1. Introduction Welcome to WellHR, a unique and innovative AI-powered wellness chatbot designed to guide you on your journey to better health and well-being. This service is developed and managed by Niowell. By accessing and engaging with WellHR, you, the user, acknowledge that you have read and understood these Terms and Conditions. You also agree to be bound by these Terms in their entirety. If, for any reason, you do not agree with these Terms, please refrain from usingWellHR. Our service is designed to empower you in your personal wellness journey, providing support and information tailored to your individual through AI technology. However, it's essential to understand that this is a tool for wellness enhancement and not a replacement for professional medical or therapeutic advice.

2. Use of Service WellHR is created for your personal and non-commercial use. It's crucial that the service is utilized responsibly and ethically. As a user, you agree not to misuse or manipulate the chatbot in any way that could disrupt its functionality, impair the service provided to other users, or harm Niowell's reputation. Misuse includes any unlawful or prohibited activities, such as attempting to gain unauthorized access to the system or data, or using the service to disseminate harmful or offensive content.

3. User Responsibilities When you interact with WellHR, you are responsible for providing accurate and complete information. This ensures that the service can function effectively and provide relevant and personalized advice. Additionally, if you set up an account or use personalized features of WellHR, you are responsible for maintaining the confidentiality of your account information, including your password. You are also accountable for all activities that occur under your account. In case of any unauthorized use of your account or other security breaches, it is your responsibility to inform us promptly.

4. Intellectual Property Rights All content, including text, graphics, user interfaces, and the overall design of WellHR, is the exclusive property of Niowell or its licensors. This content is protected under intellectual property laws. You acknowledge that any unauthorized use of our intellectual property, such as reproduction, modification, distribution, or public display, without explicit permission from Niowell, is strictly prohibited. Our service is designed to provide you with personal wellness support, and the respect of our intellectual property rights is essential to maintaining the quality and integrity of WellHR.

5. Privacy Policy We value your privacy and are committed to protecting your personal information. Our Privacy Policy details how we handle and safeguard your data when you use WellHR. This policy covers aspects such as data collection, storage, and usage. By agreeing to these Terms and Conditions, you also acknowledge and agree to the terms outlined in our Privacy Policy. We encourage you to review this policy to understand how your personal information is managed within our service.

6. Modifications to Service Niowell reserves the right to modify, update, or discontinue WellHR at any time, with or without notice to you. These changes may include upgrades, enhancements, or discontinuation of certain features or the entire service. We strive to improveWellHR continuously to provide the best possible experience. However, we will not be liable to you or any third party for any modification, price change, suspension, or discontinuation of the service. Your continued use of WellHRafter any such changes implies your acceptance of the new Terms.

7. Termination We may terminate or suspend your access to our service without prior notice or liability, for any reason whatsoever, including if you breach these Terms. Upon termination, your right to use the service will cease immediately. If you wish to terminate your account, you may simply discontinue using the service. All provisions of the Terms, which by their nature should survive termination, shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

8. Disclaimers The services and all information, content, materials, and services included on or otherwise made available to you through WellHR are provided by Niowell on an "as is" and "as available" basis. We make no representations or warranties of any kind, express or implied, as to the operation of WellHR, its content, or the information made available by or through the service. Furthermore, we do not warrant that the service is free of viruses or other harmful components. You expressly agree that your use of the service is at your sole risk.

9. Limitation of Liability In no event will Niowell, its directors, officers, employees, affiliates, agents, contractors, interns, suppliers, service providers, or licensors be liable for any injury, loss, claim, or any direct, indirect, incidental, punitive, special, or consequential damages of any kind, including, without limitation lost profits, lost revenue, lost savings, loss of data, replacement costs, or any similar damages, whether based in contract, tort (including negligence), strict liability or otherwise, arising from your use of any of the service or any products procured using the service, or for any other claim related in any way to your use of the service or any product, including, but not limited to, any errors or omissions in any content, or any loss or damage of any kind incurred as a result of the use of the service or any content (or product) posted, transmitted, or otherwise made available via the service, even if advised of their possibility.

10. Indemnification You agree to indemnify, defend, and hold harmless Niowell and our parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns, and employees, from any claim or demand, including reasonable attorneys’ fees, made by any third-party due to or arising out of your breach of these Terms and Conditions or the documents they incorporate by reference, or your violation of any law or the rights of a third-party.

