timeliness, performance, completeness, or suitability of the information in Our Offering(s). We are not liable for any inaccuracies, errors, or reliance on personal opinions contained in Our Offering(s) or related material(s).
 
INDEMNIFICATION,​ ​LIMITATION​ ​OF​ ​LIABILITY,​ ​AND​ ​RELEASE​ ​OF​ ​CLAIMS
 
INDEMNIFICATION
 
​​​You ​​agree​​ at ​​all​​ times​​ to​​ indemnify​​ and ​​hold​​ harmless​​ Our​​ Company, ​​as well​ ​as​ ​any​ ​of​ ​Our​ ​affiliates,​ ​agents,​ ​contractors,​ ​officers,​ ​directors,​ ​shareholders, employees,​ ​joint​ ​venture​ ​partners,​ ​successors,​ ​transferees,​ ​assignees,​ ​and​ ​licensees,​ ​as applicable,​ ​from​ ​and​ ​against​ ​any​ ​and​ ​all​ ​claims,​ ​causes​ ​of​ ​action,​ ​damages,​ ​liabilities, costs​, ​and​ ​expenses,​ ​including​ ​legal​ ​fees​ ​and​ ​expenses,​ ​arising​ ​out​ ​of​ ​or​ ​related​ ​to​ ​Our Offering(s)​ .
 
LIMITATION​ ​OF​ ​LIABILITY
 
​​​We​ ​will​ ​not​ ​be​ ​held​ ​responsible​ ​or​ ​liable​ ​in​ ​any​ ​way​ ​for​ ​the information,​ ​products,​ ​or​ ​materials​ ​that​ ​You​ ​request​ ​or​ ​receive​ ​through​ ​or​ ​in​ ​relation​ ​to​ ​Our Offering(s).​ ​We​ ​do​ ​not​ ​assume​ ​liability​ ​for​ ​any​ ​third​ ​party​ ​conduct,​ ​accidents,​ ​delays,​ ​harm, or​ ​other​ ​detrimental​ ​or​ ​negative​ ​outcomes​ ​as​ ​a​ ​result​ ​of​ ​Your​ ​access​ ​of​ ​Our​ ​Offering(s) and​ ​related​ ​material(s).
 
Nikki White is not liable for damages in connection with (i) any failure of performance, error, omission, denial of service, interruption, deletion, defect, delay in operation or transmission, computer virus or line or system failure; (ii) loss of revenue, anticipated profits, business, savings, goodwill or data; (iii) death or illness of any kind to your animal of any species.
Essential Oils:
Let’s be clear from the get-go…Essential Oils are not medicine. I am not a doctor of any kind, I am a blogger and all of my writing is from personal experience with my own dogs and self. None of this information should be intended for use to treat, cure or diagnose any condition. If you have a serious medical concern, please discuss that with your health care provider(s).
When we discuss what essential oils and supplements can do for you, we’re focused above the wellness line. Essential oils support and promote wellness!
*All statements have not been evaluated by the Food and Drug Association.
 
AFFILIATES
 
This site may use affiliate links to sell certain products or services. We disclaim any and all liability as a result of Your purchase through one of these links. We will use reasonable efforts to notify You when and where We have placed affiliate links in addition to this disclaimer located in these Terms and Conditions. You accept express liability for any and all consequences or benefits of clicking the affiliate links contained on this website or related communications.
 
TERMINATION
 
If at any time We feel You have violated these Terms and Conditions, then We shall immediately terminate Your use of Our website and any related communications as We deem appropriate. It is within Our sole discretion to allow any user’s access of Our website, and We may revoke this access at any time without notice, and if necessary, block Your IP address from further visits to Our site(s).
 
FINANCIAL​ ​CONSIDERATIONS
 
REFUNDS
 
We take Your investment seriously, and We’d appreciate if You took Our investment of time and resources into Your success seriously, too.
 
Due to the nature of the services and/or products provided, refunds will not be given. If you have a dispute, please email hello@nikkiwhite.com
 
 
CHARGEBACKS
 
​​You agree to make every attempt to file a refund prior to attempting a chargeback with Your financial institution. In the event of a chargeback attempt, You expressly agree to forfeit any and all of Our bonuses, affiliate bonuses, or other materials afforded to You in exchange for Your original purchase of Our Offering. We reserve the right to present proof of Your access and these Terms and Conditions of Use to the financial institution investigating the dispute.
 
