TERMS & CONDITIONS

Updated: 23 January 2024

Welcome to OmBiome! Please carefully review these terms and conditions of use (the “Terms and Conditions”) before using the ombiome.com website and any affiliated mobile applications (collectively, the “Services”) as they contain important information about limitations of liability and resolution of disputes among other things. 

1. Terms of Use of Services

By using or accessing the Services, you acknowledge and agree that you are subject to and bound by the following Terms and Conditions, as well as our Privacy Policy [www.ombiome.com/privacy], which also governs your access to and use of the Services and any purchase of any product(s) on the Services, and is incorporated by reference (Terms and Conditions and Privacy Policy hereinafter referred to collectively as the “Terms”).  Unless otherwise specified, the entity controlling the Services is referred to herein as “OmBiome,” “we,” “us,” or “our.”  The term “you” refers to the user accessing and using the Services and/or purchasing any product(s).  You are not authorized to use the Services unless you are at least 18 years of age and able to enter into legally binding contracts in the jurisdiction in which you reside as of the time you use the Services. We do not knowingly collect the information of anyone under the age of 18. 

We, in our sole discretion, may modify these Terms, in whole or in part, at any time and any such modifications will be effective as of the date such changes are posted to the Services.  You acknowledge, understand and agree that it is your responsibility to check these Terms from time to time to take notice of any changes.  If any of the Terms is not acceptable to you, you must discontinue and cease your use of the Services immediately.

We may, in our sole discretion and at any time without notice or liability, terminate, change, suspend or discontinue any aspect of the Services.

2. Limited License to Use Services

Subject to these Terms, you are granted a limited, revocable, non-transferable, non-exclusive license to access and use the Services, including the content and services provided therein, solely for your own personal use or the group or organization you represent.  Any use of the Services that is not for inquiring about or purchasing any of the products or services offered herein or as otherwise authorized by us in writing is expressly prohibited.

3. Registration Data and Account Security

You agree to (a) provide accurate, current and complete information about you as may be prompted by any registration or forms provided on the Services (the “Registration Data”), (b) maintain the security of your password and identification, (c) notify us immediately of any unauthorized use of your account or other breach of security, (d) accept all responsibility for any and all activities that occur under your account, and (e) accept all risks of unauthorized access to the Registration Data and any other information you have provided to us on the Services.

4. Unauthorized Use of Services

The license to use the Services only extends to the uses expressly described herein.  The license to use the Services granted to you in these Terms does not include any right of collection, aggregation, copying, scraping, duplication, display or any derivative use of the Services nor any right of use of data mining, robots, spiders or similar data gathering and extraction tools.  Unauthorized uses of the Services also include, without limitation, the following:

• Any use of the Services that may dilute or depreciate our, including our affiliates’ marks, name, or reputation.
• Any commercial use or resale of the Services, including the contents and services provided therein.
• Any use of the Services, including the contents, tools and services provided therein, for the purpose of creating competitive products or services.
• Copy, reproduce, modify, reverse engineer, decompile, disassemble or create derivative works from any part of the Services, including the contents and services.
• Resell, distribute or transmit any content, tools and services provided herein.
• Use the Services in any manner that, in our sole discretion, adversely affects, or could adversely affect, damage, disable, impair or interfere with the security, performance and function of the Services, or any other services, system resources, accounts, servers, networks, affiliated or linked sites connected to or accessible through the Services, including, without limitation, uploading, posting, or otherwise transmitting any computer viruses, trojan horses, worms or other destructive or that may impose an unreasonable or disproportionately large load on the infrastructure of the Services.
• Any use of the Services that is unlawful, unethical, indecent, offensive, defamatory, fraudulent, deceptive, harmful, threatening, vulgar, profane, pornographic, obscene, sexually explicit, sexist, racist, hateful, offensive, abusive, harassing, invasive of the privacy rights of others, including the use of any materials that encourage, advocate or incite any such conduct.
• Any use of the Services that interfere with any other persons’ use and enjoyment of the Services.

