1. Introduction
Date of Effect 01.01. 2024

Denu L.L.C, a company registered in Dubai, United Arab Emirates (the “Company”, “we,” “our,” “us”) owns and operates the website located at the URL www.theagewellplan.com, other related websites, mobile applications, media channels (collectively, the “Platform”) operating under the brand name “TheAgeWellPlan” otherwise known as AgeWell.

These terms of service (the “Terms”) govern your access to the Platform, use of the Platform features, and the services ( “Services’) and products (“Products’) offered on the Platform. Your access to the Platform and use of the Platform features is subject to your continued compliance with these Terms and all applicable laws. Your right to access the Platform and to use the Platform features will terminate immediately if you breach these Terms. These Terms constitute a legally binding agreement made by and between us and any Platform User (personally and, if applicable, on behalf of the entity for whom you are using the Platform (collectively, “You” or “Platform User”) and between a Platform User and a Practitioner providing Services through the Platform. Practitioners are defined as all practitioners who may be coaches, consultants, doctors, therapists, trainers, Instructors or entities who use the Platform to display and provide Services (collectively, the “Practitioner”).

2. Agreement
By accessing or using any part of the Platform, you accept that you have read, understand, and agree to be bound by these terms. You also accept that you have read, understand and agree to be bound by the Privacy Policy, which describes how we collect, use and disclose your information and data and which is incorporated into these Terms; and that you consent to such collection, use and disclosure. If you do not agree to these Terms, or to any changes we may subsequently make to these Terms or the Privacy Policy, you may not access the Platform or use the Services.

3. Eligibility
To access the Platform you must be and warrant that you are of legal age (18 years of age or older) and competent. By accessing the Platform on behalf of any third-party, you warrant that you are an authorised representative of that third-party and that your access to the Platform constitutes that third-party’s acceptance of these Terms. To use the Platform features you must provide accurate, current and complete personal information, payment information, and other information as necessary to provide the Platform features and you are responsible for maintaining and updating such information so it remains accurate, current, and complete at all times. If you have been previously prohibited from accessing the Platform or the sites of any of our affiliates, you are not permitted to access the Platform.

4. Relationships
Between a Platform User and a Practitioner:
When you purchase any Service displayed on the Platform it constitutes an agreement between you as a Platform User and the Practitioner that you select to provide the Service to you. The Platform User agrees to purchase the Service and the Practitioner agrees to perform the Service in accordance with these Terms. The Platform User and the Practitioner agree not to enter into any contractual provisions in conflict with these Terms. Any other provision of any agreement that conflicts with these Terms will be considered null and void. The Platform User and the Practitioner each covenant and agree to act with good faith and fair dealing according to these Terms.

Between Registered Users and the Company:
The Company is not a party to the dealing, contracting, and fulfilment of any Services between a Platform User and a Practitioner. The Company has no control over the practitioner and does not guarantee any part of the Services provided by any Practitioner. The Company is not responsible for and will not control how a Practitioner operates and is not involved in the hiring, firing, discipline, or working conditions of the Practitioner. All rights and obligations for the Services are between a Platform User and a Practitioner. The Platform User and the Practitioner agree that the Company has the right to take such actions relating to these Terms or their Platform Accounts, including without limitation: suspension, termination, or any other legal action, as the Company in its discretion deems necessary to protect the security, reputation, and goodwill of all Parties. The Platform User and the Practitioner assume all responsibilities and risks in connection with the Services between the Platform User and the Practitioner. The Company will not be responsible or liable for any acts or omissions of the Platform User or the Practitioner or both, as applicable.

These Terms, access of the Platform, or use of the Platform features by any Platform User will not be construed as creating or implying any relationship of agency, franchise, partnership, or joint venture between any Party, except to the extent stated.

5. Permissions
Subject to your compliance with these Terms, we grant you a personal, limited, non-exclusive, non-transferable, and revocable right to access the Platform for your use as permitted by these Terms. We reserve the right to monitor the Platform for the purpose of determining that your usage complies with these Terms.