RECURRING​ ​PAYMENTS
 
​If You have signed up for a payment plan, You hereby authorize Our continued access to Your financial information stored by Our third-party financial processing company referenced in this Agreement until Your payment plan is complete, as set forth in Your acceptance of the purchase terms upon checkout.
 
REVOCATION​ ​OF​ ​ACCESS
 
​You have the unilateral right to terminate Your use and access to any of Our Offering(s). Please send an email to hello@nikkiwhite.com to initiate this process. Termination will not excuse You of further payment. Upon confirmation of Your termination, any and all outstanding balances will become immediately due and payable. Any existing balance that remains after 14 days from the date of termination will be sent to a collections agency, and You agree to be responsible for any additional charges, fees, or costs associated with such a collection effort, including but not limited to reasonable attorney’s fees and court costs.
 
DISPUTE​ ​RESOLUTION
 
​If You and Our Company cannot find a resolution to a dispute or potential claim by means of good-faith negotiation, then You explicitly agree to make a reasonable attempt to resolve any such dispute through Alternative Dispute Resolution or Mediation before filing a civil cause of action.
 
NON-DISPARAGEMENT
 
​If You are found to be slandering, libeling, or otherwise disparaging Our Company, Offering(s), or related materials at Our discretion, You will be immediately removed from the Offering(s) and any related communications. We reserve the right to file a civil claim of action against You for any such damaging actions You take that materially harm Our Company.
 
ENTIRE AGREEMENT
 
Before You register with Our website or make any purchases therefrom, You will be asked to consent to Our Privacy Policy. If You have consented, or once You do consent, the terms of the Privacy Policy together with these Terms and Conditions, the information contained herein constitutes the entire agreement between site users and Our company relating to the use of this website.
 
LAW AND JURISDICTION
 
These Terms and Conditions of Use and Privacy Policy are governed by and construed in accordance with the United States of America law. Any dispute arising out of or related to the information contained herein is subject to adjudication in the state of California, USA
 
CONSENT
 
By using Our website, You hereby consent to Our Terms and Conditions of Use and Privacy Policy.
 
If You require any more information or have any questions about Our Terms and Conditions of Use, or Our Privacy Policy, please feel free to contact Us by email at hello@nikkiwhite.com
 
ALL​ ​RIGHTS​ ​RESERVED​
 
All rights not expressly granted in these Terms and Conditions of Use and Privacy Policy or any express written here, are reserved by Company.
 
SEVERABILITY
 
If any part of these Terms and Conditions of Use and Privacy Policy is deemed unlawful and/or unenforceable, all other provisions contained herein will remain in full force and effect.
 
ENTIRE AGREEMENT
 
The information contained herein constitutes the entire agreement between site users and Our company relating to the use of this website.
 
LAW AND JURISDICTION
 
These Terms and Conditions of Use and Privacy Policy are governed by and construed in accordance with United States law. Any dispute arising out of or related to the information contained herein is subject to adjudication in the state of California, USA.

Terms of Service

Please read these Terms of Service (collectively with Podia’s Privacy Policy located at https://www.podia.com/privacy, and, where applicable, Podia’s EU Data Processing Addendum located at https://www.podia.com/dpa, the “Terms of Service”) fully and carefully before using www.podia.com (the “Site”) and the services, features, content or applications offered by Podia Labs, Inc. (“Podia”, “we”, “us” or “our”) (together with the Site, the “Services”). These Terms of Service set forth the legally binding terms and conditions for your use of the Site and the Services.

1) Acceptance of Terms.