5. Proprietary Rights

The Services is owned by us and you understand and agree that we own or otherwise have all proprietary rights to all content included therein.  We also own and have all proprietary rights to the copyrights, trademarks, service marks, trade names and other intellectual and proprietary rights associated with the Services and content provided therein, which are protected by applicable laws and regulations.  You acknowledge and agree that you do not have any license or other rights in any third-party marks, trade names, trade dress and associated products and services that may be displayed or used in the Services, and that any use of such third-party proprietary rights, without obtaining prior written consent from the appropriate party, is strictly prohibited.  You agree to abide by and comply with all applicable U.S. and international laws and regulations in your use of the Services and to not engage in or to prevent unauthorized copying, redistribution, reproduction or modification of the Services or any content therein.

6. Links to Third-Party Sites

The Services may contain links to web pages and various resources or location on the web (the “Third-Party Sites”).  Links to and from Third Party Sites, maintained and controlled by third parties, do not constitute an endorsement by us of any third parties, Third-Party Websites or the contents thereof.   You agree that your use of any Third-Party Sites is at your own risk and without warranties of any kind by us, pressed, implied or otherwise, under no circumstances are we liable for damages arising from any use of the Third-Party Site, including the contents provided therein, or transactions between you and any Third-Party Site.

7. Unsolicited Ideas and Feedback

You have no obligation to provide us with any ideas, suggestions, reviews or proposals (the “Feedback”).  However, when you submit to us any Feedback, such Feedback will automatically become our property without any compensation, obligation, royalty to you or restriction based on intellectual property rights or otherwise.  There is no obligation for us to review any submissions of Feedback nor do we have an obligation to keep such Feedback confidential.

8. Disclaimers

WE DO NOT GUARANTEE THE ACCURACY OF THE MATERIALS AND INFORMATION DISPLAYED IN, MADE AVAILABLE ON OR ACCESSED THROUGH THE SERVICES.  ALL INFORMATION, CONTENT, MATERIALS, PRODUCTS AND SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABEL THORUGH THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND WITHOUT WARRANTIES OF ANY KIND.  TO THE FULLEST EXTENT PERMISSIBLE BY LAW, (A) WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND WHATSOEVER FOR THE CONTENT ON THE SERVICES OR THE MATERIALS, INFORMATION AND FUNCTIONS MADE ACCESSIBLE BY THE SOFTWARE USED ON OR ACCESSED THROUGH THE SERVICES, FOR ANY PRODUCTS OR SERVICES OR HYPERTEXT LINKS TO THIRD PARTIES OR FOR ANY BREACH OF SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION THROUGH THE SERVICES OR ANY LINKED SITE, EVEN IF WE BECOME AWARE OF ANY SUCH BREACHES, AND (B) WE EXPRESSLY DISCLAIM ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR ACCURACY. WE DO NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE SERVICES OR ANY MATERIALS OR CONTENT CONTAINED THEREIN WILL BE UNINTERRUPTED OR ERROR FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICES OR THE SERVER THAT MAKES IT AVAILABLE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.  YOU ACKNOWLEDGE AND AGREE THAT ANY E-MAIL OR OTHER CORREPONDENCE AND TRANSMISSION TO AND FROM THE SERVICES IS NOT CONFIDENTIAL AND YOUR COMMUNICATIONS OR USER-CONTRIBUTED CONTENT MAY BE READ OR INTERCEPTED BY OTHERS. YOU FURTHER ACKNOWLEDGE AND AGREE THAT BY SUBMITTING COMMUNICATIONS OR USER-CONTRIBUTED CONTENT TO US AND BY POSTING INFORMATION ON THE SERVICES, NO CONFIDENTIAL, FIDUCIARY, CONTRACTUALLY IMPLIED OR OTHER RELATIONSHIP IS CREATED BETWEEN YOU AND US OTHER THAN PURSUANT TO THESE TERMS.  YOU FURTHER ACKNOWLEDGE THAT NO INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH OR FROM THE SERVICES WILL CREATE ANY WARRANTY OF ANY KIND.