6. Prohibitions
You may not use the Platform other than as permitted. Without limitation, you may not, directly or indirectly: copy, distribute, transmit, display, reproduce, publish, licence, commercially exploit, create derivative works from, transfer, or sell any content, services, products or technology contained with the Platform; reverse engineer, decompile, tamper with or disassemble the technology used to provide the Platform; interfere with or damage the Platform or any underlying technology; impersonate or misrepresent your identity or affiliation; attempt to obtain unauthorised access to the Platform; collect information about the Platform or from Platform Users; violate, misappropriate or infringe any third-party intellectual property or other rights; violate any social media channel terms; violate any law, rule, or regulation; interfere with any third-party’s ability to access the Platform or our ability to provide the Platform.

7. Accounts
The Platform features, including the Services, require you to register for a Platform Account. To register and use a Platform Account, you must submit accurate, current and complete information. You must promptly update such information to keep it accurate, current and complete. You are responsible for maintaining the confidentiality of your Platform Account information and for all activity that occurs under your Account. You agree to notify us immediately of any unauthorised use of your Platform Account or password. You may not use the Platform Account, username, or password of any other Platform User without written permission from that Platform User and us. We will not be liable for any loss or damage arising from or relating to your Platform Account including any misuse or misappropriation of your information.

Information and Data:
You are responsible for any Personal Information and data that you transmit on, to, or through the Platform, including the storage and backup of your records. We are not responsible for and have no obligation to maintain or retain any record of your information and data you may have transmitted or stored in your Platform Account.

8. Communications
By creating a Platform Account you consent to receive communications and notifications by email, SMS, direct message, or push notifications, where applicable) from us, relating to your Platform Account, Platform access, and Platform features.

You may modify your communications and notifications preferences in your Platform Account settings or by contacting us by email (wellness@theagewellplan.com) If you opt-out of communications and notifications we may still send you important correspondence relating to transactions you make through the Platform and relating to your use of the Platform features.

9. Prices
We reserve the right to determine the price of Services and Products sold through the Platform.
Unless otherwise indicated, prices shown on the Platform for Services are in AE Dirhams and are exclusive of taxes. Unless otherwise indicated, prices shown on the Platform for supplement Products are in GB Pounds and are exclusive of taxes. Unless otherwise indicated, prices shown on the Platform for test Products are in US Dollars and are exclusive of taxes. Sales tax will be charged on orders when applicable. You are responsible for all taxes and duties that apply to your location and local jurisdiction.

10. Corrections
All prices for Services and Products offered on the platform remain valid as displayed, except in the case of unexpected error. If we discover an error in the pricing of Services and Products you have ordered, we will notify you as soon as possible. We have no obligation to accept or fulfil an order for any Services and Products that were displayed at an incorrect price and we reserve the right to cancel such an order that has been accepted. If you and your credit/debit card company have already paid for Services and Products we will credit the full amount as soon as reasonably possible.

11. Payments
All financial transactions made through the Platform will be processed by our third-party payment processor, Stripe (the “Payment Processor”) When you make a payment through the Platform, you are accepting the current terms and conditions and privacy policy of the Payment Processor, which you may review (https://stripe.com/terms) You agree and allow us to delegate payment authorisations and to share required payment information with the Payment Processor for transactional purposes. By providing payment information through the Platform, you represent and warrant that: you are legally authorised to provide such information; you are legally authorised to perform payments using the selected Payment Method, and such actions do not violate the terms and conditions applicable to the use of such Payment Method or applicable law. When you authorise a payment using a Payment Method, you represent and warrant that there are sufficient funds or credit available to complete the payment using the designated Payment Method. Such payments, once authorised, are final. You hereby release us from all liability for such Payment. To the extent that any amounts owed under these Terms cannot be collected from your Payment Method, you are responsible for paying such amounts by other means.

Currencies:
If you make a payment using a credit/debit card that is denominated in a different currency, your final price may be calculated by the applicable exchange rate on the day your credit/debit card issuer processes the transaction.