  1. By registering for and/or using the Services in any manner, including but not limited to visiting or browsing the Site, you agree to these Terms of Service (including, for clarity, the Privacy Policy and, where applicable, the EU Data Processing Addendum) and all other operating rules, policies and procedures that may be published from time to time on the Site by us, each of which is incorporated by reference and each of which may be updated from time to time without notice to you.
  2. Certain of the Services may be subject to additional terms and conditions specified by us from time to time; your use of such Services is subject to those additional terms and conditions, which are incorporated into these Terms of Service by this reference.
  3. These Terms of Service apply to all users of the Services, including, without limitation, users who are contributors of content, information, and other materials or services, registered or otherwise.
  4. ARBITRATION NOTICE AND CLASS ACTION WAIVER: EXCEPT FOR CERTAIN TYPES OF DISPUTES DESCRIBED IN THE ARBITRATION SECTION BELOW, YOU AGREE THAT DISPUTES BETWEEN YOU AND PODIA WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.

2) Eligibility.

You represent and warrant that you are at least 16 years of age. If you are under age 16, you may not, under any circumstances or for any reason, access or use the Services. We may, in our sole discretion, refuse to offer the Services to any person or entity and change its eligibility criteria at any time. You are solely responsible for ensuring that these Terms of Service are in compliance with all laws, rules and regulations applicable to you and the right to access the Services is revoked where these Terms of Service or use of the Services is prohibited or to the extent offering, sale or provision of the Services conflicts with any applicable law, rule or regulation. Further, the Services are offered only for your use, and not for the use or benefit of any third party. If you are registering with Podia on behalf of an entity or a third party, you represent and warrant that you have full authority to bind that entity to these Terms of Service.

3) Registration.

In order to use the Services, you must register for an account on the Services (an “Account”). You must provide accurate and complete information and keep your Account information updated. You shall not: (i) select or use as a username a name of another person with the intent to impersonate that person; (ii) use as a username a name subject to any rights of a person other than you without appropriate authorization; or (iii) use, as a username, a name that is otherwise offensive, vulgar or obscene. You are solely responsible for the activity that occurs on your Account, and for keeping your Account password secure. You may never use another person’s user account or registration information for the Services without permission. You must notify us immediately of any change in your eligibility to use the Services (including any changes to or revocation of any licenses from state authorities), breach of security or unauthorized use of your Account. You should never publish, distribute or post login information for your Account. You shall have the ability to delete your Account, either directly or through a request made to one of our employees or affiliates.

4) Processing of Personal Data

Your personal data will be treated in accordance with Podia’s Privacy Policy, available at https://www.podia.com/privacy. To the extent that you are a controller that provides Podia with personal data of third party data subjects, including without limitation other users of the Services, that is subject to European Union Regulation (EU) No. 2016/679 of 27 April 2016, also known as the General Data Protection Regulation, you agree to the terms contained in Podia’s EU Data Processing Addendum, available at https://www.podia.com/dpa.

5) Content.

A. Definition. For purposes of these Terms of Service, the term “Content” includes, without limitation, information, data, text, photographs, videos, audio clips, written posts and comments, software, scripts, graphics, and interactive features generated, provided, or otherwise made accessible on or through the Services. For the purposes of this Agreement, “Content” also includes all User Content (as defined below).

B. User Content. Podia shall not be responsible for any Content added, created, uploaded, submitted, distributed, or posted to the Services by users (collectively “User Content”), whether publicly posted or privately transmitted. You represent that all User Content provided by you is accurate, complete, up-to-date, and in compliance with all applicable laws, rules and regulations. You acknowledge that all Content, including User Content, accessed by you using the Services is at your own risk and you will be solely responsible for any damage or loss to you or any other party resulting therefrom. We do not guarantee that any Content you access on or through the Services is or will continue to be accurate.

C. Notices and Restrictions. The Services may contain Content specifically provided by us, our partners or our users and such Content is protected by copyrights, trademarks, service marks, patents, trade secrets or other proprietary rights and laws. You shall abide by and maintain all copyright notices, information, and restrictions contained in any Content accessed through the Services.

D. Use License. Subject to these Terms of Service, we grant each user of the Services a worldwide, non-exclusive, non-sublicensable and non-transferable license to use (i.e., to download and display locally) Content solely for purposes of using the Services. Use, reproduction, modification, distribution or storage of any Content for other than purposes of using the Services is expressly prohibited without prior written permission from us. You shall not sell, license, rent, or otherwise use or exploit any Content for commercial use or in any way that violates any third party right.