11. Governing Law These Terms and Conditions and any separate agreements whereby we provide you services shall be governed by and construed in accordance with the laws of Estonia. You agree that any legal action or proceeding between you and Niowell related to these Terms and Conditions will be conducted exclusively in the courts of this jurisdiction.

12. Changes to Terms We reserve the right, at our sole discretion, to update, change, or replace any part of these Terms and Conditions by posting updates and changes to our website. It is your responsibility to check our website periodically for changes. Your continued use of or access to our website or the service following the posting of any changes to these Terms and Conditions constitutes acceptance of those changes.

13. Contact Information Questions about the Terms and Conditions should be sent to us at support@wellhr.org.

Additional TOS:

These Terms of Use ("Terms") govern your access to and use of the services provided by WellHR ("WellHR," "we," "us," or "our"), including our website WellHR.org, mobile applications, AI chatbot, communications, events, and any other services that link to these Terms (collectively, the "Services"). By accessing or using our Services, you agree to be bound by these Terms. If you are using the Services on behalf of a company or other legal entity, "you" refers to that entity, and you represent and warrant that you have the authority to bind it to these Terms.

PLEASE READ THESE TERMS CAREFULLY AS THEY CONTAIN IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES, AND OBLIGATIONS, INCLUDING DISCLAIMERS OF LIABILITY AND PROVISIONS GOVERNING DISPUTE RESOLUTION.

1. Eligibility

To access or use our Services, you must be at least 18 years old or the age of majority in your jurisdiction, whichever is greater, and have the legal capacity to enter into these Terms. By using our Services, you represent and warrant that you meet these eligibility requirements and that you are not prohibited from using the Services under any applicable law.

2. Account Registration and Security

2.1 Account Creation

• You may need to create an account to access certain features of our Services.

• You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate, current, and complete.

• You may not create an account using a false identity or information, or on behalf of someone other than yourself.

2.2 Account Responsibility

• You are responsible for safeguarding your account login credentials and for all activities that occur under your account.

• You agree to notify us immediately of any unauthorized use of your account or any other breach of security.

• WellHR will not be liable for any loss or damage arising from your failure to comply with these obligations.

3. User Content

3.1 Definition of User Content

"User Content" refers to any information, text, graphics, photos, audio, video, reviews, feedback, or other materials that you submit, post, upload, publish, or transmit through the Services.

3.2 Ownership and License

• Ownership: You retain all rights, title, and interest in and to your User Content.

• License Grant: By submitting User Content, you grant WellHR a non-exclusive, worldwide, royalty-free, perpetual, irrevocable, sublicensable, and transferable license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, and display your User Content in connection with operating and providing the Services.

3.3 Your Responsibility for User Content

You are solely responsible for your User Content and the consequences of posting or publishing it. You represent and warrant that:

• You own or have the necessary rights and permissions to use and authorize WellHR to use all intellectual property rights in your User Content.

• Your User Content does not violate any applicable law, regulation, or third-party rights, including intellectual property rights, privacy rights, or any other proprietary rights.

• Your User Content is truthful, accurate, and not misleading.

• Your User Content does not contain defamatory, libelous, obscene, abusive, offensive, harassing, violent, hateful, or otherwise objectionable material.

3.4 Prohibited User Content

You agree not to submit any User Content that:

• Contains false or misleading information.

• Defames, harasses, abuses, threatens, or incites violence against any individual or group.

• Infringes any patent, trademark, trade secret, copyright, or other proprietary rights of any party.

• Violates any applicable law or regulation.

• Contains viruses, malware, or other harmful code.

4. Prohibited Conduct

You agree not to engage in any of the following prohibited activities:

4.1 Violations of Law and Rights

• Use the Services for any illegal purpose or in violation of any local, state, national, or international law.

• Violate or infringe upon the rights of others, including privacy, publicity, intellectual property, or other proprietary rights.

4.2 Disruptive Activities

• Interfere with or disrupt the operation of the Services or the servers or networks that host the Services.

• Circumvent or attempt to circumvent any access or use restrictions or limitations of the Services.

4.3 Unauthorized Access

• Attempt to gain unauthorized access to any part of the Services, accounts, computer systems, or networks connected to the Services.

