Terms of Use

1.Privacy

Please review our Privacy Policy for information about how we collect and use your personal information.

2.Changes to These Terms

We may revise and update these Terms from time to time in our sole discretion. Any changes to these Terms are effective upon posting to the Platform, and your continued use after a change has been posted constitutes your acceptance of the changes unless applicable law requires us to provide additional notice or take other actions before such changes can become effective. We encourage you to review these Terms regularly to determine if any changes have been made.

3.THE PLATFORM DOES NOT PROVIDE MEDICAL ADVICE AND IS NOT INSURANCE

THE INFORMATION AND OTHER CONTENT AVAILABLE ON OR THROUGH THE PLATFORM IS FOR INFORMATIONAL PURPOSES ONLY AND IS NOT INTENDED TO SUBSTITUTE FOR PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS OR TREATMENT. YOU SHOULD ALWAYS CONSULT WITH YOUR HEALTHCARE PROVIDER REGARDING QUESTIONS YOU HAVE ABOUT ANY MEDICAL CONDITION BEFORE MAKING HEALTHCARE DECISIONS. “PROVIDER” MEANS AN INDEPENDENT LICENSED CLINICIAN OR PROFESSIONAL ENTITY THAT PROVIDES CLINICAL SERVICES TO YOU THROUGH OR IN CONNECTION WITH THE PLATFORM. WE ARE NOT AN INSURER, NOR DO WE OFFER AN INSURANCE PLAN OR PRODUCT. THE AMOUNTS YOU PAY TO US FOR ANY SERVICES OBTAINED THROUGH THE PLATFORM ARE NOT INSURANCE PREMIUMS. IF YOU DESIRE ANY TYPE OF HEALTH OR OTHER INSURANCE, YOU WILL NEED TO PURCHASE SUCH INSURANCE SEPARATELY AND SHOLDER DOES NOT CURRENTLY ACCEPT ANY INSURANCE AS A FORM OF PAYMENT.

4.Reliance on Information Posted

We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Platform, or by anyone who may be informed of any of its contents.

5.Communication Preferences; Electronic Notices and Signatures

By creating an account, you consent to receive electronic communications from Sholder (e.g., via email to the email address you provide, text message (SMS) to a mobile phone number you provide, or by posting notices to the Platform). These communications may include operational notices about your account (e.g., password changes and other transactional information) and are part of your relationship with us. You may incur data, call-time or messaging charges from your communication providers in connection with communications from Sholder. We may also send you promotional communications via email or other means, including newsletters, special offers, surveys, and other news and information we think will be of interest to you. You may opt out of receiving these promotional emails at any time by following the unsubscribe instructions provided in such emails.

You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that such communications be in writing, and you consent and agree that your use of your finger, a keypad, mouse, or other device to select an item, button, icon, or similar act while using the Platform, or in accessing or making any transactions regarding any agreement, acknowledgment, consent, terms, disclosures, or conditions, constitutes your signature, acceptance, and agreement as if actually signed by you in writing. You should maintain copies of electronic communications from us by printing a paper copy, saving an electronic copy, or both. Further, you agree that no certification authority or other third-party verification is necessary to establish the validity of your electronic signature, and that the lack of such certification or third-party verification will not affect the enforceability of your signature or any resulting contract between you and us.

6.Changes to the Platform

We may update the content on the Platform from time to time, but its content is not necessarily complete or current. Any of the material on the Platform may be out of date at any given time, and we are under no obligation to update such material.

7.Ownership of the Platform and Content

The Platform and all information and content included on the Platform are the exclusive property of Sholder or its content suppliers and is protected under applicable copyright, patent, trademark, and other proprietary rights. No right, title, or interest in or to the Platform or any content on the Platform is transferred to you, and all rights not expressly granted are reserved by the Company. Any use of the Platform not expressly permitted by these Terms is a breach of these Terms and may violate copyright, trademark, and other laws.

8.Trademarks

The Sholder name, logo, and all related names, logos, product and service names, designs, and slogans are trademarks of Sholder or its affiliates or licensors. You must not use such marks without our prior written permission. All other names, logos, product and service names, designs, and slogans on the Platform are the trademarks of their respective owners.