E. Availability of Content. We do not guarantee that any Content will be made available on the Site or through the Services. We reserve the right to, but do not have any obligation to, (i) remove, edit or modify any Content in our sole discretion, at any time, without notice to you and for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such Content or if we are concerned that you may have violated these Terms of Service, or for no reason at all and (ii) to remove or block any Content from the Services.

6) Rules of Conduct.

A.
As a condition of use, you promise not to use the Services for any purpose that is prohibited by these Terms of Service. You are responsible for all of your activity, and all activity connected to your Account in connection with the Services (including without limitation your communications and collection of data from other users of the Services).

B. You shall not (and shall not permit any third party to) either (a) take any action or (b) upload, download, post, submit or otherwise distribute or facilitate distribution of any Content, including without limitation User Content, on or through the Services that:
i. infringes any patent, trademark, trade secret, copyright, right of publicity or other right of any other person or entity, or violates any law, rule, or regulation (whether domestic, foreign, or international) or contractual duty;
ii. violates these Terms of Service;
iii. you know is false, misleading, untruthful or inaccurate;
iv. is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, vulgar, pornographic, offensive, profane, contains or depicts nudity, contains or depicts sexual activity, or is otherwise inappropriate as determined by us in our sole discretion;
v. constitutes unauthorized or unsolicited advertising, junk or bulk e-mail (“spamming”);
vi. contains software viruses or any other computer codes, files, or programs that are designed or intended to disrupt, damage, limit or interfere with the proper function of any software, hardware, or telecommunications equ ipment or to damage or obtain unauthorized access to any system, data, password or other information of ours or of any third party;
vii. impersonates any person or entity, including any of our employees or representatives; or
viii. includes anyone’s identification documents or sensitive financial information.

C. You shall not: (i) take any action that imposes or may impose (as determined by us in our sole discretion) an unreasonable or disproportionately large load on our (or our third party providers’) infrastructure; (ii) interfere or attempt to interfere with the proper working of the Services or any activities conducted on the Services; (iii) bypass, circumvent or attempt to bypass or circumvent any measures we may use to prevent or restrict access to the Services (or other accounts, computer systems or networks connected to the Services); (iv) run any form of auto-responder or “spam” on the Services; (v) use manual or automated software, devices, or other processes to “crawl” or “spider” any page of the Site; (vi) harvest or scrape any Content from the Services; or (vii) otherwise take any action in violation of our guidelines and policies.

D. You shall not (directly or indirectly): (i) decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Services (including without limitation any application), except to the limited extent applicable laws specifically prohibit such restriction, (ii) modify, translate, or otherwise create derivative works of any part of the Services, or (iii) copy, rent, lease, distribute, or otherwise transfer any of the rights that you receive hereunder. You shall abide by all applicable local, state, national and international laws and regulations.

E. We also reserve the right to access, read, preserve, and disclose any information as we reasonably believe is necessary to (i) satisfy any applicable law, regulation, legal process or governmental request, (ii) enforce these Terms of Service, including investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to user support requests, or (v) protect the rights, property or safety of us, our users and the public.

7) Third Party Services.

The Services may permit you to link to other websites, services or resources on the Internet, and other websites, services or resources may contain links to the Services. When you access third party resources on the Internet, you do so at your own risk. These other resources are not under our control, and you acknowledge that we are not responsible or liable for the content, functions, accuracy, legality, appropriateness or any other aspect of such websites or resources. The inclusion of any such link does not imply our endorsement or any association between us and their operators. You further acknowledge and agree that we 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 the use of or reliance on any such content, goods or services available on or through any such website or resource.

8) Payments and Billing.

A. Paid Services. Certain of our Services may be subject to payments now or in the future (the “Paid Services”). Please see https://www.podia.com/pricing for a description of the current Paid Services. Please note that any payment terms presented to you in the process of using or signing up for a Paid Service are deemed part of this Agreement.

