Foot & Nail Institute Terms of Service

Last updated: March 21, 2021

These Terms of Service set out the terms and conditions upon which users may use this website and access the Services offered by Foot + Nail Institute, LLC (“FNI”). FNI owns, operates, and maintains the FNI website at footandnailinstitute.com (the “Site”). FNI may change the Terms of Service (the “Terms”) from time to time.

FNI PROVIDES THE SITE AND SERVICES ONLY ON CONDITION THAT YOU ACCEPT ALL OF THE TERMS CONTAINED OR REFERENCED HEREIN. By selecting the “I Accept” button or other button or mechanism designed to acknowledge agreement to these Terms, or by accessing or otherwise copying or using all or any portion of the Site, you accept this agreement and you agree to act in a manner consistent with these Terms. If you do not agree to these terms and conditions, you may not use the Site. FNI reserves the right, in its sole discretion, to change, modify, or otherwise alter these Terms at any time effective upon posting of the modified Terms on the Site. Please review the Terms periodically. Your continued use of the Site or any materials or services accessible through it, after such posting or notification means you accept the modifications. The use by you of any content or services accessible through the Site may be subject to your acceptance of separate agreements with FNI or third parties.

Description of Services. FNI offers: (i) online educational modules for registered nurses who are interested in starting their own foot care business (the “Modules”); (ii) a membership program for registered nurses who have completed the Modules and are looking for additional training materials, marketing materials for their business, and inclusion in a community group of like-minded nurses (the “Membership Program”); and (iii) additional one-on-one coaching sessions for those nurses who desire additional hands-on training (“1-on-1 Coaching,” and together with the Modules and the Membership Program, the “Services”). FNI reserves the right to make changes or updates to (including removing or withdrawing) any of the Services at any time for any reason.

User Accounts and Passwords. To access and use certain features of the Site, you will need to create a “Profile.” As part of the process of creating, registering, and maintaining your Profile, you must provide FNI with certain current, complete, and accurate registration information, including your full name, email address, mailing address, a contact phone number, and other data or information that may be requested by FNI during the account registration or renewal process (“Registration Data”). All Registration Data is governed by the FNI Privacy Policy which is incorporated herein by reference.

You agree that you will: (i) maintain and update such Registration Data as necessary in order to keep such information current, complete, and accurate; (ii) maintain the confidentiality of any passwords or other account identifiers which you choose or that are assigned to you as a result of any registration or account creation on the Site; and (iii) be responsible for all activities that occur under your Profile. Further, you agree to immediately notify FNI of any unauthorized use of your Profile or password or if you have any reason to believe that the confidentiality of your Profile or password has been compromised. Failure to comply with this paragraph may result in the immediate termination of Service.

User Account Fees, Term, and Renewal. FNI charges users certain fees for each Module you choose to purchase, for participation in the Membership Program, and for access to 1-on-1 Coaching. The current fee schedule is available on the Site. Fees for the Membership Program shall automatically renew each year, unless your participation in the Membership Program is terminated by either party. You agree that any fees associated with the Services are considered final payments and nonrefundable.

Content and Use of the Services. As a user, you agree as follows:

• You will use the Services solely for your personal use. You are responsible for all activity and use of your Profile and may not assign or transfer your Profile to any other person. You agree not to bypass any security or other features of the Site or the Services designed to control the manner in which the Site or Services are used, harvest or mine content from the Site or Services, or otherwise access or use the Site or Services in a manner inconsistent with individual human use;

• You may not reproduce, re-distribute, publish, re-transmit, re-stream, or re-broadcast any of the content contained within the Modules or Membership Program or provided to you during 1-on-1 Coaching (collectively, “FNI Content”) or otherwise share the FNI Content with any other person or entity.

• You will not provide inaccurate, misleading, or false information to FNI.

• You agree not to perform any fraudulent activity, including impersonating any person or entity, or accessing any other user account without permission.

• Your use of the Site and the Services are in accordance with any and all applicable laws and regulations.

• You will not violate, or encourage others to violate, any right of a third party, including by infringing or misappropriating any third-party intellectual property right, or otherwise engage in the unauthorized use of any proprietary content, information, or materials.

