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Terms & Conditions

Effective: October 14, 2024

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Please read these Terms (as defined herein) carefully before using the TeacherWell website or app (the “Site”) operated by Dembowski Consulting and any and all affiliates, licensors, or related parties (collectively “Company,” “us,” “we,” or “our”). These Terms are entered into by and between You and Company. The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, the “Terms”), govern your access to and use of Site, including any content, functionality, and services offered on or through the Site, whether as a guest or a registered user.

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This Site is offered and available to users who are 18 years of age or older. By using this Site, you represent and warrant that you are of legal age to form a binding contract with the Company and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Site.

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YOU AGREE THAT THE PRODUCTS AND SERVICES ARE NOT INTENDED TO BE USED IN A MEDICAL EMERGENCY. IF YOU ARE LOCATED IN THE UNITED STATES AND YOU ARE HAVING THOUGHTS OF SUICIDE OR SELF-HARM, PLEASE CALL OR TEXT 988, THE SUICIDE AND CRISIS LIFELINE. IF YOU ARE EXPERIENCING A MEDICAL OR MENTAL HEALTH EMERGENCY, PLEASE CONTACT 911 OR GO TO THE NEAREST EMERGENCY ROOM. DO NOT ATTEMPT TO ACCESS EMERGENCY CARE THROUGH THESE PRODUCTS AND SERVICES. IF YOU ARE LOCATED OUTSIDE OF THE UNITED STATES, PLEASE CONTACT YOUR LOCAL CRISIS OR EMERGENCY RESOURCES OR GO TO THE NEAREST EMERGENCY ROOM.

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YOU AGREE THAT THE PRODUCTS AND SERVICES ARE INTENDED FOR EDUCATIONAL AND ENTERTAINMENT PURPOSES.  TEACHERWELL IS NOT A LICENSED MEDICAL CARE PROVIDER; DOES NOT PROVIDE MEDICAL TREATMENT, ADVICE, OR DIAGNOSIS; HAS NO EXPERTISE IN DETERMINING THE EFFECT OF ANY SPECIFIC TREATMENT ON A MEDICAL CONDITION; AND IS NOT YOUR HEALTHCARE PROVIDER.

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Changes to the Terms

We may revise and update these Terms from time to time in our sole discretion. All changes are effective immediately when we post them and apply to all access to and use of the Site thereafter. These changes may be communicated with You as needed.

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You are expected to check this page periodically so you are aware of any changes, as they are binding on you.

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SUBSCRIPTIONS & PURCHASES

Automatically Renewing Subscriptions. Members may access the Products or Services via a subscription fee-based program (“Subscription”). Subscriptions may be available via monthly or annual options (“Subscription Term”). For the purposes of our monthly and annual subscriptions, a month constitutes 30 calendar days and a year constitutes 365 calendar days. Subscriptions may be charged separately for Products and Services. If you activate a Subscription, you authorize TeacherWell or Dembowski Consulting to periodically charge, on a going-forward basis all accrued sums (“Subscription Fee”) on or before the payment due date for the accrued sums. Your account will be charged automatically on the date when you purchase your first subscription to the Product or Service (“Subscription Billing Date”) for all applicable fees and taxes for the next subscription period. The Subscription will continue unless and until you cancel your Subscription or TeacherWell terminates your Subscription or your account.

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Subscription Cancellation. You may cancel your Subscription at any time, but you must cancel your Subscription before it renews in order to avoid billing of the next periodic Subscription Fee to your account. 

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No Refunds on Subscriptions. Refunds cannot be claimed for any partial Subscription Term. TeacherWell will bill the periodic Subscription Fee to the payment method you provide to us during registration (or to a different payment method if you change your payment information) (“Payment Method”). You will only have access to the Products and Services while your Subscription is active and subsisting.

