Legal Notices

Terms and Conditions

These terms and conditions (this “Agreement”) are a legally binding agreement between you and OPTAVIA, LLC (hereinafter referred to as “OPTAVIA”, “Company”, “We”, and/or “Our”). This Agreement governs your use of OPTAVIA’s websites, mobile apps and Applications (as hereinafter defined; the foregoing together as the “Sites”). The words “user”, “you” and “our” mean users of the Sites. “Visitor” means any visitor to the Sites. Additional terms applicable to specific areas of the Sites, which are posted in those areas, are incorporated into this Agreement subject to all of its provisions. Collection of data through the Sites is governed by the Privacy Policy (the “Privacy Policy”), available at https://www.optavia.com/us/en/privacy-policy. The Privacy Policy is subject to the terms and conditions of the Agreement.

BY ENTERING INTO THIS AGREEMENT, YOU AND OPTAVIA ARE EACH WAIVING THE RIGHT TO TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION LAWSUIT AS DESCRIBED IN MORE DETAIL BELOW. THE SECTIONS ENTITLED ‘DISCLAIMERS’, ‘GOVERNING LAW’, ‘ARBITRATION’ AND ‘CLASS ACTION/JURY TRIAL WAIVER’ (TOGETHER AS THE “DURABLE PROVISIONS”) CONTAIN IMPORTANT LEGAL PROVISIONS. PLEASE READ THEM CAREFULLY. BY USING THE SITES OR MAKING A PURCHASE THROUGH THE SITES YOU AGREE TO BE BOUND TO THIS AGREEMENT AND ITS CHANGES AS IT MAY BE UPDATED FROM TIME TO TIME. USE OF THE SITES IS PERMITTED ONLY UNDER THE PROVISIONS OF THIS AGREEMENT. IF YOU DO NOT CONSENT TO THIS AGREEMENT, YOU SHOULD NOT USE THE SITES, AND IF APPLICABLE YOU SHOULD ARRANGE TO CANCEL YOUR REGISTERED USER ACCOUNT OR MEMBERSHIP WITH US.

1. INTRODUCTION.

By using this Site, you agree to be legally bound by this Agreement, just as if you signed it. If you do not comply with this Agreement at any time, we reserve the right, if applicable, to terminate your password, user account, and/or access to this Site (or any part thereof). In Our sole discretion and without prior notice or liability, We may discontinue, modify, or alter any aspect of the Site, including, but not limited to: (i) restricting the time the Site is available; (ii) restricting the amount of use permitted; and (iii) restricting or terminating any Visitor or user's right to use the Site. You agree that any termination or cancellation of your access to, or use of, the Site may occur without prior notice. If you do not abide by the provisions of this Agreement, except as We may otherwise provide from time-to-time, you agree that We may immediately deactivate or delete your user account and all related information and files in your user account and/or bar any further access to such information and/or files, or Our Site. Further, you agree that We shall not be liable to you or any third party for any termination or cancellation of your access to, or use of, Our Sites. From time-to-time, We may supplement this Agreement with additional terms and conditions pertaining to specific content, activities, or events (“Additional Terms”). Such Additional Terms may be placed on the Site to be viewed in connection with the specific content, activities, features or events and shall be identified as such. You understand and agree that such Additional Terms are hereby incorporated by reference into this Agreement.

2. ACCEPTABLE USE POLICY.

You may only use the Sites for lawful purposes and in accordance with this Agreement. Without limiting the generality of the foregoing, you will not use the Sites:

in any way that intentionally or unintentionally violates this Agreement, any applicable law, regulation, order, or agreement to which you are subject, including any applicable federal, state, local, foreign or international laws, rules and regulations governing securities, consumer protection, privacy and trade laws and regulations;
in a manner that infringes upon any party’s copyrights, patents, trademarks, service marks, trade names, trade secrets, rights of privacy or publicity, other intellectual property rights or proprietary rights (under the laws of any applicable jurisdiction). Copyrighted information may include content from another website or sites, images, products and exclusive details about Our plans and programs. Intellectual property of Our Company includes names, logos and slogans;
to engage in libel, defamation, misappropriation of any party’s trade secrets (including Our trade secrets), intentional misrepresentation or fraud;
in any way that is profane, threatening, harassing, abusive, pornographic, inflammatory, hateful, embarrassing to another Visitor, user, or any third party;
“stalk” or otherwise harass another user or employee of the Sites;
solicit, collect or post personal data or attempt to solicit, collect or post personal data about other users of the Site, including user names or passwords; or access or attempt to access another user’s account without his or her consent;
in any way which may constitute or encourage conduct that would be considered a criminal offense, give rise to civil liability, or otherwise violate any applicable law, order or regulation;
to engage in any conduct that may disable, overburden, damage, or impair the Sites, or interfere, restrict or inhibit anyone’s use or enjoyment of the Sites, or which, as determined solely by OPTAVIA, may harm OPTAVIA or users of the Sites or expose them to liability; use the Sites to transmit, or procure the sending of, any advertising or promotional material, including any “junk mail”, “spam” or any other similar solicitation;
use any robot, spider, avatar, intelligent agent or other automatic device, process or means to access the Sites for any purpose, such as monitoring or copying any of the Content on the Sites;
disrupt, overwhelm, attack, modify, decipher, decompile, reverse translate, reverse engineer or interfere with the Sites or their associated software, hardware and/or servers in any way;
introduce to the Sites any viruses, Trojan horses, worms, logic bombs or other code, software or material that is malicious or harmful;
attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Sites, the server on which the Sites are stored, or any server, computer or database connected to the Sites;
attack the Sites via a denial-of-service attack or a distributed denial-of-service attack;
attempt to investigate, scan, or test the vulnerability of a system or a network associated with the Sites;
delete or alter any content or information available through the Sites; or
to post, transmit, display, publish, distribute, or otherwise exploit content, information or other materials that constitute any of the activities described above or to assist or permit any person to engage in any of the activities described above.