B. Billing. We use a third-party payment processor (the “Payment Processor”) to bill you through a payment account linked to your Account on the Services (your “Billing Account”) for use of the Paid Services. The processing of payments will be subject to the terms, conditions and privacy policies of the Payment Processor in addition to these Terms of Service. We are not responsible for error by the Payment Processor. By choosing to use Paid Services, you agree to pay us, through the Payment Processor, all charges at the prices then in effect for any use of such Paid Services in accordance with the applicable payment terms and you authorize us, through the Payment Processor, to charge your chosen payment provider (your “Payment Method”). You agree to make payment using that selected Payment Method. We reserve the right to correct any errors or mistakes that it makes even if it has already requested or received payment.

C. Payment Method. The terms of your payment will be based on your Payment Method and may be determined by agreements between you and the financial institution, credit card issuer or other provider of your chosen Payment Method. If we, through the Payment Processor, do not receive payment from you, you agree to pay all amounts due on your Billing Account upon demand.

D. Recurring Billing. Some of the Paid Services may consist of an initial period, for which there is no charge or a one-time or initial charge, followed by recurring period charges as agreed to by you. By choosing a recurring payment plan, you acknowledge that such Services have an initial and recurring payment feature and you accept responsibility for all recurring charges prior to cancellation. WE MAY SUBMIT PERIODIC CHARGES (E.G., MONTHLY) WITHOUT FURTHER AUTHORIZATION FROM YOU, UNTIL YOU PROVIDE PRIOR NOTICE (RECEIPT OF WHICH IS CONFIRMED BY US) THAT YOU HAVE TERMINATED THIS AUTHORIZATION OR WISH TO CHANGE YOUR PAYMENT METHOD. SUCH NOTICE WILL NOT AFFECT CHARGES SUBMITTED BEFORE WE REASONABLY COULD ACT. TO TERMINATE YOUR AUTHORIZATION OR CHANGE YOUR PAYMENT METHOD, GO TO https://app.podia.com/account/billing.

E. Current Information Required. YOU MUST PROVIDE CURRENT, COMPLETE AND ACCURATE INFORMATION FOR YOUR BILLING ACCOUNT. YOU MUST PROMPTLY UPDATE ALL INFORMATION TO KEEP YOUR BILLING ACCOUNT CURRENT, COMPLETE AND ACCURATE (SUCH AS A CHANGE IN BILLING ADDRESS, CREDIT CARD NUMBER, OR CREDIT CARD EXPIRATION DATE), AND YOU MUST PROMPTLY NOTIFY US OR OUR PAYMENT PROCESSOR IF YOUR PAYMENT METHOD IS CANCELED (E.G., FOR LOSS OR THEFT) OR IF YOU BECOME AWARE OF A POTENTIAL BREACH OF SECURITY, SUCH AS THE UNAUTHORIZED DISCLOSURE OR USE OF YOUR USER NAME OR PASSWORD. CHANGES TO SUCH INFORMATION CAN BE MADE AT HTTPS://APP.PODIA.COM/SETTINGS. IF YOU FAIL TO PROVIDE ANY OF THE FOREGOING INFORMATION, YOU AGREE THAT WE MAY CONTINUE CHARGING YOU FOR ANY USE OF PAID SERVICES UNDER YOUR BILLING ACCOUNT UNLESS YOU HAVE TERMINATED YOUR PAID SERVICES AS SET FORTH ABOVE.

F. Change in Amount Authorized. If the amount to be charged to your Billing Account varies from the amount you preauthorized (other than due to the imposition or change in the amount of state sales taxes), you have the right to receive, and we shall provide, notice of the amount to be charged and the date of the charge before the scheduled date of the transaction. Any agreement you have with your payment provider will govern your use of your Payment Method. You agree that we may accumulate charges incurred and submit them as one or more aggregate charges during or at the end of each billing cycle.

G. Auto-Renewal for Subscription-Based Services. Unless you opt out of auto-renewal, which can be done through your Account settings at https://app.podia.com/account/billing, any subscription-based Services you have signed up for will be automatically extended for successive renewal periods of the same duration as the subscription term originally selected, at the then-current non-promotional rate. To change or resign your Subscription Services at any time, go to https://app.podia.com/account/billing. If you terminate a subscription-based Service, you may use your subscription until the end of your then-current term; your subscription will not be renewed after your then-current term expires. However, you won’t be eligible for a prorated refund of any portion of the subscription fee paid for the then-current subscription period.