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Subscription Methods. You may subscribe via: purchasing a subscription to the Products or Services from the Website, within the Apps, where allowed by the App marketplace partners. Please note that if you purchase a subscription through the Apple Store, the sale is final, and we will not provide a refund. Your purchase will be subject to Apple’s applicable payment policy, which also may not provide for refunds. If you purchase a subscription through the Google Play store, the sale is final and we will not provide a refund. Your purchase will be subject to Google’s applicable payment policy, which also may not provide for refunds. 

 

Group/Gift Subscriptions. Group/Gift Subscriptions (“gift”) are pre-paid memberships to the Products. A person who purchases the gift is the “Giftor.” A person who receives and redeems a Gift Subscription is the “Recipient.” Gift Subscriptions are paid for by a one-time upfront payment. Once bought, the Giftor will receive an Order confirmation and receipt. The Gift Subscription will be sent to the Recipient via email or QR code. Please note that gifting codes cannot replace a current subscription if the Recipient has already purchased a subscription through the Apple Store or the Google Play Store. We will automatically bill the Payment Method that the Giftor provided for any purchased Gift Subscriptions at the time of purchase, not upon delivery to or redemption by Recipient. There are no refunds or other credits for Gift Subscription that are not redeemed. TeacherWell is not responsible if a Gift Subscription is lost, stolen or used without permission.

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Purchases. You may access some Products or Services by paying TeacherWell or our App marketplace partners a non-recurring fee at the time of registration (“Purchase”). If you make a Purchase, you authorize TeacherWell or our App marketplace partners, as applicable, to charge all accrued sums (“Fees”) on the payment due date for the accrued sums. Your account will be charged automatically on the date when you purchase the Product. Please note that the sale is final for all Purchases, and we will not provide a refund.

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Discounts. TeacherWell may offer certain special discount pricing options (the “Special Discount Pricing Options”). Such Special Discount Pricing Options will only be available to qualified users (the “Qualified Users”). TeacherWell reserves the right to determine if you are a Qualified User in our sole discretion. Additional terms may apply to such Special Discount Pricing Options.

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Free Trials. You may have access to a free trial period of certain Products (“Free Trial”). You are only allowed one Free Trial regardless of your subscription method. We reserve the right to determine eligibility for Free Trials, which may vary based on factors including the Product or Service you select and whether you have redeemed a Free Trial previously. Free Trials automatically convert to a paid annual or monthly subscription term after a certain period of time. 

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Prices in US Dollars include local taxes. You agree not to hold us responsible for banking charges incurred due to payments on your account. If payment is not received by us from the Payment Method you provided, you agree to pay all amounts due upon demand by us.

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Accessing the Site and Account Security

We reserve the right to withdraw or amend this Site, and any service or material we provide on the Site, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Site is unavailable at any time or for any period. From time to time, we may restrict access to some parts or all of the Site to users, including registered users.

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You are responsible for both:

  • Making all arrangements necessary for you to have access to the Site.

  • Ensuring that all persons who access the Site through your internet connection are aware of these Terms and comply with them.

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To access the Site or some of the resources it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of the Site that all the information you provide on the Site is correct, current, and complete. You agree that all information you provide to register with this Site or otherwise, including, but not limited to, through the use of any interactive features on the Site, is governed by our Privacy Policy (“Privacy Policy”), and you consent to all actions we take with respect to your information consistent with our Privacy Policy.

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If you choose, or are provided with, a username, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to this Site or portions of it using your username, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.

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We have the right to disable any username, password, or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms.

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Purchases

If you wish to purchase any product or service made available through the Service (“Purchase”), you may be asked to supply certain information relevant to your Purchase including, without limitation, your credit card number, the expiration date of your credit card, your billing address, and your shipping information.

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You represent and warrant that: (i) you have the legal right to use any credit card(s) or other payment method(s) in connection with any Purchase; and that (ii) the information you supply to us is true, correct and complete.

The service may employ the use of third-party services for the purpose of facilitating payment and the completion of Purchases. By submitting your information, you grant us the right to provide the information to these third parties subject to our Privacy Policy.