STATE LAWS ON LIMITATIONS OF EXLUSIONS ON WARRANTIES VARY AND THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

9. Limitation of Liability

IN NO EVENT, WILL WE AND ANY OF OUR DIRECTORS, OFFICERS, AFFILIATES, AGENTS, EMPLOYEES, LICENSORS, PARTNERS AND ALL OTHER RELATED PERSONS (COLLECTIVELY, THE “OMBIOME GROUP”) BE LIABLE FOR ANY DAMAGES OR INJURY, EXCEEDING $5.00 IN THE AGGREGATE, CAUSED BY YOUR USE OF THE SERVICES, INCLUDING ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OF TRANSMISSION, COMPUTER VIRUS, OR LINE FAILURE.  OMBIOME GROUP SHALL NOT BE LIABLE FOR ANY DAMAGES OR INJURY, INCLUDING INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS AND DAMAGES THAT RESULT FROM INCONVENIENCE, DELAY, OR LOSS OF USE, THAT RESULT FROM THE USE OF, THE INABILITY TO USE, OR RELIANCE UPON, THE SERVICES, EVEN IF THERE IS NEGLIGENCE BY THE OMBIOME GROUP OR THE OMBIOME GROUP HAS BEEN ADVISED OF THE POSSIBILITY OF ANY SUCH FOREGOING DAMAGES.

STATE LAWS ON LIMITATIONS VARY AND THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

10. Release; Indemnification

YOU AGREE TO INDEMNIFY AND HOLD OMBIOME GROUP HARMLESS FROM AND AGAINST ANY CLAIM OR DEMAND, INCLUDING REASONABLE ATTORNEYS’ FEES, MADE BY ANY THIRD PARTY DUE TO OR ARISING OUT OF ANY CONTENT YOU SUBMIT, POST TO, OR TRANSMIT THROUGH THE SERVICES, YOUR USE OF THE SERVICES, YOUR VIOLATION OF THESE TERMS OR YOUR VIOLATION OF ANY RIGHTS OF ANY THIRD PARTY.

IF YOU ARE A CALIFORNIA RESIDENT, YOU ACKNOWLEDGE THAT YOU HAVE READ, ARE FAMILIAR WITH, AND UNDERSTAND THE PROVISIONS OF SECTION 1542 OF THE CALIFORNIA CIVIL CODE, AND AGREE TO WAIVE ANY RIGHTS YOU MAY HAVE UNDER SECTION 1542 OF THE CALIFORNIA CIVIL CODE, WHICH PROVIDES AS FOLLOWS:

A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR 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.

11. Dispute Resolution; Arbitration

You understand and agree that you and OmBiome are each waiving the right to a trial by jury or to participate in a class action and that all disputes relating to or arising under these Terms and/or Services shall be resolved by binding arbitration pursuant to the Federal Arbitration Act, which governs all substantive and procedural interpretation and enforcement of this provision.  The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the Commercial Dispute Resolution Procedures and Supplementary Procedures for Consumer Related Disputes (collectively, the “AAA Rules”) then in effect, except as indicated or modified herein.  The AAA rules are available at www.adr.org. 

Prior to initiating arbitration, the party seeking arbitration must first provide an opportunity to resolve any dispute or claim by notifying the other party of such dispute or claim in writing and attempting in good faith to negotiate an informal resolution.  If you are the party seeking arbitration, you must first send, via certified mail, a written and signed notice of dispute (the “Notice”) addressed to: OmBiome, Inc., Attn: CEO, 1124 W. Carson St., Los Angeles, CA 90502.  The Notice must include (a) your name, address, and email used to use the Services, (b) description of the nature and basis of the claim or dispute, and (c) the specific relief or resolution that you are seeking.  If you and OmBiome are unable to reach an agreement within 60 days from the date the Notice is received, you or OmBiome may commence an arbitration proceeding.  Engaging in this pre-arbitration dispute resolution and notification process is a requirement that must be fulfilled prior to commencing arbitration.  During the arbitration, the amount of any settlement offer made by your or OmBiome must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any.