9.Your Use of the Platform

These Terms permit you to access and use the Platform for your personal, non-commercial use only. You agree not to (a) reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, transmit, or reverse-engineer the Platform or any of the material on our Platform, (b) use materials, products or services available on the Platform in violation of any law, (c) impersonate or attempt to impersonate Sholder, any Sholder employee or any other person or entity (including, without limitation, by using email addresses associated with Sholder, or (d) engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Platform, or which, as determined in our sole discretion, may harm Sholder or other users of the Platform or expose them to liability.

Additionally, you agree not to, or permit or direct any other person to:

• Use the Platform in any manner that could disable, overburden, damage, or impair the Platform or interfere with any other user’s use of the Platform.
• Use any robot, spider, or other automatic device, process, or means to access the Platform for any purpose, including monitoring or copying any of the material on the Platform.
• Use any manual process to monitor or copy any of the material on the Platform, or for any other purpose not expressly authorized in these Terms, without our prior written consent.
• Use any device, software, or routine that interferes with the proper working of the Platform.
• Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
• Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Platform, the server on which the Platform are stored, or any server, computer, or database connected to the Platform.
• Attack the Platform via a denial-of-service attack or a distributed denial-of-service attack.
• Otherwise attempt to interfere with the proper working of the Platform.

If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Platform or otherwise engaged in conduct in breach of these Terms, your right to use the Platform will stop immediately and you must, at our option, return or destroy any copies of the materials you have made.

In order to access the Platform and the Services, you represent and warrant that you are 18 years old or older. If you are under the age of 18, please do not attempt to register with us on the Platform or provide any personal information about yourself to us. If we learn that we have collected personal information from someone under the age of 18, we will promptly delete that information. If you believe we have collected personal information from someone under the age of 18, please Contact Us.

You agree to: (a) provide true, accurate, current, and complete information when registering to use the Platform and establishing your account (“Registration Information”) and (b) maintain and promptly update the Registration Information to keep it true, accurate, current, and complete. If you provide any information that is untrue, inaccurate, not current, or incomplete, or we have reasonable grounds to suspect that such information is untrue, inaccurate, not current, or incomplete, we may suspend or terminate your account. You are entirely responsible for maintaining the confidentiality of any passwords and any usage and activities that occur in connection with your account. You agree not to allow others to access your account or utilize your password. Doing so will compromise the security of your account.

10.Payment; Subscriptions; Automatic Renewal

By providing a credit card or other payment method accepted by us (“Payment Method”), you are expressly agreeing that we are (or our service provider is) authorized to charge the Payment Method for the total amount of the fees associated with your use of the Platform, together with any applicable taxes (collectively, as applicable, a “Purchase”). If the Payment Method cannot be verified, is invalid or is otherwise not acceptable, your Purchase may be suspended or cancelled. You must resolve any payment method problems before we proceed with your Purchase. If a payment is not successfully settled and you do not edit your Payment Method information or cancel your Purchase or account, you remain responsible for any uncollected amounts and authorize us to continue billing the Payment Method, as it may be updated. Unless expressly stated otherwise, services are offered on a cash-pay basis and are not billed to insurance. We do not guarantee that any amounts paid are eligible for reimbursement by insurance, HSA/FSA, or otherwise. If you enroll in a subscription or recurring program, you authorize us (and/or our payment processors) to charge your payment method on a recurring basis until you cancel. If you purchase a subscription to our Platform and/or Services, your subscription is continuous and will be automatically renewed at the end of the applicable subscription period, unless you cancel your subscription before the end of the then-current subscription period by contacting us at support@sholder.com. Subscription terms, billing cadence, and cancellation deadlines will be disclosed at checkout or in your account. To avoid renewal charges, you must cancel before the disclosed cutoff time prior to the renewal date (for example, 48 hours prior, if stated at checkout).Payments may be processed by third parties (e.g., Stripe).

You understand and agree not to hold us liable for any adverse effect that actions (whether intentional or unintentional) may cause to any other accounts you hold. You agree to not process stolen cards or unauthorized cards through your Stripe and/or your account.

11.Refunds; Errors in Pricing

You may obtain a refund on purchases made on the Platform in accordance with our Refund and Cancellation Policy. Monthly membership fees and any related recurring transactions may be canceled at any time; however, these are non-refundable. Unused sessions purchased are eligible for a 50% refund of the purchase value if requested within 30 days of the original purchase date. Refund requests must be submitted via email to support@sholder.com. We reserve the right to review and modify this policy at our discretion. In the event a product or service is listed at an incorrect price due to typographical error or error in pricing information received from our suppliers or business partners, we shall have the right to refuse or cancel any orders placed for a product or service listed at the incorrect price. We shall have the right to refuse or cancel any such orders whether or not the order has been confirmed and your credit or debit card charged. If your credit or debit card has already been charged for the purchase and your order is canceled, we shall promptly issue a credit to your credit or debit card account in the amount of the incorrect price.