H. Reaffirmation of Authorization. Your non-termination or continued use of a Paid Service reaffirms that we are authorized to charge your Payment Method for that Paid Service. We may submit those charges for payment and you will be responsible for such charges. This does not waive our right to seek payment directly from you. Your charges may be payable in advance, in arrears, per usage, or as otherwise described when you initially selected to use the Paid Service.

I. Free Trials and Other Promotions. Any free trial or other promotion that provides access to a Paid Service must be used within the specified time of the trial. You must stop using a Paid Service before the end of the trial period in order to avoid being charged for that Paid Service. If you cancel prior to the end of the trial period and are inadvertently charged for a Paid Service, please contact us at hello@podia.com.

9) Warranty and Other Disclaimers.

A.
We have no special relationship with or fiduciary duty to you. You acknowledge that we have no duty to take any action regarding:
i. which users gain access to the Services;
ii. what Content you access via the Services; or
iii. how you may interpret or use the Content.

B. You release us from all liability for you having acquired or not acquired Content through the Services. We make no representations concerning any Content contained in or accessed through the Services, and we will not be responsible or liable for the accuracy, copyright compliance, or legality of material or Content contained in or accessed through the Services.

C. THE SERVICES AND CONTENT ARE PROVIDED “AS IS”, “AS AVAILABLE” AND WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. WE, AND OUR DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, PARTNERS AND CONTENT PROVIDERS DO NOT WARRANT THAT: (I) THE SERVICES WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (II) ANY DEFECTS OR ERRORS WILL BE CORRECTED; (III) ANY CONTENT OR SOFTWARE AVAILABLE AT OR THROUGH THE SERVICES IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR (IV) THE RESULTS OF USING THE SERVICES WILL MEET YOUR REQUIREMENTS. YOUR USE OF THE SERVICES IS SOLELY AT YOUR OWN RISK. SOME STATES DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, SO THE FOREGOING LIMITATIONS MAY NOT APPLY TO YOU.

D. WE DO NOT GUARANTEE THAT THE SERVICES WILL FUNCTION WITHOUT INTERRUPTION OR ERRORS. IN PARTICULAR, THE OPERATION OF THE SERVICES MAY BE INTERRUPTED DUE TO MAINTENANCE, UPDATES, OR SYSTEM OR NETWORK FAILURES, AND SUCH FAILURES MAY RESULT IN ERRORS OR DATA LOSS. WE DISCLAIM ALL LIABILITY FOR DAMAGES CAUSED BY ANY SUCH INTERRUPTION OR ERRORS IN FUNCTIONING, OR BY THE LOSS OF ANY DATA OR INFORMATION YOU PROVIDE TO PODIA. FURTHERMORE, WE DISCLAIM ALL LIABILITY FOR ANY MALFUNCTIONING, IMPOSSIBILITY OF ACCESS, OR POOR USE CONDITIONS OF THE SERVICES DUE TO INAPPROPRIATE EQUIPMENT, DISTURBANCES RELATED TO INTERNET SERVICE PROVIDERS, TO THE SATURATION OF THE INTERNET NETWORK, AND FOR ANY OTHER REASON.

10) Indemnification.

You shall defend, indemnify, and hold harmless us, our affiliates and each of our and their respective employees, contractors, directors, suppliers and representatives from all liabilities, claims, and expenses, including reasonable attorneys’ fees, that arise from or relate to your use or misuse of, or access to, the Site, the Services, Content, or otherwise from your User Content, your violation of these Terms of Service, or infringement by you, or any third party using your Account or identity in the Services, of any intellectual property or other right of any person or entity. We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will assist and cooperate with us in asserting any available defenses.