12. Investigations
You agree to our right to investigate all transactions for fraud. We reserve the right to seek reimbursement from you, and you will reimburse us if we discover a fraudulent or erroneous transaction, or if we receive a chargeback or reversal from your Payment Method for any reason. You agree that we have the right to obtain such reimbursement by charging the Payment Method associated with your Platform Account or obtaining reimbursement from you by any other lawful means.

13. Purchases
Services: Through the Platform, sessions, packages, programs, protocols, talks, workshops, events, and other services may be offered for purchase (collectively, the “Services”). The costs for such Services are displayed on the Platform. Payment for any Service is due at the time of booking the Service unless otherwise indicated on the Platform, and we have no obligation to provide Services until such payment is made.

Products: Through the Platform, supplements, tests, devices, and other products may be offered for purchase (collectively, the “Products”). The costs for such Products are displayed on the Platform. Payment for any Product is due at the time of ordering the Product unless otherwise indicated on the Platform, and we have no obligation to provide Products until such payment is made.

Final Sale: All bookings and orders are non-cancellable; we may grant or deny cancellation requests at our discretion. We do not accept returns or refunds for Services and Products. All sales are final.

Personal Use: Services and Products are for your personal use only. You agree not to sell/resell or otherwise monetize in any way, any part of the Services and the Products you purchase through the Platform.

14. Descriptions
We endeavour to make the information on the Platform accurate, however, we cannot guarantee that the information will be accurate, current, or complete at all times and information displayed on the Platform may be inaccurate, outdated, incomplete, or appear inaccurate. We apologise in advance for any such errors that may result in an incorrect price, description, unavailability, or otherwise. We reserve the right to correct errors (whether by changing the information on the Platform or by informing you of the error and allowing you to cancel your booking and/or order) or to update descriptions at any time without notice.

Suppliers may make changes to Products and the current Product label may contain more or different information than the Product description displayed on the Platform. It is your responsibility to consult Product labels for the most accurate, current, and complete information before using any Products.

15. Changes
We reserve the right to change the details of Services and Products at any time. Quantities of Services and Products may be limited and availability cannot always be guaranteed. We will not be liable if Services and Products are unavailable or if the date of a Service or the delivery of a Product needs to be rescheduled. In the case of any discrepancy, we will confirm the correct details with you or cancel your booking or order and notify you of such cancellation. Any confirmation that you receive after booking Services and ordering Products is subject to correction for any reason.

16. Policies
We are not responsible for the policies or practices of any Practitioner. A Practitioner may decide in their discretion to decline to participate in a Service for any or no reason. If a Service you have booked and paid for is cancelled by the Practitioner, you may be entitled to receive a refund for the amount paid in the form of a credit to your Platform Account. If the reason for the cancellation of Service is that you have breached these Terms or that participation in the Session could endanger yourself or others, you will not be entitled to any refund.
You agree that you are responsible for informing any Provider that you choose to hire, through the Platform or otherwise, about any medical diagnosis you have received and any prescription medication, herbal medicine, food supplements, or over-the-counter medication you are taking.

If you have questions regarding a Service you have received through the Platform or other issues about the Platform or the Services contact us by email (wellness@theageweplan.com)

Inclusions:
Packages of sessions must be used within 3 months and include reasonable email and messaging support between sessions. Memberships are 12 months long. Any sessions included with your Membership must be used as allocated each month and do not roll over. Single sessions may or may not include a protocol and don’t typically include any ongoing support by email or message.

Documents:
Any documents will be shared with you via a private link that will be emailed to you.

Scheduling:
To book and buy Services you may use the Session Scheduler on the Platform. https://theagewellplan.com/session-scheduler/
If you need help booking a Service with your preferred practitioner at your preferred time contact us by email (wellness@theagewellplan.com) with your request and we will book your Service for you.

Privacy:
You acknowledge and agree not to record your session unless you have requested permission by email (wellness@theagewellplan.com) and have received written approval of the request by return email.

Google Meet:
Sessions are held online via Google Meet.
When you book a Service through the Platform, a Google Meet invitation link to the session will be automatically sent to you by email. We will email you again 26 hours before your session to remind you of the date and time.
Prepare for Google Meet before your session by registering a (free) Google Meet personal account and familiarise yourself with the Google Meet system. (https://meet.google.com/)

Experience:
You agree that you are responsible for your session experience including but not limited to: joining your session at the designated start time of the session; being in a suitable environment; using adequate equipment such as a device and headset; having sufficient internet signal.

