WOMEN WITH VISION INTERNATIONAL
Membership Terms & Conditions
This Membership Terms and Conditions document ("Agreement") is entered into by and between Women with Vision International (hereinafter referred to as the "Company") and the individual or entity (hereinafter referred to as the "Member") granted access and use of the Company's online portal for membership registration and other membership program aspects as evidenced by receiving approved login credentials to the member portal and/or having paid and received a paid invoice from the Company evidencing a paid program membership.
It is understood by the parties that the Company offers a membership program providing various benefits and privileges to eligible individuals. Member desires to become a participant in the Company's membership program and agrees to be bound by the terms and conditions set forth herein.
Membership Eligibility
The Company, in its sole discretion, shall outline the eligibility criteria for individuals to participate in any membership program, which shall be appropriate to the purpose, vision, mission, and objectives of the Company, its membership, and the specific membership program.
The Company reserves the right to modify or update the eligibility criteria at any time, with or without notice, to ensure alignment with the purpose, vision, mission, and objectives of the Company, its membership, and its membership programs. Any modifications or updates to the eligibility criteria shall be communicated to the Members in a timely manner. These communications may be in the form of an update to the Company website where the most current program details are provided and available to the members.
The Member acknowledges and agrees that the Company's determination of eligibility, as per the outlined criteria, is final and binding. The Company reserves the right to reject any application or revoke membership if the Member fails to meet or maintain the eligibility criteria.
The Member understands that meeting the eligibility criteria does not guarantee membership acceptance or continued membership, as the Company retains the right to exercise its discretion in evaluating and selecting Members.
The Company shall not be liable to the Member or any third party for any modifications, updates, rejections, or membership revocations based on the eligibility criteria, except in cases of willful misconduct or gross negligence by the Company.
The Member acknowledges that the eligibility criteria and any modifications or updates thereto are the confidential and proprietary information of the Company, and the Member shall not disclose such information to any third party without the prior written consent of the Company.
Membership Benefits:
The Company shall provide a range of services and benefits to Members as part of the membership program, which may include, but are not limited to, events, online forums, online live events, materials, coaching services, and any other services determined by the Company in its sole discretion.
The Company reserves the right to modify, add, or terminate any benefits offered under the membership program, with or without notice, at any time and in its sole discretion. The Company acknowledges that the needs and interests of the membership may change over time, and it endeavors to continually develop and maintain the program to meet these evolving needs and interests.
Any changes to the benefits offered under the membership program shall be communicated to Members in a timely manner, either through the Company's online portal, email, or any other method deemed appropriate by the Company.
The Company makes no representations or warranties regarding the availability, quality, or suitability of the benefits provided under the membership program. Members acknowledge and accept that the availability and nature of the benefits may vary and are subject to the Company's sole discretion.
Membership Term
The membership term shall commence upon acceptance of the application by the Company and shall continue for a duration equal to the frequency of the fee paid by the Member. For instance, if the Member pays monthly fees, the membership term shall be monthly, renewable monthly upon receipt of the fees by Company. If the Member pays annual fees, the membership term shall be annual, also renewable annually upon receipt of the membership fees by the Company. The membership term shall automatically renew for successive terms unless either party provides written notice of termination at least thirty (30) days prior to the expiration of the then-current annual term and at least fourteen (14) days prior to the expiration of the then-current monthly term.
Membership Fees
Members shall pay the fees prescribed by the Company for the membership program. The Company reserves the right to update the fees upon providing written notice to the Members at least thirty (30) days in advance. Such notice may be included in the monthly or annual invoice as a memo or comment to the Member. The Member acknowledges and agrees to timely pay the prescribed fees in accordance with the Company's payment terms. Membership Fees are non-refundable.
Rights and Obligations of Members
Members shall have the right to access and utilize the Company's online portal for membership registration, as well as the range of services and benefits provided under the membership program, subject to the terms and conditions of this Agreement.
Members shall adhere to all the terms and conditions outlined in this Agreement, including any additional rules and regulations established by the Company from time to time.
Members shall promptly pay the prescribed fees for the membership program in accordance with the Company's payment terms.