12.Promotions and Sweepstakes

From time to time, we may offer promotions, discounts, referral programs, or sweepstakes. Promotions may be subject to additional terms, eligibility rules, and official rules that are incorporated by reference. Unless prohibited, those additional terms will control in the event of a conflict with these Terms.

13.Termination

We have the right to terminate or suspend your access to all or part of the Platform at any time for any reason without notice. Sholder may terminate or suspend any of the rights granted by these Terms and your access to and use of the Platform with or without prior notice, for any reason, and at any time, including for violations of these Terms. The following provisions, and any other provision which by its nature should survive termination, will survive the expiration or termination of these Terms for any reason whatsoever: Disclaimer of Warranties; Limitation of Liability; Indemnification; Governing Law and Dispute Resolution.

14.Links from the Platform

If the Platform contain links to third-party sites or resources, these links are provided for your convenience only. We do not control or endorse these third-party sites or resources and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party Platforms linked to the Platform, you do so entirely at your own risk and subject to the terms and conditions of use for such Platforms.

15.Disclaimer of Warranties

THE PLATFORM AND THE INFORMATION AND CONTENT ON THE PLATFORM IS PROVIDED ON AN "AS IS," "AS AVAILABLE" BASIS. YOU AGREE THAT YOUR USE OF THE PLATFORM IS AT YOUR SOLE RISK. Sholder, ITS AFFILIATES, AND ITS OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS DISCLAIM ALL WARRANTIES OF ANY KIND, INCLUDING BUT NOT LIMITED TO ANY EXPRESS WARRANTIES, STATUTORY WARRANTIES, AND ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. TO THE EXTENT YOUR JURISDICTION DOES NOT ALLOW LIMITATIONS ON WARRANTIES, THIS LIMITATION MAY NOT APPLY TO YOU. IF THIS IS THE CASE, YOUR SOLE AND EXCLUSIVE REMEDY RELATING TO YOUR USE OF THE PLATFORM SHALL BE TO DISCONTINUE USING THE PLATFORM.

16.Limitation on Liability

TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL Sholder, ITS AFFILIATES, OR ITS OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL (INCLUDING DAMAGES FROM LOSS OF BUSINESS, LOST PROFITS, LITIGATION, OR THE LIKE), SPECIAL, EXEMPLARY, PUNITIVE, OR OTHER DAMAGES, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE PLATFORM, ANY PLATFORMS LINKED TO IT, ANY CONTENT ON THE PLATFORM OR SUCH OTHER PLATFORMS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE PLATFORM AND/OR CONTENT SHALL BE TO DISCONTINUE USING THE PLATFORM.

IN NO EVENT SHALL Sholder OR IT'S RELATED PERSONS' TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), OR OTHERWISE) EXCEED IN THE AGGREGATE, THE GREATER OF (I) ONE HUNDRED DOLLARS ($100), OR (II) THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THE PLATFORM IN THE TWELVE (12) MONTH PERIOD PRECEDING THIS APPLICABLE CLAIM.

CERTAIN JURISDICTIONS DO NOT PERMIT THE EXCLUSION OF CERTAIN WARRANTIES OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, WHICH MEANS THAT SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN THESE JURISDICTIONS, THE FOREGOING EXCLUSIONS AND LIMITATIONS WILL BE ENFORCED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW.

IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH PROVIDES: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.

17.Indemnification

You agree to defend, indemnify, and hold harmless Sholder its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms or your use of the Platform, including any use of the Platform’ content, services, and products other than as expressly authorized in these Terms, or your use of any information obtained from the Platform.

18.Governing Law and Jurisdiction

You agree that the laws of the State of Colorado will govern these Terms and any dispute that may arise between you and Sholder or its affiliates related to your use of the Platform, without regard to conflicts of laws provisions.