Timings:
The allocated time for any Session is 60 minutes.
Sessions are allocated in time slots and cannot be extended beyond the end of the scheduled time.
In the case that you are late to the session or you are not present at the scheduled start time of the session, we will attempt to email you twice to remind you to join the session in progress.
The Practitioner will wait for you for 10 minutes before considering the session as cancelled. Such cancelled sessions will be charged as if you had attended.

Rescheduling:
If you reschedule your attendance at a session within 24 hours of the start time of the session, the session is charged and you will not receive any credit for any payment made for such session. If you reschedule your attendance at a session more than 24 hours before the session start time, you can reschedule your session without charge. You can reschedule any booked sessions from your Platform Account or contact us by email (wellness@theagewellplan.com)

17. Intellectual Property Rights
All content on the Platform or otherwise made available via the Platform, including the images, text, information (“Content”), trademarks, service marks, logos (“Marks”), the brand aesthetic, website design and Platform layout (“Design”), all software, features and other technology used to provide the Platform, and used to offer the Services and Products (“Technology”), are owned by or licensed to us and our providers, suppliers and affiliates. The Platform, Content, Marks, Design, and Technology are protected by the intellectual property laws applicable to the United Kingdom and all other international intellectual property laws and treaties. Using the Platform does not give you any ownership of or right to any Content, Marks, Design, or Technology, and all rights not granted are reserved. The Platform, Content, Marks, Design, and Technology are provided to you “as is” for your information and personal use only and may not be used, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever.

18. Third-Parties
The Platform may contain information from third-party sources, including text, images, videos, services, products, and links to external sites (collectively, the third-party “Resources”) We do not endorse or accept any responsibility for third-party Resources or any link on a linked site. Third-parties may provide services and supply products directly to you through the Platform. You may be required to agree to the third-party’s terms and policies to use third-party services and products. We will not be liable in any way for the acts or omissions of such third-party, the terms or policies of any third-party or its failure to adhere to terms or policies, or any loss, damages, liability, or expenses (including attorneys’ fees) that you may incur arising from or related to such third-party’s services or products.

19. User Content
When you access the Platform or use the Platform features, you may submit text, images, questions, comments, suggestions, reviews, or other content (collectively, the “User Content”)

Your Responsibility for User Content: You agree that you are solely responsible for all the User Content that you make available through the Platform. You represent and warrant that: you have all rights, licences, consents, and releases necessary to grant us the required rights to utilise any User Content; and neither your User Content nor your posting, uploading, publication, submission, or transmittal of your User Content or our use of your uploaded User Content (or any portion thereof) on or through the Platform, will infringe, misappropriate or violate a third-party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property right or rights of publicity or privacy; or result in the violation of any applicable law or regulation.

No Obligations Regarding User Content: We do not have any obligation to monitor any User Content. We have the right to remove or edit any User Content for any reason or no reason.

20. Limitations of Liability
No Warranties:
The Platform is provided “as available” and “as is” with no representations or warranties of any kind. We disclaim to the maximum extent permitted by law all warranties, directly and indirectly, implied and statutory, or otherwise, including all warranties of merchantability, fitness for a particular purpose, title, and non-infringement. We do not represent or warrant that any part of the Platform will be uninterrupted, error-free, secure, free of viruses or other harmful code, or that all information will be accurate or complete. You agree that your use of the Platform is voluntary, your responsibility, and your risk. We make no representation or warranty that any part of the Platform, Platform features, Services, or Products provided through the Platform will meet your requirements or achieve any results.

Providers and Suppliers:
The providers who provide third-party services and the suppliers who provide third-party products offered through the Platform are independent contractors and not agents or employees of the Company. We are not liable for the acts, errors, omissions, representations, warranties, breaches, or negligence of any such providers or suppliers, or for any injuries, deaths, damages, complaints, grievances, or expenses arising from or relating to such providers and services, suppliers, and products.