Arbitration shall be conducted by a single arbitrator selected in accordance with the AAA Rules or by mutual agreement between you and OmBiome. Arbitration shall be held either: (i) at a location determined by AAA pursuant to the AAA Rules (provided that such location is reasonably convenient for you and does not require travel in excess of 100 miles from your home or place of business); (ii) at such other location as may be mutually agreed upon by you and OmBiome; or (iii) via videoconference.  Your arbitration fees and your share of arbitrator compensation shall be governed by the AAA Rules, and where appropriate, limited by the AAA Consumer Rules. In order to initiate arbitration, each party will be responsible for paying the filing fees required by the AAA. In the event that you are able to demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, or you would otherwise be eligible for a fee waiver in court, we may pay as much of your filing and hearing fees in connection with the arbitration as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive as compared to the costs of litigation, regardless of the outcome of the arbitration, unless the arbitrator determines that your claim(s) were frivolous or asserted in bad faith.  Either party may make a request that the arbitrator award attorneys’ fees and costs upon proving that the other party has asserted a claim, cross-claim, or defense that is groundless in fact or law, brought in bad faith or for the purpose of harassment, or is otherwise frivolous, as allowed by applicable law and the AAA Rules. 

If any portion of this Dispute Resolution and Arbitration provision is found to be unenforceable or unlawful for any reason, (a) such portion will be severed and the remainder of the provision will be given full force and effect; and (b) to the extent that any claims must therefore proceed on a class, collective, consolidated, or representative basis, such claims, and only such claims, must be litigated in a civil court of competent jurisdiction and not in arbitration, and the parties agree that litigation of those claims shall be stayed pending the outcome of any individual claims in arbitration.

Notwithstanding the foregoing, nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of you or OmBiome to (a) bring an individual action in small claims court, (b) pursue an enforcement action through the applicable federal, state or local agency if that action is available, (c) seek injunctive relief in aid of arbitration from a court of competent jurisdiction, or (d) file suit in a court of law to address an intellectual property infringement claim.

12. Term and Termination

These Terms are effective for so long as you access and use the Services.  You may, however, terminate these Terms with us at any time by providing us with a written notice acceptable to us that enables us to confirm your identity and your intention to terminate these Terms.  A written notice of your intent to terminate these Terms can be sent to us via email at [[email protected]] or certified mail addressed to OmBiome, Inc., [Attn: CEO], 1124 W. Carson St., Los Angeles, CA 90502.  Notwithstanding such termination, certain provisions of these Terms may, by their nature or express terms, survive such termination.

We reserve the right, in our sole discretion, to restrict, suspend or terminate your right to access and use the Services at any time, for any reason, without prior written notice or liability.

13. Fitness, Nutrition & Health Information

Information presented on the Services is intended to impart general fitness, nutrition and health information.  OmBiome is not engaged in rendering medical advice or services and submission of information to the Services and use of any features available on the Services does not create a doctor-patient relationship.  THE INFORMATION PRESENTED ON THE SERVICES IS NOT INTENDED FOR TREATMENT OR DIAGNOSTIC PURPOSES.  You should consult your doctor or dentist for medical/dental advice or services, including seeking advice regarding a medical/dental condition, illness, treatment and prior to utilizing any related features on the Services.  Advance consultation with your doctor/dentist is particularly important if you are under 18 years old, pregnant, breastfeeding, or have health/dental problems. 

THE STATEMENTS ON THE SERVICES HAVE NOT BEEN EVALUATED BY THE FOOD AND DRUG ADMINISTRATION, AND OUR PRODUCTS ARE NOT INTENDED TO DIAGNOSE, TREAT, CURE OR PREVENT ANY DISEASE OR ILLNESS.