• You agree not to use the Site or the Services in any manner to harass, abuse, stalk, threaten, defame, or otherwise infringe or violate the rights of any other party, and that FNI is not in any way responsible for any such use by you, nor for any harassing, threatening, defamatory, offensive, or illegal messages or transmissions that you may receive as a result of using the Site or the Services;

• You agree not to introduce viruses, time-bombs, worms, cancelbots, trojan horses, and/or other harmful code into the Site or the Services.

Educational and Informational Purposes Only. The FNI Content is provided for educational and informational purposes only and is not intended as, and shall not be construed as, legal, tax, or medical advice. While FNI has endeavored to make the FNI Content valuable to nurse entrepreneurs, FNI cannot guarantee the accuracy of the FNI Content. Neither FNI nor its officers, members, employees, or agents shall be liable for any errors or omissions in the FNI Content or for any damages users may suffer as a result of any reliance on the FNI Content.

No Guarantees as to Results. FNI does not make any guarantees about any results that you may or may not achieve as a result of using the Services. Any information on the Site regarding the results obtained by other users of the Services are provided for information only and do not guarantee that you will achieve a similar result or outcome. Only you can determine whether and how to pursue entrepreneurship and your ultimate success or failure will be the result of your own efforts, your particular situation, and innumerable other circumstances beyond the control and/or knowledge of FNI.

License. FNI hereby grants to you a limited, non-exclusive, personal, non-transferable, non-sub-licensable, and revocable right and license to (i) access the Site for the purpose of receiving the Services in accordance with these Terms and (ii) access, view, and print any information and documentation made available on the Site, including the FNI Content, for your professional use only. These Terms do not grant you any other right or license, whether express or implied, by estoppel or otherwise, in or under any patent, trademark, copyright, or other intellectual property or proprietary right of FNI or any other third party. FNI may terminate this license at any time for any reason whatsoever. The Site and all intellectual property rights in the Site are owned by FNI. Subject to the license granted herein, FNI retains all intellectual property rights, including, but not limited to, copyright, trademark, trade secret or other intellectual property rights of any kind, whether registered or unregistered. FNI reserves all rights not expressly granted to users hereunder.

Intellectual Property. All brand elements (including but not limited to the company name, the Site name, logos, registered and unregistered trademarks) displayed on the Site or used in connection with the Services are the trademarks of FNI or its suppliers or third party licensors. Nothing contained on this Site shall be construed as an express or implied grant of any license or right to use any trademark or brand element without prior written consent of FNI.

The FNI Content is solely owned by FNI and is protected by copyright and other laws that protect intellectual property and proprietary information. You agree to observe and abide by all copyright and other proprietary notices, legends, or other restrictions contained on or in any FNI Content and will not make any changes to such notices, legends, or restrictions. You agree that you will not modify, publish, transmit, reverse engineer, participate in the transfer or sale of, create derivative works from, or in any way exploit any of the FNI Content, in whole or in part. The FNI Content is not for resale and may only be used by you, and only you, for your professional use.

Any use or misuse of any trademarks or brand elements of FNI or any other FNI Content appearing on the Site or in connection with the Services except as provided by these Terms or with the express written consent of FNI is strictly prohibited.

FNI Marketing. FNI shall have the right to identify publicly that you are a client of FNI using the FNI Services, including but not limited to identifying you as a client in FNI’s marketing materials.

Feedback. You grant FNI a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, transferable license to incorporate and otherwise use any feedback you provide to FNI regarding your use of the Site or the Services in the design of FNI’s products, services, and/or websites and to design, display, perform, prepare derivative works, copy, make, have made, use, disclose, sell, and otherwise support FNI’s products, services, and websites in any manner and via any media FNI chooses, with or without reference to the source of the Feedback.

Termination. FNI reserves the right, in its sole and absolute discretion, to terminate your Profile or access to part or all of the Site or the Services in the event that FNI determines you are not eligible to use the Services or you have violated any of these Terms or misused the Site or the Services in any way.