3. OUR COMMUNICATIONS TO YOU.

As further set forth in the Privacy Policy, you agree that OPTAVIA may send you electronic communications (including emails), for the purpose of advising you of changes or additions to Our Sites, about any of OPTAVIA's products or services, or for such other purpose(s) as OPTAVIA deems appropriate, such as advertising. We may also send you newsletters, promotional communications or other similar messaging to Our users on Our behalf and on behalf of Our partners. You may opt-out of receiving such messaging by following the instructions included in each message. We may also offer you an opportunity to opt-out of certain communications by logging into the service and editing your preferences.

We may send you service-related announcements when We believe it is necessary to do so. Generally, you may not opt-out of these announcements, which are not primarily promotional in nature. If you do not wish to receive these announcements, you have the option to deactivate your account.

4. HEALTH INFORMATION.

By using OPTAVIA Connect, or OPTAVIA’s mobile application (“Application”), you consent to the disclosure of information you provide (and as may be gathered by the Application) to OPTAVIA, including your: full name, date of birth, height, weight, email address, and any other information that is inputted manually, imported via mobile app or via linked device (i.e. Apple Watch, Apple Health, Samsung Health, Google Fit, etc.). This information may be used by OPTAVIA to evaluate use of the Application and make enhancements to OPTAVIA's customer experience.

The Sites provide weight loss management tools and related information and are intended only to assist users in their personal weight loss, health, wellness and fitness related efforts (the foregoing together as “Health Regimen”). OPTAVIA is not a medical organization and Our personnel cannot give you medical advice or diagnoses. Nothing contained on the Sites is or should be construed as such medical advice or diagnoses. The information and reports generated by OPTAVIA should not be interpreted as a substitute for physician consultation, evaluation, or treatment. You are urged and advised to seek the advice of a physician before beginning any Health Regimen. Never disregard or delay seeking professional medical advice or treatment because of something you read on the Sites, including, but not limited to any information provided as part of any OPTAVIA guide. This website is intended for use only by healthy adult individuals. The Sites are not intended for use by minors, pregnant women, or individuals with any type of health condition. Such individuals are specifically warned to seek professional medical advice prior to initiating any form of Health Regimen. By using the Sites, you agree, represent, and warrant that you have received consent from your physician to participate in a Health Regimen and the related activities made available to you in connection with the Sites, and that you have consulted with your physician before making any dietary changes based upon information available through the Sites. Everyone's condition and abilities are different, and participating in the activities promoted by Our Sites and related Health Regimens is at your own risk. If you choose to participate in any Health Regimen in connection with the Sites, you do so of your own free will and accord, knowingly and voluntarily assuming all risks associated with such Health Regimen, including any risks of property damage, bodily injury, or death even if caused in whole or in part by the action, inaction, or negligence of OPTAVIA or by the action, inaction, or negligence of others. Certain Health Regimens promoted by the Sites may pose risks even to those who are currently in good health.

Your use of the Sites does not constitute or create a doctor-patient, therapist-patient or other healthcare professional relationship between you and OPTAVIA.

Success stories posted by users or OPTAVIA on Our Sites may not represent typical or even accurate results obtained from any particular Health Regimen. To the extent permitted by applicable law, OPTAVIA has no and assumes no obligation or liability associated with the accuracy, reliability or effectiveness of any Health Regimen recommendation contained in any success stories on the Sites.

The Sites are intended to provide you with information to encourage you to support your wellness and fitness activities. Some of the Sites may be aimed at tracking your physical movements and sleep activity (“Activity Tracking Services”). These Activity Tracking Services rely on sensors and/or GPS functionality that track your movement or body at rest. The data and information provided by the Activity Tracking Services are intended to be a representation of your activity, but may not be completely accurate, including with respect to step, sleep, speed, distance, or calorie data. By using Activity Tracking Services, you acknowledge and agree that OPTAVIA is not responsible or liable for any inaccuracy in such data.

For more information, you should review the FAQ available at https://answers.optavia.com/help.

5. USER COMMENTS, FEEDBACK, AND OTHER SUBMISSIONS.

If, at Our request or on your own, you send, email, post or otherwise transmit to the Company or the Sites any Content (including by other means of communication, including by physical mail, email or otherwise) including any comments, feedback, suggestions, ideas, and other submissions you disclose, submit or otherwise offer to OPTAVIA, including by, on or through the Sites, or otherwise offered in connection with your use of the Sites or otherwise (the foregoing together collectively, the “Comments”) you grant OPTAVIA and its successors and assigns a royalty-free, perpetual, irrevocable, non-exclusive right (including any moral rights) and license (as well as consent) to use, license, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, derive revenue or other remuneration from, communicate to the public, perform and display any such Comments (in whole or in part and with or without the use of your name) worldwide and/or to incorporate the Comments in other works in any form, media, or technology now known or later developed, for the full term of any copyrights, trademarks and other intellectual and proprietary rights (collectively, the “Rights”) that may exist in such Comments. Subject to the foregoing, the owner of a Comment retains any and all Rights that may exist in such Submission. You also warrant that, to the extent you are not the exclusive holder of all applicable Rights in a Comment, any third-party holder of any such rights, including moral rights in such Comment, has completely and effectively waived all such rights and validly and irrevocably granted to you the right to grant the license stated above. You further acknowledge that OPTAVIA and its applicable successors and assigns shall be entitled to unrestricted use of the Comments for any purpose whatsoever, commercial or otherwise, without compensation to the provider of the Comments. You also permit any user of the Sites to access, display, view, store or reproduce any Comment that you have made available in any part of the Sites for their personal use. Except as set forth in the Privacy Policy, OPTAVIA is and shall be under no obligation to: (1) maintain any Comments in confidence; (2) pay to you any compensation for any Comments; or (3) respond to any Comments.