Health Disclaimers:
If you are experiencing a medical emergency, you must telephone your local emergency assistance number immediately. Nothing displayed on the Platform, Platform features or Services and Products provided through the Platform should be construed as any form of medical or psychiatric advice or diagnosis, or substitute for the attention of a primary care provider (PCP). It is your responsibility to have a PCP for standard and emergency medical care and all insurance-related considerations. You agree that all health and wellness content displayed on the Platform, including all text, images, videos, and other materials, are provided for informational purposes only.

Assessments:
To participate in Activities and Services, you may be asked to provide information concerning your physical habits, medical history, lifestyle, diet, and other details (collectively, the “Assessments”). Assessments enable the Practitioner to provide the Services most effectively. Assessments are not a substitute for PCP attention.

Participation:
You agree that any assessments, actions, exercises, fitness, wellness, health related activity (collectively, the “Activities”) carry inherent risks and that you voluntarily assume all known and unknown risks associated with these Activities, even if caused in whole or part by our action, inaction or negligence or by the action, inaction or negligence of others.

You agree that it is your responsibility to obtain any necessary medical clearance from your PCP before participating in any Activities provided by any Practitioner through the Platform. You agree you are responsible for your health, your safety, and all risks involved in any Activities and Services, online or in-person. You agree you are responsible for performing any Activities associated with the Services in a safe space and suitable environment.

Release:
You agree that you have been informed that Activities and Services involve possible risks and all Activities and Services shall be undertaken at your own risk. You agree neither the Practitioner nor the Company, nor any related party will be liable to you or any other person related to you, for all claims, damages, losses, liabilities actions or causes of action, and expenses (including attorneys’ fees) to your person or property arising from or relating to the Activities, Services or to the facility where the same are located, and you do hereby release and discharge the Practitioner and the Company from all claims, damages, losses, liabilities actions or causes of action, and expenses (including attorneys’ fees) and from all acts of active or passive negligence on the part of the Practitioner,  the Company or any related party.

Third-Party Resources:
We are not responsible for, do not endorse, and cannot guarantee third-party Resources offered by any third-party through the Platform or any third-party Resources linked to the Platform. Resources displayed on the Platform are displayed for your information only. Resources do not reflect our opinion and such Resources are not an endorsement or affiliation (unless otherwise disclosed by us) of any content, service, product, or entity and may not be quoted or reproduced in a way that implies our endorsement or affiliation of any content, service, product or entity. We are not liable, directly or indirectly, for any damages arising from or relating to any such third-party resources; your use of any third-party resources, and any interactions with third parties. All terms and conditions, warranties, and representations associated with such Resources are solely between you and such third parties.

To the maximum extent permitted by applicable law, the Company and its affiliates will not be liable for any direct or indirect, known or unknown, suspected or unsuspected, disclosed or undisclosed:  claims, damages, losses, liabilities, actions or causes of action, and expenses (including attorneys’ fees) whatsoever, arising from or relating to: access or performance of the Platform, the delay or inability to use the Platform features, the provision of or failure to provide services, products and features of the Platform; whether based on contract, tort, negligence, strict liability or otherwise, even if the Company or any of its affiliates has been advised of the possibility of such damages.

If the applicable law does not allow the limitations of liability as set forth above, then the limitations will be deemed modified solely to the extent necessary to comply with applicable law. All Disclaimers and Limitations of Liability extend to the maximum extent permitted by law and will survive these Terms and your use of the Platform.

21. Indemnity
You agree to defend, indemnify and hold harmless the Company and its agents, managers, affiliates, licensors, and each of their respective directors, officers, contractors, employees, agents, providers, suppliers and partners (“Indemnified Parties”) from and against any and all claims, damages, losses, liabilities and expenses (including attorneys’ fees) incurred in connection with any claim brought or asserted against any of the Indemnified Parties: (a) your Platform access and use of the Platform features; (b) your violation of any term of these Terms; (c) your violation of any third-party right, including without limitation any right of privacy, right of publicity or intellectual property rights; (d) your violation of any applicable law, rule or regulation; (e) your User Content (f) your Platform Account activity whether by you or a third-party; (g) your data; (h) third-party service providers; (i) third-party product suppliers; (j) third-party resources; (k) your use of Services; (l) your use of Products; (e) any claim regarding a Practitioner.