19.Dispute Resolution

You and we both agree to provide written notice of any disputes to the other party and try to resolve any disputes informally in good faith arising from your use of the Platform. If any dispute is not resolved within 30 days of a party providing notice to the other party, the dispute will be resolved through individual, non-representative, binding arbitration conducted in English, instead of a proceeding in courts of general jurisdiction. If you are required to pay a filing fee, after Sholder receives notice that you have commenced arbitration, it will promptly reimburse you for your payment of the filing fee, unless your claim is for more than US $10,000. The arbitration will be governed by the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (collectively, "AAA Rules") of the American Arbitration Association ("AAA"). AAA Rules and Forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by requesting them from us by writing to us at the Notice Address. The arbitrator is bound by the terms of these Terms The arbitrator will conduct hearings, if any, by teleconference or videoconference, rather than by personal appearances, unless the arbitrator determines upon request your or our request that an in-person hearing is appropriate. Any in-person appearances will be held in Boulder, Colorado. The arbitrator will have authority to award temporary, interim, or permanent injunctive relief or relief providing for specific performance, but only to the extent necessary to provide relief warranted by the individual claim before the arbitrator. The award rendered by the arbitrator may be confirmed and enforced in any court with appropriate jurisdiction. Each party will be responsible for its respective costs, including costs related to its respective attorneys, experts, and witnesses.

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS MUST BE COMMENCED WITHIN ONE YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

YOU AND WE EXPRESSLY WAIVE THE RIGHT TO GO TO COURT, TO A TRIAL BY JURY, AND TO PARTICIPATE IN A CLASS ACTION, CLASS ARBITRATION, OR OTHER REPRESENTATIVE PROCEEDING WITH RESPECT TO ANY CLAIM SUBJECT TO ARBITRATION. NOTWITHSTANDING THE PARTIES’ DECISION TO RESOLVE ALL DISPUTES THROUGH ARBITRATION, WE MAY BRING AN ACTION IN A STATE OR FEDERAL COURT TO PROTECT OUR INTELLECTUAL PROPERTY RIGHTS. SEEKING SUCH RELIEF SHALL NOT WAIVE OUR RIGHT TO ARBITRATION UNDER THESE TERMS.

20.Coordinated Arbitration.

In the event that 25 or more claimants submit notices or seek to file arbitrations asserting similar claims and are represented by identical or coordinated counsel (whether such cases are pursued concurrently or not), all such cases shall be resolved through staged proceedings (“Coordinated Arbitration”). You hereby consent to this process notwithstanding any potential delay in the arbitration of your dispute. In the first stage, counsel for the claimants and Sholder shall each select 25 cases (totaling 50 cases) to be initiated in arbitration and adjudicated separately by distinct arbitrators. Where feasible, arbitrators shall be selected from the respective claimants’ jurisdictions. If the number of cases is fewer than 50, counsel for the claimants and Sholder shall each select an equal number of cases to the extent possible. During the first stage, no additional cases in connection with the Coordinated Arbitration shall be initiated or continued in arbitration, and AAA shall abstain from assessing or demanding fees for the remaining cases or administering or accepting them. Arbitrators are encouraged to resolve the cases within 120 days of their appointment or as promptly as possible. Upon completion of the first stage, the second stage is for the parties to engage in a single mediation session encompassing all remaining cases, with Sholder bearing the cost of mediation. Should the parties fail to agree on resolutions for the remaining cases post-mediation, they shall repeat the process of selecting and initiating 50 cases to be individually arbitrated by different arbitrators, followed by mediation. Should any claims remain after the second stage, this process shall iterate until all disputes in connection with the Coordinated Arbitration are resolved, subject to four modifications: (1) up to 100 cases may be initiated in subsequent stages; (2) cases shall be selected randomly; (3) arbitrators from earlier stages may be reappointed if alternative arbitrators are unavailable; and (4) mediation is at the discretion of claimants’ counsel. Between stages, counsel shall convene to discuss methods for enhancing the efficiency of the staged proceedings, including the potential increase in the number of cases initiated in each stage. Additionally, either party may negotiate with the AAA concerning the amount or timing of AAA fees.

21.Waiver and Severability

No waiver by us of any term or condition set out in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure by us to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.

If any provision of these Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of these Terms will continue in full force and effect.

22.Geographic Restrictions

Sholder is based in the United States. Access to the Platform may not be legal by certain persons or in certain countries. If you access the Platform from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.

23.Entire Agreement

These Terms constitute the sole and entire agreement between you and Sholder regarding the Platform and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Platform.

24.Contact Us

All feedback, comments, requests for technical support, and other communications relating to the Platform should be directed to:

Sholder, Inc.885 Arapahoe Ave, Suite 30Boulder, CO 80302Telephone: 833-SHOLDEREmail: legal@sholder.com