In accordance with the provisions of Section 7 of this Agreement, Members shall maintain the confidentiality of any proprietary or confidential information disclosed by the Company and shall not disclose such information to any third party without the Company's prior written consent. This obligation of confidentiality shall survive the termination or expiration of the membership.
Members shall not misuse or improperly use any of the benefits provided under the membership program and shall comply with any usage guidelines or restrictions specified by the Company.
Members shall promptly notify the Company of any changes to their contact information or any other relevant details provided during the membership registration process.
Members shall conduct themselves in a professional and respectful manner when participating in any events, online forums, or other activities organized or sponsored by the Company as part of the membership program. Failure to behave properly shall be grounds for immediate membership termination.
Members shall promptly notify the Company in writing of any concerns, issues, or complaints regarding the membership program, so that the Company may address them promptly and appropriately.
Members shall comply with all applicable laws and regulations while participating in the membership program and shall not engage in any activities that may harm the reputation or interests of the Company or its membership.
Members shall not transfer, assign, or sublicense their membership rights or benefits to any third party without the Company's prior written consent.
Members shall cooperate with the Company in any reasonable requests or inquiries related to their membership, including providing accurate and up-to-date information as requested by the Company.
Members shall indemnify and hold harmless the Company, its officers, directors, employees, agents, and affiliates from any claims, liabilities, damages, or expenses arising out of or in connection with their breach of any obligations or responsibilities under this Agreement.
Members shall comply with any other rights and obligations set forth in this Agreement or as reasonably required by the Company for the proper administration and operation of the membership program.
The rights and obligations of members set forth in this clause are in addition to any other rights and obligations provided by law or expressly granted elsewhere in this Agreement.
Termination
Either party may terminate the membership upon providing written notice to the other party as described in Section 3 (Membership Term) of this Agreement. In the event of non-payment of membership fees by the Member, the Company may terminate the membership automatically, at its sole discretion, without any further notice to the Member required. Upon termination, the Company may immediately remove all access to any systems, forums, or other programs maintained by the Company for the benefit of its Members. Member shall similarly immediately cease using all such systems, forums, or other programs and will comply as appropriate with all applicable sections of this Agreement.
Confidentiality Obligations
The Member acknowledges that during the course of their participation in the membership program, they may have access to and receive proprietary or confidential information belonging to the Company, including, but not limited to, trade secrets, business strategies, financial information, customer data, and other non-public information ("Confidential Information").
The Member agrees to maintain the confidentiality of all Confidential Information disclosed by the Company and shall not disclose, directly or indirectly, any Confidential Information to any third party without the Company's prior written consent.
The Member shall use the Confidential Information solely for the purpose of participating in the membership program and shall not use such information for any other purpose or for their own benefit, except as expressly authorized by the Company in writing.
The Member's obligation of confidentiality shall survive the termination or expiration of the membership program and shall continue indefinitely unless otherwise agreed in writing by the parties.
The Member acknowledges that any unauthorized disclosure or use of Confidential Information may cause irreparable harm to the Company, for which monetary damages may not be an adequate remedy. In the event of a breach or threatened breach of this confidentiality obligation, the Company shall be entitled to seek injunctive relief, specific performance, or other equitable remedies, in addition to any other remedies available at law or in equity.
Notwithstanding the above, the Member shall not be obligated to maintain the confidentiality of any Confidential Information that: (a) was already in the public domain at the time of disclosure; (b) becomes publicly available through no fault of the Member; (c) is received from a third party not under any confidentiality obligation; or (d) is required to be disclosed by law, court order, or governmental regulation, provided that the Member promptly notifies the Company of such requirement to the extent permissible by law and cooperates with the Company in seeking a protective order or other appropriate remedy.
The confidentiality obligations under this clause shall apply equally to the Company's Confidential Information that is disclosed or made available to the Member in any form or medium, including but not limited to written, oral, electronic, or visual disclosure.