Without limiting any of the above, you hereby release each of the Indemnified Parties from all claims, damages, losses, liabilities, actions or causes of action, and expenses (including attorneys’ fees); directly or indirectly, known or unknown, suspected or unsuspected, disclosed or undisclosed; arising from or relating to these Terms, the Privacy Policy, your access to the Platform and your use of the Platform features. All Indemnification extends to the maximum extent permitted by law and will survive these Terms and your use of the Platform.

22. Termination
These Terms are effective unless and until terminated by you or us. We reserve the right, in our discretion and without any liability, to modify, suspend, or discontinue any part of the Platform, temporarily or permanently, at any time and without notice. We reserve the right, in our discretion and without any liability, to terminate your access to the Platform or any part of the Platform at any time, without notice.

You may terminate your Platform Account at any time by contacting us by email (agewell@theagewellplan.com) You may unsubscribe from email communications by clicking the “Unsubscribe” link at the bottom of the email. Allow 48 hours for unsubscribe to take effect. Following the termination of your Platform Account and/or termination of Platform communications, you will not receive any further correspondence from us unless and until you re-register by creating a new Platform Account or subscribing to communications.

In the case of termination, we are not responsible for any information or data you may have stored in your Platform Account. In the case of termination, you will remain liable under these Terms for any purchase made before termination.

Our rights under these Terms will survive termination of these Terms, termination of your Platform access, termination of your Platform Account, and/or termination of any Platform communications.

23. Governing Law
These Terms and the rights and obligations of the Company will be governed and construed in accordance with the laws of England and Wales.

Dispute Resolution:
In the case of a dispute or claim, arising out of or relating to this agreement, including any question regarding its existence, validity, or termination, you agree first to solve the issue amicably with us before resolving to dispute resolution procedures. In the case that any issue is unable to be solved between you and us, we may refer the matter to the Center for Dispute Resolution (“CEDR”) to settle the dispute objectively by Alternative Dispute Resolution. Exclusive jurisdiction and venue for any claims will be the courts of The Dubai International Financial Centre (“DIFC”) in The United Arab Emirates. In the case of a dispute, you agree not to engage in any conduct or communications, public or private, which disparages or is intended to disparage us, the Platform, any Services offered on the Platform, any Products offered on the Platform, or any Platform User.

Waiver:
You agree all claims must be brought in an 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 As such, individual claims may not be joined with any other claims and there will be no authority for any dispute to be addressed on a jury trial, class-action basis or brought by a purported class representative. You agree to a Statute of Limitations Modification, regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the use of the Platform, Services, or these Terms must be filed within ninety (90) days after such claim or cause of action arises or it will be forever barred.

24. Amendment
If any provision of these Terms is held to be invalid or unenforceable by applicable law, such provision will be limited to the minimum extent necessary or deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision, and the remainder of all other provisions of these Terms will remain valid and enforceable to the maximum extent permitted by applicable law and will continue in effect.

25. Assignment
We may assign or transfer our rights and obligations under these Terms to any other party at our discretion. You may not assign or transfer your rights and obligations under these Terms to any other party without our prior written consent, and any such attempt will be null and void.

26. Entire Agreement
These Terms and the other agreements referred to herein constitute the entire agreement between you and us and the Platform and supersede all previous terms, representations, and warranties, both written and oral, relating to the Platform.

27. Updates
We may update these Terms at any time. When the Terms are updated, the revised version of the Terms will be posted on this page with a new date of effect. If you access the Platform and use the Platform features after such revisions have been posted, you have accepted the revisions and agreed to be bound by them.

28. Acceptance
You agree that all terms, agreements, notices, and other communications that we provide to you electronically satisfy any legal requirement that such communications would satisfy in written form. You agree that any time you electronically transact, agree, or accept via the Platform, such actions are intended to be an electronic signature that binds you as if you had signed on paper.