Limitation of Liability. Under no circumstances shall FNI be liable to you or any other party for any losses, costs, or damages of any kind or nature whatsoever arising out of, whether directly or indirectly, your use of (or the inability to use) the Site, the Services, or any FNI Content, regardless of the form of action or theory of liability, including, but not limited to, for breach of contract, tort, negligence, equity, strict liability, by statute or otherwise.

FNI is not an attorney or law firm and cannot provide legal advice regarding compliance with any laws or regulations applicable to your business. FNI is not an accountant, tax professional, or financial advisor of any kind and cannot provide advice regarding compliance with tax laws or financial planning that may be applicable to your business.

In no event shall FNI, or any of its directors, officers, employees, representatives, agents, or suppliers be liable for any special, exemplary, punitive, consequential, incidental or indirect damages of any kind or nature whatsoever arising out of, whether directly or indirectly, the use of the Site or the Services (including the transmission, downloading, or storage of any data or submissions to or from the Site; the use of or reliance on any FNI Content or other information or data contained on or provided through the Site; the loss of or damage to files or data or any costs of recovering or reproducing any files or data; the loss of use or lack of availability of the Services; or any business interruption, loss of revenue, or any other economic loss whatsoever however caused and regardless of the form or causes of action and whether or not foreseeable, even if FNI has been informed in advance or ought reasonably to have known of the potential for such damages.

These limitations shall apply not withstanding the failure of the essential purpose of any limited remedy. In any case, FNI and its directors’, officers’, employees’, representatives’, or agents’ entire liability under any provision of this agreement shall not exceed the amount of the fees paid to FNI by you. The existence of more than one claim will not enlarge or extend this limit.

General Disclaimer of Warranties. THE SITE AND THE SERVICES ARE PROVIDE “AS IS” WITHOUT ANY EXPRESSED, IMPLIED, OR STATUTORY WARRANTY OF ANY KIND. FNI DISCLAIMS ALL WARRANTIES, INCLUDING WITHOUT LIMITATION ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND THE ENTIRE RISK OF THE QUALITY OF THE SERVICES AND THE PERFORMANCE OF THE SITE IS WITH YOU. FNI DOES NOT WARRANT OR ASSUME RESPONSIBILITY FOR THE ACCURACY OR COMPLETENESS OF ANY FNI CONTENT OR ANY INFORMATION OR OTHER ITEMS CONTAINED WITHIN THE SITE OR THE SERVICES OR SUBMITTED BY YOU IN CONNECTION WITH THE SERVICES.

Indemnification. You agree to defend, indemnify and hold FNI and its directors, officers, employees, representatives, agents, and suppliers harmless from any claims, demands, or damages, including reasonable attorneys’ fees and costs, related to or arising out of your use of the Site or the Services, including, but not limited to (i) your breach of these Terms, or (ii) your violation of any law or regulation.

Governing Law. This Site is administered by FNI from its headquarters in Pickerington, Ohio. You acknowledge and agree that your use of the Site and all of the communications, transmissions, and transactions associated with the Site and the provision of the Services shall be deemed to have occurred in Pickerington, Ohio. You agree that these Terms shall be governed by, construed and interpreted in accordance with the laws of the State of Ohio without regard to choice of law principles. If any provision of these Terms is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced.

Arbitration. You agree that any disputes or claims between you and FNI that cannot be resolved informally will be submitted to binding arbitration in Franklin County, Ohio. The arbitration shall be conducted by the American Arbitration Association, or any other alternative dispute resolution provider mutually agreed upon by the parties. You further agree to and hereby waive any right to class arbitration and agree that any arbitration with FNI will be conducted on an individual basis. The prevailing party in any such arbitration shall be entitled to recover all reasonable attorneys’ fees and costs incurred in the arbitration. You further agree that no claim, action, or proceeding in any way related to the Site or the Services may be instituted more than one (1) year after the cause of action arose.

Entire Agreement. These Terms, as they may updated by FNI from time to time, together with the FNI Privacy Policy, set forth all of the promises, agreements, conditions, understandings, warranties, and representations between you and FNI with respect to the Site and the Services and supersedes all prior negotiations, discussions, undertakings, and agreements between you and FNI, and there are no promises, agreements, conditions, understandings, warranties, or representations, oral or written, express or implied, other than as set forth herein and therein.