11) ARBITRATION CLAUSE AND CLASS ACTION WAIVER – IMPORTANT – PLEASE REVIEW AS THIS AFFECTS YOUR LEGAL RIGHTS:

A. ARBITRATION; CLASS ACTION WAIVER.
YOU AGREE THAT ALL DISPUTES BETWEEN YOU AND PODIA OR ITS OFFICERS, DIRECTORS OR EMPLOYEES IN THEIR CAPACITY AS SUCH (WHETHER OR NOT SUCH DISPUTE INVOLVES A THIRD PARTY) WITH REGARD TO YOUR RELATIONSHIP WITH PODIA, INCLUDING WITHOUT LIMITATION DISPUTES RELATED TO THESE TERMS OF SERVICE, YOUR USE OF THE SERVICES, AND/OR RIGHTS OF PRIVACY AND/OR PUBLICITY, WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION IN ACCORDANCE WITH THE STREAMLINED ARBITRATION RULES AND PROCEDURES OF JAMS, INC. THEN IN EFFECT, AND YOU AND PODIA HEREBY EXPRESSLY WAIVE TRIAL BY JURY; PROVIDED, HOWEVER, THAT TO THE EXTENT THAT YOU HAVE IN ANY MANNER VIOLATED OR THREATENED TO VIOLATE PODIA’S INTELLECTUAL PROPERTY RIGHTS, WE MAY SEEK INJUNCTIVE OR OTHER APPROPRIATE RELIEF IN ANY STATE OR FEDERAL COURT IN THE STATE OF NEW YORK. DISCOVERY AND RIGHTS TO APPEAL IN ARBITRATION ARE GENERALLY MORE LIMITED THAN IN A LAWSUIT, AND OTHER RIGHTS THAT YOU AND PODIA WOULD HAVE IN COURT MAY NOT BE AVAILABLE IN ARBITRATION. AS AN ALTERNATIVE, YOU MAY BRING YOUR CLAIM IN YOUR LOCAL “SMALL CLAIMS” COURT, IF PERMITTED BY THAT SMALL CLAIMS COURT’S RULES AND IF WITHIN SUCH COURT’S JURISDICTION, UNLESS SUCH ACTION IS TRANSFERRED, REMOVED OR APPEALED TO A DIFFERENT COURT. YOU MAY BRING CLAIMS ONLY ON YOUR OWN BEHALF. NEITHER YOU NOR PODIA WILL PARTICIPATE IN A CLASS ACTION OR CLASS-WIDE ARBITRATION FOR ANY CLAIMS COVERED BY THIS AGREEMENT TO ARBITRATE. YOU ARE GIVING UP YOUR RIGHT TO PARTICIPATE AS A CLASS REPRESENTATIVE OR CLASS MEMBER ON ANY CLASS CLAIM YOU MAY HAVE AGAINST PODIA INCLUDING ANY RIGHT TO CLASS ARBITRATION OR ANY CONSOLIDATION OF INDIVIDUAL ARBITRATIONS. You also agree not to participate in claims brought in a private attorney general or representative capacity, or consolidated claims involving another person’s account, if Podia is a party to the proceeding. This dispute resolution provision will be governed by the Federal Arbitration Act and not by any state law concerning arbitration. In the event JAMS, Inc. is unwilling or unable to set a hearing date within one hundred and sixty (160) days of filing the case, then either Podia or you can elect to have the arbitration administered instead by the American Arbitration Association. Judgment on the award rendered by the arbitrator may be entered in any court having competent jurisdiction. The arbitration shall be conducted in the English language. Any provision of applicable law notwithstanding, the arbitrator will not have authority to award damages, remedies or awards that conflict with these Terms of Service. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of, related to or connected with the use of the Services or these Terms of Service must be filed within one (1) year after such claim of action arose or be forever banned.

B. 30-Day Opt-Out Period. If you do not wish to be bound by the arbitration and class-action waiver provisions in this Section 15, you must notify Podia in writing within 30 days of the date that you first accept these Terms of Service (unless a longer period is required by applicable law). Your written notification must be mailed to Podia at the following address: 228 Park Ave S, PMB 96490, New York, NY 10003-1502. If you do not notify Podia in accordance with this Section 15(b), you agree to be bound by the arbitration and class-action waiver provisions of these Terms of Service, including such provisions in any Terms of Service revised after the date of your first acceptance. Such notification must include: (i) your name; (ii) your email and mailing addresses and (iii) a statement that you do not wish to resolve disputes with Podia through arbitration. If Podia makes any changes to the Arbitration and Class Action Waiver section of these Terms of Service (other than a change to the address at which we will receive notices of dispute, opt-out notices, or rejections of future changes to the Arbitration and Clause Action Waiver section), you may reject any such change by sending Podia written notice within 30 days of the change to the address set forth in this Section 15(b). This notification affects these Terms of Service only; if you previously entered into other arbitration agreements with Podia or enter into other such agreements in the future, your notification that you are opting out of the arbitration provision in these Terms of Service shall not affect the other arbitration agreements between you and Podia.