Subject to the provisions of the Privacy Policy, you consent to OPTAVIA’s use and disclosure of information about your demographics and use of the Sites in any manner that does not reveal your personal identity. By participating in contests, promotions, and/or requesting promotional information or product updates through the Sites you hereby consent to OPTAVIA’s use of your personal information for marketing and promotional purposes, as subject to the Privacy Policy.

6. SITE CONTENT; INTELLECTUAL PROPERTY RIGHTS.

“Content” means any work of authorship or information, including without limitation, text, audiovisual materials, graphics, photos, videos, images, trademarks, documents, forms, commentaries, software (including all constituent components, such as source and object code, databases and their components), comments, opinions, testimonials, programs, postings, messages, files, images, photos, e-mails, or other information, data or materials.

All Content on the Sites is the property of OPTAVIA and its licensors.

Subject to the provisions of this Agreement, OPTAVIA hereby grants you a limited, revocable, non-sub-licensable license under the intellectual property rights licensable by OPTAVIA to download, view, copy, and print Content from the Sites solely for your personal, non-commercial use in connection with using the Sites; provided that the foregoing shall not apply to materials, services, or Content purchased through the Sites that are subject to separate licensing terms or agreements, which instead shall be governed thereby. No right, title, or interest in any downloaded materials or software is transferred to you as a result of any such downloading or copying as permitted herein. This Agreement shall not be interpreted as granting any licenses or transferring any rights in any Content except those expressly granted herein. Any rights not expressly granted in the Content are hereby reserved. Except as expressly permitted herein, you may not reproduce, publish, transmit, distribute, display, modify, or create derivative works from, sell, or participate in any sale of, or exploit in any way, in whole or in part, any of the Content, the Sites, or any related software. You may not remove or alter any copyright and other proprietary notices from any Content or copies thereof.

The trademarks, logos, and service marks (“Marks”) displayed on the Sites, including OPTAVIA, as well as certain other marks used on the Sites, are the registered trademarks of Jason Enterprises, Inc., its parents, subsidiaries, affiliates, and licensors. You are not permitted to use any Marks without the prior written consent of Jason Enterprises, Inc. or the applicable mark owner or licensor.

7. DMCA COMPLIANCE AND COPYRIGHT INFRINGEMENT NOTICES.

The Digital Millennium Copyright Act (the “DMCA”) permits anyone who believes in good faith that material available via the Sites infringes their copyright (a “Claimant”) to send to Our agent for notice of claims of copyright infringement (“Agent”) a written notice requesting that we remove or block access to the infringing material (“Notice”). The Notice must include the following information:

identification of the copyrighted work that is claimed to have been infringed;
a description of where on the Sites the allegedly infringing material is located;
information, if possible, sufficient to permit the Company to notify the individual who posted the allegedly infringing material;
Claimant's address, telephone number, and email address;
a statement by Claimant that he or she has a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
a statement by Claimant, made under penalty of perjury, that the information in the notice is accurate and that Claimant is the copyright owner or authorized to act on the copyright owner's behalf; and
the electronic or physical signature of the Claimant.

The DMCA permits anyone who believes in good faith that a Notice of copyright infringement has been wrongly made against them to send Our Agent a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA (see www.loc.gov/copyright). Notices and counter-notices should be sent to Our Agent at:

OPTAVIA LLC
Attn: Chief Legal Officer & Corporate Secretary
100 International Drive
18th Floor
Baltimore, MD 21202

Responses to Notices will be made in accordance with the requirements of the DMCA and within OPTAVIA's sole discretion.

8. CHANGES TO SITES.

We may change, move, or delete portions of, or may add to, the Sites at any time without notice. From time to time, there may be information on Our Sites that contain typographical errors, inaccuracies, or omissions. We may correct errors, inaccuracies, or omissions and change or update information at any time without notice.

Notwithstanding the efforts made by OPTAVIA to maintain the functionality and accuracy of the Content of the Sites, to the fullest extent permitted by law, OPTAVIA shall not be liable to you or to any third party (whether in tort, contract, equity, or otherwise) for any loss or damage arising out of or in connection with any use, reference to or reliance on the Content of the Site or any inaccuracies, omissions, misstatements or errors in the Content of the Sites.

9. LINKS TO OTHER SITES.

For your convenience and enjoyment, Our Sites may provide links to websites that are not operated by OPTAVIA (each as a “Third Party Site”). These links do not mean that OPTAVIA endorses, approves, or sponsors the linked website or any information, products, or services contained in such website, nor is OPTAVIA liable for any claims or any damage that might result from your use of such information, products, or services. You acknowledge and agree that OPTAVIA is not responsible for the availability of such external sites or resources and does not endorse (and are not responsible or liable for) any content, advertising, products, or other materials on or available from such websites or resources. You further acknowledge and agree that, under no circumstances, will OPTAVIA be held responsible or liable, directly or indirectly, for any loss or damage that is caused or alleged to have been caused to you in connection with your use of, or reliance on, any content, advertisements, products or other resources available on any other website or apps (regardless of whether we directly or indirectly link to such content, advertisements, products or other resources). Following any such links to any such websites is done at your sole risk. You should direct any concerns with respect to any other website to that website’s administrator or webmaster.

10. TEXT MESSAGES

Generally

You may opt in to OPTAVIA’s mobile messaging service (the “SMS Service”) at any time as described below. Your use of the SMS Service is governed by this Agreement. By opting into the SMS Service, you are consenting to receive SMS or text messages sent by OPTAVIA.

OPTAVIA does not charge for the SMS Service. However, message and data rates may apply from your mobile telephone service provider and are subject to the terms and conditions imposed by your provider.