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We reserve the right to refuse or cancel your order at any time for reasons including but not limited to: product or service availability, errors in the description or price of the product or service, error in your order or other reasons.

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We reserve the right to refuse or cancel your order if fraud or an unauthorized or illegal transaction is suspected.

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CANCELLATION BY YOU

You may cancel your Subscription at any time. Cancellation of a monthly Subscription is effective at the end of the applicable monthly period and cancellation of an annual Subscription is effective at the end of the applicable annual period. Please make any such cancellation by emailing TeacherWell@DembowskiConsulting.com.

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Please note that if you purchase a Subscription through the Apple iTunes Store or our iPhone application, you may cancel your Subscription by canceling automatic renewal of paid In App Subscriptions by selecting Manage App Subscriptions in your iTunes Account settings and selecting the Subscription you want to modify. If you purchase a Subscription through the Google Play store you may cancel automatic renewals in account settings under Subscriptions in the Google Play app, or according to the current process outlined by Google Play. If you purchase a Subscription via Apple or Google, you may be subject to their additional terms.

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A delinquent account will be charged with fees or charges that are incidental to any chargeback or collection of any unpaid amount, including collection fees.

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ELECTRONIC COMMUNICATIONS CONSENT

Email, text messaging, push notifications and other electronic communication (“Electronic Communications”), such as posting notices on the Products or Services allow TeacherWell to exchange information with you efficiently in connection with the provisioning of our Products and Services.

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Your use of the Products and Services means that you agree and consent to the use of Electronic Communications as an acceptable form of communication for the purposes of receiving our Products and Services and product information.

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By providing us with your phone number, you consent to receiving SMS/text message communications from us related to the Products and/or Services, including marketing and promotional messages, even if the phone number you provide is registered on any federal or state Do-Not-Call registry. Standard text messaging charges applied by your cell phone carrier will apply to text messages we send. You may opt out of receiving SMS/ text message communications from us at any time. Unsubscribing from communication may impact your ability to use the Products or Services.

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You acknowledge that Electronic Communications may not be a completely secure means of communication, and there may be the potential for such communications to be accessed in storage or during transmission. We will limit the amount and type of confidential information disclosed in un-encrypted Electronic Communications in compliance with our privacy policy.

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Applicable laws require that some of the information or communications we send to you should be in writing. You agree to transact with us electronically, and that communication with us will be mainly electronic. You acknowledge that all contracts, notices, information and other communications that we provide to you electronically comply with any legal requirement that such communications be in writing. You have the right to receive a paper copy of the communications. To receive a paper copy, please request it by emailing us at TeacherWell@DembowskiConsulting.com. Please be sure to state that you are requesting a copy of the particular communication.

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We reserve the right, in our sole discretion, to discontinue the provision of your Electronic Communications, or to terminate or change the terms and conditions on which we provide Electronic Communications. We will provide you with notice of any such termination or change as required by law.

 

Reliance on Information Posted

The information presented on or through the Site is made available solely for general information purposes. 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 Site, or by anyone who may be informed of any of its contents.

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This Site may include content provided by third parties, including materials provided by other users, bloggers, and third-party licensors, syndicators, aggregators, and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by the Company, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of the Company. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.

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ANY MATERIAL OR CONTENT PROVIDED BY TEACHERWELL IS FOR INFORMATIONAL PURPOSES ONLY AND IS NOT INTENDED TO REPLACE THE RELATIONSHIP BETWEEN YOU AND YOUR PHYSICIAN OR OTHER HEALTHCARE PROVIDER;

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YOU SHOULD ALWAYS CONSULT A PHYSICIAN IF YOU HAVE ANY QUESTIONS REGARDING A MEDICAL CONDITION;

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NEVER DISREGARD PROFESSIONAL MEDICAL ADVICE OR DELAY IN SEEKING IT BECAUSE OF SOMETHING YOU HAVE RECEIVED USING THE PRODUCTS AND SERVICES;

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THE TEACHERWELL ENTITIES ASSUME NO LIABILITY WITH RESPECT TO ANY SURVEY OR RESEARCH/MEDICAL PROGRAM OR STUDY WITH WHICH YOU MAY BE USING THE PRODUCTS OR SERVICES.