C. Severability. If the prohibition against class actions and other claims brought on behalf of third parties contained above is found to be unenforceable, then all of the preceding language in this Arbitration and Class Action Waiver section will be null and void. This arbitration agreement will survive the termination of your relationship with Podia.

12) Limitation of Liability.

IN NO EVENT SHALL WE, NOR OUR DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, SUPPLIERS OR CONTENT PROVIDERS, BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE SERVICES (I) FOR ANY LOST PROFITS, DATA LOSS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, COMPENSATORY OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER (HOWEVER ARISING), (II) FOR ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION), OR (III) FOR ANY DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE) OF the greater of (A) fees paid to us for the particular Services during the immediately previous three (3) month period or (B) $500.00.

13) Governing Law and Jurisdiction.

These Terms of Service shall be governed by and construed in accordance with the laws of the State of New York, including its conflicts of law rules, and the United States of America. You agree that any dispute arising from or relating to the subject matter of these Terms of Service shall be governed by the exclusive jurisdiction and venue of the state and Federal courts of New York County, New York.

14) Modification.

We reserve the right, in our sole discretion, to modify or replace any of these Terms of Service, or change, suspend, or discontinue the Services (including without limitation, the availability of any feature, database, or content) at any time by posting a notice on the Site or by sending you notice through the Services, via e-mail or by another appropriate means of electronic communication. We may also impose limits on certain features and services or restrict your access to parts or all of the Services without notice or liability. While we will timely provide notice of modifications, it is also your responsibility to check these Terms of Service periodically for changes. Your continued use of the Services following notification of any changes to these Terms of Service constitutes acceptance of those changes, which will apply to your continued use of the Services going forward. Your use of the Services is subject to the Terms of Service in effect at the time of such use.

15) Miscellaneous.

A. Entire Agreement and Severability.
These Terms of Service (including, for clarity, the Privacy Policy and, where applicable, the EU Data Processing Addendum) are the entire agreement between you and us with respect to the Services, including use of the Site, and supersede all prior or contemporaneous communications and proposals (whether oral, written or electronic) between you and us with respect to the Services. If any provision of these Terms of Service is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that these Terms of Service will otherwise remain in full force and effect and enforceable. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.

B. Force Majeure. We shall not be liable for any failure to perform our obligations hereunder where such failure results from any cause beyond our reasonable control, including, without limitation, mechanical, electronic or communications failure or degradation.

C. Assignment. These Terms of Service are personal to you, and are not assignable, transferable or sublicensable by you except with our prior written consent. We may assign, transfer or delegate any of our rights and obligations hereunder without consent.

D. Agency. No agency, partnership, joint venture, or employment relationship is created as a result of these Terms of Service and neither party has any authority of any kind to bind the other in any respect.

E. Notices. Unless otherwise specified in these Terms of Service, all notices under these Terms of Service will be in writing and will be deemed to have been duly given when received, if personally delivered or sent by certified or registered mail, return receipt requested; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; or the day after it is sent, if sent for next day delivery by recognized overnight delivery service. Electronic notices should be sent to hello@podia.com.

F. No Waiver. Our failure to enforce any part of these Terms of Service shall not constitute a waiver of our right to later enforce that or any other part of these Terms of Service. Waiver of compliance in any particular instance does not mean that we will waive compliance in the future. In order for any waiver of compliance with these Terms of Service to be binding, we must provide you with written notice of such waiver through one of our authorized representatives.

G. Headings. The section and paragraph headings in these Terms of Service are for convenience only and shall not affect their interpretation.

Contact: You may contact us at the following address: 228 Park Ave S, PMB 96490, New York, NY 10003-1502

Effective Date of Terms of Service: May 29, 2021