The SMS Service may send messages to your mobile telephone or other device by an automatic telephone dialing system or other technology. Your consent to receive autodialed marketing text messages is not required as a condition of purchasing any goods or services.

Opting In

OPTAVIA allows users to receive SMS/MMS mobile messages by affirmatively opting-into the program, such as through the methods described below or through online or application-based enrollment forms. If you have opted in to the SMS Service, the SMS Service may provide updates, alerts, information, promotions, specials, and other marketing offers (e.g., cart reminders) from the Company via text messages through your wireless provider to the mobile number you provided. Please see details below for the types of messages you are opting into for each of Our SMS programs. Message frequency varies.

Joining and Shortcodes

The SMS Service operates by sending texts to and from the following “Shortcodes”:

GATHER (Shortcode 428437)
GOALS (Shortcode 46257)

Each Shortcode has its own service.

Event Purposes - GATHER [Shortcode 428437] - This SMS program is designed to provide customers and independent OPTAVIA Coaches with event specific messages for various events, such as OPTAVIA Convention. OPTAVIA Clients and Coaches, and other attendees, may opt in to this Shortcode program by texting 428437 to keyword OC21.
Marketing Purposes - GOALS [short code 46257] - This SMS program is designed to provide OPTAVIA Clients and independent OPTAVIA Coaches with recurring marketing messages based on various marketing programs and initiatives. Such SMS messages may include, but are not limited to, reminders about upcoming Webinars, or the OPTAVIA 30-day tip campaign designed for New OPTAVIA Clients during their first 30-days on the plan. Both Clients and independent OPTAVIA Coaches may opt in to this program by texting 46257 (“GOALS”) to keyword OPTAVIA.

To join / opt in to any of these services text “JOIN” to the associated Shortcode.

For instance, to join the GOALS service, text “JOIN” to “46257”.

We may change any Shortcode or telephone number we use to operate the SMS Service at any time and will notify you of these changes. You acknowledge that any messages, including any STOP or HELP requests, you send to a Shortcode or telephone number we have changed may not be received and We will not be responsible for honoring requests made in such messages.

Opting Out

Text the single keyword command “STOP” to any of Our Shortcodes to cancel at any time. You will receive a one-time opt-out confirmation text message. If you have subscribed to other OPTAVIA mobile message programs and wish to cancel, you will need to opt out separately from those programs by following the instructions provided in their respective mobile terms. Additionally, you will need to opt out of participation in each Shortcode service separately. See the Help section below for help.

You can opt out of and opt back in to participation in the SMS Service at any time. Text “STOP” to the relevant Shortcode. After you send the message “STOP” to the Company, the Company will send you a reply message to confirm that you have been unsubscribed. After this, you will no longer receive messages from the service associated with that Shortcode.

If you want to join again, just Text “JOIN” to the relevant Shortcode to receive a reply text message.

Participating Carriers

The following carriers enable your participation in the SMS Service: SouthernLinc, Bandwidth, Google Voice, Buffalo Wireless, Chariton Valley Cellular, Leaco, CableVision, Copper Valley, AT&T, Sprint/Boost/Virgin, T-Mobile/MetroPCS, Verizon Wireless, CellCom USA, C Spire Wireless, U.S. Cellular, Pine Belt Wireless, ACS/Alaska, Atlantic Tele-Network International (ATN), Advantage Cellular (DTC Wireless), Appalachian Wireless, Bluegrass Cellular, Cellular Network Partnership (PIONEER), Cellular One of East Central Illinois, Chat Mobility USA, Coral Wireless (Mobi PCS), Element Mobile (Flat Wireless), Epic Touch (Elkhart Telephone), GCI Communications Corp, Golden State Cellular, Illinois Valley Cellular (IV Cellular), I Wireless (IOWA Wireless), Nex-Tech Wireless, MTA Communications, MTPCS (Cellular One Nation), Cross Telephone Company (MBO Wireless), Duet IP (Maximum Communications New Core Wireless), Inland Cellular Telephone Company, Immix (Keystone Wireless), Mosaic (Consolidated or CTC Telecom), Northwest Missouri Cellular Limited, Peoples Wireless, Panhandle Telecommunications Systems (PTCI), RINA, Revol Wireless USA, SI Wireless/Mobile Nation, SRT Wireless, Texas RSA 3 Ltd (Plateau Wireless), Thumb Cellular, United Wireless, Union Telephone Company (Union Wireless), Viaero Wireless, West Central Wireless (5 Star Wireless), Sagebrush Cellular (Nemont), Carolina West Wireless (CWW), Pine Cellular, Aio Wireless/Cricket.

Conditions of SMS Service

The wireless carriers supported by the SMS Service are not liable for delayed or undelivered messages. You agree to provide the Company with a valid mobile number. You will maintain accurate, complete, and up-to-date information with the Company related to your receipt of messages, including, without limitation, notifying the Company immediately if you change your mobile number (including canceling your service plan or selling or transferring the phone number to another party) by: (i) completing the user opt-out as set forth above prior to ending use of the mobile telephone number; or (ii) contacting the Company using: OPTAVIA help.

You will indemnify, defend, and hold OPTAVIA harmless from any third-party claims, liability, damages, or costs arising from your use of the SMS Service or from you providing OPTAVIA with a phone number that is not your own.

We will not be, and you acknowledge that We will not be, liable for failed, delayed, or misdirected delivery of any information sent through the SMS Service, any errors in such information, and/or any action you may or may not take in reliance on the information or SMS Service.

Help

For all questions about the services provided by the SMS Service, you can find more information here https://answers.optavia.com/help or call at 1.888.678.2842.