Non-Competition
During the term of this Agreement and for a period of one (1) year following the termination or expiration of the membership program, the Member agrees not to directly or indirectly engage in any activities or provide services that are in direct competition with the business or activities of the Company within the United States. The Member acknowledges that the Company has invested significant time, resources, and effort in developing its membership program and that the Company's legitimate business interests would be harmed if the Member were to engage in competing activities or provide similar services to the Company's target audience. In consideration for the benefits and privileges provided under the membership program, the Member agrees that any breach of this non-compete obligation would result in irreparable harm to the Company, for which monetary damages may not be an adequate remedy. Therefore, in the event of a breach or threatened breach of this non-compete obligation, the Company shall be entitled to seek injunctive relief, specific performance, or other equitable remedies, in addition to any other remedies available at law or in equity. Notwithstanding the above, the Member shall not be prohibited from engaging in general business activities or providing services to individuals or entities that are not in direct competition with the Company's membership program, provided that such activities do not involve the use or disclosure of the Company's Confidential Information or result in the diversion of the Company's target audience. This non-compete clause shall survive the termination or expiration of the membership program and shall be binding upon the Member, their agents, representatives, successors, and assigns.
Limitation of Liability
The Member acknowledges and agrees that the Company's liability, whether in contract, tort (including negligence), or otherwise, arising out of or in connection with the membership program, shall be limited to the total amount of fees paid by the Member to the Company under this Agreement. The Company shall not be liable for any indirect, incidental, consequential, or punitive damages, or for any loss of profits, revenue, data, or business opportunities. The Member further acknowledges and agrees that the limitation of liability set forth herein shall apply to any claims, liabilities, or damages arising from the Company's performance or non-performance, including but not limited to any errors, omissions, delays, interruptions, or disruptions in the provision of the membership program. Notwithstanding the foregoing, nothing in this clause shall limit or exclude the liability of the Company for death or personal injury caused by its negligence, fraud, or any other liability that cannot be excluded or limited under applicable law. The parties acknowledge and agree that the limitation of liability provision set forth in this Agreement reflects a reasonable allocation of risk between the parties, considering the fees charged for the membership program and the ability of the Member to obtain similar services elsewhere. This limitation of liability clause shall survive the termination or expiration of the membership program and shall continue to be binding upon the parties and their respective successors and assigns.
Governing Law and Jurisdiction
This Agreement shall be governed by and construed in accordance with the laws of the State of Nevada, without regard to its conflict of laws principles. Any disputes arising out of or in connection with this Agreement, including any question regarding its existence, validity, or termination, shall be exclusively subject to the jurisdiction of the state and federal courts located in Clark County, Nevada. The parties hereby consent to the personal jurisdiction of such courts and waive any objection to the laying of venue in such courts.
Entire Agreement
This Agreement constitutes the entire understanding between the parties concerning the membership program and supersedes any prior agreements, whether written or oral, relating thereto.
Severability
If any provision of this Agreement is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be severed from this Agreement, and the remaining provisions shall continue in full force and effect to the maximum extent permitted by law. The parties agree to negotiate in good faith to replace any invalid, illegal, or unenforceable provision with a valid, legal, and enforceable provision that achieves the severed provision's original intent and economic effect.
Force Majeure
The Company shall not be liable for any delay or failure in fulfilling its obligations under this Agreement due to a force majeure event. However, this excuse does not apply to payment obligations, as the program will always offer certain benefits to members regardless of any force majeure event that may prevent the release or provision of new or updated services on time.
Assignment
The Member shall not assign, transfer, or delegate any of its rights or obligations under this Agreement without the Company's prior written consent. Any attempted assignment, transfer, or delegation without such consent shall be null and void. The Company may freely assign, transfer, or delegate its rights and obligations under this Agreement to any third party without the Member's consent. This Agreement shall be binding upon and inure to the benefit of the parties and their respective successors and assigns.
Amendments and Updates
Company reserves the right to update this Agreement and the Membership Program at any time, with or without notice to Member.
SECTION 20 - CONTACT INFORMATION
Questions about the Terms of Service should be sent to us at info@delucslife.com
By submitting the required fees and upon acceptance thereof by the Company, both the Member and the Company hereby agree to be bound by the terms and conditions set forth in this Agreement.