 

User Contributions

The Site may contain message boards, chat rooms, personal web pages or profiles, forums, bulletin boards, and other interactive features (collectively, “Interactive Services“) that allow users to post, submit, publish, display, or transmit to other users or other persons (hereinafter, “post“) content or materials including without limitation photographs, video, and text (collectively, “User Contributions“) on or through the Site.

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All User Contributions must comply with the Content Standards set out in these Terms.

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Any User Contribution you post to the site will be considered non-confidential and non-proprietary. By providing any User Contribution on the Site, you grant us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns the right to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material for any purpose.

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You represent and warrant that:

  • You own or control all rights in and to the User Contributions and have the right to grant the license granted above to us and [our affiliates and service providers, and each of their and our respective licensees, successors, and assigns.

  • All of your User Contributions do and will comply with these Terms.

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You understand and acknowledge that you are responsible for any User Contributions you submit or contribute, and you, not the Company, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness.

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We are not responsible or liable to any third party for the content or accuracy of any User Contributions posted by you or any other user of the Website.

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Content Standards

These content standards apply to any and all User Contributions and use of Interactive Services. User Contributions must in their entirety comply with all applicable federal, state, local, and international laws and regulations.

 

Without limiting the foregoing, User Contributions must not:

  • Contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable.

  • Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age.

  • Infringe any patent, trademark, trade secret, copyright, or other intellectual property or other rights of any other person.

  • Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms and our Privacy Policy.

  • Be likely to deceive any person.

  • Promote any illegal activity, or advocate, promote, or assist any unlawful act.

  • Cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, alarm, or annoy any other person.

  • Impersonate any person, or misrepresent your identity or affiliation with any person or organization.

  • Involve commercial activities or sales, such as contests, sweepstakes, and other sales promotions, barter, or advertising.

  • Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.

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Intellectual Property

The Service and its entire content, features and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, arrangement thereof) are and will remain the exclusive property of Company, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secrets, and other intellectual property or proprietary rights laws.

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The Terms permit you to use the Site for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Site.

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If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Site in breach of the Terms, your right to use the Site will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the Site or any content on the Site is transferred to you, and all rights not expressly granted are reserved by the Company. Any use of the Site not expressly permitted by these Terms is a breach of these Terms and may violate copyright, trademark, and other laws.

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The Company name, logo, and all related names, logos, product and service names, designs, and slogans are trademarks of the Company or its affiliates or licensors (the “Marks”). You must not use the Marks without the prior written permission of the Company. All other names, logos, product and service names, designs, and slogans on this Site are the trademarks of their respective owners.

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General

Performance. We will not be liable to you for any lack of performance, or the unavailability or failure, of the Products and Services, or for any failure or delay by us to comply with these Terms, where such lack, unavailability or failure arises from any cause beyond our reasonable control.

 

Notices. Unless otherwise specifically indicated, all notices given by you to us must be given to TeacherWell at TeacherWell@DembowskiConsulting.com. We may give notice to you at the e-mail address you provide to us when you register, or in any of the ways specified in these Terms. Notice will be deemed received and properly served immediately when posted on the Products or when an e-mail or other electronic communication is sent. In proving the service of any notice via email, it will be sufficient to prove that such email was sent to the specified e-mail address of the addressee.‍

 

Prohibited Uses

You may use the Site only for lawful purposes and in accordance with these Terms. You agree not to use the Site:

  • In any way that violates any applicable federal, state, or local law or regulation 

  • For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise.

  • To transmit, or procure the sending of, any advertising or promotional material without our prior written consent, including any “junk mail,” “chain letter,” “spam,” or any other similar solicitation.

  • To impersonate or attempt to impersonate the Company, a Company employee, another user, or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing).