11. PRIVACY.

We are committed to protecting your privacy and security. For more information, you should review Our Privacy Policy here https://www.optavia.com/us/en/privacy-policy, which is incorporated into this Agreement by this reference.

12. RETURN POLICY.

For more information, you should read and review Our Return Policy here https://www.optavia.com/us/en/return-policy which is incorporated into this Agreement by this reference.

13. MODIFICATIONS TO THIS AGREEMENT.

We may at any time revise any of the terms that comprise this Agreement by posting such revised terms on the Sites. We may inform you of such revised terms via any email address you provided OPTAVIA (if any), but regardless of whether such an email is received, the revised terms will be effective immediately upon posting and will thereby amend the terms of this Agreement. Continuing to use the Sites after such revised terms are posted constitutes acceptance of the revised terms.

NOTWITHSTANDING ANY PROVISION IN THIS AGREEMENT TO THE CONTRARY, IF OPTAVIA MODIFIES ANY DURABLE PROVISION, ANY MODIFICATION WILL NOT APPLY TO ANY INDIVIDUAL DISPUTE THAT HAS ACCRUED PRIOR TO SUCH MODIFICATION.

14. DISCLAIMERS.

OPTAVIA ENDEAVORS TO SECURE THE SITES BY UTILIZING COMMERCIALLY REASONABLE SECURITY PRACTICES, BUT IT CANNOT GUARANTEE THAT THE SITES WILL BE ERROR-FREE OR COMPLETELY SECURE.

THE SITES AND ALL CONTENTS HEREOF ARE PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, ARISING FROM A COURSE OF DEALING OR OTHERWISE, INCLUDING ANY WARRANTIES OF TITLE, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ALL OF WHICH ARE HEREBY AFFIRMATIVELY DISCLAIMED. OPTAVIA, INCLUDING ALL OF ITS AFFILIATES, HEREBY DISCLAIMS ANY AND ALL WARRANTIES IN CONNECTION THEREWITH EXCEPT FOR THE WARRANTIES EXPRESSLY MADE HEREIN. YOU ACKNOWLEDGE, BY YOUR USE OF OUR SITE, THAT YOUR USE OF OUR SITES IS AT YOUR SOLE RISK, THAT YOU ASSUME FULL RESPONSIBILITY FOR ALL COSTS, LIABILITIES, RISKS AND DAMAGES ASSOCIATED WITH YOUR USE OF THE SITES OR ANY SERVICES OR PRODUCTS PURCHASED OR ACCESSED THROUGH THE SITES OR IN CONNECTION THEREWITH, AND THAT OPTAVIA SHALL NOT BE LIABLE FOR ANY CLAIMS OR DAMAGES OF ANY KIND RELATED TO YOUR USE OF OUR SITES.

WITHOUT LIMITING THE FOREGOING, OPTAVIA AND ITS AFFILIATES DISCLAIM ANY AND ALL WARRANTIES CONCERNING THE ACCURACY, ADEQUACY, RELIABILITY, TIMELINESS OR COMPLETENESS OF THE INFORMATION AND CONTENT CONTAINED ON THE SITES, THAT THE CONTENT WILL SATISFY ANY REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE BASIS, THAT ANY ERRORS IN THE CONTENT WILL BE CORRECTED, AND EXPRESSLY DISCLAIM LIABILITY FOR ERRORS OR OMISSIONS IN THE CONTENT AND INFORMATION. OPTAVIA IS NOT RESPONSIBLE FOR ANY OF THE ACTIONS OR OMISSIONS OF VISITORS.

15. GOVERNING LAW; ARBITRATION; AND CLASS ACTION/JURY TRIAL.

GOVERNING LAW.

By using the Sites or making a purchase through the Sites, you agree that the service is governed by the laws of the State of Maryland.

ARBITRATION.

READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM OPTAVIA. FOR ANY DISPUTE WITH OPTAVIA YOU AGREE TO FIRST CONTACT THE COMPANY VIA EMAIL AT DISPUTE@OPTAVIA.COM AND ATTEMPT TO RESOLVE THE DISPUTE WITH THE COMPANY INFORMALLY. FOR ANY DISPUTE OPTAVIA HAS WITH YOU, OPTAVIA AGREES TO FIRST CONTACT YOU VIA EMAIL TO ATTEMPT TO RESOLVE IT INFORMALLY. IN THE UNLIKELY EVENT THAT YOU AND OPTAVIA HAVE NOT BEEN ABLE TO RESOLVE A DISPUTE IT HAS WITH YOU AFTER SIXTY (60) DAYS, YOU AND OPTAVIA AGREE TO RESOLVE ANY CLAIM, DISPUTE, OR CONTROVERSY (EXCLUDING ANY CLAIMS FOR INJUNCTIVE OR OTHER EQUITABLE RELIEF AS PROVIDED BELOW) ARISING OUT OF OR IN CONNECTION WITH OR RELATING TO OPTAVIA, INCLUDING THESE TERMS AND CONDITIONS, OR THE BREACH OR ALLEGED BREACH THEREOF (COLLECTIVELY, “CLAIMS”), BY BINDING ARBITRATION BY THE AMERICAN ARBITRATION ASSOCIATION (“AAA”), UNDER ITS CONSUMER ARBITRATION RULES THEN IN EFFECT. IN THE EVENT AAA IS UNABLE TO CONDUCT THE ARBITRATION, ADR SERVICES, INC. OR AN AGREED UPON ARBITRATOR SHALL CONDUCT THE ARBITRATION. YOU AND OPTAVIA AGREE THAT DISPUTES ARISING OUT OF OR RELATING TO THE VALIDITY, APPLICATION, SCOPE, ENFORCEABILITY, OR INTERPRETATION OF THE AGREEMENT TO ARBITRATE SHALL ALSO BE DECIDED BY THE ARBITRATOR. NOTHING IN THIS SECTION HOWEVER SHALL BE DEEMED TO PREVENT OPTAVIA FROM SEEKING INJUNCTIVE OR OTHER EQUITABLE RELIEF FROM ANY COURT OF COMPETENT JURISDICTION AS NECESSARY TO PREVENT THE ACTUAL OR THREATENED INFRINGEMENT, MISAPPROPRIATION, OR VIOLATION OF OUR DATA SECURITY, INTELLECTUAL PROPERTY RIGHTS OR OTHER PROPRIETARY RIGHTS.