4.4 Harassment and Abuse

• Harass, abuse, harm, or advocate or incite harassment, abuse, or harm of another person or group.

4.5 Spam and Unsolicited Communications

• Transmit unsolicited commercial messages, chain letters, or spam through the Services.

4.6 Impersonation and Misrepresentation

• Impersonate any person or entity or misrepresent your affiliation with a person or entity.

• Create multiple accounts or fake identities.

4.7 Data Mining and Extraction

• Use any robot, spider, scraper, or other automated means to access the Services for any purpose without our express written permission.

• Collect or harvest any personally identifiable information from the Services.

5. Intellectual Property Rights

5.1 WellHR's Proprietary Rights

• All content, trademarks, service marks, trade names, logos, and intellectual property rights on the Services, excluding User Content, are owned by WellHR or its licensors.

• This includes but is not limited to text, graphics, software, algorithms, and all other materials and information.

5.2 Limited License

• WellHR grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services for your personal, non-commercial use, subject to these Terms.

5.3 Restrictions

You agree not to:

• Modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any content or information obtained from the Services.

• Reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code of the Services.

6. Disclaimers and Limitation of Liability

6.1 Disclaimers

• The Services are provided on an "AS IS" and "AS AVAILABLE" basis.

• WellHR disclaims all warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, non-infringement, and title.

• WellHR does not warrant that the Services will be uninterrupted, error-free, secure, or free from viruses or other harmful components.

6.2 No Responsibility for User Content

• WellHR is not responsible or liable for any User Content posted on the Services.

• We do not endorse any opinions expressed by users.

6.3 Limitation of Liability

To the fullest extent permitted by law:

• WellHR shall not be liable for any indirect, incidental, special, consequential, or punitive damages.

• WellHR's total liability to you for all claims arising from or related to the Services shall not exceed the amount paid by you, if any, for accessing the Services during the twelve (12) months preceding the claim.

7. Indemnification

You agree to defend, indemnify, and hold harmless WellHR, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees arising out of or relating to:

• Your violation of these Terms.

• Your User Content.

• Your use of the Services other than as expressly authorized in these Terms.

8. Termination

8.1 Termination by WellHR

• We reserve the right to suspend or terminate your access to the Services at our sole discretion, without notice or liability, for any reason, including if we believe you have violated these Terms.

8.2 Effect of Termination

• Upon termination, all rights granted to you under these Terms will cease immediately.

• Your obligations under these Terms, including indemnification and limitation of liability, will survive termination.

9. Dispute Resolution

9.1 Governing Law

• These Terms and any disputes arising out of or related to these Terms or the Services will be governed by the laws of Estonia, without regard to its conflict of law principles.

9.2 Dispute Resolution Process

• In the event of any dispute, claim, or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation, or validity thereof, the parties shall first attempt to resolve the dispute amicably through good faith negotiations.

• If the dispute cannot be resolved through negotiations within thirty (30) days, either party may seek relief through the courts located in Estonia.

10. Modifications to the Services and Terms

10.1 Modifications to Services

• We reserve the right to modify or discontinue, temporarily or permanently, the Services or any features or portions thereof without prior notice.

10.2 Modifications to Terms

• We may revise these Terms from time to time at our sole discretion.

• If we make material changes, we will notify you by updating the "Effective Date" at the top of these Terms and, if required, by providing additional notice.

• By continuing to access or use the Services after the changes become effective, you agree to be bound by the revised Terms.

11. General Provisions

11.1 Severability

• If any provision of these Terms is found to be invalid or unenforceable, that provision shall be enforced to the maximum extent permissible, and the other provisions of these Terms shall remain in force.

11.2 Waiver

• No waiver of any term or condition set forth in these Terms shall be deemed a further or continuing waiver of such term or condition or any other term or condition.

11.3 Assignment

• You may not assign or transfer these Terms or any rights or obligations hereunder without our prior written consent.

• We may assign our rights and obligations under these Terms at any time without notice to you.

11.4 Entire Agreement

• These Terms, along with our Privacy Policy, constitute the entire agreement between you and WellHR regarding the use of the Services.

12. Contact Information

If you have any questions or concerns about these Terms or the Services, please contact us at:

• Email: support@wellhr.org