  • To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Site, or which, as determined by us, may harm the Company or users of the Site, or expose them to liability.

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Additionally, you agree not to:

  • Use the Site in any manner that could disable, overburden, damage, or impair the site or interfere with any other party’s use of the Site, including their ability to engage in real time activities through the Site.

  • Use any robot, spider, or other automatic device, process, or means to access the Site for any purpose, including monitoring or copying any of the material on the Site.

  • Use any manual process to monitor or copy any of the material on the Site, 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 Site.

  • 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 Site, the server on which the Site is stored, or any server, computer, or database connected to the Site.

  • Attack the Site via a denial-of-service attack or a distributed denial-of-service attack.

  • Otherwise attempt to interfere with the proper working of the Site.

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Monitoring and Enforcement; Termination

We have the right to:

  • Remove or refuse to post any content for any or no reason in our sole discretion.

  • Take any action with respect to any content that we deem necessary or appropriate in our sole discretion, including if we believe that such User Contribution violates the Terms infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Terms or the public, or could create liability for the Company.

  • Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.

  • Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Site.

  • Terminate or suspend your access to all or part of the Site for any or no reason, including without limitation, any violation of these Terms.

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Without limiting the foregoing, we have the right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Site.

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YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY THE COMPANY DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER THE COMPANY OR LAW ENFORCEMENT AUTHORITIES.

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However, we do not undertake to review all material before it is posted on the Site and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.

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Links To Other Websites

Our Service may contain links to third party websites or services that are not owned or controlled by TeacherWell or Dembowski Consulting. Any activity, behavior, content is governed by the terms of service on those third-party sites including their privacy policies and Company disclaims any liability for any activity occurring on such third-party sites.

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In particular, when you sign up for information related to TeacherWell, you acknowledge and agree that your information will be handled and used in accordance with its Privacy Policy.

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Disclaimer

You understand that we cannot and do not guarantee or warrant that file available for downloading from the internet or the Site will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data.

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TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE SITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY SITE LINKED TO IT.

YOUR USE OF THE SITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE IS AT YOUR OWN RISK. THE SITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE SITE. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE SITE, ITS CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE SITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

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TO THE FULLEST EXTENT PROVIDED BY LAW, THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.

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THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

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Limitation of Liability

TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COLLECTIVE LIABILITY OF THE COMPANY AND ITS SUBSIDIARIES AND AFFILIATES, AND THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS, TO ANY PARTY (REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, OR OTHERWISE) EXCEED THE GREATER OF $2,500 OR THE AMOUNT YOU HAVE PAID TO THE COMPANY FOR THE APPLICABLE CONTENT IN THE LAST 12 MONTHS OUT OF WHICH LIABILITY AROSE.

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The limitation of liability set out above does not apply to liability resulting from our gross negligence or willful misconduct.

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THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

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Indemnification

You agree to defend, indemnify, and hold harmless the Company, 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 Site, including, but not limited to any use of the Site’s content, services, and products other than as expressly authorized in these Terms, or your use of any information obtained from the Site.

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Exclusions

Some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so the limitations above may not apply to you.

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Governing Law

Any legal suit, action, or proceeding arising out of, or related to, these Terms or the Site shall be instituted exclusively in the federal courts of the United States, although we retain the right to bring any suit, action, or proceeding against you for breach of these Terms in your country of residence or any other relevant country. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

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Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect. These Terms constitute the entire agreement between us regarding our Service, and supersede and replace any prior agreements we might have had between us regarding the Service.

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Arbitration

At Company’s sole discretion, it may require You to submit any disputes arising from these Terms or use of the Site, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration.

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Limitation on Time to File Claims

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OR THE WEBSITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

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Entire Agreement

The Terms constitute the sole and entire agreement between you and TeacherWell regarding the Site and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Site.

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Contact Us

If you have any questions about these Terms, please contact us at TeacherWell@DembowskiConsulting.com

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