OPTAVIA WILL PAY YOUR REASONABLE FEES FOR INITIATING AND PROCEEDING WITH ANY ARBITRATION SUBJECT TO THIS AGREEMENT, EXCEPT FOR THE FIRST $200.00 OF SUCH FEES FOR WHICH YOU WILL BE RESPONSIBLE. NOTWITHSTANDING THE FORGOING, IN THE EVENT THAT YOUR INDIVIDUAL MONETARY RECOVERY IN THE ARBITRATION IS LESS THAN THE FINAL AMOUNT OFFERED BY OPTAVIA TO RESOLVE THE DISPUTE THROUGH THE EMAIL DISPUTE RESOLUTION PROCESS REQUIRED BEFORE FILING THE ARBITRATION, THE ARBITRATOR SHALL AWARD OPTAVIA THE AMOUNT OF ARBITRATION FEES IT HAS PAID PURSUANT TO THIS PARAGRAPH.

IF 25 OR MORE CLIENTS SEND EMAIL NOTICES OF DISPUTES WITH OPTAVIA RAISING SIMILAR CLAIMS THAT ARE NOT RESOLVED INFORMALLY, THE CLAIMS SHALL PROCEED IN ARBITRATION IN A COORDINATED PROCEEDING. COUNSEL FOR THE CLIENTS AND COUNSEL FOR OPTAVIA SHALL EACH SELECT FIVE CASES TO PROCEED FIRST IN ARBITRATION IN A BELLWETHER PROCEEDING. THE REMAINING CASES SHALL NOT BE FILED IN ARBITRATION UNTIL THE FIRST TEN HAVE BEEN RESOLVED. UPON SENDING A NOTICE OF DISPUTE BY EMAIL OR FILING A COMPLAINT IN COURT, THE STATUTES OF LIMITATIONS APPLICABLE TO A CLIENT’S DISPUTE ARE TOLLED UNTIL THE COMPLETION OF THE COORDINATED ARBITRATION PROCEEDING DESCRIBED HERE. IF THE PARTIES ARE UNABLE TO RESOLVE THE REMAINING CASES AFTER THE CONCLUSION OF THE BELLWETHER PROCEEDING, EACH SIDE MAY SELECT ANOTHER FIVE CASES TO PROCEED TO ARBITRATION FOR A SECOND BELLWETHER PROCEEDING. THIS PROCESS MAY CONTINUE UNTIL THE PARTIES ARE ABLE TO RESOLVE ALL THE CLAIMS, EITHER THROUGH SETTLEMENT OR ARBITRATION. A COURT WILL HAVE AUTHORITY TO ENFORCE THIS CLAUSE AND, IF NECESSARY, TO ENJOIN THE MASS FILING OF ARBITRATION DEMANDS AGAINST OPTAVIA. IN THE EVENT THIS BELLWETHER PROCEDURE CAUSES DELAYS OF MORE THAN THREE YEARS IN RESOLVING A DISPUTE, AND THE INDIVIDUAL AMOUNT CLAIMED IN THE DISPUTE DOES NOT EXCEED $10,000.00, EITHER YOU OR OPTAVIA MAY OPT OUT OF THIS PROCESS AND PROCEED IN SMALL CLAIMS COURT.

CLASS ACTION/JURY TRIAL WAIVER.

You agree that all Claims must be brought in your individual capacity, and not as a plaintiff or class member in any purported class action, collective action, private attorney general action or other representative proceeding. This waiver applies to class arbitration, and, unless OPTAVIA agrees otherwise, the arbitrator may not consolidate more than one person's Claims. If any provision of this paragraph is determined to be unenforceable with respect to any claim or any particular remedy for a claim (such as a request for public injunctive relief), then that claim or particular remedy (and only that claim or remedy) must remain in court, be severed from any arbitration, and be stayed until the conclusion of any Claims or remedies subject to arbitration.

You may opt out of this arbitration agreement within 30 days after using the Sites or making a purchase through the Sites by sending a letter to: OPTAVIA Legal Department, 100 International Drive, 18th Floor, Baltimore, MD 21202, stating Your name, OPTAVIA Client account number, and your intent to opt out of the arbitration agreement. If you do not opt out, this arbitration agreement overrides any different arbitration agreement between you and OPTAVIA.

16. INDEMNIFICATION.

You agree to defend, indemnify, and hold harmless OPTAVIA, its parents, subsidiaries and affiliates, the successors and assigns to each of the foregoing, and the directors, officers, owners, employees, agents, and/or representatives of each of the foregoing (the foregoing each as an “OPTAVIA Indemnitee”), from and against any and all losses, claims, demands, causes of action or proceedings and any and all obligations, liability, damages, or expenses (including all costs, expenses, and attorney's fees; together as “Losses”) imposed on, assumed by, incurred by or asserted against any OPTAVIA Indemnitee in any way arising out of, relating to, or resulting from your violation of this Agreement, or your infringement, or the infringement or use by any other user of your account, of any intellectual property or other right of any person or entity.