14. Online Purchases and Related Terms and Conditions

The products displayed on the Services can be ordered and delivered only within the United States.  To purchase any products through the Services, you must (a) be at least 18 years of age, (b) provide us with valid payment information associated with a credit card or other payment method that you are authorized to use, and (c) authorize us to charge your credit card or other payment method for the price of the products or services that you request, together with any taxes, fees, or shipping charges described on the Services.

THE PRODUCTS AVAILABLE ON THE SERVICES ARE FOR YOUR PERSONAL USE ONLY AND NOT FOR RESALE OR DISTRIBUTION.  You may not sell or resell any products you purchase or otherwise receive from us through the Services.  You represent and warrant that you are purchasing products through the Services for your own personal use only, and not for resale or export.  We reserve the right, with or without notice, to cancel or reduce the quantity of any order to be filled or products to be provided to you that may result in a violation of these Terms, as determined by us in our sole discretion.  We also reserve the right to suspend accounts where we believe products are being ordered in breach of this provision.

15. Coupons and Promotional Codes

Coupons and promotional codes provided to you are for your individual use only.  You may not transfer, reproduce, trade, offer for sale, publish, or otherwise share OmBiome’s coupons and promotional codes unless the terms of the coupon or promotional code expressly allow you to do so.  We reserve the right to cancel orders when we have reason to believe that any coupon or promotional code is being used by someone other than the intended recipient, or in the case of suspected abuse, misuse or fraud.  We reserve the right to terminate a coupon or promotional code offering at any time and/or set expiration dates for such offers at any time and in our sole discretion.  Coupon codes and promotional codes are not valid on prior purchases.

16. Automatic Reorder (Subscribe & Save) Terms

The terms in this Section supplement these Terms solely with respect to products ordered on the Services for auto-reorder (or subscription) delivery (the “Auto Reorder”).

Your Auto Reorder subscription begins as soon as your initial payment is processed.  Your Auto Reorder will automatically renew and you will continue to be charged on a recurring basis per the delivery frequency you select (i.e., monthly) and without notice until you cancel.  By enrolling in Auto Reorder for a particular product, you agree to be billed on a recurring, per-order basis until you cancel, and acknowledge that product will be automatically shipped to accordingly to the delivery schedule you select, unless and until you modify or cancel your subscription as provided herein.  You authorize OmBiome or our payment processing provider(s) to store your payment method and to automatically charge your payment method for the items in your Auto Reorder based on the delivery frequency you select until you cancel.

We may change the price of an item in your Auto Reorder at any time, at our sole discretion, and we will notify you of any price change with the option to cancel.  If you do not agree with a price change, you have the right to reject the change by cancelling you Auto Reorder subscription as described herein.

The charge for each Auto Reorder shipment will be billed to the payment method we have on file.  If your primary payment method fails, you authorize us or our payment processing provider(s) to charge any other payment method in your account.  If you have not provided us a backup payment method and you fail to provide payment, or if all payment methods in your account fail, we may suspend your Auto Reorder.  You can edit and update your payment information at any time by logging into your account.

YOUR AUTO REORDER SUBSCRIPTION WILL AUTOMATICALLY RENEW UNTIL YOU CANCEL.  YOU MAY CANCEL AUTO REORDER AT ANY TIME BY LOGGING INTO YOUR ACCOUNT AND SELECTING TO CANCEL OR BY CONTACTING CUSTOMER CARE AT [424-234-9984] OR [[email protected]].  PLEASE CANCEL AT LEAST 48 HOURS PRIOR TO 2:00 P.M. EST ON THE AUTO REORDER PROCESS DATE.  SHOULD YOU CANCEL AFTER THAT TIME FRAME, YOUR PAYMENT IS NON-REFUNDABLE, AND YOUR SUBSCRIPTION WILL CONTINUE UNTIL THE END OF THAT DELIVERY FREQUENCY PERIOD.