17. PAYMENT AUTHORIZATION.

By making payment for purchases of OPTAVIA's products, you certify that you are the owner of the debit card, credit card, or bank account that you submit to OPTAVIA for all such purchases. You are solely responsible for all activity and purchases on your account with the Sites. You hereby authorize OPTAVIA to initiate charges to your debit card, credit card, or bank account for all orders on your account, including any auto-ship orders, and any applicable sales tax, shipping and handling charges. The risk of loss and the title for Our products will pass to You upon Our delivery of the products to the shipping carrier. Unless OPTAVIA is notified otherwise by means of a submission on your online account on the Sites, this authorization will remain in effect. Any notification to terminate any such authorization must be done in a reasonable time thereafter (as determined by OPTAVIA) as would allow your financial institution and OPTAVIA a reasonable opportunity to terminate such authorization.

The foregoing authorization is an express agreement that OPTAVIA shall not be liable for any overdraft or insufficient funds charges, such as finance charges and late fees, that are caused by your failure to maintain sufficient funds to pay OPTAVIA for your purchases and charges hereunder or through the Sites. If there are insufficient funds in your account, it may result in OPTAVIA charging reasonable service fees and/or interest in connection therewith.

18. PRODUCTS ARE FOR PERSONAL USE ONLY AND MAY NOT BE RESOLD.

Any purchase you make through the Sites must be for your own personal use and you agree to not resell OPTAVIA products. Without the express prior written consent of OPTAVIA, you will not sell, resell, offer, display, or facilitate the selling, reselling, offering, or displaying of any OPTAVIA-branded products to any third party, in any manner, either directly or indirectly through any intermediary or third-party platforms, including, but not limited to Amazon, online auction websites such as eBay, or any other e-commerce websites. These obligations and prohibitions continue even after any termination or cancellation of your relationship with OPTAVIA.

OPTAVIA reserves the right to cancel or refuse to process any orders within its sole discretion, including but not limited to orders that OPTAVIA feels may be placed with an intent to resell and/or distribute.

19. TERM AND TERMINATION; SURVIVAL.

This Agreement applies to all access to and use of the Sites. It will continue as long as any Visitor or user accesses or uses the Sites. We may terminate this Agreement, all licenses and grants made hereunder, and your access to the Sites at any time. Terms that by their nature are intended to survive the termination of this Agreement shall survive such termination. Notwithstanding the foregoing, you may cease using the Sites at any time.

20. MISCELLANEOUS.

Unless otherwise specified, and except to the extent OPTAVIA products or services are offered for the United States through Our Sites, the Sites and the Contents thereof are displayed solely for the purpose of promoting OPTAVIA's products and services available in the United States and select foreign markets. The Sites are controlled and operated by OPTAVIA from its offices located in the City of Baltimore, Maryland.

This Agreement does not confer any rights or remedies upon any person other than you and OPTAVIA and their respective successors and permitted assigns. You may not assign or delegate this Agreement, in whole or in part, without the prior consent of OPTAVIA and any such attempted assignment will be null and void ab initio.

You will comply with all applicable export laws, restrictions, and regulations of any United States or foreign agency or authority and will not export or re-export, or allow the export or re-export, of any product, technology or information obtained or acquired in connection with the Sites in violation of any such laws, restrictions or regulations. No failure or delay by any party in exercising any right, power or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise thereof preclude any other or further exercise of any right, power or privilege. The section titles in this Agreement are for convenience only and have no legal or contractual effect. As used in this Agreement, the word “including” means “including but not limited to”; “or” shall mean “and/or”; whenever the context so requires, each pronoun or verb used herein shall be construed in the singular or the plural sense and each capitalized term defined herein and each pronoun used herein shall be construed in the masculine, feminine or neuter sense. If any provision of this Agreement shall for any reason be held to be void, voidable or unenforceable, then the remainder of this Agreement shall not be affected thereby and shall remain in full force and effect. This Agreement constitutes the entire agreement of the parties and supersedes any prior written or oral agreements with respect to the subject matter hereof. No waiver hereunder shall be binding unless executed in writing by the party to be bound thereby. No writing that is required to be executed in order to be effective hereunder shall be effective unless executed by a duly authorized representative of such party. This Agreement shall not be construed as creating a joint venture or other business relationship. The construction of this Agreement shall not take into consideration the party who drafted or whose representative drafted any portion of this Agreement, and no canon of construction shall be applied that resolves ambiguities against the drafter of a document. Unless otherwise expressly specified, all amounts contemplated hereby are in US Dollars. Any notice or communication permitted or required by this Agreement shall be deemed effective on the date such notice is actually received via electronic mail to the email address set forth below.

If to OPTAVIA, to:
OPTAVIA LLC.
100 International Drive
18th Floor
Baltimore, MD 21202
Attention: Legal

If to you: at any address provided by you, to the Company, as contact information, including email address.

21. CONTACT.

If you have any questions or comments, please contact the Company using the tools at https://answers.optavia.com/help.

Prior Edits were made August 30, 2021
REVISED February 14, 2023
END OF AGREEMENT

Terms and Conditions – Independent Contractor Coach-Generated Content

OPTAVIA, LLC (“OPTAVIA” and/or “Company”) owns and/or operates various websites that permit its field of Independent Contractors (hereinafter “Coaches”) to submit or publish content (“Coach-Generated Content”). Such websites include, but are not limited to, your replicated website, and may include features such as, but not limited to, message boards, blogs, social networks, and comment boards (“Coach Community Websites”). By registering or using any Coach Community Websites, you accept and agree to the following Terms and Conditions for Coach-Generated-Content as well as all Terms and Conditions in the user Agreement.

OPTAVIA does not prescreen all Coach-Generated Content. OPTAVIA retains the rights but not the responsibility to edit or remove any Coach-Generated Content or terminate your access to Coach-Community Websites for any reason at its sole discretion.

1. EXISTING POLICIES AND PROCEDURES

Coaches are bound by the terms of their Independent OPTAVIA Coach Agreement (hereinafter “Coach Agreement”) with the Company and are required to obey the OPTAVIA Policies and Procedures and any other terms and conditions as may be adopted by the Company from time to time. Such Policies and Procedures apply in full force and effect with regard to the creation, maintenance or use of any Coach-Community Websites. These outlined Terms and Conditions are cumulative with, and not in lieu of, any standard Terms and Conditions for website use. Nothing in these Terms and Conditions shall be construed in any way as a limitation on the enforcement of any term contained in any other agreement you may have with OPTAVIA, including Your Coach Agreement. In the event that there is a conflict between the terms of any other agreement and these Terms and Conditions, the other agreement shall be controlling. CONTENT POSTED TO A COACH-COMMUNITY WEBSITE IS SUBJECT TO ALL APPLICABLE OPTAVIA POLICIES AND PROCEDURES. Improper use of the site, improper submission of materials, improper advertising content, incorrect claims usage or misconduct of any kind shall be specifically subject to OPTAVIA Policies and Procedures.

2. ELIGIBILITY AND REGISTRATION

As part of the registration process, you will be asked to select a username and password and you will be responsible for all activities occurring under your username and for keeping your password secure. We may refuse to grant you a username that impersonates someone else, is or may be protected by trademark or proprietary rights law, or is vulgar, offensive or otherwise inappropriate, as determined by the Company in Our sole discretion. You are solely responsible for any and all uses of your username, password, and account.

3. APPROPRIATE CONDUCT AND CONTENT; LIMITATION OF USE

Coach-Community Websites are made available for your personal use only. Coach-Community Websites may not be used for any commercial or promotional purpose except those relating to OPTAVIA Coaching.

By acceptance of these Terms and Conditions for Coach-Generated Content, you agree that any information you provide about yourself is accurate and complete information at the time provided. In addition, you agree to update any information provided to your Coach-Community Websites to keep it accurate and complete. Failure to accurately and timely update information contained on your Coach-Community Website is reasonable grounds for suspension or termination of your Coach Agreement.

You may not use Coach-Community Websites for any illegal or unauthorized purpose. You are solely responsible for your conduct and any data, text, information, photos, links and other content (“Materials”) that you submit, post, and display on Coach-Community Websites.

Without notice to you, the Company may, but shall have no obligation to, refuse, edit, and/or remove Materials that we determine in Our sole discretion are unlawful, fraudulent, threatening, libelous, defamatory, obscene or otherwise objectionable, or infringing or violating any party's intellectual property or other proprietary rights or these Terms and Conditions for Coach-Generated Content. We also reserve the right in Our sole discretion to refuse, edit, and/or remove any content from any Coach-Community Website that may be deemed to be inappropriate without providing you notice.

Examples of illegal or unauthorized uses include, but are not limited to: modifying, adapting, translating, or reverse engineering any portion of the Coach-Community Websites; using any robot, spider, site search/retrieval application, or other device to retrieve or index any portion of Coach-Community Websites; collecting any information about other Coaches (including usernames and/or e-mail addresses) for unauthorized purposes; reformatting or framing any portion of the web pages or site images that are part of Coach-Community Websites; creating user accounts by automated means or under false or fraudulent pretenses; submitting Materials of any third party without such third party's prior written consent; submitting Materials that falsely express or imply that such Materials are sponsored or endorsed by Coach-Community Websites; submitting Materials that infringe, misappropriate or violate the intellectual property, publicity, privacy or other proprietary rights of any party; transmitting any viruses, worms, defects, Trojan horses or other items of a destructive nature; submitting Materials that are unlawful or promote or encourage illegal activity; displaying an advertisement as part of your profile; any automated use of the system, including the use of scripts to send messages or post comments; or submitting false or misleading information.

While OPTAVIA prohibits such conduct and content on its Coach-Community Websites, you understand and agree that you nonetheless may be exposed to such Materials and that you use Coach-Community Websites at your own risk.

Changes to Terms and Conditions for Coach-Generated Content:
We reserve the right to modify or terminate any Coach-Community Website or service therein for any reason, and without notice, without liability to you, any other Coaches, or any third party. We also reserve the right to modify these Terms and Conditions for Coach-Generated Content from time to time without notice. You are responsible for regularly reviewing these Terms and Conditions for Coach-Generated Content so that you will be apprised of any changes.

4. LICENSE TO USE MATERIALS

By submitting, posting, or displaying any Materials on or through Coach-Community Websites, you automatically grant OPTAVIA a worldwide, non-exclusive, royalty-free, irrevocable license to publicly display or re-display such Materials on the Coach-Community Websites and in all other forms of media (including, without limitation, e-mail blasts and mobile or text messages or applications) that are used by OPTAVIA or its agents in connection with the promotion, marketing, use, or expansion of any Coach-Community Websites.

You represent to OPTAVIA that you own all Materials you provide and/or have the unencumbered legal right to grant the above-referenced license with respect to all Materials you provide. You further represent to OPTAVIA that such materials do not infringe any third-party copyrights or other third-party intellectual property rights. You agree to indemnify OPTAVIA for any and all losses resulting from the invalidity or inaccuracy of such representation.

Except as expressly authorized by the Company, you may not copy, modify, publish, transmit, distribute, perform, display or sell any of OPTAVIA’s proprietary information, which includes the sum of all postings and photos to the site.

Please do not send to any Coach-Community Website or post on any Coach-Community Website forum anything that constitutes a trade secret, confidential or proprietary information. We are not in a position to accept such information, nor can we agree to obligations of nondisclosure or confidentiality with regard to submitted plans or ideas. You agree that any information or materials that you, or individuals acting on your behalf, provide to any Coach-Community Website will not be considered confidential or proprietary.

COACH-COMMUNITY WEBSITES ARE BEING MADE AVAILABLE TO YOU “AS IS,” WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND.